Gran Tierra Energy Enters Material Definitive Agreement

TL;DR

Gran Tierra Energy signed a big deal on Sept 12th, could be debt or asset related.

AI Summary

Gran Tierra Energy Inc. entered into a material definitive agreement on September 12, 2024, related to a financial obligation. The company, headquartered in Calgary, Alberta, is involved in the crude petroleum and natural gas industry.

Why It Matters

This filing indicates a significant new agreement or financial commitment by Gran Tierra Energy, which could impact its future operations and financial standing.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new financial obligations or strategic shifts that carry inherent risks.

Key Players & Entities

• Gran Tierra Energy Inc. (company) — Registrant
• September 12, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• Calgary (location) — Business Address City

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share GTE NYSE American Toront
• $150,000,000 — e corporation ("Gran Tierra"), issued US$150,000,000 aggregate principal amount of additiona
• $587,590,000 — o which Gran Tierra previously issued US$587,590,000 aggregate principal amount of its 9.500

Filing Documents

• tm2424290d1_8k.htm (8-K) — 33KB
• tm2424290d1_ex99-1.htm (EX-99.1) — 12KB
• tm2424290d1_ex99-2.htm (EX-99.2) — 12KB
• tm2424290d1_ex99-3.htm (EX-99.3) — 12KB
• image_001.jpg (GRAPHIC) — 16KB
• 0001104659-24-101072.txt ( ) — 275KB
• gte-20240912.xsd (EX-101.SCH) — 3KB
• gte-20240912_lab.xml (EX-101.LAB) — 33KB
• gte-20240912_pre.xml (EX-101.PRE) — 22KB
• tm2424290d1_8k_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement The information contained in Item 2.03 of this Current Report on Form 8-K is incorporated into this Item 1.01 by reference. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant On September 18, 2024, in connection with a previously announced offering, Gran Tierra Energy Inc., a Delaware corporation ("Gran Tierra"), issued US$150,000,000 aggregate principal amount of additional 9.500% Senior Secured Amortizing Notes due 2029 (the "Notes") in a private placement (the "Offering") to persons reasonably believed to be qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), to non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act, and pursuant to certain prospectus exemptions in Canada. Gran Tierra intends to use the net proceeds from the Offering to finance the cash portion of the consideration payable for the shares under the terms of the proposed acquisition of the entire issued and to be issued share capital of i3 Energy plc, a public limited company organized under the laws of England and Wales, and any remaining net proceeds from the Offering for general corporate purposes, which may include additional capital to appraise and develop exploration discoveries, repayment of other indebtedness, working capital and/or acquisitions. The Notes were issued pursuant to an indenture (the "Indenture"), dated October 20, 2023, among Gran Tierra, certain of its subsidiaries of Gran Tierra party thereto and U.S. Bank Trust Company, National Association, as trustee, pursuant to which Gran Tierra previously issued US$587,590,000 aggregate principal amount of its 9.500% Senior Secured Amortizing Notes due 2029 (the "Original Notes"). The Notes are guaranteed on a senior basis by the subsidiary guarantors party to

01. Other Information

Item 8.01. Other Information. On September 12, 2024, Gran Tierra issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing the launch of the Offering. On September 13, 2024, Gran Tierra issued a press release, a copy of which is attached hereto as Exhibit 99.2 and incorporated herein by reference, announcing the pricing of the Offering. On September 18, 2024, Gran Tierra issued a press release, a copy of which is attached hereto as Exhibit 99.3 and incorporated herein by reference, announcing the closing of the Offering.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 4.1 Indenture related to the 9.500% Senior Secured Amortizing Notes due 2029, dated as of October 20, 2023, among Gran Tierra Energy Inc., the guarantors named therein, and U.S. Bank Trust Company, National Association (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on October 24, 2023). 4.2 Form of 9.500% Senior Secured Amortizing Notes due 2029 (included as Exhibit A to Exhibit 4.1). 99.1 Press Release issued by Gran Tierra Energy Inc. dated September 12, 2024. 99.2 Press Release issued by Gran Tierra Energy Inc. dated September 13, 2024. 99.3 Press Release issued by Gran Tierra Energy Inc. dated September 18, 2024. 104 Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 18, 2024 GRAN TIERRA ENERGY INC. By: /s/ Gary S. Guidry Name: Gary S. Guidry Title: President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR