10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the quarterly period ended June 30, 2021

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from __________ to __________

Commission file number 001-34018

GRAN TIERRA ENERGY INC.

(Exact name of registrant as specified in its charter)

Delaware				98-0479924
(State or other jurisdiction of incorporation or organization)				(I.R.S. Employer Identification No.)
900, 520 - 3 Avenue SW
	Calgary,	Alberta	Canada	T2P 0R3
(Address of principal executive offices, including zip code)

(403) 265-3221

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	GTE	NYSE American
		Toronto Stock Exchange
		London Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.      Yes ☒  No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   

Yes   ☒  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act.  

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☒
		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.                                                                  ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).      Yes ☐ No ☒

On July 30, 2021, 366,991,788 shares of the registrant’s Common Stock, $0.001 par value, were issued.

Gran Tierra Energy Inc.

Quarterly Report on Form 10-Q

Quarterly Period Ended June 30, 2021

Table of contents

		Page
PART I	Financial Information
Item 1.	Financial Statements	4
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35
Item 4.	Controls and Procedures	35
PART II	Other Information
Item 1.	Legal Proceedings	35
Item 1A.	Risk Factors	35
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	36
Item 6.	Exhibits	37
SIGNATURES		38

1

 CAUTIONARY LANGUAGE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). All statements other than statements of historical facts included in this Quarterly Report on Form 10-Q regarding our financial position, estimated quantities and net present values of reserves, business strategy, plans and objectives of our management for future operations, covenant compliance, capital spending plans and benefits of the changes in our capital program or expenditures, our liquidity, the impacts of the coronavirus (COVID-19) pandemic and those statements preceded by, followed by or that otherwise include the words “believe”, “expect”, “anticipate”, “intend”, “estimate”, “project”, “target”, “goal”, “plan”, “budget”, “objective”, “could”, “should”, or similar expressions or variations on these expressions are forward-looking statements. We can give no assurances that the assumptions upon which the forward-looking statements are based will prove to be correct or that, even if correct, intervening circumstances will not occur to cause actual results to be different than expected. Because forward-looking statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by the forward-looking statements. There are a number of risks, uncertainties and other important factors that could cause our actual results to differ materially from the forward-looking statements, including, but not limited to, our ability to comply with covenants in our credit agreement and indentures and make borrowings under our credit agreement; our ability to obtain amendments to the covenants in our credit agreement so as to avoid an event of default under our credit agreement and senior notes; a reduction in our borrowing base and our ability to repay any excess borrowings; sustained or future declines in commodity prices and the demand for oil; sustained or future excess supply of oil and natural gas; potential future impairments and reductions in proved reserve quantities and value; continuation of the COVID-19 pandemic and responses thereto, including possible future restrictions against oil and gas activity in Colombia and Ecuador; our current operations are located in South America, and unexpected problems can arise due to guerilla activity and other local conditions; technical difficulties and operational difficulties may arise which impact the production, transport or sale of our products; geographic, political and weather conditions can impact the production, transport or sale of our products; our ability to raise capital; our ability to identify and complete successful acquisitions, including in new countries and basins from our current operations; our ability to execute business plans; unexpected delays and difficulties in developing currently owned properties may occur; the timely receipt of regulatory or other required approvals for our operating activities; the failure of exploratory drilling to result in commercial wells; unexpected delays due to the limited availability of drilling equipment and personnel; current global economic and credit market conditions and the regulatory environment may impact oil prices and oil consumption differently than we currently predict, which could cause us to further modify our strategy and capital spending program; volatility or declines in the trading price of our common stock and the continued listing of our shares on a national stock exchange; and those factors set out in Part II, Item 1A "Risk Factors" in this Quarterly Report on Form 10-Q and Part I, Item 1A “Risk Factors” in our 2020 Annual Report on Form 10-K (the "2020 Annual Report on Form 10-K"), and in our other filings with the Securities and Exchange Commission (“SEC”). The unprecedented nature of the COVID-19 pandemic and volatility in the worldwide economy and oil and gas industry makes, including the unpredictable nature of the resurgence of cases, possible variants and governmental responses, it more difficult to predict the accuracy of forward-looking statements. The information included herein is given as of the filing date of this Quarterly Report on Form 10-Q with the SEC and, except as otherwise required by the federal securities laws, we disclaim any obligation or undertaking to publicly release any updates or revisions to, or to withdraw, any forward-looking statement contained in this Quarterly Report on Form 10-Q to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any forward-looking statement is based.

GLOSSARY OF OIL AND GAS TERMS

In this document, the abbreviations set forth below have the following meanings:

bbl	barrel
BOPD	barrels of oil per day
NAR	net after royalty

Sales volumes represent production NAR adjusted for inventory changes. Our oil and gas reserves are reported NAR. Our production is also reported NAR, except as otherwise specifically noted as "working interest production before royalties."

2

PART I - Financial Information

Item 1. Financial Statements

Gran Tierra Energy Inc.

Condensed Consolidated Statements of Operations (Unaudited)

(Thousands of U.S. Dollars, Except Share and Per Share Amounts)

	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
OIL SALES (Note 8)	$	96,623	$	33,824	$	192,116	$	119,903
EXPENSES
Operating	25,431		19,364		55,056		63,952
Transportation	2,921		3,226		5,427		7,263
COVID-19 related costs (Note 9)	897		421		2,036		421
Depletion, depreciation and accretion	28,927		42,484		60,245		99,778
Goodwill impairment (Note 5)	—		—		—		102,581
Asset impairment (Note 5)	—		398,458		—		402,362
General and administrative	9,006		6,529		18,575		11,914
Severance	—		25		919		1,347
Foreign exchange loss (gain)	91		(2,988)		13,174		15,819
Derivative instruments loss (gain) (Note 12)	21,239		5,623		44,937		(7,244)
Other financial instruments loss (gain) (Note 12)	2,614		(5,459)		1,209		59,826
Interest expense (Note 6)	13,935		13,365		27,747		26,175
	105,061		481,048		229,325		784,194
INTEREST INCOME	—		—		—		345
LOSS BEFORE INCOME TAXES	(8,438)		(447,224)		(37,209)		(663,946)
INCOME TAX EXPENSE (RECOVERY)
Current (Note 10)	(14)		(375)		(14)		(77)
Deferred (Note 10)	9,203		(76,200)		17,854		(41,594)
	9,189		(76,575)		17,840		(41,671)
NET AND COMPREHENSIVE LOSS	$	(17,627)	$	(370,649)	$	(55,049)	$	(622,275)
NET LOSS PER SHARE
BASIC AND DILUTED	$	(0.05)	$	(1.01)	$	(0.15)	$	(1.70)
WEIGHTED AVERAGE SHARES OUTSTANDING - BASIC AND DILUTED (Note 7)	366,982,456		366,981,556		366,982,008		366,981,556

(See notes to the condensed consolidated financial statements)

3

Gran Tierra Energy Inc.

Condensed Consolidated Balance Sheets (Unaudited)

(Thousands of U.S. Dollars, Except Share and Per Share Amounts)

	As at June 30, 2021		As at December 31, 2020
ASSETS
Current Assets
Cash and cash equivalents (Note 13)	$	19,965	$	14,114
Accounts receivable	8,462		8,044
Investment (Note 12)	31,525		48,323
Taxes receivable (Note 3)	27,842		49,925
Other current assets	17,425		13,459
Total Current Assets	105,219		133,865
Oil and Gas Properties
Proved	829,017		797,355
Unproved	159,021		161,763
Total Oil and Gas Properties	988,038		959,118
Other capital assets	3,842		5,364
Total Property, Plant and Equipment (Note 4)	991,880		964,482
Other Long-Term Assets
Deferred tax assets	26,162		57,318
Taxes receivable (Note 3)	45,985		42,635
Restricted cash and cash equivalents (Note 13)	3,590		3,409
Other	1,709		16
Total Other Long-Term Assets	77,446		103,378
Total Assets	$	1,174,545	$	1,201,725
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable and accrued liabilities	$	116,437	$	100,784
Derivatives (Note 12)	26,594		12,050
Equity compensation award liability (Note 7 and 12)	1,991		805
Total Current Liabilities	145,022		113,639
Long-Term Liabilities
Long-term debt (Notes 6 and 12)	759,824		774,770
Asset retirement obligation	53,105		48,214
Equity compensation award liability (Note 7 and 12)	9,762		3,955
Other long-term liabilities	3,630		4,113
Total Long-Term Liabilities	826,321		831,052
Contingencies (Note 11)
Shareholders’ Equity
Common Stock (Note 7) (366,991,788 and 366,981,556 shares issued and outstanding of Common Stock, par value $0.001 per share, as at June 30, 2021, and December 31, 2020, respectively)	10,270		10,270
Additional paid-in capital	1,286,235		1,285,018
Deficit	(1,093,303)		(1,038,254)
Total Shareholders’ Equity	203,202		257,034
Total Liabilities and Shareholders’ Equity	$	1,174,545	$	1,201,725

(See notes to the condensed consolidated financial statements)

4

Gran Tierra Energy Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(Thousands of U.S. Dollars)

	Six Months Ended June 30,
	2021		2020
Operating Activities
Net loss	$	(55,049)	$	(622,275)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depletion, depreciation and accretion	60,245		99,778
Goodwill impairment (Note 5)	—		102,581
Asset impairment (Note 5)	—		402,362
Deferred tax expense (recovery)	17,854		(41,594)
Stock-based compensation expense (recovery) (Note 7)	5,544		(763)
Amortization of debt issuance costs (Note 6)	1,775		1,936
Unrealized foreign exchange loss	13,480		19,255
Derivative instruments loss (gain) (Note 12)	44,937		(6,487)
Cash settlements on derivatives instruments	(37,709)		14,343
Other financial instruments loss (Note 12)	1,209		59,069
Cash settlement of asset retirement obligation	(248)		(27)
Non-cash lease expenses	814		971
Lease payments	(855)		(975)
Net change in assets and liabilities from operating activities (Note 13)	27,157		(21,255)
Net cash provided by operating activities	79,154		6,919
Investing Activities
Additions to property, plant and equipment	(74,811)		(49,024)
Proceeds on disposition of investment, net of transaction costs (Note 12)	14,632		—
Changes in non-cash investing working capital (Note 13)	3,176		(38,645)
Net cash used in investing activities	(57,003)		(87,669)
Financing Activities
Proceeds from debt, net of issuance costs (Note 6)	(125)		90,505
Repayment of debt (Note 6)	(15,001)		—
Proceeds from exercise of stock options	8		—
Lease payments	(513)		(307)
Net cash (used in) provided by financing activities	(15,631)		90,198
Foreign exchange loss on cash, cash equivalents and restricted cash and cash equivalents	(488)		(738)
Net increase in cash, cash equivalents and restricted cash and cash equivalents	6,032		8,710
Cash, cash equivalents and restricted cash and cash equivalents, beginning of period (Note 13)	17,523		11,075
Cash, cash equivalents and restricted cash and cash equivalents, end of period (Note 13)	$	23,555	$	19,785
Supplemental cash flow disclosures (Note 13)

(See notes to the condensed consolidated financial statements)

5

Gran Tierra Energy Inc.

Condensed Consolidated Statements of Shareholders’ Equity (Unaudited)

(Thousands of U.S. Dollars)

	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Share Capital
Balance, beginning of period	$	10,270	$	10,270	$	10,270	$	10,270
Balance, end of period	10,270		10,270		10,270		10,270
Additional Paid-in Capital
Balance, beginning of period	1,285,597		1,283,192		1,285,018		1,282,627
Stock-based compensation (Note 7)	638		606		1,217		1,171
Balance, end of period	1,286,235		1,283,798		1,286,235		1,283,798
Deficit
Balance, beginning of period	(1,075,676)		(511,913)		(1,038,254)		(260,287)
Net loss	(17,627)		(370,649)		(55,049)		(622,275)
Balance, end of period	(1,093,303)		(882,562)		(1,093,303)		(882,562)
Total Shareholders’ Equity	$	203,202	$	411,506	$	203,202	$	411,506

(See notes to the condensed consolidated financial statements)

6

Gran Tierra Energy Inc.

Notes to the Condensed Consolidated Financial Statements (Unaudited)

(Expressed in U.S. Dollars, unless otherwise indicated)

1. Description of Business

Gran Tierra Energy Inc., a Delaware corporation (the “Company” or “Gran Tierra”), is a publicly traded company focused on international oil and natural gas exploration and production with assets currently in Colombia and Ecuador.

2. Significant Accounting Policies

These interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The information furnished herein reflects all normal recurring adjustments that are, in the opinion of management, necessary for the fair presentation of results for the interim periods.

The note disclosure requirements of annual consolidated financial statements provide additional disclosures to that required for interim unaudited condensed consolidated financial statements. Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements as at and for the year ended December 31, 2020, included in the Company’s 2020 Annual Report on Form 10-K.

The Company’s significant accounting policies are described in Note 2 of the consolidated financial statements which are included in the Company’s 2020 Annual Report on Form 10-K and are the same policies followed in these interim unaudited condensed consolidated financial statements. The Company has evaluated all subsequent events through to the date these interim unaudited condensed consolidated financial statements were issued.

3. Taxes Receivable

The table below shows the break-down of taxes receivable, which are comprised of value added tax ("VAT") and income tax receivables:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Current
VAT Receivable	$	16,199	$	35,977
Income Tax Receivable	11,643		13,948
	27,842		49,925
Long-Term
VAT Receivable	20,885		28,485
Income Tax Receivable	25,100		14,150
	45,985		42,635
Total Taxes Receivable	$	73,827	$	92,560

The following table shows the movement of VAT and income tax receivables for the period identified below:

(Thousands of U.S. Dollars)	VAT Receivable		Income Tax Receivable		Total Taxes Receivable
Balance, as at December 31, 2020	$	64,462	$	28,098	$	92,560
Collected through direct government refunds	(340)		—		(340)
Collected through sales contracts	(40,414)		—		(40,414)
Taxes paid (1)	17,368		11,947		29,315
Foreign exchange loss	(3,992)		(3,302)		(7,294)
Balance, as at June 30, 2021	$	37,084	$	36,743	$	73,827

(1)VAT is paid on certain goods and services in Colombia at a rate of 19%

7

4. Property, Plant and Equipment

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Oil and natural gas properties
Proved	$	4,196,663	$	4,106,768
Unproved	159,021		161,763
	4,355,684		4,268,531
Other(1)	32,602		32,135
	4,388,286		4,300,666
Accumulated depletion and depreciation and impairment	(3,396,406)		(3,336,184)
	$	991,880	$	964,482

(1) The "other" category includes right-of-use assets for operating and finance leases of $11.7 million, which had a net book value of $3.2 million as at June 30, 2021 (December 31, 2020 - $11.4 million which had a net book value of $4.4 million).

