Gran Tierra Energy Inc. (NYSE American: GTE | TSX: GTE | LSE: GTE) has announced that it filed its definitive proxy statement with the U.S. Securities and Exchange Commission on September 15, 2026, ahead of a special stockholder meeting to vote on the proposed sale of its Colombian and Ecuadorian businesses to Maurel & Prom for total consideration of approximately $1.33 billion, subject to adjustment. The virtual Special Meeting is scheduled for October 9, 2026, and the Board of Directors unanimously recommends stockholders vote in favour of the transaction. Investors may be watching closely as the company works through the final closing conditions for one of its most significant strategic transactions.

Key Points

  • Gran Tierra Energy Inc. (NYSE American: GTE | TSX: GTE | LSE: GTE) is a Calgary-based independent international energy company
  • A definitive proxy statement has been filed in connection with a special stockholder meeting to approve the sale of Gran Tierra's Colombian and Ecuadorian businesses to Maurel & Prom
  • Total consideration is approximately $1.33 billion, subject to adjustment; the Share Sale and Purchase Agreement was entered into on August 5, 2026
  • Investors should watch the October 9, 2026 Special Meeting outcome and remaining regulatory approvals in Colombia and Ecuador

Special Stockholder Meeting Set for October 9 to Approve $1.33 Billion Asset Sale

Gran Tierra's Special Meeting will be held virtually on October 9, 2026 at 10:00 a.m. Mountain Time. Stockholders of record as of September 14, 2026 are eligible to vote. Approval of the Sale Proposal requires an affirmative vote from holders of a majority of outstanding shares entitled to vote. Proxy materials were expected to be delivered to stockholders by September 24, 2026, and the deadline for submitting proxies is 10:00 a.m. Mountain Time on October 8, 2026. Stockholders holding shares in street name are advised to follow instructions from their broker, bank, or intermediary.

Noteholder Consent Secured, Clearing a Key Condition Toward Closing

The release states that on September 22, 2026, Gran Tierra successfully completed the solicitation of consents from holders of its 9.750% Senior Secured Amortizing Notes due 2031. This consent enables a subsidiary of Maurel & Prom to assume the notes upon completion of the Sale and satisfies a key condition to closing. With noteholder approval secured, the disclosure suggests that stockholder approval at the Special Meeting and regulatory approvals in Colombia and Ecuador are among the primary remaining steps before the transaction can be finalised.

Post-Sale Strategy Refocuses Gran Tierra on Canadian Operations and Azerbaijan

Upon completion of the Sale, the release states Gran Tierra's producing operations will be focused on Canada, while the company will continue to pursue its interests in Azerbaijan — where it has entered into an exploration, development and production sharing agreement that remains subject to ratification — alongside additional new growth opportunities. The Board's unanimous recommendation reflects the company's stated intention to strengthen its portfolio through the transaction, though the announcement cautions that completion remains subject to conditions that may not be satisfied.