Gran Tierra Energy Inc. filed SEC Form 8-K: Financial Statements and Exhibits
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Explanatory Note
As previously disclosed in its Quarterly Report on Form 10-Q, filed with the U.S. Securities and Exchange Commission on November 4, 2024, Gran Tierra Energy Inc., a Delaware corporation (the “Company”), acquired all of the issued and outstanding common shares of i3 Energy Plc (“i3 Energy”) on October 31, 2024 (the “Transaction”). The Company is filing this Current Report on Form 8-K to provide the financial statements of a business acquired by the Company and the pro forma financial information of the Company for the Transaction as required by Item 9.01 of Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
(a) Financial statements of business acquired.
The audited consolidated financial statements of i3 Energy as of and for the years ended December 31, 2023 and 2022 and the related notes thereto, are filed as Exhibit 99.1 hereto and incorporated by reference herein.
The unaudited condensed consolidated financial statements of i3 Energy as of September 30, 2024 and for the nine months ended September 30, 2024 and 2023 and the related notes thereto, are filed as Exhibit 99.2 hereto and incorporated by reference herein.
(b) Pro forma financial information.
The unaudited pro forma condensed consolidated balance sheet of the Company as of September 30, 2024 and the unaudited pro forma condensed consolidated statements of operations of the Company for the nine months ended September 30, 2024 and the year ended December 31, 2023, and the related notes thereto, are filed as Exhibit 99.3 hereto and incorporated by reference herein. The unaudited pro forma financial information gives effect to the Transaction on the basis, and subject to the assumptions, set forth in accordance with Article 11 of Regulation S-X.
(d) Exhibits.
| Exhibit Number | Description | |
| 23.1 | Consent of PKF Littlejohn LLP. | |
| 99.1 | Audited consolidated financial statements of i3 Energy as of and for the years ended December 31, 2023 and 2022. | |
| 99.2 | Unaudited condensed consolidated financial statements of i3 Energy as of September 30, 2024 and for the nine months ended September 30, 2024 and 2023. | |
| 99.3 | Unaudited pro forma financial information of the Company as of and for the nine months ended September 30, 2024 and for the year ended December 31, 2023. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: January 14, 2025 | GRAN TIERRA ENERGY INC. | |
| /s/ Ryan Ellson | ||
| By: | Ryan Ellson | |
| Title: | Executive Vice President and Chief Financial Officer | |