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

The foregoing summaries
of the Series A Preferred Stock, Series B Preferred Stock and Series C Warrants does not purport to be complete and is subject
to, and qualified in its entirety by, the full texts of the Certificate of Designations for the Series A Preferred Stock, Certificate
of Designations for the Series B Preferred Stock and Warrant Agreement for the Series C Warrants a copy of which are being incorporated
by reference as Exhibits 11-13 in Item 7 of this Schedule 13D and are incorporated herein by reference.

Item 4. Purpose of Transaction.

The information contained
in Item 4 of the Schedule 13D is hereby amended and supplemented by adding the information below.

The information contained
in Items 3 and 6 of this Schedule 13D is incorporated herein by reference. On January 29, 2018, Michael Kass, a portfolio manager
of BlueMountain Capital Management, LLC and a designee of BlueMountain Capital Management, LLC to the Issuer’s board of directors
(the “Board”), resigned his position as a member of the Board. Pursuant to its Board designation right under the Issuer’s
certificate of incorporation, BlueMountain Capital Management, LLC nominated Alan B. Menkes to fill the vacancy created by Mr.
Kass’s resignation. The Board’s Nominating Committee recommended his election and the Board of Directors elected Mr.
Menkes on January 30, 2018.

Item 5. Interest in Securities of the Issuer.

The information contained
in Item 5 of the Schedule 13D is hereby amended and supplemented by adding the information below.

(a-b) All percentages set
forth in this Schedule 13D are based on the Issuer’s 10,236,855 shares of Common Stock, outstanding as of January 29, 2018, based on information from the Issuer and other publicly available information.
The information set forth in Rows 7-13 and the footnotes of each Cover Page, as well as the information set forth in Item 3 of
this Schedule 13D, are hereby incorporated herein by reference.

During the past sixty (60)
days on or prior to January 29, 2018 (the “Event Date”), and from the Event Date to the Filing Date, other
than as set forth herein, there have been no additional transactions in Issuer’s securities.

Item 6.     Contracts, Arrangements,
Understandings or Relationships With Respect to Securities of the Issuer.

The information contained
in Item 6 of the Schedule 13D is hereby amended and supplemented by adding the information below.