The Tip Desk

Gran Tierra Shareholders Approve $1.33 Billion Colombia-Ecuador Sale

The vote moves Gran Tierra toward a December 31 close that would leave the company debt-free with about $250 million in cash to fund Canada and Azerbaijan.

Gran Tierra Energy Inc. (GTE) said shareholders approved the sale of its Colombian and Ecuadorian oil businesses to Établissements Maurel & Prom S.A., a Paris-listed E&P majority owned by a subsidiary of Indonesia’s Pertamina, in a transaction valued at approximately $1.33 billion including assumed debt and subject to adjustment.

The vote moves the company a step closer to closing an asset purchase that would transfer all of Gran Tierra’s South American assets and substantially all of its net liabilities to Maurel & Prom. Gran Tierra continues to target closing on or about December 31, 2026.

“Today’s approval moves us a step closer to closing a transaction that realizes value for our Colombian and Ecuadorian businesses,” said Gary Guidry, president and chief executive officer.

The $1.33 billion enterprise value includes the purchaser’s assumption of Gran Tierra’s 9.750% senior secured amortizing notes due 2031 and 9.500% senior notes due 2029, as well as a prepayment facility. The consideration aligned with an after-tax net present value, discounted at 10%, of the divested business’s proved-plus-probable reserves of approximately $1.37 billion. Implied metrics equated to about $45,900 per barrel of oil equivalent per day and 4.3 times EV/LTM adjusted EBITDA.

The divested business comprised all of Gran Tierra’s assets in Colombia and Ecuador, representing approximately 29,000 barrels of oil per day of first-half 2026 average working-interest production before royalties, about 144 million barrels of 2P reserves, and approximately 1.4 million gross acres.

After assumption of substantially all liabilities, customary closing and working-capital adjustments, redemption of the company’s 7.750% senior notes due 2027, and transaction costs, Gran Tierra is expected to have total net cash proceeds of approximately $315 million. Of that, the company will have about $250 million in cash at closing, with the remaining $65 million payable 364 days later under an unsecured note issued by the divested business.

Guidry said the transaction leaves Gran Tierra debt-free with significant liquidity, including the $250 million in cash, zero debt, a $65 million note receivable due in less than a year, and an undrawn $75 million Canadian-dollar credit facility. A portion of the net cash proceeds is expected to be used to return capital to stockholders through a share repurchase whose structure, size and terms the board will determine and announce separately, with the balance retained to fund Canadian and Azerbaijan programs.

The sale realizes value for the South American businesses and, on closing, leaves Gran Tierra debt-free with flexibility to return capital to stockholders and fund its Canadian and Azerbaijan portfolios.