GRAN TIERRA ENERGY INC. (TSE:GTE) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01. Completion of Acquisition or Disposition of Assets.

On June 30, 2017, Gran Tierra Energy Inc. (“Gran Tierra Energy”), through two of its indirect subsidiaries, Gran Tierra Energy International Holdings Ltd. (“GTEIH”) and Gran Tierra Luxembourg Holdings S.Á R.L. (such subsidiaries, the “Selling Subsidiaries”), completed the previously announced disposition of Gran Tierra Energy’s assets in Brazil, including its 50% working interest in the Tiê Field and all of Gran Tierra' Energy’s interest in exploration rights and obligations held to concession agreements granted by the Agência Nacional do Petróleo, Gás Natural e Biocombustíveis of Brazil. to the terms of a Share and Loan Purchase Agreement dated February 5, 2017 by and among the Selling Subsidiaries and Maha Energy AB (“Maha”) (the “Initial Disposition Agreement”) and subsequent amending agreements dated May 30, 2017, June 22, 2017 and June 26, 2017 (the Initial Disposition Agreement and such amending agreements, the “Disposition Agreements”), Gran Tierra Energy completed the disposition of its Brazil business unit for a purchase price of US$35 million which, after certain interim closing adjustments as provided for in the Disposition Agreements, resulted in cash consideration paid to the Selling Subsidiaries of approximately US$38 million.

Specifically, to the Disposition Agreements, the Selling Subsidiaries agreed to sell for US$35 million in cash, plus or minus working capital adjustments, plus, if applicable, certain other adjustments and interest: (1) all of the outstanding shares of Gran Tierra Energy’s indirect subsidiary Gran Tierra Finance (Luxembourg) S.ÁR.L. (“GT Finance”), which sale includes the indirect sale of GT Finance’s subsidiaries Gran Tierra Brazco (Luxembourg) S.ÁR.L. (“GT Brazco”) and Gran Tierra Energy Brasil Ltda. (“GTEB”), and (2) debt owed by GT Finance and GT Brazco to GTEIH. GT Finance, GT Brazco and GTEB hold all of the assets of the Gran Tierra Energy Brazil business unit.

The foregoing description of the Disposition Agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the Disposition Agreements, copies of which are filed as Exhibits 2.1, 2.2, 2.3 and 2.4 hereto and incorporated by reference herein.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 5, 2017, David Hardy, Vice President Legal and General Counsel of Gran Tierra Energy, informed Gran Tierra Energy Inc. of his intention to retire. Gran Tierra Energy and Mr. Hardy currently expect that Mr. Hardy will retire effective on or about August 30, 2017.

Item 9.01. Financial Statements and Exhibits.

(b) Pro Forma Financial Information

The following Unaudited Condensed Pro Forma Consolidated Financial Statements are included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference:

(d) Exhibits.

The following exhibits are being filed with this Current Report on Form 8-K:

* The schedules and/or exhibits to this agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of the omitted schedules and/or exhibits will be furnished to the Securities and Exchange Commission upon request.

GRAN TIERRA ENERGY INC. Exhibit
EX-2.1 2 v469573_ex2-1.htm EXHIBIT 2.1   Exhibit 2.1   Execution Version   SHARE AND LOAN PURCHASE AGREEMENT   AMONG:   GRAN TIERRA ENERGY INTERNATIONAL HOLDINGS LTD.   – and –   GRAN TIERRA LUXEMBOURG HOLDINGS S.À R.L.   – and –   MAHA ENERGY AB   Dated as of February 5,…
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About GRAN TIERRA ENERGY INC. (TSE:GTE)

Gran Tierra Energy Inc. is an energy company engaged in oil and gas acquisition, exploration, development and production. The Company focuses on onshore oil and gas properties in Colombia, and also own rights to oil and gas properties in Brazil and Peru. Its segments are Colombia, Peru and Brazil based on geographic organization. It operates principally in the Putumayo Basin in Colombia, and has properties in other basins, including the Catatumbo, Cauca, Llanos, Sinu-San Jacinto, Middle Magdalena and Lower Magdalena Basins. It has interests in over 30 blocks in Colombia and it is the operator on over 20 of these blocks. Its blocks and fields include Chaza-Costayaco and Moqueta Fields, Guayuyaco-Guayuyaco and Juanambu Fields, Garibay-Jilguero Field and over 11 Other Blocks. Blocks REC-T-129, REC-T-142, REC-T-155 and REC-T-224 are located over 70 kilometers northeast of Salvador, Brazil in the Reconcavo Basin. Its blocks in Peru include Block 123, Block 129, Block 107 and Block 133.