# GRAN TIERRA ENERGY INC. (GTE) — capital_return/recapitalization [completed]
Source: SEC API (secapi.ai) · situation sit_9489c0330ac405e29430 · retrieved 2026-08-12T07:22:06.458Z

## Overview
Gran Tierra Energy Inc. is an oil and gas exploration and production company with operations in Colombia and Ecuador.

Gran Tierra Energy Inc. agreed to sell its oil and gas assets in Colombia and Ecuador to Maurel & Prom Andina S.A.S. and Établissements Maurel et Prom S.A. for a base consideration of $1,265,000,000, subject to working capital and other adjustments. The transaction is structured as a share purchase of Gran Tierra Energy International Holdings GmbH and requires approval from Gran Tierra Energy Inc. shareholders, as well as regulatory clearances from Colombian and Ecuadorian authorities. Completion is conditional on satisfaction of multiple conditions including shareholder approval, government consents, competition clearances, and bond assumption requirements.

## Terms
- Counterparty: Maurel & Prom Andina S.A.S. and Établissements Maurel et Prom S.A. · Deal value: $1.26B · Consideration: cash

## Key dates
- Announced 2026-08-07 · Expected close 2026-12-31 · Completed 2026-08-05

## Timeline
- 2026-08-05 · 8-K (0001104659-26-090711): 8-K - GRAN TIERRA ENERGY INC. — *Gran Tierra Energy Inc. is an independent international oil and natural gas exploration and production company with operations in Canada, Colombia, Ecuador, and Azerbaijan; upon completion of this transaction, it will focus on Canada and Azerbaijan.* Gran Tierra Energy Inc. entered into a definitive Share Sale and Purchase Agreement on August 5, 2026, to sell its Colombia and Ecuador oil business (held through subsidiary Gran Tierra Energy CI GmbH) to Maurel & Prom Andina (a subsidiary of Paris-listed Maurel & Prom S.A., majority-owned by Indonesia's Pertamina). The total consideration is $1.33 billion, comprising cash, assumption of substantially all Company debt (including 9.750% Senior Secured Amortizing Notes due 2031 and 9.500% Senior Secured Amortizing Notes due 2029), and a prepayment facility, with a note payable 364 days post-closing. After redemption of the 7.750% Senior Notes due 2027 and customary adjustments, the Company expects approximately $315 million in net cash proceeds, including approximately $250 million at closing and $65 million due 364 days thereafter. The transaction is subject to stockholder approval, regulatory approvals in Colombia and Ecuador, and other customary closing conditions, with a targeted closing on or about December 31, 2026.
  https://www.sec.gov/Archives/edgar/data/1273441/0001104659-26-090711.txt
- 2026-08-07 · 8-K/A (0001104659-26-092820): 8-K/A - GRAN TIERRA ENERGY INC. — *Gran Tierra Energy Inc. is an oil and gas exploration and production company with operations in Colombia and Ecuador.* Gran Tierra Energy Inc. agreed to sell its oil and gas assets in Colombia and Ecuador to Maurel & Prom Andina S.A.S. and Établissements Maurel et Prom S.A. for a base consideration of $1,265,000,000, subject to working capital and other adjustments. The transaction is structured as a share purchase of Gran Tierra Energy International Holdings GmbH and requires approval from Gran Tierra Energy Inc. shareholders, as well as regulatory clearances from Colombian and Ecuadorian authorities. Completion is conditional on satisfaction of multiple conditions including shareholder approval, government consents, competition clearances, and bond assumption requirements.
  https://www.sec.gov/Archives/edgar/data/1273441/0001104659-26-092820.txt

## Citations
- 0001104659-26-090711 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926090711
- 0001104659-26-092820 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926092820