5. Impairment

Asset impairment

(i) Oil and gas property impairment

For the three and six months ended June 30, 2021, Gran Tierra had no ceiling test impairment losses based on the ceiling test calculation results. For each of the three and six months ended June 30, 2020, Gran Tierra had $398.3 million of ceiling test impairment losses. The Company used an average Brent price of $52.74 and $52.32 per bbl, for the purposes of the June 30, 2021 and 2020, respectively, ceiling test calculations.

(ii) Inventory impairment

For the three and six months ended June 30, 2021, the Company had no inventory impairment. For the three and six months ended June 30, 2020, the Company recorded $0.2 million and $4.1 million, respectively, of inventory impairment.

Goodwill impairment

The entire goodwill balance of $102.6 million was impaired during the six months ended June 30, 2020 due to the carrying value of the reporting unit exceeding its fair value as a result of the impact of lower forecasted commodity prices.

6. Debt and Debt Issuance Costs

The Company's debt at June 30, 2021 and December 31, 2020 was as follows:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
6.25% Senior Notes	$	300,000	$	300,000
7.75% Senior Notes	300,000		300,000
Revolving credit facility	175,000		190,000
Unamortized debt issuance costs	(16,474)		(18,124)
Long-term debt	758,526		771,876
Long-term lease obligation(1)	1,298		2,894
	$	759,824	$	774,770

(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 $3.6 million as at June 30, 2021 (December 31, 2020 - $3.3 million).

As at June 30, 2021 the borrowing base of the Company's Senior Secured Credit Facility (the "revolving credit facility") was $215 million with the next re-determination to occur no later than November, 2021.

8

The Company is required to comply with various covenants, which have been modified in response to market conditions including the COVID-19 pandemic until October 1, 2021 ("the covenant relief period"). During the covenant relief period, the Company's ratio of total debt to Covenant EBITDAX ("EBITDAX") is permitted to be greater than 4.0 to 1.0, its Senior Secured Debt to EBITDAX ratio must not exceed 2.5 to 1.0, and its EBITDAX to interest expense ratio for the trailing four quarter periods measured as of the last day of the fiscal quarters ended (i) June 30, 2021 to September 30, 2021 must be at least 2.0 to 1.0, and (ii) at least 2.5 to 1.0 thereafter. As of June 30, 2021, the Company was in compliance with all applicable covenants in the revolving credit facility.

After the expiration of covenant relief period, the Company must maintain compliance with the following financial covenants: limitations on Company's ratio of debt to EBITDAX to a maximum of 4.0 to 1.0; limitations on Company's ratio of Senior Secured Debt to EBITDAX to a maximum of 3.0 to 1.0; and the maintenance of a ratio of EBITDAX to interest expense of at least 2.5 to 1.0. If the Company fails to comply with these financial covenants, it would result in a default under the terms of the credit agreement, which could result in an acceleration of repayment of all indebtedness under the Company's revolving credit facility.

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 2.90% to 4.90%, or an alternate base rate plus a margin ranging from 1.90% to 3.90%, 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 0.73% to 1.23% 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 to 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.

Interest Expense

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

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Contractual interest and other financing expenses	$	13,041	$	12,273	$	25,972	$	24,239
Amortization of debt issuance costs	894		1,092		1,775		1,936
	$	13,935	$	13,365	$	27,747	$	26,175

7. Share Capital

	Shares of Common Stock
Balance, December 31, 2020	366,981,556
Shares issued on option exercise	10,232
Balance, June 30, 2021	366,991,788

Equity Compensation Awards

The following table provides information about performance stock units (“PSUs”), deferred share units (“DSUs”), and stock option activity for the six months ended June 30, 2021:

9

	PSUs	DSUs	Stock Options
	Number of Outstanding Share Units	Number of Outstanding Share Units	Number of Outstanding Stock Options	Weighted Average Exercise Price/Stock Option ($)
Balance, December 31, 2020	23,273,404	4,067,897	15,444,949	1.50
Granted	13,428,840	1,027,103	5,679,894	0.81
Exercised	(2,733,209)	—	(10,232)	0.77
Forfeited	(1,828,743)	—	(1,020,207)	0.90
Expired	—	—	(1,040,262)	3.27
Balance, June 30, 2021	32,140,292	5,095,000	19,054,142	1.23

For the three and six months ended June 30, 2021, stock-based compensation expense was $1.9 million and $5.5 million, respectively (three and six months ended June 30, 2020 - expense of $1.3 million and recovery of $0.8 million, respectively).

At June 30, 2021, there was $17.4 million (December 31, 2020 - $5.9 million) of unrecognized compensation cost related to unvested PSUs and stock options, which is expected to be recognized over a weighted average period of 2.0 years. During the six months ended June 30, 2021, the Company paid out $0.6 million for PSUs which were vested on December 31, 2020 (six months ended June 30, 2020 - $3.2 million for PSU's which were vested on December 31, 2019).

Net Loss per Share

Basic net loss per share is calculated by dividing net loss by the weighted average number of shares of Common Stock issued and outstanding during each period. Diluted net loss per share is calculated using the treasury stock method for share-based compensation arrangements. The treasury stock method assumes that any proceeds obtained on exercise of share-based compensation arrangements would be used to purchase common shares at the average market price during the period. The weighted average number of shares is then adjusted by the difference between the number of shares issued from the exercise of share-based compensation arrangements and shares repurchased from the related proceeds. Anti-dilutive shares represent potentially dilutive securities that are excluded from the computation of diluted income or loss per share as their impact would be anti-dilutive.

For the three and six months ended June 30, 2021 and 2020 all options on a weighted average basis, were excluded from the diluted loss per share calculation as the options were anti-dilutive.

8. Revenue

The Company's revenues are generated from oil sales at prices which reflect the blended prices received upon shipment by the purchaser at defined sales points or are defined by contract relative to ICE Brent and adjusted for Vasconia or Castilla crude differentials, quality, and transportation discounts each month. For the three and six months ended June 30, 2021, 100% (three and six months ended June 30, 2020 - 100%) of the Company's revenue resulted from oil sales. During the three and six months ended June 30, 2021, quality and transportation discounts were 17% and 16%, respectively, of the average ICE Brent price (three and six months ended June 30, 2020 - 42% and 29%, respectively). During the three and six months ended June 30, 2021, the Company's production was sold primarily to two major customers in Colombia (three and six months ended June 30, 2020 - two).

As at June 30, 2021, accounts receivable included $0.2 million of accrued sales revenue related to June 2021 production (December 31, 2020 - $0.1 million related to December 31, 2020 production).

9. COVID-19 Costs

The COVID-19 pandemic resulted in extra operating and transportation costs related to COVID-19 health and safety preventative measures including incremental sanitation requirements and enhanced procedures for trucking barrels and crew changes in the field. Below is a break-down of the costs:

10

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Operating expenses	$	816	$	421	$	1,862	$	421
Transportation costs	81		—		174		—
Total COVID-19 costs	$	897	$	421	$	2,036	$	421

10. Taxes

The Company's effective tax rate was (48)% for the six months ended June 30, 2021, compared to 6% in the comparative period of 2020. Current income tax was in a recovery position for the six months ended June 30, 2021 and 2020, primarily as a result of changes in the previous estimation of presumptive minimum tax. The deferred income tax expense for the six months ended June 30, 2021, was the result of excess tax depreciation compared to accounting depreciation and the use of tax losses to offset taxable income in Colombia. The deferred income tax recovery in the comparative period of 2020 was mainly the result of a ceiling test impairment loss in Colombia; which was partially offset by losses incurred in Colombia that are now fully offset by a valuation allowance.

For the six months ended June 30, 2021, the difference between the effective tax rate of (48)% and the 31% Colombian tax rate was primarily due to an increase in the impact of foreign taxes, foreign translation adjustments, other permanent differences and stock based compensation; which was partially offset by a decrease in the valuation allowance.

For the six months ended June 30, 2020, the difference between the effective tax rate of 6% and the 32% Colombian tax rate was primarily due to an increase in the valuation allowance, the non-deductibility of goodwill impairment for tax purposes, foreign translation adjustments and the non-deductible portion (50%) of the unrealized loss on PetroTal Corp. ("PetroTal") shares.

11. Contingencies

Legal Proceedings

Gran Tierra has a number of lawsuits and claims pending, including a dispute with the Agencia Nacional de Hidrocarburos (National Hydrocarbons Agency) ("ANH") relating to the calculation of high price share royalties. Although the outcome of these lawsuits and disputes cannot be predicted with certainty, Gran Tierra believes the resolution of these matters would not have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. Gran Tierra records costs as they are incurred or become probable and determinable.

Letters of credit and other credit support

At June 30, 2021, the Company had provided letters of credit and other credit support totaling $103.5 million (December 31, 2020 - $100.6 million) as security relating to work commitment guarantees in Colombia and Ecuador contained in exploration contracts and other capital or operating requirements.

12. Financial Instruments and Fair Value Measurement

Financial Instruments

At June 30, 2021, the Company’s financial instruments recognized on the balance sheet consisted of: cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, investment, other long-term assets, accounts payable and accrued liabilities, derivatives, equity compensation award liability, long-term debt and other long-term liabilities.

Fair Value Measurement

The fair value of investment, derivatives and equity compensation award liability is remeasured to the estimated fair value at the end of each reporting period.

11

Investment in PetroTal

The fair value of the Company's investment in PetroTal was estimated to be $31.5 million at June 30, 2021 ($48.3 million at December 31, 2020), based on the closing stock price of PetroTal of $0.29 CAD ($0.25 CAD at December 31, 2020) and the foreign exchange rate at that date. During the six months ended June 30, 2021, the Company sold 44% (109 million common shares) of its interest in PetroTal for cash proceeds net of transaction costs of $14.6 million resulting in a loss on sale of $5.1 million. PetroTal is a publicly-traded energy company incorporated and domiciled in Canada engaged in exploration, appraisal and development of crude oil and natural gas in Peru. PetroTal's shares are listed on the Toronto Stock Exchange Venture under the trading symbol 'TAL' and on the London Stock Exchange Alternative Investment Market under the trading symbol 'PTAL'. Gran Tierra holds approximately 137 million common shares representing approximately 17% of PetroTal's issued and outstanding common shares.

Commodity and Foreign Currency Derivatives

The fair value of commodity price and foreign currency derivatives is estimated based on various factors, including quoted market prices in active markets and quotes from third parties. The Company also performs an internal valuation to ensure the reasonableness of third party quotes. In consideration of counterparty credit risk, the Company assessed the possibility of whether the counterparty to the derivative would default by failing to make any contractually required payments. Additionally, the Company considers that it is of substantial credit quality and has the financial resources and willingness to meet its potential repayment obligations associated with the derivative transactions.

PSUs and DSUs

The fair value of the PSUs liability was estimated based on a pricing model using inputs such as quoted market prices in an active market, and PSUs performance factor. The fair value of DSUs liability is measured using quoted market prices in an active market.

The fair value of investment, derivatives and PSUs and DSUs liability at June 30, 2021, and December 31, 2020, was as follows:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Investment	$	31,525	$	48,323
Derivative liability	$	26,594	$	12,050
PSUs and DSUs liability	11,753		4,760
	$	38,347	$	16,810

The following table presents gains or losses on derivative and other financial instruments recognized in the accompanying interim unaudited condensed consolidated statements of operations:

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Commodity price derivatives loss (gain)	$	21,217	$	7,542	$	44,849	$	(10,777)
Foreign currency derivatives loss (gain)	22		(1,919)		88		3,533
Derivative instruments loss (gain)	$	21,239	$	5,623	$	44,937	$	(7,244)
Unrealized PetroTal investment loss (gain)	$	2,614	$	(6,216)	$	(3,861)	$	59,069
Loss on sale of PetroTal shares	—		—		5,070		—
Financial instruments loss	$	—	$	757	—		757
Other financial instruments  loss (gain)	$	2,614	$	(5,459)	$	1,209	$	59,826

12

Financial instruments not recorded at fair value include the Company's 6.25% Senior Notes due 2025 (the "6.25% Senior Notes") and 7.75% Senior Notes due 2027 (the "7.75% Senior Notes"). At June 30, 2021, the carrying amounts of the 6.25% Senior Notes and the 7.75% Senior Notes were $293.1 million and $291.4 million, respectively, which represented the aggregate principal amount less unamortized debt issuance costs, and the fair values were $267.2 million and $267.4 million, respectively. The fair value of long-term restricted cash and cash equivalents and the revolving credit facility approximated their carrying value because interest rates are variable and reflective of market rates. The fair values of other financial instruments approximate their carrying amounts due to the short-term maturity of these instruments.

GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels. Level 1 inputs consist of quoted prices (unadjusted) in active markets for identical assets and liabilities and have the highest priority. Level 2 and 3 inputs are based on significant other observable inputs and significant unobservable inputs, respectively, and have lower priorities. The Company uses appropriate valuation techniques based on the available inputs to measure the fair values of assets and liabilities.

At June 30, 2021, the fair value of the investment and DSUs liability was determined using Level 1 inputs, and the fair value of the derivative and PSUs liability was determined using Level 2 inputs.

