Gran Tierra Energy Inc. Announces Amendment of the Previously Announced Exchange Offer of Certain Existing Notes for New Notes and the Solicitation of Consents to Proposed Amendments to the Existing Indenture

Core Viewpoint - Gran Tierra Energy Inc. has amended its Exchange Offer for the outstanding 9.500% Senior Notes due 2029, proposing to exchange them for newly issued 9.750% Senior Secured Amortizing Notes due 2031, with modifications to cash consideration, coupon rate, amortization schedule, and covenants [1][2]. Group 1: Exchange Offer Details - The Exchange Offer includes modifications to the Cash Consideration, an increase in the coupon rate of the New Notes to 9.750%, and the addition of a new guarantor and collateral [2]. - The Company is soliciting consents from Eligible Holders of Existing Notes to effect proposed amendments to the Existing Indenture, which would eliminate most restrictive covenants and release collateral securing the Existing Notes [3]. - The obligation to accept Existing Notes is subject to conditions including the valid receipt of consents from at least 66-2/3% of Existing Notes and the tender of at least 80% of Existing Notes [4]. Group 2: Cash Consideration and Participation - The Cash Consideration for Eligible Holders whose Existing Notes are validly tendered is set at US$125.0 million [6]. - The pro rata portion of the Cash Consideration will vary based on the total amount of Existing Notes tendered, with examples provided for different participation levels [8]. - Eligible Holders who tender after the Early Participation Deadline will receive US$950 in New Notes for each US$1,000 of Existing Notes [9]. Group 3: Interest and Settlement - Eligible Holders whose Existing Notes are accepted for exchange will receive accrued and unpaid interest from the last payment date to the Early Settlement Date or Settlement Date [10]. - Interest will cease to accrue on the Early Settlement Date or Settlement Date for all Existing Notes accepted for exchange [10]. Group 4: Additional Information - The Exchange Offer is being made only to holders who are "qualified institutional buyers" in the U.S. and non-U.S. qualified offerees outside the U.S. [13]. - The Company will not receive cash proceeds from the issuance of the New Notes, and Existing Notes surrendered will be cancelled [12].