Washington, D.C. 20549




(Amendment No. 1)




Pursuant to Section 13 or 15(d) of the


Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): February 27, 2019



(Exact name of Registrant as specified in its charter)


Delaware 98-0479924
(State or other jurisdiction of incorporation) (I.R.S. Employer Identification No.)


Commission file number: 001-34018


900, 520 - 3rd Avenue S.W.

Calgary, Alberta, Canada T2P 0R3

(Address of principal executive offices and zip code)


Registrant's telephone number, including area code: (403) 265-3221


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company ¨


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨






Explanatory Note


This Amendment No. 1 on Form 8-K/A is being filed solely to ensure the correct item number tags (Items 2.02 and 9.01) are reflected in the EDGAR system for the submission of the Current Report on Form 8-K filed on February 27, 2019 with respect to the press release announcing Gran Tierra Energy Inc.’s financial results (the “Original Report”). No substantive changes have been made to the disclosures previously provided.


Item 2.02. Results of Operations and Financial Condition.


On February 27, 2019, Gran Tierra Energy Inc. issued a press release announcing Gran Tierra Energy’s financial results for the year-end December 31, 2018. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein in its entirety.


The information in this Item 2.02 and in Exhibit 99.1 attached to this report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 Energy Inc. under the Securities Act of 1933, as amended or the Exchange Act, regardless of any general incorporation language contained in such filing.


Item 9.01. Financial Statements and Exhibits.


(d) Exhibits





99.1*   Press Release issued on February 27, 2019, announcing financial results of Gran Tierra Energy Inc. for the year ended December 31, 2018.


*Previously filed with the Original Report







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.


March 13, 2019 GRAN TIERRA ENERGY INC.  
  By: /s/ Ryan Ellson  
    By: Ryan Ellson  
    Chief Financial Officer