13D Filing: Whitebox Advisors and Saexploration Holdings Inc. (SAEX)

Item 5 is hereby amended and restated in its
entirety as follows:

As of the date hereof, WA may be deemed to
be the beneficial owner of 10,052,865 Shares, constituting 44.96% of the Shares of the Issuer, based on 14,913,837 shares of
Common Stock issued and outstanding as of March 8, 2018 based on the 8-K filed by
the Issuer on March 8, 2018.

WA has the sole power to vote or direct the
vote of 0 Shares; has the shared power to vote or direct the vote of 10,052,865 Shares; has the sole power to dispose or direct
the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 10,052,865 Shares.

As of the date hereof, WB GP may be deemed
to be the beneficial owner of 10,052,865 Shares, constituting 44.96% of the Shares of the Issuer, based on 14,913,837 shares
of Common Stock issued and outstanding as of March 8, 2018 based on the 8-K filed by
the Issuer on March 8, 2018.

WB GP has the sole power to vote or direct
the vote of 0 Shares; has the shared power to vote or direct the vote of 10,052,865 Shares; has the sole power to dispose or direct
the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 10,052,865 Shares.

As of the date hereof, WMP may be deemed to
be the beneficial owner of 6,020,733 Shares, constituting 31.11% of the Shares of the Issuer, based on 14,913,837 shares of
Common Stock issued and outstanding as of March 8, 2018 based on the 8-K filed by
the Issuer on March 8, 2018.

WMP has the sole power to vote or direct the
vote of 0 Shares; has the shared power to vote or direct the vote of 6,020,733 Shares; has the sole power to dispose or direct
the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 6,020,733 Shares.

As of the date hereof, WCP may be deemed to
be the beneficial owner of 2,004,934 Shares, constituting 12.22% of the Shares of the Issuer, based on 14,913,837 shares of
Common Stock issued and outstanding as of March 8, 2018 based on the 8-K filed by
the Issuer on March 8, 2018.

WCP has the sole power to vote or direct
the vote of 0 Shares; has the shared power to vote or direct the vote of 2,004,934 Shares; has the sole power to dispose or direct
the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 2,004,934 Shares.

As of the date hereof, WAP may be deemed to
be the beneficial owner of 1,472,223 Shares, constituting 9.19% of the Shares of the Issuer, based on 14,913,837 shares of
Common Stock issued and outstanding as of March 8, 2018 based on the 8-K filed by
the Issuer on March 8, 2018.

WAP has the sole power to vote or direct
the vote of 0 Shares; has the shared power to vote or direct the vote of 1,472,223 Shares; has the sole power to dispose or direct
the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,472,223 Shares.

The Reporting Persons do not have, and
have not had since the 2018 Exchange Offer, beneficial ownership over any Series A Preferred Shares because prior to the third
anniversary of the closing of the 2018 Exchange Offer, the Series A Preferred Shares may only be converted into shares of Common
Stock or, pursuant to a warrant election available to the holders of Series A Preferred Shares, into warrants with terms identical
to the Series C Warrants, with the consent of the holders of at least 66 2/3% of the outstanding shares of Series A Preferred Shares,
or upon a change of control of the Issuer, in each case as described in the Certificate of Designations of the Series A Preferred
Shares filed as Exhibit 3.1 to the 8-K filed by the Issuer on February 1, 2018.

(c)  The transactions in the Common Stock
by the Reporting Persons in the past 60 days are set forth in Exhibit D.

(d) Certain Shares are beneficially owned by
private investment funds that are managed by WA and/or for which WB GP serves as the general partner. None of these investment
funds individually own more than 5% of the outstanding shares, except for WMP, WCP, and WAP.

(e) Not
applicable.