The Company uses available market data and valuation methodologies to estimate the fair value of debt. The fair value of debt is the estimated amount the Company would have to pay a third party to assume the debt, including a credit spread for the difference between the issue rate and the period-end market rate. The credit spread is the Company’s default or repayment risk. The credit spread (premium or discount) is determined by comparing the Company’s Senior Notes and revolving credit facility to new issuances (secured and unsecured) and secondary trades of similar size and credit statistics for both public and private debt. The disclosure in the paragraph above regarding the fair value of cash and restricted cash and cash equivalents and Senior Notes was based on Level 1 inputs and the fair value of credit facility was based on Level 2 inputs.

The Company’s non-recurring fair value measurements include asset retirement obligations. The fair value of an asset retirement obligation is measured by reference to the expected future cash outflows required to satisfy the retirement obligation discounted at the Company’s credit-adjusted risk-free interest rate.

Commodity Price Derivatives

The Company utilizes commodity price derivatives to manage the variability in cash flows associated with the forecasted sale of its oil production, reduce commodity price risk and provide a base level of cash flows in order to assure it can execute at least a portion of its planned capital spending.

At June 30, 2021, the Company had outstanding commodity price derivative positions as follows:

Period and type of instrument	Volume, bopd	Reference	Sold Put ($/bbl, Weighted Average)	Purchased Put ($/bbl, Weighted Average)	Sold Call ($/bbl, Weighted Average)	Swap Price ($/bbl, Weighted Average)
Three-way Collars: July 1, to December 31, 2021	7,000	ICE Brent	47.14	57.14	68.95	n/a
Swaps: July 1, to December 31, 2021	3,000	ICE Brent	n/a	n/a	n/a	56.75

Foreign Currency Derivatives

The Company utilizes foreign currency derivatives to manage the variability in cash flows associated with the Company's forecasted Colombian peso ("COP") denominated expenses. At June 30, 2021, the Company had outstanding foreign currency derivative positions as follows:

Period and type of instrument	Amount Hedged (Millions of COP)	U.S. Dollar Equivalent of Amount Hedged (Thousands of U.S. Dollars)(1)	Reference	Floor Price (COP, Weighted Average)	Cap Price (COP, Weighted Average)
Collars: July 1, to December 31, 2021	6,000	1,597	COP	3,500	3,630

(1) At June 30, 2021 foreign exchange rate.

13

13. Supplemental Cash Flow Information

The following table provides a reconciliation of cash and cash equivalents and restricted cash and cash equivalents shown as a sum of these amounts in the interim unaudited condensed consolidated statements of cash flows:

(Thousands of U.S. Dollars)	As at June 30,				As at December 31,
	2021		2020		2020		2019
Cash and cash equivalents	$	19,965	$	17,599	$	14,114	$	8,817
Restricted cash and cash equivalents - long-term	3,590		2,186		3,409		2,258
	$	23,555	$	19,785	$	17,523	$	11,075

Net changes in assets and liabilities from operating activities were as follows:

	Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020
Accounts receivable and other long-term assets	$	28	$	15,475
Derivatives	6,264		(2,310)
Inventory	(1,934)		(1,533)
Prepaids	(631)		(750)
Accounts payable and accrued and other long-term liabilities	11,991		(41,487)
Taxes receivable and payable	11,439		9,350
Net changes in assets and liabilities from operating activities	$	27,157	$	(21,255)

Changes in non-cash investing working capital for the six months ended June 30, 2021 are comprised of an increase in accounts payable and accrued liabilities of $3.7 million and an increase in accounts receivable of $0.5 million (six months ended June 30, 2020, a decrease in accounts payable and accrued liabilities of $38.7 million and a decrease in accounts receivable of $0.1 million).

The following table provides additional supplemental cash flow disclosures:

	Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020
Cash paid for income taxes	$	7,139	$	8,524
Cash paid for interest	$	25,659	$	23,540
Non-cash investing activities:
Net liabilities related to property, plant and equipment, end of period	$	31,887	$	38,708

14

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion of our financial condition and results of operations should be read in conjunction with the "Financial Statements" as set out in Part I, Item 1 of this Quarterly Report on Form 10-Q as well as the "Financial Statements and Supplementary Data" and "Management’s Discussion and Analysis of Financial Condition and Results of Operations" included in Part II, Items 7 and 8, respectively, of our 2020 Annual Report on Form 10-K. Please see the cautionary language at the beginning of this Quarterly Report on Form 10-Q regarding the identification of and risks relating to forward-looking statements and the risk factors described in Part II, Item 1A "Risk Factors" of this Quarterly Report on Form 10-Q, as well as Part I, Item 1A “Risk Factors” in our 2020 Annual Report on Form 10-K.

Financial and Operational Highlights

Key Highlights for the second quarter of 2021

•Net loss in the second quarter of 2021 was $17.6 million or $(0.05) per share basic and diluted, compared with a net loss of $370.6 million or $(1.01) per share basic and diluted in the second quarter of 2020

•Loss before income taxes in the second quarter of 2021 was $8.4 million compared to loss before income taxes of $447.2 million in the second quarter of 2020

•During the second quarter of 2021, we repaid $5.0 million of the amount drawn under the revolving credit facility

•Our second quarter of 2021 average production NAR was 18,976 BOPD (sales volumes - 18,454 BOPD), 3% increase (sales volumes - 4% decrease) from 18,408 BOPD (sales volumes - 19,266 BOPD) in the second quarter of 2020, and 8% decrease (sales volumes - 9% decrease) from the first quarter of 2021 as a result of national blockades in Colombia, which were resolved by the end of the second quarter of 2021. There were approximately 597,000 bbls deferred as a result of blockades

•Oil sales were $96.6 million, 186% higher compared to the second quarter of 2020 as a result of an increase in Brent price and lower quality and transportation discounts and were consistent with first quarter of 2021 oil sales of $95.5 million

•Operating expenses increased by 31% (increased by 37% on a per bbl basis) compared to the second quarter of 2020, due to higher operating activities in the Acordionero and Suroriente fields and decreased by 14% (decreased by 7% on a per bbl basis) compared to the first quarter of 2021 due to lower operating activities in the Costayaco and Suroriente fields for a portion of the current quarter as a result of national blockades in Colombia and lower power generation costs in the Acordionero field

•Transportation expenses decreased by 9% compared to the second quarter of 2020 and increased 17% compared to the first quarter of 2021

•Operating netback(2) increased by 508% and 8%, respectively, to $68.3 million compared to $11.2 million in the second quarter of 2020 and $63.4 million in the first quarter of 2021

•Adjusted EBITDA(2) increased by 103% to $36.3 million compared to $17.9 million in the second quarter of 2020 and decreased 13% from $41.9 million in the first quarter of 2021

•Funds flow from operations(2) increased by 290% to $23.3 million compared to the second quarter of 2020 and decreased 20% from the first quarter of 2021

•Quality and transportation discounts for the second quarter of 2021 decreased to $11.54 per bbl compared to $14.10 in the second quarter of 2020 as a result of lower differentials and increased from $8.98 per bbl in the first quarter of 2021 as a result of higher differentials and the use of different transportation routes during current quarter due to national blockades in Colombia

•General and administrative ("G&A") before stock-based compensation increased by 36% compared to the second quarter of 2020, consistent with the increase of operating activities in the current period. When compared to the first quarter of 2021, G&A before stock-based compensation increased by 21% due to the timing of certain corporate costs

•Capital additions for the second quarter of 2021 were $37.4 million, an increase of $32.6 million compared to the second quarter of 2020 and were comparable to the first quarter of 2021 which had capital additions of $37.4 million

15

(Thousands of U.S. Dollars, unless otherwise indicated)	Three Months Ended June 30,					Three Months Ended March 31,		Six Months Ended June 30,
	2021		2020		% Change	2021		2021		2020		% Change
Average Daily Volumes (BOPD)
Consolidated
Working Interest ("WI") Production Before Royalties	23,035		20,165		14	24,463		23,745		24,846		(4)
Royalties	(4,059)		(1,757)		131	(3,930)		(3,995)		(2,957)		35
Production NAR	18,976		18,408		3	20,533		19,750		21,889		(10)
(Increase) Decrease in Inventory	(522)		858		(161)	(262)		(393)		169		(333)
Sales(1)	18,454		19,266		(4)	20,271		19,357		22,058		(12)
Net Loss	$	(17,627)	$	(370,649)	95	$	(37,422)	$	(55,049)	$	(622,275)	91
Operating Netback
Oil Sales	$	96,623	$	33,824	186	$	95,493	$	192,116	$	119,903	60
Operating Expenses	(25,431)		(19,364)		31	(29,625)		(55,056)		(63,952)		(14)
Transportation Expenses	(2,921)		(3,226)		(9)	(2,506)		(5,427)		(7,263)		(25)
Operating Netback(2)	$	68,271	$	11,234	508	$	63,362	$	131,633	$	48,688	170
G&A Expenses Before Stock-Based Compensation	$	7,133	$	5,237	36	$	5,898	$	13,031	$	12,677	3
G&A Stock-Based Compensation Expense (Recovery)	1,873		1,292		45	3,671		5,544		(763)		827
G&A Expenses, Including Stock-Based Compensation	$	9,006	$	6,529	38	$	9,569	$	18,575	$	11,914	56
Adjusted EBITDA(2)	$	36,299	$	17,872	103	$	41,904	$	78,203	$	52,363	49
Funds Flow From Operations(2)	$	23,272	$	5,974	290	$	28,973	$	52,245	$	28,201	85
Capital Expenditures	$	37,384	$	4,747	688	$	37,427	$	74,811	$	49,024	53

(1) Sales volumes represent production NAR adjusted for inventory changes.

(2) Non-GAAP measures

Operating netback, EBITDA, adjusted EBITDA and funds flow from operations are non-GAAP measures which do not have any standardized meaning prescribed under GAAP. Management views these measures as financial performance measures. Investors are cautioned that these measures should not be construed as alternatives to net loss or other measures of financial performance as determined in accordance with GAAP. Our method of calculating these measures may differ from other companies and, accordingly, may not be comparable to similar measures used by other companies. Each non-GAAP financial measure is presented along with the corresponding GAAP measure so as not to imply that more emphasis should be placed on the non-GAAP measure.

Operating netback, as presented, is defined as oil sales less operating and transportation expenses. Management believes that operating netback is a useful supplemental measure for management and investors to analyze financial performance and provides an indication of the results generated by our principal business activities prior to the consideration of other income and expenses. A reconciliation from oil sales to operating netback is provided in the table above.

EBITDA, as presented, is defined as net loss adjusted for depletion, depreciation and accretion ("DD&A") expenses, interest expense and income tax expense or recovery. Adjusted EBITDA, as presented, is defined as EBITDA adjusted for goodwill impairment, asset impairment, non-cash lease expense, lease payments, unrealized foreign exchange gain or loss, stock based compensation expense or recovery, unrealized derivative instruments gain or loss and other financial instruments gain or loss. Management uses this supplemental measure to analyze performance and income generated by our principal business activities prior to the consideration of how non-cash items affect that income, and believes that this financial measure is useful supplemental information for investors to analyze our performance and our financial results. A reconciliation from net loss to EBITDA and adjusted EBITDA is as follows:

16

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2021		2020
Net loss	$	(17,627)	$	(370,649)	$	(37,422)	$	(55,049)	$	(622,275)
Adjustments to reconcile net loss to EBITDA and Adjusted EBITDA
DD&A expenses	28,927		42,484		31,318		60,245		99,778
Interest expense	13,935		13,365		13,812		27,747		26,175
Income tax expense (recovery)	9,189		(76,575)		8,651		17,840		(41,671)
EBITDA (non-GAAP)	$	34,424	$	(391,375)	$	16,359	$	50,783	$	(537,993)
Goodwill impairment	—		—		—		—		102,581
Asset impairment	—		398,458		—		—		402,362
Non-cash lease expense	370		481		444		814		971
Lease payments	(393)		(460)		(462)		(855)		(975)
Unrealized foreign exchange loss (gain)	477		(1,544)		13,003		13,480		19,255
Stock-based compensation expense (recovery)	1,873		1,292		3,671		5,544		(763)
Unrealized derivative instruments (gain) loss	(3,066)		17,236		10,294		7,228		7,856
Other financial instruments loss (gain)	2,614		(6,216)		(1,405)		1,209		59,069
Adjusted EBITDA (non-GAAP)	$	36,299	$	17,872	$	41,904	$	78,203	$	52,363

Funds flow from operations, as presented, is defined as net loss adjusted for DD&A expenses, goodwill and asset impairment, deferred tax expense or recovery, stock-based compensation expense or recovery, amortization of debt issuance costs, non-cash lease expense, lease payments, unrealized foreign exchange gain or loss, derivative instruments gain or loss, cash settlement on derivative instruments and other financial instruments loss or gain. Management uses this financial measure to analyze performance and income generated by our principal business activities prior to the consideration of how non-cash items affect that income, and believes that this financial measure is also useful supplemental information for investors to analyze performance and our financial results. A reconciliation from net loss to funds flow from operations is as follows:

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2021		2020
Net loss	$	(17,627)	$	(370,649)	$	(37,422)	$	(55,049)	$	(622,275)
Adjustments to reconcile net loss to funds flow from operations
DD&A expenses	28,927		42,484		31,318		60,245		99,778
Goodwill impairment	—		—		—		—		102,581
Asset impairment	—		398,458		—		—		402,362
Deferred tax expense (recovery)	9,203		(76,200)		8,651		17,854		(41,594)
Stock-based compensation expense (recovery)	1,873		1,292		3,671		5,544		(763)
Amortization of debt issuance costs	894		1,092		881		1,775		1,936
Non-cash lease expense	370		481		444		814		971
Lease payments	(393)		(460)		(462)		(855)		(975)
Unrealized foreign exchange loss (gain)	477		(1,544)		13,003		13,480		19,255
Derivative instruments loss (gain)	21,239		6,380		23,698		44,937		(6,487)
Cash settlements on derivative instruments	(24,305)		10,856		(13,404)		(37,709)		14,343
Other financial instruments loss (gain)	2,614		(6,216)		(1,405)		1,209		59,069
Funds flow from operations (non-GAAP)	$	23,272	$	5,974	$	28,973	$	52,245	$	28,201

