CALGARY, ALBERTA--(Marketwired - April 22, 2016) - Gran Tierra Energy Inc. ("Gran Tierra") (NYSE MKT:GTE) (TSX:GTE), today announced that it has completed its offering of $15 million additional aggregate principal amount of 5.0% Convertible Senior Notes due 2021 (the "Convertible Notes"), pursuant to the exercise in full of the option granted to the initial purchasers in connection with Gran Tierra's recent offering of $100 million aggregate principal amount of Convertible Notes, which closed on April 6, 2016. The Convertible Notes were sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), in the United States and pursuant to certain prospectus exemptions in Canada.
The initial purchasers' exercise of the option resulted in additional net proceeds to Gran Tierra of approximately $14.4 million, after deducting the initial purchasers' discount and the offering expenses payable by Gran Tierra. As previously announced, Gran Tierra intends to use the net proceeds from this sale of the Convertible Notes for general corporate purposes, which may include acquisitions and/or capital expenditures.
This press release is neither an offer to sell nor a solicitation of an offer to buy the Convertible Notes or the shares of common stock issuable upon conversion of the Convertible 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 Convertible Notes and the common stock issuable upon conversion of the Convertible 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 was made to qualified institutional buyers pursuant to Rule 144A under the Securities Act in the United States and pursuant to certain prospectus exemptions in Canada.
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 use of proceeds of the offering. 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. 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, 2015. 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.
President and Chief Executive Officer
Gran Tierra Energy Inc.
Chief Financial Officer