Gran Tierra Energy Inc. Announces Private Offering of Senior Notes Due 2027
May 09 2019 - 9:00AM
Gran Tierra Energy Inc.
("Gran Tierra" or
the "Company") (NYSE American:GTE) (TSX:GTE)
(LSE:GTE) today announced that it intends, subject to
market and other conditions, to offer Senior Notes due 2027 (the
"Notes") in a private placement to qualified institutional buyers
in the United States pursuant to Rule 144A under the Securities Act
of 1933, as amended (the "Securities Act"), to non-U.S. persons in
transactions outside the United States pursuant to Regulation S
under the Securities Act and pursuant to certain prospectus
exemptions in Canada.
The Notes will be fully and unconditionally
guaranteed by certain subsidiaries of Gran Tierra that guarantee
its revolving credit facility. The interest rate, redemption prices
and other terms of the Notes are to be determined upon pricing of
the offering. Gran Tierra intends to use the net proceeds from the
offering (i) to repay the outstanding amounts borrowed under the
senior secured revolving credit facility, (ii) capital expenditures
and (iii) for general corporate purposes, which may include
additional capital to appraise and develop exploration discoveries,
repayment of other indebtedness, working capital and/or
acquisitions.
This press release is neither an offer to sell
nor a solicitation of an offer to buy the Notes, nor shall there be
any sale of these securities in any state or jurisdiction in which
such an offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
state or jurisdiction.
The Notes have not been registered under the
Securities Act, or the securities laws of any other jurisdiction,
and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements. The offering is being made exclusively to qualified
institutional buyers in the United States pursuant to Rule 144A
under the Securities Act, to non-U.S. persons in transactions
outside the United States pursuant to Regulation S under the
Securities Act and pursuant to certain prospectus exemptions in
Canada.
Forward-Looking Statements
This press release contains "forward-looking
statements" within the meaning of the 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, including statements related to Gran Tierra's expectations
regarding the completion, timing and size of the proposed offering
and use of proceeds. Any statements contained in this press release
that are not statements of historical fact may be deemed to be
forward-looking statements. Words such as "will," "intends" and
similar expressions are intended to identify these forward-looking
statements. There are a number of important factors that could
cause Gran Tierra's results to differ materially from those
indicated by these forward-looking statements, including risks and
uncertainties related to market conditions, the receipt of all
necessary regulatory and exchange approvals and the satisfaction of
customary closing conditions related to the proposed offering.
There can be no assurance that Gran Tierra will be able to complete
the proposed offering on the anticipated terms, or at all.
Additional risks and uncertainties relating to Gran Tierra and its
business can be found under the heading "Risk Factors" in Gran
Tierra's filings with the Securities and Exchange Commission,
including its annual report on Form 10-K for the year ended
December 31, 2018, as amended, and its other filings with the
Securities and Exchange Commission. Unless required by applicable
law, Gran Tierra undertakes no obligation to update or revise any
such forward-looking statements, whether as a result of new
information, future events or otherwise.
Contact Information
For investor and media inquiries please
contact:
Gary GuidryChief Executive Officer
Ryan EllsonChief Financial Officer
Rodger TrimbleVice President, Investor
Relations
+1-403-265-3221info@grantierra.com
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