Ion Geophysical Corporation, GX Technology Corporation, ION Exploration Products (U.S.A.), and I/O Marine Systems, Inc. entered into restructuring support agreement with certain lenders (supporting lenders) party to that certain revolving credit and security agreement dated as of August 22, 2014 (credit agreement), among ION, as borrower, each of ION's subsidiary borrowers party thereto, Ankura Trust Company, LLC, as agent for the supporting lenders, and the supporting lenders party thereto and certain holders (supporting holders) of ION's outstanding 8.000% senior secured second priority notes due 2025 (2025 notes), issued pursuant to that certain indenture dated as of April 20, 2021, among ION, as issuer, each of the guarantors party thereto, UMB Bank, National Association, as trustee, and UMB Bank, National Association, as collateral agent, and the holders from time to time party thereto (the supporting lenders and the supporting holders are referred to collectively herein as the supporting creditors). Upon entry into the restructuring support agreement, the supporting lenders held, in the aggregate, approximately 100% of the aggregate outstanding principal amount of the loans under the credit agreement, and the supporting holders held, in the aggregate, approximately 80% of the aggregate outstanding principal amount of the 2025 notes. Capitalized terms used but not otherwise defined in this current report on form 8-K have the meanings given to them in the restructuring support agreement. The restructuring support agreement contemplates a financial restructuring of the company (restructuring) to be effected in accordance with the terms set in the chapter 11 plan of reorganization (as may be amended, supplemented, or otherwise modified from time to time, the plan) and the commencement by the company parties of voluntary cases (chapter 11 cases) under chapter 11 of title 11 of the united states bankruptcy code in the united states bankruptcy court for the southern district of Texas (bankruptcy court).

The restructuring is anticipated to be implemented in accordance with the restructuring support agreement and the related definitive documents (as defined in the restructuring support agreement), including the plan and the disclosure statement, which, among other things, contemplate: a debt-for-equity exchange paired with the potential sale of certain Company assets to one or more third parties or (ii) a sale of substantially all of the Company's assets; and the provision by certain of the Supporting Creditors of a $2,500,000, senior secured, super priority debtor in possession financing facility. The restructuring support agreement contains certain covenants on the part of each of the company parties and the supporting creditors, including commitments by the supporting creditors to vote in favor of the plan and commitments of the company parties to negotiate in good faith to finalize the documents and agreements governing the restructuring. The restructuring support agreement also provides for certain conditions to the obligations of the parties and for termination upon the occurrence of certain events, including, without limitation, the failure to achieve certain milestones and certain breaches by the parties under the restructuring support agreement.

Although the company parties intend to pursue the restructuring in accordance with the terms sets in the restructuring support agreement, there can be no assurance that the company parties will be successful in completing the restructuring in such manner.