Gran Tierra Energy Inc. (NYSE American: GTE | TSX: GTE | LSE: GTE) announced on September 22, 2026 that it has successfully obtained the required noteholder consents to amend the indenture governing its 9.750% Senior Secured Amortizing Notes due 2031. Holders representing at least 50% of the aggregate principal amount outstanding delivered valid, unrevoked consents, clearing a key threshold. The result advances Gran Tierra's previously announced sale of its Colombian and Ecuadorian businesses to Maurel & Prom for total consideration of approximately $1.33 billion, subject to adjustment.

Key Points

  • Gran Tierra Energy Inc. (NYSE American: GTE | TSX: GTE | LSE: GTE) is a Calgary-based international energy company
  • Holders of at least 50% in aggregate principal amount of the 9.750% Senior Secured Amortizing Notes due 2031 provided valid consents to proposed indenture amendments
  • A Supplemental Indenture was executed on September 22, 2026 and becomes operative only upon closing of the $1.33 billion sale to Maurel & Prom
  • Investors may be watching for the closing date of the sale, at which point the Supplemental Indenture becomes binding on all noteholders and consent fees become payable

Gran Tierra Reaches 50% Consent Threshold for Note Indenture Changes

As of September 22, 2026, D.F. King & Co. Inc., acting as Information and Tabulation Agent, confirmed that consents to the proposed amendments had been provided and not validly revoked by holders of not less than 50% in aggregate principal amount of the Notes outstanding. This threshold satisfied the requirement needed to effect the proposed amendments under the Consent Solicitation Statement dated September 11, 2026. BofA Securities, Inc. served as sole Solicitation Agent for the process, the release states.

Supplemental Indenture Executed but Operative Only at Sale Closing

On September 22, 2026, Gran Tierra, the Note Guarantors, and the Trustee executed the Supplemental Indenture to implement the proposed amendments. While the Supplemental Indenture became effective immediately upon execution, the disclosure confirms it will only become operative on the closing date of the sale to Maurel & Prom. At that point, it will be binding on all noteholders, including those who did not deliver consents. Consent fees owed to qualifying holders will also become payable on the closing date of the sale.

$1.33 Billion Maurel & Prom Transaction Reshapes Gran Tierra's Asset Base

The consent solicitation was conducted in direct connection with Gran Tierra's agreement to sell its Colombian and Ecuadorian businesses to Maurel & Prom, announced August 5, 2026, for total consideration of approximately $1.33 billion, subject to adjustment. Upon completion of the sale, Gran Tierra states its producing operations will be focused on Canada, with continued exploration interests in Azerbaijan. The company's common shares will continue to trade on the NYSE American, Toronto Stock Exchange, and London Stock Exchange under the ticker GTE.