XML 57 R12.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Debt and Debt Issuance Costs
12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Debt and Debt Issuance Costs Debt and Debt Issuance Costs

The Company's debt at December 31, 2019 and 2018, was as follows:

 
 
As at December 31,
(Thousands of U.S. Dollars)
 
2019
 
2018
6.25% Senior Notes
 
$
300,000

 
$
300,000

7.75% Senior Notes
 
300,000

 

Convertible Notes (b)
 

 
115,000

Revolving credit facility (c)
 
118,000

 

Unamortized debt issuance costs
 
(21,081
)
 
(15,585
)
Long-term lease obligation(1)
 
3,540

 

Long-term debt
 
$
700,459

 
$
399,415



(1) The current portion of the lease obligation has been included in accounts payable and accrued liabilities on the Company's balance sheet and totaled $3.3 million as at December 31, 2019 (December 31, 2018 - nil).

Senior Notes

On May 20, 2019, the Company, issued $300.0 million of 7.75% Senior Notes due 2027 (the “7.75% Senior Notes”). The 7.75% Senior Notes are fully and unconditionally guaranteed by certain subsidiaries of the Company that guarantee its revolving credit facility. Net proceeds from the issue of the 7.75% Senior Notes were $289.3 million, after deducting the initial purchasers' discounts and commission and the offering expenses payable by the Company.

The 7.75% Senior Notes bear interest at a rate of 7.75% per year, payable semi-annually in arrears on May 23 and November 23 of each year, beginning on November 23, 2019. The 7.75% Senior Notes will mature on May 23, 2027, unless earlier redeemed or repurchased.

Before May 23, 2023, the Company may, at its option, redeem all or a portion of the 7.75% Senior Notes at 100% of the principal amount plus accrued and unpaid interest and a “make-whole” premium. Thereafter, the Company may redeem all or a portion of the 7.75% Senior Notes plus accrued and unpaid interest applicable to the date of the redemption at the following redemption prices: 2023 - 103.875%; 2024 - 101.938%; 2025 and thereafter - 100%.

On February 15, 2018, Gran Tierra Energy International Holdings Ltd. ("GTEIH"), an indirect, wholly-owned subsidiary of the Company, issued $300.0 million of 6.25% Senior Notes due 2025 (the “6.25% Senior Notes” and, together with the 7.75% Senior Notes, the “Senior Notes”). The 6.25% Senior Notes are fully and unconditionally guaranteed by the Company and certain subsidiaries of the Company that guarantee its revolving credit facility. Net proceeds from the sale of the 6.25% Senior Notes were $288.1 million, after deducting the initial purchasers' discounts and commission and the offering expenses payable by the Company.

The 6.25% Senior Notes bear interest at a rate of 6.25% per year, payable semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2018. The 6.25% Senior Notes will mature on February 15, 2025, unless earlier redeemed or repurchased.

Before February 15, 2022, GTEIH may, at its option, redeem all or a portion of the 6.25% Senior Notes at 100% of the principal amount plus accrued and unpaid interest and a make-whole premium. Thereafter, the Company may redeem all or a portion of the 6.25% Senior Notes plus accrued and unpaid interest applicable to the date of the redemption at the following redemption prices: 2022 - 103.125%; 2023 - 101.563%; 2024 and thereafter - 100%.

Convertible Notes

During the year, the Company purchased and canceled $114,999,000 aggregate principal amount of Convertible Notes, including $114,997,000 aggregate principal amount purchased and canceled pursuant to an offer to purchase for cash all outstanding Convertible Notes, at a purchase price of $1,075 in cash per $1,000 principal amount of Convertible Notes plus $1.6 million of accrued and unpaid interest outstanding on such Convertible Notes up to, but not excluding the date of purchase. The Company
recorded $11.5 million loss on redemption including the premium paid, transaction costs and the expensing of unamortized deferred financing fees of $2.3 million. At December 31, 2019, the Company had no Convertible Notes outstanding.

Credit Facility

At December 31, 2019, the Company had a revolving credit facility with a syndicate of lenders with a borrowing base of $300.0 million. Availability under the revolving credit facility is determined by the reserves-based borrowing base determined by the lenders. On November 10, 2019, the borrowing base of $300.0 million was reaffirmed and, among other things, the maturity date of the borrowing under the revolving credit facility was extended from November 10, 2021 to November 10, 2022. The next re-determination of the borrowing base is due to occur no later than May 2020.

Amounts drawn down under the revolving credit facility bear interest, at the Company's option, at the USD LIBOR rate plus a margin ranging from 1.65% to 3.65% (December 31, 2018 - 1.65% to 3.65%), or an alternate base rate plus a margin ranging from 0.65% to 2.65% (December 31, 2018 - 0.65% to 2.65%), in each case based on the borrowing base utilization percentage. The alternate base rate is currently the U.S. prime rate. Undrawn amounts under the revolving credit facility bear interest from 0.41% to 0.91% (December 31, 2018 - 0.41% to 0.91%) per annum, based on the average daily amount of unused commitments.

The Company’s revolving credit facility is guaranteed by and secured against the assets of certain of the Company’s subsidiaries (the "Credit Facility Group"). Under the terms of the credit facility, the Company is subject on certain restrictions on its ability to distribute funds to entities outside of the Credit Facility Group, including restrictions on the ability to pay dividends to shareholders of the Company.
  
d) Interest expense

The following table presents total interest expense recognized in the accompanying consolidated statements of operations:

 
Year Ended December 31,
(Thousands of U.S. Dollars)
2019
 
2018
 
2017
Contractual interest and other financing expenses
$
39,892

 
$
24,181

 
$
11,467

Amortization of debt issuance costs
3,376

 
3,183

 
2,415

 
$
43,268

 
$
27,364

 
$
13,882



The Company incurred debt issuance costs in connection with the issuance of the Senior Notes, Convertible Notes and its revolving credit facility. As at December 31, 2019, the balance of unamortized debt issuance costs has been presented as a direct deduction against the carrying amount of debt and is being amortized to interest expense using the effective interest method over the term of the debt.