8-K - Gran Tierra Energy Inc. | StockGist

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Gran Tierra Energy Inc. announced early participation results for its exchange offer to swap all outstanding 9.500% Senior Secured Amortizing Notes due 2029 for newly issued 9.750% Senior Secured Amortizing Notes due 2031. Approximately 88.89% of the Existing Notes were validly tendered by the early deadline, satisfying the minimum condition and consent requirements for the proposed indenture amendments.

Key Takeaways

1US$636,740,000 aggregate principal amount of Existing Notes (88.89% of outstanding) were validly tendered for exchange by the Early Participation Deadline of February 11, 2026.

2The Company received consents from holders representing more than the required 66-2/3% principal amount to effect proposed amendments to the Existing Indenture, including the release of collateral.

3Eligible Holders tendering by the early deadline are expected to receive approximately US$196.31 in cash and US$803.69 in New Notes for every US$1,000 of Existing Notes exchanged.

4The Exchange Offer is conditioned upon the consummation of new indebtedness generating sufficient net proceeds to pay the US$125.0 million Cash Consideration.

5The Early Settlement Date is scheduled for February 18, 2026, with the Expiration Deadline set for February 27, 2026.

Current Report Details

Event Type

Other Event

Exhibits Only

Disclosure

Voluntary

Variant

8-K

Items Reported

8.01

. Other Events. Exchange Offer and Consent Solicitation On February 12, 2026, Gran Tierra Energy Inc., a Delaware corporation (the “Company”), announced the ear

Other Event

9.01

. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 99.1 Press Release of Gran Tierra Energy Inc. issued on February 12, 2026. 104 Cov

Exhibits Only

Source Document

Transaction Details

Debt / Financing

Exhibits (2)

8-K

FORM 8-K

99.1

EXHIBIT 99.1