Gran Tierra Energy Inc. announced a consent solicitation from holders of its 9.750% Senior Secured Amortizing Notes due 2031 to approve amendments to the indenture governing the notes in connection with the sale of its Colombian subsidiary to Établissements Maurel et Prom S.A. The company is offering a consent fee of US$2.50 per US$1,000 in principal amount to holders who validly deliver consents by 5:00 p.m. New York City time on September 22, 2026, with US$479,353,000 in principal amount of the notes outstanding. The proposed amendments would enable the note assumption by Maurel & Prom Andina S.A.S. at completion of the sale, release certain collateral, waive debt coverage tests related to successor issuers, provide that the sale is not a change of control, update the GAAP definition to include IFRS and French accounting principles, revise the financial reporting covenant, and treat certain Sinu-9 gas license acquisitions in Colombia as permitted investments. The amendments require consents from holders of at least 50% in aggregate principal amount of the outstanding notes to become effective, and consummation of the solicitation and payment of the consent fee are conditioned on obtaining those consents and completing the sale. The interest rate, payment terms, and maturity date of the notes will remain unchanged, and the notes will remain secured by a first-ranking pledge by Gran Tierra Energy CI GmbH over the equity of Gran Tierra Energy Colombia GmbH and Gran Tierra Operations Colombia GmbH. BofA Securities, Inc. is serving as sole solicitation agent, with D.F. King & Co. Inc. as information and tabulation agent.
Gran Tierra Energy IncGran Tierra seeks noteholder consents to amend its 2031 notes indenture to enable the Colombian subsidiary sale to Maurel & Prom and note assumption.
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