17

Additional Operational Results

	Three Months Ended June 30,					Three Months Ended March 31,		Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		% Change	2021		2021		2020		% Change
Oil sales	$	96,623	$	33,824	186	$	95,493	$	192,116	$	119,903	60
Operating expenses	25,431		19,364		31	29,625		55,056		63,952		(14)
Transportation expenses	2,921		3,226		(9)	2,506		5,427		7,263		(25)
Operating netback(1)	68,271		11,234		508	63,362		131,633		48,688		170
COVID-19 related costs	897		421		113	1,139		2,036		421		384
DD&A expenses	28,927		42,484		(32)	31,318		60,245		99,778		(40)
Goodwill impairment	—		—		—	—		—		102,581		100
Asset impairment	—		398,458		(100)	—		—		402,362		100
G&A expenses before stock-based compensation	7,133		5,237		36	5,898		13,031		12,677		3
G&A stock-based compensation expense (recovery)	1,873		1,292		45	3,671		5,544		(763)		827
Severance expenses	—		25		(100)	919		919		1,347		(32)
Foreign exchange loss (gain)	91		(2,988)		103	13,083		13,174		15,819		(17)
Derivative instruments loss (gain)	21,239		5,623		278	23,698		44,937		(7,244)		720
Other financial instruments loss (gain)	2,614		(5,459)		148	(1,405)		1,209		59,826		(98)
Interest expense	13,935		13,365		4	13,812		27,747		26,175		6
	76,709		458,458		(83)	92,133		168,842		712,979		(76)
Interest income	—		—		—	—		—		345		(100)
Loss before income taxes	(8,438)		(447,224)		98	(28,771)		(37,209)		(663,946)		94
Current income tax recovery	(14)		(375)		(96)	—		(14)		(77)		(82)
Deferred income tax expense (recovery)	9,203		(76,200)		112	8,651		17,854		(41,594)		143
	9,189		(76,575)		112	8,651		17,840		(41,671)		143
Net loss	$	(17,627)	$	(370,649)	95	$	(37,422)	$	(55,049)	$	(622,275)	91
Sales Volumes (NAR)
Total sales volumes, BOPD	18,454		19,266		(4)	20,271		19,357		22,058		(12)
Brent Price per bbl	$	69.08	$	33.39	107	$	61.32	$	65.23	$	42.10	55
Consolidated Results of Operations per bbl Sales Volumes NAR
Oil sales	$	57.54	$	19.29	198	$	52.34	$	54.83	$	29.87	84
Operating expenses	15.14		11.05		37	16.24		15.71		15.93		(1)
Transportation expenses	1.74		1.84		(5)	1.37		1.55		1.81		(14)

18

Operating netback(1)	40.66		6.40		535	34.73		37.57		12.13		210
COVID-19 related costs	0.53		0.23		130	0.62		0.58		0.10		480
DD&A expenses	17.23		24.23		(29)	17.17		17.20		24.85		(31)
Goodwill impairment	—		—		—	—		—		25.55		(100)
Asset impairment	—		227.28		(100)	—		—		100.23		(100)
G&A expenses before stock-based compensation	4.25		2.99		42	3.23		3.72		3.16		18
G&A stock-based compensation expense (recovery)	1.12		0.74		51	2.01		1.58		(0.19)		932
Severance expenses	—		0.01		(100)	0.50		0.26		0.34		(24)
Foreign exchange loss (gain)	0.05		(1.70)		103	7.17		3.76		3.94		(5)
Derivative instruments loss (gain)	12.65		3.21		294	12.99		12.83		(1.80)		813
Other financial instruments loss (gain)	1.56		(3.11)		150	(0.77)		0.35		14.90		(98)
Interest expense	8.30		7.62		9	7.57		7.92		6.52		21
	45.69		261.50		(83)	50.49		48.20		177.60		(73)
Interest income	—		—		—	—		—		0.09		(100)
Loss before income taxes	(5.03)		(255.10)		98	(15.76)		(10.63)		(165.38)		94
Current income tax recovery	(0.01)		(0.21)		(95)	—		—		(0.02)		(100)
Deferred income tax expense (recovery)	5.48		(43.46)		113	4.74		5.10		(10.36)		149
	5.47		(43.67)		(113)	4.74		5.10		(10.38)		149
Net loss	$	(10.50)	$	(211.43)	95	$	(20.50)	$	(15.73)	$	(155.00)	90

(1) Operating netback is a non-GAAP measure which does not have any standardized meaning prescribed under GAAP. Refer to "Financial and Operational Highlights—non-GAAP measures" for a definition of this measure.

Oil Production and Sales Volumes, BOPD

	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Average Daily Volumes (BOPD)
WI Production Before Royalties	23,035		20,165		23,745		24,846
Royalties	(4,059)		(1,757)		(3,995)		(2,957)
Production NAR	18,976		18,408		19,750		21,889
Increase in Inventory	(522)		858		(393)		169
Sales	18,454		19,266		19,357		22,058
Royalties, % of WI Production Before Royalties	18	%	9	%	17	%	12	%

Oil production NAR for the three months ended June 30, 2021, increased by 3% compared to the corresponding period of 2020 due to higher production in the Acordionero and Suroriente fields partially offset by lower production in the Costayaco and Moqueta fields which were affected by the national blockades in the area. During the quarter, approximately 597,000 barrels were deferred as a result of the national blockades. Oil production NAR for the six months ended June 30, 2021, decreased by 10% compared to the corresponding period of 2020, as a result of national blockades in Colombia during the second quarter of 2021 affecting production from major fields. The national blockades were resolved by the end of the second quarter of 2021.

19

Royalties as a percentage of production for the three and six months ended June 30, 2021, increased compared with the corresponding periods of 2020 and the prior quarter commensurate with the increase in benchmark oil prices and the price sensitive royalty regime in Colombia.

The Midas block includes Acordionero, Mochuelo and Ayombero fields and the Chaza block includes Costayaco and Moqueta fields

Operating Netback

20

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2021		2020
Oil Sales	$	96,623	$	33,824	$	95,493	$	192,116	$	119,903
Transportation Expenses	(2,921)		(3,226)		(2,506)		(5,427)		(7,263)
	93,702		30,598		92,987		186,689		112,640
Operating Expenses	(25,431)		(19,364)		(29,625)		(55,056)		(63,952)
Operating Netback(1)	$	68,271	$	11,234	$	63,362	$	131,633	$	48,688
(U.S. Dollars Per bbl Sales Volumes NAR)
Brent	$	69.08	$	33.39	$	61.32	$	65.23	$	42.10
Quality and Transportation Discounts	(11.54)		(14.10)		(8.98)		(10.40)		(12.23)
Average Realized Price	57.54		19.29		52.34		54.83		29.87
Transportation Expenses	(1.74)		(1.84)		(1.37)		(1.55)		(1.81)
Average Realized Price Net of Transportation Expenses	55.80		17.45		50.97		53.28		28.06
Operating Expenses	(15.14)		(11.05)		(16.24)		(15.71)		(15.93)
Operating Netback(1)	$	40.66	$	6.40	$	34.73	$	37.57	$	12.13

(1) Operating netback is a non-GAAP measure which does not have any standardized meaning prescribed under GAAP. Refer to "Financial and Operational Highlights—non-GAAP measures" for a definition of this measure.

21

22

Oil sales for the three and six months ended June 30, 2021 increased by 186% and 60% to $96.6 million and $192.1 million, respectively, as a result of a 107% and 55%, respectively, increase in Brent price and lower quality and transportation discounts, partially offset by lower sales volumes when compared to the corresponding periods of 2020. Compared with the prior quarter, oil sales increased 1% as a result of a 13% increase in Brent price offset by higher quality and transportation discounts and lower sales volumes.

The following table shows the effect of changes in realized price and sales volumes on our oil sales for the three and six months ended June 30, 2021 compared to the prior quarter and the corresponding periods of 2020:

(Thousands of U.S. Dollars)	Second Quarter 2021 Compared with First Quarter 2021		Second Quarter 2021 Compared with Second Quarter 2020		Six Months Ended June 30, 2021 Compared with Six Months Ended June 30, 2020
Oil sales for the comparative period	$	95,493	$	33,824	$	119,903
Realized sales price increase effect	8,723		64,225		87,471
Sales volumes decrease effect	(7,593)		(1,426)		(15,258)
Oil sales for the three and six months ended June 30, 2021	$	96,623	$	96,623	$	192,116

Average realized price for the three and six months ended June 30, 2021 increased 198% and 84%, respectively, compared to the corresponding periods of 2020. The increases were commensurate with the increases in benchmark oil prices in addition to lower differentials. Compared to the prior quarter, the average realized price increased 10% due to higher benchmark oil prices offset by higher differentials.

Operating expenses for the three months ended June 30, 2021, increased by 31% or $4.09 per bbl to $25.4 million or $15.14 per bbl due to higher operating activities in the Acordionero and Suroriente fields compared to the corresponding period of 2020. Lower operating activities during the second quarter of 2020 were attributed to shut-in of higher cost wells in response to the COVID-19 pandemic. Operating expenses for the six months ended June 30, 2021 decreased by 14% or $0.22 per bbl to $55.1 million or $15.71 per bbl compared to the corresponding period of 2020 as a result of structural improvements made to our operations. Compared to the prior quarter, operating expenses decreased by 14% or $1.10 per bbl from $29.6 million or $16.24 per bbl due to lower operating activities in the Costayaco and Suroriente fields as a result of national blockades in Colombia and lower power generation costs in the Acordionero field.

23

We have options to sell our oil through multiple pipelines and trucking routes. Each option has varying effects on realized sales price and transportation expenses. The following table shows the percentage of oil volumes we sold in Colombia using each option for the three and six months ended June 30, 2021 and 2020, and the prior quarter:

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
	2021		2020		2021		2021		2020
Volume transported through pipeline	9	%	15	%	—	%	5	%	7	%
Volume sold at wellhead	67	%	49	%	52	%	58	%	50	%
Volume transported via truck  to sales point	24	%	36	%	48	%	37	%	43	%
	100	%	100	%	100	%	100	%	100	%

Volumes transported through pipeline or via truck receive higher realized price, but incur higher transportation expenses. Volumes sold at the wellhead have the opposite effect of lower realized price, offset by lower transportation expenses.

Transportation expenses for the three and six months ended June 30, 2021 decreased by 9% and 25% to $2.9 million and $5.4 million, respectively, compared to the corresponding periods of 2020, as a result of lower sales volumes during current periods. On a per bbl basis, transportation expenses decreased by 5% and 14% to $1.74 and $1.55 for the three and six months ended June 30, 2021, respectively, due to higher volumes sold at wellhead during current periods, which resulted in lower transportation expenses per bbl compared to the corresponding periods of 2020.

For the three months ended June 30, 2021, transportation expenses increased by 17% compared to $2.5 million in the prior quarter. On a per bbl basis, transportation expenses increased by 27% from $1.37 in the prior quarter due to change in the delivery points in response to national blockades in Colombia which had higher transportation costs per bbl.

COVID-19 Costs

The COVID-19 pandemic resulted in extra operating and transportation costs related to COVID-19 health and safety preventative measures including incremental sanitation requirements and enhanced procedures for trucking barrels and crew changes in the field. For the three and six months ended June 30, 2021, COVID-19 costs were $0.9 million and $2.0 million,

24

respectively, comprised of $0.8 million and $1.9 million related to operating and $0.1 million and $0.2 million related to transportation activities, respectively. There were $0.4 million COVID-19 costs for the three and six months ended June 30, 2020, all of which related to operating activities. For the prior quarter, COVID-19 costs were $1.1 million comprised of $1.0 million related to operating and $0.1 million to transportation activities.

DD&A Expenses

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
	2021		2020		2021		2021		2020
DD&A Expenses, thousands of U.S. Dollars	$	28,927	$	42,484	$	31,318	$	60,245	$	99,778
DD&A Expenses, U.S. Dollars per bbl	17.23		24.23		17.17		17.20		24.85

DD&A expenses for the three and six months ended June 30, 2021, decreased 32% and 40% and decreased by $7.00 and $7.65 per bbl, respectively, due to lower costs in the depletable base compared to the corresponding periods of 2020, as a result of ceiling test impairment losses recorded over the last three quarters of 2020.

For the three months ended June 30, 2021, DD&A expenses decreased 8% when compared to the prior quarter, due to lower production during current quarter. On a per bbl basis DD&A expenses were comparable to prior quarter.

Impairment

Asset impairment

(i) Oil and gas property impairment

For the three and six months ended June 30, 2021, we had no ceiling test impairment losses based on the ceiling test calculation results. For each of the three and six months ended June 30, 2020 we had $398.3 million of ceiling test impairment losses. We used an average Brent price of $52.74 and $52.32 per bbl for the purpose of the June 30, 2021 and 2020, respectively, ceiling test calculations.

(ii) Inventory impairment

For the three and six months ended June 30, 2021, we had no inventory impairment. For the three and six months ended June 30, 2020, we recorded $0.2 million and $4.1 million, respectively, of inventory impairment.

Goodwill impairment

The entire goodwill balance of $102.6 million was impaired during the six months ended June 30, 2020 due to the carrying value of the unit exceeding its fair value as a result of the impact of lower forecasted commodity prices.

25

G&A Expenses

	Three Months Ended June 30,				Three Months Ended March 31,		Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2021		2020
G&A Expenses Before Stock-Based Compensation	$	7,133	$	5,237	$	5,898	$	13,031	$	12,677
G&A Stock-Based Compensation Expense (Recovery)	1,873		1,292		3,671		5,544		(763)
G&A Expenses, Including Stock-Based Compensation	$	9,006	$	6,529	$	9,569	$	18,575	$	11,914
(U.S. Dollars Per bbl Sales Volumes NAR)
G&A Expenses Before Stock-Based Compensation	$	4.25	$	2.99	$	3.23	$	3.72	$	3.16
G&A Stock-Based Compensation Expense (Recovery)	1.12		0.74		2.01		1.58		(0.19)
G&A Expenses, Including Stock-Based Compensation	$	5.37	$	3.73	$	5.24	$	5.30	$	2.97

For the three and six months ended June 30, 2021, G&A expenses before stock-based compensation increased by 36% and 3%, respectively, from the corresponding periods of 2020, consistent with an increase of operating activities in 2021. On a per bbl basis, for the three and six months ended June 30, 2021, G&A expenses before stock-based compensation increased by 42% and 18% to $4.25 and $3.72, respectively compared to the corresponding periods of 2020, due to increase in operating activities and lower sales volumes. For the three months ended June 30, 2021, G&A expenses before stock-based compensation increased 21% or $1.02 per bbl when compared to the prior quarter due to timing of certain costs.

