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Item 7.01
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Regulation FD Disclosure
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In connection with a proposed private offering of senior notes
described in Item 8.01 below, Gran Tierra Energy Inc., a Delaware corporation (“Gran Tierra” or the “Company”), made the following disclosures:
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Gran Tierra’s main fields have low declines, with five-year forward-looking proved developed producing (PDP)
decline rates of approximately 23% at Acordionero, 20% at Costayaco and 18% at Moqueta, as provided for in the report of Gran
Tierra’s reserves with an effective date of December 31, 2018, as prepared in accordance with National Instrument
51-101 – Standards of Disclosure for Oil and Gas Activities of the Canadian Securities Administrators (“NI
51-101”) and the Canadian Oil and Gas Evaluation Handbook (“COGEH”) by McDaniel &
Associates Consultants Ltd., Gran Tierra’s independent and qualified reserves evaluator.
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Gran Tierra’s facilities expansion project at the Acordionero field includes the installation of 22 megawatts of gas
turbines that will provide electrical power to the field. This is projected to reduce operating expenses in the field by over $1 million per
month, which equates to a saving of over $1 per barrels of oil equivalent (BOE) of production.
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Gran Tierra’s goals are to drill 40 to 50 prospects in the next five years and to test
65 to 75% of its prospective resources.
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Disclosure of Reserves and Resources Information and Cautionary
Note to U.S. Investors
All reserves, resources and ancillary information contained
in this Item 7.01 have been calculated in compliance with NI 51-101 and COGEH. Such information prepared in accordance with NI
51-101 will differ from corresponding information prepared in accordance with applicable U.S. Securities and Exchange Commission
(“SEC”) rules and disclosure requirements of the U.S. Financial Accounting Standards Board, and those differences may
be material. All reserves, resources and ancillary information are on a working interest before royalties basis. Estimates of resources
and future net revenue for individual properties may not reflect the same level of confidence as estimates of resources and future
net revenue for all properties, due to the effect of aggregation. In this Form 8-K, the Company uses the term prospective resources.
Prospective resources are by their nature more speculative than estimates of proved reserves and would require substantial capital
spending over a significant number of years to implement recovery. Actual locations drilled and quantities that may be ultimately
recovered from our properties will differ substantially. In addition, we have made no commitment to test or drill, and likely will
not drill, all of the drilling locations that have been attributable to these quantities. SEC guidelines prohibit the Company from
including prospective resources in filings with the SEC. Investors are urged to consider closely the reserves information prepared
in accordance with SEC rules and requirements, as well as the other 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, which are available from
the Company’s offices or website.
Cautionary Language Regarding Forward-Looking Statements
This Item 7.01 includes forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical facts included
in this Item 7.01 regarding the Company’s financial position, estimated quantities of reserves, business strategy, plans
and objectives of our management for future operations, covenant compliance, capital spending plans and those statements preceded
by, followed by or that otherwise include the words “believe”, “expect”, “anticipate”, “intend”,
“estimate”, “project”, “target”, “goal”, “will,” “plan”,
“objective”, “could”, “should”, or similar expressions or variations on these expressions are
forward-looking statements. We can give no assurances that the assumptions upon which the forward-looking statements are based
will prove to be correct or that, even if correct, intervening circumstances will not occur to cause actual results to be different
than expected. Because forward-looking statements are subject to risks and uncertainties, actual results may differ materially
from those expressed or implied by the forward-looking statements. There are a number of risks, uncertainties and other important
factors that could cause our actual results to differ materially from the forward-looking statements, including, but not limited
to, sustained or future declines in commodity prices; potential future impairments and reductions in proved reserve quantities
and value; our operations are located in South America, and unexpected problems can arise due to guerilla activity; technical difficulties
and operational difficulties may arise which impact the production, transport or sale of our products; geographic, political and
weather conditions can impact the production, transport or sale of our products; the risk that current global economic and credit
conditions may impact oil prices and oil consumption more than we currently predict; our ability to raise capital; our ability
to identify and complete successful acquisitions; our ability to execute business plans; the risk that unexpected delays and difficulties
in developing currently owned properties may occur; the timely receipt of regulatory or other required approvals for our operating
activities; the failure of exploratory drilling to result in commercial wells; unexpected delays due to the limited availability
of drilling equipment and personnel; the risk that current global economic and credit market conditions may impact oil prices and
oil consumption more than we currently predict, which could cause us to further modify our strategy and capital spending program;
those factors set out in Part I, Item 1A “Risk Factors” in our 2018 Annual Report on Form 10-K, as amended, and in
our other filings with the SEC. The information included herein is given as of the date hereof and, except as otherwise required
by the federal securities laws, we disclaim any obligation or undertaking to publicly release any updates or revisions to any forward-looking
statement contained in this Item 7.01 to reflect any change in our expectations with regard thereto or any change in events, conditions
or circumstances on which any forward-looking statement is based.
The information in this Item 7.01 is being furnished and shall
not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into
any filing by Gran Tierra under the Securities Act, or the Exchange Act, regardless of any general incorporation
language contained in such filing.