CALGARY, ALBERTA--(Marketwired - Nov. 21, 2016) - Gran Tierra Energy Inc . ("Gran Tierra" or the "Company") (NYSE MKT:GTE)(TSX:GTE) today announced that it has entered into an agreement to sell 43,335,000 shares of its common stock, on a bought deal basis, at a price of US$3.00 per share, for aggregate gross proceeds to the Company of approximately US$130.0 million (the " Offering "). The Company intends to use the net proceeds from the Offering to repay borrowings outstanding under the Company's revolving credit facility, which amounts may be reborrowed for general corporate purposes, including to fund appraisal and development and to finance potential acquisitions.
The Offering will be made to the public in the United States and Canada through a syndicate of underwriters (the " Underwriters ") led by Scotia Capital Inc., RBC Capital Markets and Dundee Capital Markets. Completion of the Offering is subject to, and conditional upon, the receipt of all necessary approvals, including approval of the NYSE MKT and the Toronto Stock Exchange. The Offering is expected to close on or about November 29, 2016.
The Company has also granted the Underwriters an over-allotment option to purchase up to an additional 6,500,250 shares of its common stock solely to cover over-allotments, if any, on the same terms and conditions as the Offering, including the offer price, exercisable at any time, in whole or in part, until 30 days after the date of the execution of the definitive agreement in respect of the Offering. If the over-allotment option is exercised in full, the aggregate gross proceeds from the Offering will be approximately US$149.5 million.
The offering of securities to which this communication relates is being made in the United States pursuant to an effective shelf registration statement (including a prospectus) filed with the Securities and Exchange Commission (the "SEC") and, in Canada, pursuant to a supplement to the Company's MJDS base shelf prospectus filed with Canadian securities regulatory authorities. You can get copies of these documents for free by visiting EDGAR on the SEC website at www.sec.gov and SEDAR at www.sedar.com . Alternatively, copies of these documents may be obtained, when available, from Scotia Capital (USA) Inc., Attention: Equity Capital Markets (tel: 212-225-6853 ), 250 Vesey Street, 24th Floor, New York, New York, 10281 or RBC Capital Markets, LLC, 200 Vesey Street, 8th Floor, New York, NY 10281-8098; Attention: Equity Syndicate; Phone: 877-822-4089 ; Email: equityprospectus@rbccm.com , or in Canada from Scotia Capital Inc., Attention: Equity Capital Markets (tel: 416-862-5837 ), Scotia Plaza, 66th Floor, 40 King Street West, M5W 2X6, Toronto, Ontario,RBC Capital Markets, Attn: Simon Yeung, Distribution Centre, RBC Wellington Square, 8th Floor, 180 Wellington St. W., Toronto, Ontario, M5J 0C2 (Phone: 416-842-5349 ; E-mail: Distribution.RBCDS@rbccm.com ) or Dundee Capital Markets, Attn: Equity Capital Markets 416 350 6654 ecm@dundeesecurities.com , 1 Adelaide Street East, Suite 2100, Toronto, ON M5C 2V9.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Gran Tierra Energy Inc.
Gran Tierra Energy Inc. is an international oil and gas exploration and production company, headquartered in Calgary, Canada, incorporated in the United States, trading on the NYSE MKT (GTE) and the Toronto Stock Exchange (GTE), and operating in South America. Gran Tierra holds interests in producing and prospective properties in Colombia, Peru, and Brazil. Gran Tierra has a strategy that focuses on establishing a portfolio of producing properties, plus production enhancement and exploration opportunities to provide a base for future growth.
Gran Tierra's SEC filings are available on a web site maintained by the SEC at www.sec.gov and on SEDAR at www.sedar.com .
Disclaimer
General Advisory
The information contained in this press release does not purport to be all-inclusive or contain all information that readers may require. You are encouraged to conduct your own analysis and review of Gran Tierra and of the information contained in this press release. Without limitation, you should read the entire record of publicly filed documents relating to the Company, consider the advice of your financial, legal, accounting, tax and other professional advisors and such other factors you consider appropriate in investigating and analyzing Gran Tierra. You should rely only on the information provided by Gran Tierra and are not entitled to rely on parts of that information to the exclusion of others. Gran Tierra has not authorized anyone to provide you with additional or different information, and any such information, including statements in media articles about Gran Tierra, should not be relied upon.
An investment in the securities of Gran Tierra is speculative and involves a high degree of risk. Gran Tierra's business is subject to the risks normally encountered in the oil and gas industry and certain other risks that are associated with Gran Tierra's current stage of development. An investment in the Company's securities is suitable only for those purchasers who are willing to risk a loss of some or all of their investment and who can afford to lose some or all of their investment. You should carefully consider the risks described under the heading "Part 1. Item 1A. Risk Factors" in Gran Tierra's 2015 Annual Report on Form 10-K, under the heading "Part II. Item 1A. Risk Factors" in Gran Tierra's Quarterly Reports on Form 10-Q and in the other reports and filings with the SEC.
Forward-Looking Information Advisory
This press release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and forward looking information within the meaning of applicable Canadian securities laws (collectively, "forward-looking statements"). Such forward-looking statements include, but are not limited to, statements regarding the completion, timing and size of the Offering and use of proceeds thereof.
The forward-looking statements contained in this press release are based on certain assumptions made by Gran Tierra based on management's experience and perception of historical trends, current conditions, anticipated future development and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, including conditions to the completion of the Offering, many of which are beyond Gran Tierra's control, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include the factors discussed or referenced under the heading "Part 1. Item 1A. Risk Factors" in Gran Tierra's 2015 Annual Report on Form 10-K, under the heading "Part II. Item 1A. Risk Factors" in Gran Tierra's Quarterly Reports on Form 10-Q and in the other reports and filings with the SEC.
All forward-looking statements speak only as of the date on which such statements are made, and Gran Tierra undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. Gran Tierra's forward-looking statements are expressly qualified in their entirety by this cautionary statement.
Investors are urged to consider closely the disclosures and risk factors in the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and in the other reports and filings with the SEC, available from the Company's offices or website. These forms can also be obtained from the SEC via the internet at www.sec.gov or by calling 1-800-SEC-0330 .