G&A expenses after stock-based compensation for the three and six months ended June 30, 2021, increased by 38% and 56% (44% and 78% per bbl), respectively, compared to the corresponding periods of 2020, mainly due to higher stock-based compensation resulting from a higher share price. G&A expenses after stock-based compensation for the three months ended June 30, 2021, decreased by 6%, compared with the prior quarter, primarily due to a lower stock-based compensation resulting from lower share price in the current period and increased by 2% on a per bbl basis as a result of lower sales volumes.

26

Foreign Exchange Gains and Losses

For the three and six months ended June 30, 2021, we had a $0.1 million and $13.2 million, respectively, loss on foreign exchange compared to a $3.0 million gain and a $15.8 million loss, respectively, on foreign exchange for the corresponding periods of 2020. Accounts receivable, taxes receivable, deferred income taxes, accounts payable and investment are considered monetary items, and require translation from local currency to U.S. dollar functional currency at each balance sheet date. This translation was the main source of the foreign exchange gains and losses in the periods.

The following table presents the change in the U.S. dollar against the Colombian peso and Canadian dollar for the three and six months ended June 30, 2021 and 2020:

	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Change in the U.S. dollar against the Colombian peso	strengthened by	weakened by	strengthened by	strengthened by
	1%	8%	9%	15%
Change in the U.S. dollar against the Canadian dollar	weakened by	weakened by	weakened by	strengthened by
	1%	4%	3%	5%

Financial Instrument Gains and Losses

The following table presents the nature of our derivative and other financial instruments gains and losses for the three and six months ended June 30, 2021, and 2020:

27

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Commodity price derivatives loss (gain)	$	21,217	$	7,542	$	44,849	$	(10,777)
Foreign currency derivatives loss (gain)	22		(1,919)		88		3,533
Derivative instruments loss (gain)	$	21,239	$	5,623	$	44,937	$	(7,244)
Unrealized PetroTal investment loss (gain)	$	2,614	$	(6,216)	$	(3,861)	$	59,069
Loss on sale of PetroTal shares	—		—		5,070		—
Financial instruments loss	—		757		—		757
Other financial instruments loss (gain)	$	2,614	$	(5,459)	$	1,209	$	59,826

Income Tax Expense

	Three Months Ended June 30,						Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021			2020			2021			2020
Loss before income tax	$	(8,438)		$	(447,224)		$	(37,209)		$	(663,946)
Current income tax recovery	$	(14)		$	(375)		$	(14)		$	(77)
Deferred income tax expense (recovery)	9,203			(76,200)			17,854			(41,594)
Total income tax expense (recovery)	$	9,189		$	(76,575)		$	17,840		$	(41,671)
Effective tax rate	(109)		%	17		%	(48)		%	6		%

Current income tax was in a recovery position for each of the six months ended June 30, 2021 and 2020, primarily as a result of changes in the previous estimation of presumptive minimum tax. The deferred income tax expense for the six months ended June 30, 2021, was the result of excess tax depreciation compared with accounting depreciation and the use of tax losses to offset taxable income in Colombia. The deferred income tax recovery in the comparative period of 2020, was mainly the result of a ceiling test impairment loss in Colombia; which was partially offset by losses incurred in Colombia that are now fully offset by a valuation allowance.

For the six months ended June 30, 2021, the difference between the effective tax rate of (48)% and the 31% Colombian tax rate was primarily due to an increase in the impact of foreign taxes, foreign translation adjustments, other permanent differences and stock based compensation; which was partially offset by a decrease in valuation allowance.

For the six months ended June 30, 2020, the difference between the effective tax rate of 6% and the 32% Colombian tax rate was primarily due to an increase in the valuation allowance, the non-deductibility of goodwill impairment for tax purposes, foreign translation adjustments and the non-deductible portion (50%) of the unrealized loss on PetroTal Corp. ("PetroTal") shares.

28

Net Income and Funds Flow from Operations (a Non-GAAP Measure)

(Thousands of U.S. Dollars)	Second Quarter 2021 Compared with First Quarter 2021		% change	Second Quarter 2021 Compared with Second Quarter 2020		% change	Six Months Ended June 30, 2021 Compared with Six Months Ended June 30, 2020		% change
Net loss for the comparative period	$	(37,422)		$	(370,649)		(622,275)
Increase (decrease) due to:
Sales price	8,723			64,225			87,471
Sales volumes	(7,593)			(1,426)			(15,258)
Expenses:
Operating	4,194			(6,067)			8,896
Transportation	(415)			305			1,836
Cash G&A	(1,235)			(1,896)			(354)
Net lease payments	(5)			(44)			(37)
Severance	919			25			428
Interest, net of amortization of debt    issuance costs	(110)			(768)			(1,733)
Realized foreign exchange	466			(1,058)			(3,130)
Cash settlements on derivative instruments	(10,901)			(35,161)			(52,052)
Current taxes	14			(361)			(63)
COVID-19 related costs	242			(476)			(1,615)
Interest income	—			—			(345)
Net change in funds flow from operations(1) from comparative period	(5,701)			17,298			24,044
Expenses:
Depletion, depreciation and accretion	2,391			13,557			39,533
Goodwill impairment	—			—			102,581
Asset impairment	—			398,458			402,362
Deferred tax	(552)			(85,403)			(59,448)
Amortization of debt issuance costs	(13)			198			161
Stock-based compensation	1,798			(581)			(6,307)
Derivative instruments gain or loss, net of    settlements on derivative instruments	13,360			20,302			628
Other financial instruments gain or loss	(4,019)			(8,830)			57,860
Unrealized foreign exchange	12,526			(2,021)			5,775
Net lease payments	5			44			37
Net change in net loss	19,795			353,022			567,226
Net loss for the current period	$	(17,627)	53%	$	(17,627)	95%	$	(55,049)	91%

(1)Funds flow from operations is a non-GAAP measure which does not have any standardized meaning prescribed under GAAP. Refer to "Financial and Operational Highlights—non-GAAP measures" for a definition and reconciliation of this measure.

29

Capital expenditures during the three months ended June 30, 2021 were $37.4 million:

(Millions of U.S. Dollars)
Colombia:
Exploration	$	2.4
Development:
Drilling and Completions	17.2
Facilities	4.9
Other	12.5
	37.0
Corporate & Ecuador	0.4
	$	37.4

During the three months ended June 30, 2021, we commenced drilling the following wells in Colombia:

	Number of wells (Gross and Net)
Development	5.0

We spud three development wells in the Midas Block and two development wells in the Chaza Block. Of the wells spud during the quarter, three wells were completed as of June 30, 2021.

Liquidity and Capital Resources 

	As at
(Thousands of U.S. Dollars)	June 30, 2021		% Change	December 31, 2020
Cash and Cash Equivalents	$	19,965	41	$	14,114
Revolving Credit Facility	$	175,000	(8)	$	190,000
6.25% Senior Notes	$	300,000	—	$	300,000
7.75% Senior Notes	$	300,000	—	$	300,000

The outbreak of the COVID-19 virus, which was declared a pandemic by the World Health Organization in March 2020, spread across the globe and impacted worldwide economic activity. In 2020, global commodity prices declined significantly during the first half of 2020 due to disputes between major oil producing countries combined with the impact of the COVID-19 pandemic and associated reductions in global demand for oil. Governments worldwide, including those in Colombia and Ecuador, the countries where we operate, enacted emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, self-imposed quarantine periods and social distancing, have caused, and may continue to cause, material disruption to businesses globally resulting in an economic slowdown. While global commodity prices have improved since historic lows during the first half of 2020, the current challenging economic climate had and may continue to have significant adverse impacts on our Company including, but not exclusively:

•material declines in revenue and cash flows as a result of the decline in commodity prices;

•declines in revenue and operating activities due to reduced capital programs and the shut-in of production;

•impairment charges;

•inability to comply with covenants and restrictions in debt agreements;

•inability to access financing sources;

•increased risk of non-performance by our customers and suppliers;

•interruptions in operations as we adjust personnel to the dynamic environment; and

30

•inability to operate or delay in operations as a result COVID-19 restrictions in the countries in which we operate

Based on current forecasted Brent pricing and production levels, which can change materially in very short time frames, we forecasted to be in compliance with the amended financial covenants contained in the revolving credit facility for at least the next year from the date of these financial statements. The amount available under our senior secured credit facility is based on the lenders determination of the borrowing base. The borrowing base is determined, by the lenders, based on our reserves and commodity prices. The next renewal of the borrowing base is scheduled for November 2021 and there is risk that the borrowing base may be reduced by the lenders. In addition, our ability to borrow under the credit facility may be limited by the terms of the indentures for the 6.25% Senior Notes and 7.75% Senior Notes.

The risk of non-compliance with the covenants in the lending agreements and the risk associated with maintaining the borrowing base is heightened in the current period of volatility coupled with the unprecedented disruption caused by the COVID-19 pandemic. We currently expect that we will continue to meet the terms of the credit facility or obtain further amendments or waivers if and when required. We also expect to be able to maintain the borrowing base at a level in excess of the amount borrowed. However, there can be no assurances that our liquidity can be maintained at or above current levels during this period of volatility and global economic uncertainty.

The situation is dynamic and the ultimate duration and magnitude of the impact on the economy and the financial effect on our Company is not known at this time.

As at June 30, 2021 the borrowing base of our Senior Secured Credit Facility (the "revolving credit facility") was $215 million with the next re-determination to occur no later than November, 2021. We are required to comply with various covenants, which have been modified in response to the recent market conditions and the COVID-19 pandemic. We have obtained a relief from compliance with certain financial covenants until October 1, 2021 ("the covenant relief period"). During the covenant relief period, our ratio of total debt to EBITDAX is permitted to be greater than 4.0 to 1.0, our Senior Secured Debt to EBITDAX ratio must not exceed 2.5 to 1.0, and our EBITDAX to interest expense ratio for the trailing four quarter periods measured as of the last day of the fiscal quarters ending as of the last day of the fiscal quarters ended June 30, 2021 and September 30, 2021 must be at least 2.0 to 1.0 and be at least 2.5 to 1.0 thereafter. We are required to comply with various covenants, which as disclosed above, have been modified in response to the current market conditions and the COVID-19 pandemic. As of June 30, 2021, we were in compliance with all applicable covenants in the revolving credit facility.

After the expiration of covenant relief period, we must maintain compliance with the following financial covenants: limitations on our ratio of debt to EBITDAX to a maximum of 4.0 to 1.0; limitations on our ratio of Senior Secured Debt to EBITDAX to a maximum of 3.0 to 1.0; and the maintenance of a ratio of EBITDAX to interest expense of at least 2.5 to 1.0. If we fail to comply with these financial covenants, it would result in a default under the terms of the credit agreement, which could result in an acceleration of repayment of all indebtedness under the Company's revolving credit facility.

Amounts drawn under the revolving credit facility bear interest, at the borrower’s option, USD LIBOR plus a margin ranging from 2.90% to 4.90%, or base rate plus a margin ranging from 1.90% to 3.90%, 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 0.73% to 1.23% per annum, based on the average daily amount of unused commitments.

At June 30, 2021, we had $175.0 million drawn under the revolving credit facility. As of July 30, 2021, outstanding borrowings under our credit facility remained at $175.0 million. During the second quarter of 2021, we repaid $5.0 million of the amount drawn under the revolving credit facility. Accordingly, we had $40.0 million of availability under the revolving credit facility as of June 30, 2021.

At June 30, 2021, we had $300.0 million aggregate principal amount of 6.25% Senior Notes due 2025, and $300.0 million aggregate principal amount of 7.75% Senior Notes due 2027 outstanding. An event of default under the revolving credit facility would result in a default under the indentures governing the senior notes, which could allow the note holders to require us to repurchase all of the outstanding Senior Notes.

In accordance with our investment policy, available cash balances are held in our primary cash management banks or may be invested in U.S. or Canadian government-backed federal, provincial or state securities or other money market instruments with high credit ratings and short-term liquidity.

Derivative Positions

At June 30, 2021, we had outstanding commodity price derivative positions as follows:

31

Period and type of instrument	Volume, bopd	Reference	Sold Put ($/bbl, Weighted Average)	Purchased Put ($/bbl, Weighted Average)	Sold Call ($/bbl, Weighted Average)	Swap Price ($/bbl, Weighted Average)
Three-way Collars: July 1, to December 31, 2021	7,000	ICE Brent	47.14	57.14	68.95	n/a
Swaps: July 1, to December 31, 2021	3,000	ICE Brent	n/a	n/a	n/a	56.75

Foreign Currency Derivatives

At June 30, 2021, we had outstanding foreign currency derivative positions as follows:

Period and type of instrument	Amount Hedged (Millions COP)	U.S. Dollar Equivalent of Amount Hedged (Thousands of U.S. Dollars)(1)	Reference	Floor Price (COP, Weighted Average)	Cap Price (COP, Weighted Average)
Collars: July 1, to December 31, 2021	6,000	1,597	COP	3,500	3,630

(1) At June 30, 2021 foreign exchange rate.

At June 30, 2021, our balance sheet included $26.6 million of current liabilities related to the above outstanding commodity price and foreign currency derivative positions.

