Gran Tierra Energy Announces Sale of Colombia & Ecuador Assets for $1.33B

What Happened
On August 5, 2026, Gran Tierra Energy Inc. (GTE) entered into a Share Sale and Purchase Agreement to sell all equity of Gran Tierra Energy CI GmbH (GTECI) — the holding company for the company’s Colombia and Ecuador assets and related employees — to Maurel & Prom Andina (guaranteed by Établissements Maurel & Prom S.A.). The total consideration is $1.33 billion (comprised of cash, assumption of debt, a prepayment facility and a note payable 364 days from execution), subject to adjustments. The sale was unanimously approved by GTE’s board, which received a fairness opinion from BofA Securities, Inc., and the transaction requires stockholder approval and customary regulatory clearances in Colombia and Ecuador.

Key Details

• Agreement executed: August 5, 2026. Buyer: Maurel & Prom Andina (Purchaser); Seller: Gran Tierra Energy International Holdings GmbH (GTE subsidiary).
• Total consideration: $1.33 billion (cash + debt assumption + prepayment facility + 364‑day note), subject to adjustment.
• Closing conditions include regulatory approvals (Colombia, Ecuador), waiver/release under a prepayment agreement, redemption of GTE’s 7.750% Senior Notes due 2027, and Purchaser’s assumption of 9.500% Senior Secured Notes due 2029 and 9.750% Senior Secured Notes due 2031 (2031 assumption requires holder consent).
• Termination provisions: $50 million termination fee payable by Seller if it pursues a superior proposal under specified conditions; Seller may retain a $50 million deposit in certain termination scenarios. Stockholder vote and proxy materials to follow.

Why It Matters
This is a material divestiture that transfers ownership and operations in Colombia and Ecuador to Maurel & Prom, leaving Gran Tierra focused on its Canada and Azerbaijan assets. The $1.33 billion consideration and the Purchaser’s assumption of certain debt obligations could materially affect GTE’s cash position, debt profile and future capital allocation. Completion depends on regulatory approvals, creditor consents and stockholder approval, so timing and final terms remain subject to those conditions. Investors should review the forthcoming proxy statement and future SEC filings for additional financial details and transaction updates.