Trio Merger Corp’s Intended Merger Target, SAExploration Holdings, Inc., Announces $61 Million in New Contract Awards within North America and Southeast Asia

Trio Merger Corp. (NASDAQ:TRIO; OTCBB:TMRGW)(“Trio”) and its intended merger target, SAExploration Holdings, Inc. (“SAE” or the “Company”), today announced that SAE had been awarded seismic data acquisition contracts totaling $61 million during the last two weeks. Of these awards, $47 million are for new projects in North America and $14 million are for new projects in Southeast Asia.

Trio and SAE also announced SAE’s unaudited financial results for the three months ended March 31, 2013 (“Q1 2013”). These results conform with the preliminary, unaudited results for Q1 2013 that Trio and SAE announced on May 22, 2013.

Eric Rosenfeld, Chairman and CEO of Trio, commented, “These new awards focus on complex land and shallow water zones, the challenging environments within SAE’s core expertise. These projects are expected to commence in Q3 2013 and extend into Q1 2014. SAE is an experienced seismic service provider with proficiency in complex environments, a strong QHSE record, and excellent relationships with local communities. SAE’s management has long-standing relationships with some of the world’s largest oil and gas companies.”

Q1 2013 Results

Revenues for Q1 2013 totaled $84.8 million, a 37.2% increase from $61.8 million in the comparable prior year period. Higher revenue growth was primarily due to increased operations in more logistically challenging areas such as Papua New Guinea, Columbia and Canada.

Gross profit was $18.7 million, or 22.1% of revenues, compared to gross profit of $14.9 million, or 24.1% of revenue, in Q1 2012. The decrease in gross margin is primarily due to increased operating expenses related to projects in PNG, Columbia and Canada. The company also recorded a depreciation expense of $0.9 million related to capital additions in 2012.

General and administrative (“G&A”) expenses were $7.5 million, or 8.8% of revenues, compared to $5.4 million, or 8.8% of revenues in Q1 2012. The increase in G&A was due to the need to hire additional personnel to support SAE’s expanding worldwide operations and the upcoming merger with Trio.

Operating income was $10.9 million, an increase of 16.0% from $9.4 million in Q1 2012.

Net income decreased 37.2% to $4.9 million for Q1 2013, compared to $7.8 million in Q1 2012 due to significantly higher depreciation and interest expense.

Cash and cash equivalents totaled $21.4 million, an increase of $5.7 million, or 36.3%, from December 31, 2012.

Modified EBITDA (as defined) was $14.1 million, a 14.6% increase from Modified EBITDA of $12.3 million in Q1 2012.

About SAExploration Holdings, Inc.

SAE is a holding company of various subsidiaries which cumulatively form a geographically diversified seismic data acquisition company. SAE provides a full range of 2D, 3D and 4D seismic data services to its clients, including surveying, program design, logistical support, data acquisition, processing, camp services, catering, environmental assessment and community relations. The Company services its multinational client base from offices in Canada, Alaska, Peru, Columbia, Bolivia, Papua New Guinea, New Zealand and Brazil. SAE’s website is www.saexploration.com.

The information on SAE’s website is not, and shall not be deemed to be, a part of this notice or incorporated in filings either Trio or SAE makes with the SEC.

About Trio Merger Corp.

Trio was incorporated in Delaware on February 2, 2011 as a blank check company whose objective is to effect a merger, capital stock exchange, asset acquisition or other similar business combination with an operating business. Trio’s initial public offering was declared effective June 20, 2011 and was consummated on June 24, 2011, receiving net proceeds of $57.43 million through the sale of 6.0 million units at $10.00 per unit and $3.55 million from the sale of private placement warrants to the initial stockholders and the underwriters. On June 24, 2011, the underwriters exercised their over-allotment option and on June 27, 2011, Trio received net proceeds of $8.69 million from the sale of 900,000 units. Each unit was comprised of one share of Trio common stock and one warrant with an exercise price of $7.50. As of March 31, 2013, Trio held approximately $61,676,800 in a trust account maintained by an independent trustee, which will be released upon the consummation of the business combination.

On December 11, 2012, Trio and SAE jointly announced that the companies entered into a merger agreement whereby SAE will merge into a wholly owned subsidiary of Trio. The closing of the transaction with SAE is subject to, among other matters, approval by the stockholders of Trio and holders of 496,032 or more of the shares of Trio’s common stock issued in Trio’s initial public offering of securities not exercising their rights to convert their shares into a pro rata share of the trust account in accordance with Trio’s amended and restated certificate of incorporation.

EBITDA

SAE’s financial information contained herein is unaudited. Furthermore, it includes certain financial information, such as EBITDA (earnings before interest, taxes, depreciation and amortization), not derived in accordance with generally accepted accounting principles (“GAAP”). EBITDA is a key metric SAE uses in evaluating its financial performance. EBITDA is considered a non-GAAP financial measure as defined by Regulation G promulgated by the SEC under the Securities Act of 1933, as amended. SAE considers EBITDA important in evaluating its financial performance on a consistent basis across various periods. Due to the significance of non-cash and non-recurring items, EBITDA enables SAE’s Board of Directors and management to monitor and evaluate the business on a consistent basis. SAE uses EBITDA as a primary measure, among others, to analyze and evaluate financial and strategic planning decisions regarding future operating investments and potential acquisitions. The presentation of EBITDA should not be construed as an inference that SAE’s future results will be unaffected by unusual or non-recurring items or by non-cash items, such as non-cash compensation. EBITDA should be considered in addition to, rather than as a substitute for, pre-tax income, net income and cash flows from operating activities.

Not a Proxy Statement

This press release is not a proxy statement or a solicitation of proxies from the holders of common stock of Trio and does not constitute an offer of any securities of Trio for sale. Any solicitation of proxies will be made only by the definitive proxy statement/information statement of Trio that has been mailed to all stockholders of record as of May 31, 2013. Investors and security holders of Trio are urged to read the definitive proxy statement/information statement and appendices thereto because they contain important information about Trio and SAE.

Forward Looking Statements

This press release includes certain forward-looking statements, including statements regarding future financial performance, future growth and future acquisitions. These statements are based on SAE’s and Trio’s managements’ current expectations or beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes in economic, business, competitive and/or regulatory factors, and other risks and uncertainties affecting the operation of SAE’s business. These risks, uncertainties and contingencies include: fluctuations in the levels of exploration and development activity in the oil and gas industry; business conditions; weather and natural disasters; changing interpretations of GAAP; outcomes of government reviews; inquiries and investigations and related litigation; continued compliance with government regulations; legislation or regulatory environments; requirements or changes adversely affecting the business in which SAE is engaged; fluctuations in customer demand; changes in scope or schedule of customer projects; termination of contracts at the convenience of clients; management of rapid growth; intensity of competition from other providers of seismic acquisition services; general economic conditions; geopolitical events and regulatory changes; the possibility that the merger does not close, including due to the failure to receive required security holder approvals or the failure of other closing conditions; and other factors set forth in Trio’s filings with the Securities and Exchange Commission. The information set forth herein should be read in light of such risks. Neither Trio nor SAE is under any obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, changes in assumptions or otherwise.