32

Cash Flows

The following table presents our primary sources and uses of cash and cash equivalents for the periods presented:

	Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020
Sources of cash and cash equivalents:
Net loss	$	(55,049)	$	(622,275)
Adjustments to reconcile net loss to Adjusted EBITDA(1)  and funds flow from operations(1)
DD&A expenses	60,245		99,778
Interest expense	27,747		26,175
Income tax expense (recovery)	17,840		(41,671)
Goodwill impairment	—		102,581
Asset impairment	—		402,362
Non-cash lease expenses	814		971
Lease payments	(855)		(975)
Unrealized foreign exchange loss	13,480		19,255
Stock-based compensation expense (recovery)	5,544		(763)
Unrealized derivative instruments loss	7,228		7,856
Other financial instruments loss	1,209		59,069
Adjusted EBITDA(1)	78,203		52,363
Current income tax expense	14		77
Contractual interest and other financing expenses	(25,972)		(24,239)
Funds flow from operations(1)	52,245		28,201
Proceeds from debt, net of issuance costs	—		90,505
Proceeds from issuance of exercise of stock options	8		—
Proceeds from disposition of investment, net of transaction costs	14,632		—
Net changes in assets and liabilities from operating activities	27,157		—
Changes in non-cash investing working capital	3,176		—
	97,218		118,706
Uses of cash and cash equivalents:
Additions to property, plant and equipment	(74,811)		(49,024)
Repayment of debt	(15,001)		—
Debt issuance costs	(125)		—
Net changes in assets and liabilities from operating activities	—		(21,255)
Changes in non-cash investing working capital	—		(38,645)
Settlement of asset retirement obligations	(248)		(27)
Lease payments	(513)		(307)
Foreign exchange loss on cash, cash equivalents and restricted cash and cash equivalents	(488)		(738)
	(91,186)		(109,996)
Net increase in cash and cash equivalents and restricted cash and cash equivalents	$	6,032	$	8,710

(1) Adjusted EBITDA and funds flow from operations are a non-GAAP measures which do not have any standardized meaning prescribed under GAAP. Refer to “Financial and Operational Highlights - non-GAAP measures” for a definition and reconciliation of this measure.

33

One of the primary sources of variability in our cash flows from operating activities is the fluctuation in oil prices, the impact of which we partially mitigate by entering into commodity price derivatives. Sales volume changes and costs related to operations and debt service also impact cash flows. Our cash flows from operating activities are also impacted by foreign currency exchange rate changes, the impact of which we partially mitigate by entering into foreign currency derivatives. During the six months ended June 30, 2021, funds flow from operations increased by 85% compared to the corresponding period of 2020 primarily due to an increase in Brent price and decrease in operating and transportation expenses, offset by cash settlements on derivative instruments.

Off-Balance Sheet Arrangements

As at June 30, 2021, we had no off-balance sheet arrangements.

Contractual Obligations

At June 30, 2021, we had $175.0 million drawn under our revolving credit facility.

Except for noted above, as at June 30, 2021, there were no other material changes to our contractual obligations outside of the ordinary course of business from those as at December 31, 2020.

Critical Accounting Policies and Estimates

Our critical accounting policies and estimates are disclosed in Item 7 of our 2020 Annual Report on Form 10-K, and have not changed materially since the filing of that document.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a Smaller Reporting Company, we are not required to provide information under this Item 3.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

We have established disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, or Exchange Act). Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by Gran Tierra in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report, as required by Rule l3a-15(b) of the Exchange Act. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that Gran Tierra's disclosure controls and procedures were effective as of June 30, 2021.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended June 30, 2021, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - Other Information

Item 1. Legal Proceedings

See Note 11 in the Notes to the Condensed Consolidated Financial Statements (Unaudited) in Part I, Item 1 of this Quarterly Report on Form 10-Q, which is incorporated herein by reference, for any material developments with respect to matters previously reported in our Annual Report on Form 10-K for the year ended December 31, 2020, and any material matters that have arisen since the filing of such report.

Item 1A. Risk Factors

34

There are numerous factors that affect our business and results of operations, many of which are beyond our control. In addition to information set forth in this quarterly report on Form 10-Q, including in Part I, Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, you should carefully read and consider the factors set out in Part I, Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2020. These risk factors could materially affect our business, financial condition and results of operations. The unprecedented nature of the current pandemic and downturn in the worldwide economy and oil and gas industry may make it more difficult to identify all the risks to our business, results of operations and financial condition and the ultimate impact of identified risks.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

35

Item 6. Exhibits

Exhibit No.	Description	Reference
3.1	Certificate of Incorporation.	Incorporated by reference to Exhibit 3.3 to the Current Report on Form 8-K, filed with the SEC on November 4, 2016 (SEC File No. 001-34018).
3.2	Bylaws of Gran Tierra Energy Inc.	Incorporated by reference to Exhibit 3.4 to the Current Report on Form 8-K, filed with the SEC on November 4, 2016 (SEC File No. 001-34018).
3.3	Certificate of Retirement dated July 9, 2018	Incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on July 9, 2018 (SEC File No. 001-34018).
10.1	Amended and Restated 2007 Equity Incentive Plan*	Filed herewith.
31.1	Certification of Principal Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith.
31.2	Certification of Principal Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith.
32.1	Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Furnished herewith.

101.INS  XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH  Inline XBRL Taxonomy Extension Schema Document

101.CAL  Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB  Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE  Inline XBRL Taxonomy Extension Presentation Linkbase Document

104.The cover page from Gran Tierra Energy Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, formatted in Inline XBRL (included within the Exhibit 101 attachments).

*Management contract or compensatory plan or arrangement

36

SIGNATURES

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 thereunto duly authorized.

GRAN TIERRA ENERGY INC.

Date: August 3, 2021	/s/ Gary S. Guidry
	By: Gary S. Guidry
	President and Chief Executive Officer
	(Principal Executive Officer)

Date: August 3, 2021	/s/ Ryan Ellson
	By: Ryan Ellson
	Executive Vice President and Chief Financial Officer
	(Principal Financial and Accounting Officer)

37

EX-10.1

EXHIBIT 10.1

GRAN TIERRA ENERGY INC.

2007 EQUITY INCENTIVE PLAN

ADOPTED: AUGUST 9, 2007

APPROVED BY STOCKHOLDERS: OCTOBER 10, 2007

AMENDED BY THE BOARD: DECEMBER 20, 2007

AMENDED BY THE BOARD: JANUARY 14, 2008

AMENDED BY THE BOARD: OCTOBER 9, 2008

APPROVED BY THE STOCKHOLDERS: NOVEMBER 14, 2008

AMENDED BY THE BOARD: APRIL 26, 2010

APPROVED BY THE STOCKHOLDERS: JUNE 16, 2010
AMENDED BY THE BOARD: AUGUST 3, 2011
AMENDED BY THE BOARD: FEBRUARY 22, 2012

APPROVED BY THE STOCKHOLDERS: JUNE 27, 2012

AMENDED BY THE BOARD: FEBRUARY 24, 2021

APPROVED BY THE STOCKHOLDERS: JUNE 2, 2021

1.     GENERAL PURPOSES.

(a) Amendment and Restatement. The Plan is intended as a complete amendment and restatement of the Company’s 2005 Equity Incentive Plan (the “Prior Plan”). Except as expressly set forth in this Section 1(a), all outstanding options, stock appreciation rights and stock awards granted under the Prior Plan shall remain subject to the terms of the Prior Plan. Any shares of Common Stock subject to outstanding options and stock appreciation rights granted under the Prior Plan (together, the “Prior Plan Appreciation Awards”) and stock awards granted under the Prior Plan that (i) expire or terminate for any reason prior to exercise or settlement, (ii) are forfeited, cancelled or otherwise returned because of the failure to meet a contingency or condition required to vest such shares, or (iii) other than with respect to a Prior Plan Appreciation Award, are reacquired or withheld (or not issued) to satisfy a tax withholding obligation (collectively, the “Prior Plan’s Returning Shares”) shall become available for issuance pursuant to Stock Awards granted hereunder in accordance with the provisions of Section 4(c) below. All Stock Awards granted subsequent to the Effective Date of this Plan shall be subject to the terms of this Plan.

(b) Eligible Stock Award Recipients. The persons eligible to receive Stock Awards are Employees, Directors and Consultants.

(c) Available Stock Awards. The purpose of the Plan is to provide a means by which eligible recipients of Stock Awards may be given an opportunity to benefit from increases in value of the Common Stock through the granting of the following Stock Awards: (i) Options, (ii) Restricted Stock Awards, (iii) Stock Appreciation Rights, (iv) Restricted Stock Units, and (v) Other Stock Awards.

(d) General Purpose. The Company, by means of the Plan, seeks to retain the services of the group of persons eligible to receive Stock Awards, to secure and retain the services of new members of this group and to provide incentives for such persons to exert maximum efforts for the success of the Company and its Affiliates.

2.    DEFINITIONS.

(a)“Affiliate” means any “parent corporation” or “subsidiary corporation” of the Company, whether now or hereafter existing, as those terms are defined in Sections 424(e) and (f), respectively, of the Code. The Board shall

have the authority to determine the time or times at which “parent corporation” or “subsidiary corporation” status is determined within the foregoing definition.

(b)“Board” means the Board of Directors of the Company.

(c)“Capitalization Adjustment” has the meaning ascribed to that term in Section 11(a).

(d) “Change in Control” means the occurrence, in a single transaction or in a series of related transactions, of any one or more of the following events:

(i) any Exchange Act Person becomes the Owner, directly or indirectly, of securities of the Company representing more than fifty percent (50%) of the combined voting power of the Company’s then outstanding securities other than by virtue of a merger, consolidation or similar transaction. Notwithstanding the foregoing, a Change in Control shall not be deemed to occur (A) on account of the acquisition of securities of the Company by an institutional investor, any affiliate thereof or any other Exchange Act Person that acquires the Company’s securities in a transaction or series of related transactions that are primarily a private financing transaction for the Company or (B) solely because the level of Ownership held by any Exchange Act Person (the “Subject Person”) exceeds the designated percentage threshold of the outstanding voting securities as a result of a repurchase or other acquisition of voting securities by the Company reducing the number of shares outstanding, provided that if a Change in Control would occur (but for the operation of this sentence) as a result of the acquisition of voting securities by the Company, and after such share acquisition, the Subject Person becomes the Owner of any additional voting securities that, assuming the repurchase or other acquisition had not occurred, increases the percentage of the then outstanding voting securities Owned by the Subject Person over the designated percentage threshold, then a Change in Control shall be deemed to occur;

(ii) there is consummated a merger, consolidation or similar transaction involving (directly or indirectly) the Company if, immediately after the consummation of such merger, consolidation or similar transaction, the stockholders of the Company immediately prior thereto do not Own, directly or indirectly, either (A) outstanding voting securities representing more than fifty percent (50%) of the combined outstanding voting power of the surviving Entity in such merger, consolidation or similar transaction or (B) more than fifty percent (50%) of the combined outstanding voting power of the parent of the surviving Entity in such merger, consolidation or similar transaction;

(iii) there is consummated a sale, lease, license or other disposition of all or substantially all of the consolidated assets of the Company and its Subsidiaries, other than a sale, lease, license or other disposition of all or substantially all of the consolidated assets of the Company and its Subsidiaries to an Entity, more than fifty percent (50%) of the combined voting power of the voting securities of which are Owned by stockholders of the Company in substantially the same proportion as their Ownership of the Company immediately prior to such sale, lease, license or other disposition; or

(iv) individuals who, on the date this Plan is adopted by the Board, are members of the Board (the “Incumbent Board”) cease for any reason to constitute at least a majority of the members of the Board; provided, however, that if the appointment or election (or nomination for election) of any new Board member was approved or recommended by a majority vote of the members of the Incumbent Board then still in office, such new member shall, for purposes of this Plan, be considered as a member of the Incumbent Board).

The term Change in Control shall not include a sale of assets, merger or other transaction effected exclusively for the purpose of changing the domicile of the Company.

Notwithstanding the foregoing or any other provision of this Plan, the definition of Change in Control (or any analogous term) in an individual written agreement between the Company or any Affiliate and the Participant shall supersede the foregoing definition with respect to Stock Awards subject to such agreement (it being understood, however, that if no definition of Change in Control or any analogous term is set forth in such an individual written agreement, the foregoing definition shall apply); provided, however, that no Change in Control will be deemed to occur upon announcement or commencement of a tender offer or upon a potential takeover or upon stockholder approval of a merger or other transaction, in each case without a requirement that the Change in Control actually occur.

(e) “Code” means the United States Internal Revenue Code of 1986, as amended.

(f)“Committee” means a committee of one or more members of the Board appointed by the Board in accordance with Section 3(d).

(g)“Common Stock” means the common stock of the Company.

(h)“Company” means Gran Tierra Energy Inc., a Delaware corporation.

(i)“Consultant” means any person, including an advisor, (i) engaged by the Company or an Affiliate to render consulting or advisory services and who is compensated for such services or (ii) serving as a member of the Board of Directors of an Affiliate and who is compensated for such services. However, the term “Consultant” shall not include Directors who are not compensated by the Company for their services as Directors, and the payment of a director’s fee by the Company for services as a Director shall not cause a Director to be considered a “Consultant” for purposes of the Plan.

(j)“Continuous Service” means that the Participant’s service with the Company or an Affiliate, whether as an Employee, Director or Consultant, is not interrupted or terminated. A change in the capacity in which the Participant renders service to the Company or an Affiliate as an Employee, Consultant or Director or a change in the entity for which the Participant renders such service, provided that there is no interruption or termination of the Participant’s service with the Company or an Affiliate, shall not terminate a Participant’s Continuous Service; provided, however, if the Entity for which a Participant is rendering services ceases to qualify as an Affiliate, as determined by the Board in its sole discretion, such Participant’s Continuous Service shall be considered to have terminated on the date such Entity ceases to qualify as an Affiliate. For example, a change in status from an employee of the Company to a consultant to an Affiliate or to a Director shall not constitute an interruption of Continuous Service. To the extent permitted by law, the Board or the chief executive officer of the Company, in that party’s sole discretion, may determine whether Continuous Service shall be considered interrupted in the case of any leave of absence approved by that party, including sick leave, military leave or any other personal leave. Notwithstanding the foregoing, a leave of absence shall be treated as Continuous Service for purposes of vesting in a Stock Award only to such extent as may be provided in the Company’s leave of absence policy or in the written terms of the Participant’s leave of absence.

