Gran Tierra gives early exchange results, extends early deadline

By Rebecca Melvin

Concord, N.H., June 8 – Gran Tierra Energy Inc. announced the early participation results of its May 24 offer to exchange two existing notes for a series of new 8¾% senior secured amortizing notes due 2029, according to a company release Wednesday.

The existing notes that are part of the offer are any and all of the $300 million outstanding 6¼% senior notes due 2025 issued by Gran Tierra Energy International Holdings Ltd. (Cusips: 38502HAA3, G4066TAA0) and any and all of the $300 million outstanding 7¾% senior notes due 2027 (Cusips: 38502JAA9, U37016AA7) issued by Gran Tierra Energy.

As of 5 p.m. ET on June 7, $110,705,000 principal amount of the 2025 notes, representing about 36.90% of the total principal amount, and $122,384,000 of the outstanding 2027 notes, representing about 40.79% of the 2027 notes had been validly tendered and not validly withdrawn.

The company also announced on Wednesday that it is extending the early participation date to 11:59 p.m. ET on June 22, which is also the expiration of the offer, in order to give holders additional time to participate in the exchange offer and to receive the total consideration.

The withdrawal date has not been extended and expired with the original early participation deadline, the company noted.

Noteholders who tender their notes by the expiration time will receive $1,000 of new notes for $1,000 of existing notes, inclusive of an early participation premium of $50 of new notes. Previously, noteholders tendering after the original June 7 early deadline were to receive $950 of new notes for $1,000 of existing notes.

Accrued interest on the existing notes will be paid on the settlement date.

Settlement is planned for June 24.

The company is also soliciting consents to proposed amendments for each series. The company needs consents from noteholders representing 50% of each series.

The proposed amendments would eliminate substantially all of the restrictive covenants and events of default and related provisions with respect to the applicable series of existing notes and amend some defined terms and covenants in the existing indenture.

One condition of the exchange offers is that at least 80% of the outstanding notes of a series be tendered in the offer.

The offer is for Rule 144A and Regulation S investors. Eligibility letters are available for the information agent and exchange agent.

The agent is D.F. King & Co., Inc. (800 967-0261, 212 269-5550, www.dfking.com/gte, gte@dfking.com).

Gran Tierra Energy is an oil and natural gas exploration and production company based in Calgary, Alta.

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