(k)“Corporate Transaction” means the occurrence, in a single transaction or in a series of related transactions, of any one or more of the following events:

(i)    the consummation of a saleor other disposition of all or substantially all, as determined by the Board in its discretion, of the consolidated assets of the Company and its Subsidiaries;

(ii)    the consummation of a sale or other disposition of at least fifty percent (50%) of the outstanding securities of the Company;

(iii)    the consummation of a merger, consolidation or similar transaction following which the Company is not the surviving corporation; or

(iv)    the consummation of a merger, consolidation or similar transaction following which the Company is the surviving corporation but the shares of Common Stock outstanding immediately preceding the merger, consolidation or similar transaction are converted or exchanged by virtue of the merger, consolidation or similar transaction into other property, whether in the form of securities, cash or otherwise.

(m)“Director” means a member of the Board.

(n)“Disability” means the permanent and total disability of a person within the meaning of Section 22(e)(3) of the Code.

(o)“Disinterested Stockholders” means all of the stockholders of the Company except Insiders of the Company who are eligible to receive Stock Awards, and such Insiders’ associates.

(p)“Effective Date” means October 10, 2007, which was the date of the 2007 Annual Meeting of Stockholders at which this Plan was approved by the Company’s stockholders.

(q)“Employee” means any person employed by the Company or an Affiliate. Service as a Director or payment of a director’s fee by the Company for such service or for service as a member of the Board of Directors of an Affiliate shall not be sufficient to constitute “employment” by the Company or an Affiliate.

(r)“Entity” means a corporation, partnership, limited liability company or other entity.

(s)“Exchange Act” means the Securities Exchange Act of 1934, as amended.

(t)“Exchange Act Person” means any natural person, Entity or “group” (within the meaning of Section 13(d) or 14(d) of the Exchange Act), except that “Exchange Act Person” shall not include (A) the Company or any Subsidiary of the Company, (B) any employee benefit plan of the Company or any Subsidiary of the Company or any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any Subsidiary of the Company, (C) an underwriter temporarily holding securities pursuant to an offering of such securities, or (D) an Entity Owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their Ownership of stock of the Company.

(u)“Fair Market Value” means, as of any date, the value of the Common Stock determined as follows:

(i)    If the Common Stock is listed on any established stock exchange or traded on the Nasdaq Global Select Market, Nasdaq Global Market or the Nasdaq Capital Market, the Fair Market Value of a share of Common Stock, unless otherwise determined by the Board, shall be the closing sales price for such stock (or the closing bid, if no sales were reported) as quoted on such exchange or market (or the exchange or market with the greatest volume of trading in the Common Stock) on the day of determination (or if such day of determination does not fall on a market trading day, then the last market trading day prior to the day of determination), as reported in a source the Board deems reliable.

(ii)    In the absence of such markets for the Common Stock, the Fair Market Value shall be determined in good faith by the Board and in a manner that complies with Sections 409A and 422 of the Code.

(v)“Full Value Award” means a Stock Award that is not an Option with respect to which the exercise or strike price is at least 100% of the Fair Market Value on the date of grant or a Stock Appreciation Right with respect to which the exercise or strike price is at least 100% of the Fair Market Value on the date of grant.

(w)“Insider” means an “insider” as defined under the policies of the Toronto Stock Exchange, as amended from time to time, which includes, among others, Directors and TSX Officers of the Company.

(x)“Non-Employee Director”means a Director who either (i) is not currently an employee or officer of the Company or its parent or a subsidiary, does not receive compensation, either directly or indirectly, from the Company or its parent or a subsidiary, for services rendered as a consultant or in any capacity other than as a Director (except for an amount as to which disclosure would not be required under Item 404(a) of Regulation S-K promulgated pursuant to the Securities Act (“Regulation S-K”)), does not possess an interest in any other transaction for which disclosure would be required under Item 404(a) of Regulation S-K, and is not engaged in a business relationship for which disclosure would be required pursuant to Item 404(b) of Regulation S-K; or (ii) is otherwise considered a “non-employee director” for purposes of Rule 16b-3.

(y)“Officer” means a person who is an officer of the Company within the meaning of Section 16 of the Exchange Act and the rules and regulations promulgated thereunder.

(z)“Option” means a stock option granted pursuant to the Plan that is not intended to qualify as an “incentive stock option” within the meaning of Section 422 of the Code and the regulations promulgated thereunder.

(aa)“Option Agreement” means a written agreement between the Company and an Optionholder evidencing the terms and conditions of an individual Option grant. Each Option Agreement shall be subject to the terms and conditions of the Plan.

(bb)“Optionholder” means a person to whom an Option is granted pursuant to the Plan or, if applicable, such other person who holds an outstanding Option.

(cc)“Other Stock Award” means an award based in whole or in part by reference to the Common Stock which is granted pursuant to the terms and conditions of Section 7(d).

(ee)“Own,” “Owned,” “Owner,” “Ownership” A person or Entity shall be deemed to “Own,” to have “Owned,” to be the “Owner” of, or to have acquired “Ownership” of securities if such person or Entity, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, has or shares voting power, which includes the power to vote or to direct the voting, with respect to such securities.

(ff)“Participant” means a person to whom a Stock Award is granted pursuant to the Plan or, if applicable, such other person who holds an outstanding Stock Award.

(gg)“Plan” means this Gran Tierra Energy Inc. 2007 Equity Incentive Plan.

(hh)“Restricted Stock Award” means an award of shares of Common Stock which is granted pursuant to the terms and conditions of Section 7(a).

(ii)“Restricted Stock Unit” means a right to receive shares of Common Stock which is granted pursuant to the terms and conditions of Section 7(b).

(jj)“Rule 16b-3” means Rule 16b-3 promulgated under the Exchange Act or any successor to Rule 16b-3, as in effect from time to time.

(kk)“Securities Act” means the Securities Act of 1933, as amended.

(ll)“Stock Appreciation Right” means a right to receive the appreciation on Common Stock that is granted pursuant to the terms and conditions of Section 7(c).

(mm)“Stock Award” means any right granted under the Plan, including an Option, Restricted Stock Award, Restricted Stock Unit, Stock Appreciation Right and Other Stock Award.

(nn)“Stock Award Agreement” means a written agreement between the Company and a holder of a Stock Award evidencing the terms and conditions of an individual Stock Award grant. Each Stock Award Agreement shall be subject to the terms and conditions of the Plan.

(oo)“Subsidiary” means, with respect to the Company, (i) any corporation of which more than fifty percent (50%) of the outstanding capital stock having ordinary voting power to elect a majority of the board of directors of such corporation (irrespective of whether, at the time, stock of any other class or classes of such corporation shall have or might have voting power by reason of the happening of any contingency) is at the time, directly or indirectly, Owned by the Company, and (ii) any partnership in which the Company has a direct or indirect interest (whether in the form of voting or participation in profits or capital contribution) of more than fifty percent (50%).

(pp)    “TSXOfficer” means a senior officer of the Company or any subsidiary and includes an issuer, all of the voting securities of which are owned by a TSX Officer.

3.    ADMINISTRATION.

(a)Administration by Board. The Board shall administer the Plan unless and until the Board delegates administration to a Committee, as provided in Section 3(d).

(b)Powers of Board. The Board shall have the power, subject to, and within the limitations of, the express provisions of the Plan:

(i)    To determine from time to time which of the persons eligible under the Plan shall be granted Stock Awards; when and how each Stock Award shall be granted; what type or combination of types of Stock Award shall be granted; the provisions of each Stock Award granted (which need not be identical), including the time or times when a person shall be permitted to receive Common Stock pursuant to a Stock Award; and the number of shares of Common Stock with respect to which a Stock Award shall be granted to each such person.

(ii)    To construe and interpret the Plan and Stock Awards granted under it, and to establish, amend and revoke rules and regulations for its administration. The Board, in the exercise of this power, may correct any defect, omission or inconsistency in the Plan or in any Stock Award Agreement, in a manner and to the extent it shall deem necessary or expedient to make the Plan or Stock Award fully effective.

(iii)    To settle all controversies regarding the Plan and Stock Awards granted under it.

(iv)    To amend the Plan or a Stock Award as provided in Section 12.

(v)    To terminate or suspend the Plan as provided in Section 13.

(vi)    Generally, to exercise such powers and to perform such acts as the Board deems necessary or expedient to promote the best interests of the Company and that are not in conflict with the provisions of the Plan or Stock Awards.

(vii)    To adopt such procedures and sub-plans as are necessary or appropriate to permit participation in the Plan by Employees, Directors or Consultants who are located in various local jurisdictions.

(c)Cancellation and Re-Grant of Stock Awards. Notwithstanding the foregoing or any other provision of this Plan, neither the Board nor any Committee shall have the authority to: (i) reduce the exercise price of any

outstanding Options or Stock Appreciation Rights under the Plan, or (ii) cancel any outstanding Options or Stock Appreciation Rights that have an exercise price or strike price greater than the current Fair Market Value of the Common Stock in exchange for cash or other Stock Awards under the Plan, unless the stockholders of the Company have approved such an action within twelve (12) months prior to such an event.

(d)Delegation to Committee.

(i)General. The Board may delegate administration of the Plan to a Committee or Committees of one or more members of the Board, and the term “Committee” shall apply to any person or persons to whom such authority has been delegated. If administration is delegated to a Committee, the Committee shall have, in connection with the administration of the Plan, the powers theretofore possessed by the Board, including the power to delegate to a subcommittee any of the administrative powers the Committee is authorized to exercise (and references in this Plan to the Board shall thereafter be to the Committee or subcommittee), subject, however, to such resolutions, not inconsistent with the provisions of the Plan, as may be adopted from time to time by the Board. The Board may abolish the Committee at any time and revest in the Board the administration of the Plan.

(ii) Rule 16b-3 Compliance. In the discretion of the Board, the Committee may consist solely of two or more Non-Employee Directors, in accordance with Rule 16b-3. In addition, the Board or the Committee may delegate to a committee of one or more members of the Board the authority to grant Stock Awards to eligible persons who are not then subject to Section 16 of the Exchange Act.

(e)Effect of Board’s Decision. All determinations, interpretations and constructions made by the Board in good faith shall not be subject to review by any person and shall be final, binding and conclusive on all persons.

4.    SHARES SUBJECT TO THE PLAN.

(a)Share Reserve. Subject to the provisions of Section 11(a) relating to Capitalization Adjustments, the aggregate number of shares of Common Stock that may be issued pursuant to Stock Awards granted on or after January 1, 2021 shall not exceed 22,223,817 (the “2007 Plan Reserve”). For clarity, the 2007 Plan Reserve in this Section 4(a) is a limitation on the number of shares of Common Stock that may be issued pursuant to Stock Awards granted under the Plan after January 1, 2021. Accordingly, this Section 4(a) does not limit the granting of Stock Awards except as provided in Section 8(a). Shares may be issued in connection with a merger or acquisition as permitted by NASDAQ Listing Rule 5635(c) or, if applicable, NYSE Listed Company Manual Section 303A.08, AMEX Company Guide Section 711, Toronto Stock Exchange Company Manual Section 613 or other applicable rule, and such issuance shall not reduce the number of shares available for issuance under the Plan.

(b)    Subject to Section 4(c), from and after January 1, 2021 the 2007 Plan Reserve shall be reduced by one share for each share of Common Stock issued pursuant to a Stock Award.

(c)Reversion of Shares to the Share Reserve.

(i)Shares Available for Subsequent Issuance. If any shares of Common Stock issued pursuant to a Stock Award (including, for the avoidance of doubt, Stock Awards granted under the Plan prior to January 1, 2021) are (A) not issued or forfeited back to the Company because of the failure to meet a contingency or condition required to vest such shares covered by such Stock Award having been issued or (B) not issued or reacquired by the Company pursuant to Section 10(f) in connection with a Full Value Award, such shares shall again become available for issuance under the Plan (the “2007 Plan Returning Shares”).

(ii)Shares Not Available for Subsequent Issuance. If any shares subject to a Stock Award or a Prior Plan Appreciation Award are not delivered to a Participant because the Stock Award is exercised through a

reduction of shares subject to the Stock Award or Prior Plan Appreciation Award (i.e., “net exercised”), the number of shares that are not delivered to the Participant shall no longer be available for issuance under the Plan. Also, any shares reacquired by the Company pursuant to Section 10(f) upon the exercise of an Option or Stock Appreciation Right or a Prior Plan Appreciation Award, any shares used as consideration for the exercise of an Option or Stock Appreciation Right or a Prior Plan Appreciation Award or any shares repurchased by the Company on the open market with the proceeds of an Option or Stock Appreciation Right exercise price or a Prior Plan Appreciation Award exercise price shall no longer be available for issuance under the Plan.

(d)Source of Shares. The shares of Common Stock subject to the Plan may be unissued shares or reacquired shares, bought on the market or otherwise.

5.    ELIGIBILITY.

(a)Eligibility for Specific Stock Awards. Stock Awards may be granted to Employees, Directors and Consultants.

(b) Limitation on Annual Grants. Subject to the provisions of Section 11(a) relating to Capitalization Adjustments, no Employee shall be eligible to be granted Options or Stock Appreciation Rights whose value is determined by reference to an increase over an exercise or strike price of at least one hundred percent (100%) of the Fair Market Value on the date any such Stock Award is granted covering more than one million (1,000,000) shares of Common Stock during any calendar year.

(c)Consultants. A Consultant shall not be eligible for the grant of a Stock Award if, at the time of grant, a Form S-8 Registration Statement under the Securities Act (“Form S-8”) is not available to register either the offer or the sale of the Company’s securities to such Consultant because of the nature of the services that the Consultant is providing to the Company, because the Consultant is not a natural person, or because of any other rule governing the use of Form S-8.

6.    OPTION PROVISIONS.

Each Option shall be in such form and shall contain such terms and conditions as the Board shall deem appropriate. The provisions of each Option shall include (through incorporation of provisions hereof by reference in the Option or otherwise) the substance of each of the following provisions:

(a)Term. No Option shall be exercisable after the expiration of ten (10) years from the date on which it was granted.

(b)Exercise Price of a Stock Option. The exercise price of each Option shall be not less than one hundred percent (100%) of the Fair Market Value of the Common Stock subject to the Option on the date the Option is granted. Notwithstanding the foregoing, an Option may be granted with an exercise price lower than that set forth in the preceding sentence if such Option is granted pursuant to an assumption or substitution for another option in a manner satisfying the provisions of Sections 409A and 424(a) of the Code; provided, however, that if the Common Stock is listed on the Toronto Stock Exchange, the granting of the Option is approved by the Toronto Stock Exchange to the extent necessary to satisfy the rules of the Toronto Stock Exchange.

(c)Consideration. The purchase price of Common Stock acquired pursuant to an Option shall be paid, to the extent permitted by applicable statutes and regulations, either (i) in cash at the time the Option is exercised or (ii) at the discretion of the Board at the time of or subsequently to the grant of the Option (1) by delivery to the Company of other Common Stock (whether by actual delivery or attestation), (2) by a “net exercise” of the Option (as further described below), (3) pursuant to a program developed under Regulation T as promulgated by the Federal

Reserve Board that, prior to the issuance of Common Stock, results in either the receipt of cash (or check) by the Company or the receipt of irrevocable instruction to pay the aggregate exercise price to the Company from the sales proceeds or (4) in any other form of legal consideration that may be acceptable to the Board.

In the case of a “net exercise” of an Option, the Company will not require a payment of the exercise price of the Option from the Optionholder but will reduce the number of shares of Common Stock issued upon the exercise by the largest number of whole shares that has a Fair Market Value that does not exceed the aggregate exercise price. With respect to any remaining balance of the aggregate exercise price, the Company shall accept a cash payment from the Optionholder. The shares of Common Stock so used to pay the exercise price of an Option under a “net exercise,” the shares actually delivered to the Optionholder, and any shares withheld to satisfy tax withholding obligations will be considered to have resulted from the exercise of the Option, and accordingly, the Option will not again be exercisable with respect to such shares.

(d)Transferability of an Option. An Option shall be transferable to the extent provided in the Option Agreement. If the Option does not provide for transferability, then the Option shall not be transferable except by will or by the laws of descent and distribution or pursuant a domestic relations order and shall be exercisable during the lifetime of the Optionholder only by the Optionholder. Notwithstanding the foregoing, the Optionholder may, by delivering written notice to the Company, in a form satisfactory to the Company, designate a third party who, in the event of the death of the Optionholder, shall thereafter be entitled to exercise the Option. In no event shall an Option be transferred for value. A transfer for “value” shall not be deemed to occur under the Plan where an Option is transferred for bona fide estate planning purposes to a trust or other testamentary vehicle approved by the Committee.

(e)Vesting Generally. The total number of shares of Common Stock subject to an Option may, but need not, vest and therefore become exercisable in periodic installments that may, but need not, be equal. The Option may be subject to such other terms and conditions on the time or times when it may be exercised (which may be based on performance or other criteria) as the Board may deem appropriate. The vesting provisions of individual Options may vary. The provisions of this Section 6(e) are subject to any Option provisions governing the minimum number of shares of Common Stock as to which an Option may be exercised.

(f)Termination of Continuous Service. In the event that an Optionholder’s Continuous Service terminates (other than upon the Optionholder’s death or Disability), the Optionholder may exercise his or her Option (to the extent that the Optionholder was entitled to exercise such Option as of the date of termination) but only within such period of time ending on the earlier of (i) the date three (3) months following the termination of the Optionholder’s Continuous Service (or such longer or shorter period specified in the Option Agreement) or (ii) the expiration of the term of the Option as set forth in the Option Agreement. If, after termination, the Optionholder does not exercise his or her Option within the time specified in the Option Agreement, the Option shall terminate.

(g)Extension of Termination Date. An Optionholder’s Option Agreement may also provide that if the exercise of the Option following the termination of the Optionholder’s Continuous Service (other than upon the Optionholder’s death or Disability) would be prohibited at any time solely because the issuance of shares of Common Stock would violate the registration requirements under the Securities Act, then the Option shall terminate on the earlier of (i) the expiration of the term of the Option set forth in Section 6(a) or (ii) the expiration of a period of three (3) months after the termination of the Optionholder’s Continuous Service during which the exercise of the Option would not be in violation of such registration requirements.

(h)Disability of Optionholder. In the event that an Optionholder’s Continuous Service terminates as a result of the Optionholder’s Disability, the Optionholder may exercise his or her Option (to the extent that the Optionholder was entitled to exercise such Option as of the date of termination), but only within such period of time

ending on the earlier of (i) the date twelve (12) months following such termination (or such longer or shorter period specified in the Option Agreement or (ii) the expiration of the term of the Option as set forth in the Option Agreement. If, after termination, the Optionholder does not exercise his or her Option within the time specified herein, the Option shall terminate.

(i)Death of Optionholder. In the event that (i) an Optionholder’s Continuous Service terminates as a result of the Optionholder’s death or (ii) the Optionholder dies within the period (if any) specified in the Option Agreement after the termination of the Optionholder’s Continuous Service for a reason other than death, then the Option may be exercised (to the extent the Optionholder was entitled to exercise such Option as of the date of death) by the Optionholder’s estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by a person designated to exercise the option upon the Optionholder’s death pursuant to Section 6(d), but only within the period ending on the earlier of (1) the date eighteen (18) months following the date of death (or such longer or shorter period specified in the Option Agreement or (2) the expiration of the term of such Option as set forth in the Option Agreement. If, after death, the Option is not exercised within the time specified herein, the Option shall terminate.

(j)Early Exercise. The Option may, but need not, include a provision whereby the Optionholder may elect at any time before the Optionholder’s Continuous Service terminates to exercise the Option as to any part or all of the shares of Common Stock subject to the Option prior to the full vesting of the Option. Any unvested shares of Common Stock so purchased may be subject to a repurchase option in favor of the Company or to any other restriction the Board determines to be appropriate. The Company will not exercise its repurchase option until at least six (6) months (or such longer or shorter period of time required to avoid classification of the Option as a liability for financial accounting purposes) have elapsed following exercise of the Option unless the Board otherwise specifically provides in the Option.

7.    PROVISIONS OF STOCK AWARDS OTHER THAN OPTIONS.

(a)Restricted Stock Awards. Each Restricted Stock Award agreement shall be in such form and shall contain such terms and conditions as the Board shall deem appropriate. To the extent consistent with the Company’s Bylaws, at the Board’s election, shares of Common Stock may be (x) held in book entry form subject to the Company’s instructions until any restrictions relating to the Restricted Stock Award lapse; or (y) evidenced by a certificate, which certificate shall be held in such form and manner as determined by the Board. The terms and conditions of Restricted Stock Award agreements may change from time to time, and the terms and conditions of separate Restricted Stock Award agreements need not be identical; provided, however, that each Restricted Stock Award agreement shall include (through incorporation of the provisions hereof by reference in the agreement or otherwise) the substance of each of the following provisions:

(i)Purchase Price. At the time of the grant of a Restricted Stock Award, the Board will determine the price to be paid by the Participant for each share subject to the Restricted Stock Award. To the extent required by applicable law, the price to be paid by the Participant for each share of the Restricted Stock Award will not be less than the par value of a share of Common Stock. A Restricted Stock Award may be awarded as a stock bonus (i.e., with no cash purchase price to be paid) to the extent permissible under applicable law.

(ii)Consideration. At the time of the grant of a Restricted Stock Award, the Board will determine the consideration permissible for the payment of the purchase price of the Restricted Stock Award. The purchase price of Common Stock acquired pursuant to the Restricted Stock Award shall be paid in one of the following ways: (i) in cash at the time of purchase; (ii) by services rendered or to be rendered to the Company; or (iii) in any other form of legal consideration that may be acceptable to the Board.

(iii)Vesting. Shares of Common Stock acquired under a Restricted Stock Award may, but need not, be subject to a share repurchase option in favor of the Company in accordance with a vesting schedule to be determined by the Board.

(iv)Termination of Participant’s Continuous Service. In the event that a Participant’s Continuous Service terminates, the Company may repurchase or otherwise reacquire any or all of the shares of Common Stock held by the Participant that have not vested as of the date of termination under the terms of the Restricted Stock Award agreement. The Company will not exercise its repurchase option until at least six (6) months (or such longer or shorter period of time required to avoid classification of the Restricted Stock Award as a liability for financial accounting purposes) have elapsed following the purchase of the restricted stock unless otherwise determined by the Board or provided in the Restricted Stock Award agreement.

(v)Transferability. Rights to purchase or receive shares of Common Stock granted under a Restricted Stock Award shall be transferable by the Participant only upon such terms and conditions as are set forth in the Restricted Stock Award agreement, as the Board shall determine in its discretion, and so long as Common Stock awarded under the Restricted Stock Award remains subject to the terms of the Restricted Stock Award agreement.

(b)Restricted Stock Units. Each Restricted Stock Unit agreement shall be in such form and shall contain such terms and conditions as the Board shall determine. The terms and conditions of Restricted Stock Unit agreements may change from time to time, and the terms and conditions of separate Restricted Stock Unit agreements need not be identical; provided, however, that each Restricted Stock Unit agreement shall include (through incorporation of the provisions hereof by reference in the agreement or otherwise) the substance of each of the following provisions:

(i)Consideration. At the time of grant of a Restricted Stock Unit award, the Board will determine the consideration, if any, to be paid by the Participant upon delivery of each share of Common Stock subject to the Restricted Stock Unit award. To the extent required by applicable law, the consideration to be paid by the Participant for each share of Common Stock subject to a Restricted Stock Unit award will not be less than the par value of a share of Common Stock. Such consideration may be paid in any form permitted under applicable law.

(ii)Vesting. At the time of the grant of a Restricted Stock Unit award, the Board may impose such restrictions or conditions to the vesting of the shares Restricted Stock Unit as it deems appropriate.

(iii)Payment. A Restricted Stock Unit award may be settled by the delivery of shares of Common Stock, their cash equivalent, or any combination of the two, as the Board deems appropriate.

(iv)Additional Restrictions. At the time of the grant of a Restricted Stock Unit award, the Board, as it deems appropriate, may impose such restrictions or conditions that delay the delivery of the shares of Common Stock (or their cash equivalent) subject to a Restricted Stock Unit award after the vesting of such Stock Award.

(v)Dividend Equivalents. Dividend equivalents may be credited in respect of Restricted Stock Units, as the Board deems appropriate. Such dividend equivalents may be converted into additional Restricted Stock Units by dividing (1) the aggregate amount or value of the dividends paid with respect to that number of shares of Common Stock equal to the number of Restricted Stock Units then credited by (2) the Fair Market Value per share of Common Stock on the payment date for such dividend. The additional Restricted Stock Units credited by reason of such dividend equivalents will be subject to all the terms and conditions of the underlying Restricted Stock Unit award to which they relate.

(vi)Termination of Participant’s Continuous Service. Except as otherwise provided in the applicable Stock Award Agreement, Restricted Stock Units that have not vested will be forfeited upon the Participant’s termination of Continuous Service for any reason.

(c)Stock Appreciation Rights. Each Stock Appreciation Right agreement shall be in such form and shall contain such terms and conditions as the Board shall deem appropriate. The terms and conditions of Stock Appreciation Right agreements may change from time to time, and the terms and conditions of separate Stock Appreciation Rights agreements need not be identical, but each Stock Appreciation Right agreement shall include (through incorporation of the provisions hereof by reference in the agreement or otherwise) the substance of each of the following provisions:    

(i)Calculation of Appreciation. Each Stock Appreciation Right will be denominated in share of Common Stock equivalents. The appreciation distribution payable on the exercise of a Stock Appreciation Right will be not greater than an amount equal to the excess of (A) the aggregate Fair Market Value (on the date of the exercise of the Stock Appreciation Right) of a number of shares of Common Stock equal to the number of share of Common Stock equivalents in which the Participant is vested under such Stock Appreciation Right and with respect to which the Participant is exercising the Stock Appreciation Right on such date, over (B) an amount that will be determined by the Committee at the time of grant of the Stock Appreciation Right.

(ii)Vesting. At the time of the grant of a Stock Appreciation Right, the Board may impose such restrictions or conditions to the vesting of such Right as it deems appropriate.

(iii)Exercise. To exercise any outstanding Stock Appreciation Right, the Participant must provide written notice of exercise to the Company in compliance with the provisions of the Stock Appreciation Rights agreement evidencing such Right.

(iv)Payment. The appreciation distribution in respect of a Stock Appreciation Right may be paid in Common Stock, in cash, or any combination of the two, as the Board deems appropriate.

(v)Termination of Continuous Service. If a Participant’s Continuous Service terminates for any reason, any unvested Stock Appreciation Rights shall be forfeited and any vested Stock Appreciation Rights shall be automatically redeemed.

(d)Other Stock Awards. Other forms of Stock Awards valued in whole or in part by reference to, or otherwise based on, Common Stock may be granted either alone or in addition to Stock Awards provided for under Section 6 and the preceding provisions of this Section 7. Subject to the provisions of the Plan, the Board shall have sole and complete authority to determine the persons to whom and the time or times at which such Other Stock Awards will be granted, the number of shares of Common Stock (or the cash equivalent thereof) to be granted pursuant to such Stock Awards and all other terms and conditions of such Stock Awards.

8.    COVENANTS OF THE COMPANY.

(a)Availability of Shares. During the terms of the Stock Awards, the Company shall keep available at all times the number of shares of Common Stock required to satisfy such Stock Awards.

(b)Securities Law Compliance. The Company shall seek to obtain from each regulatory commission or agency having jurisdiction over the Plan such authority as may be required to grant Stock Awards and to issue and sell shares of Common Stock upon exercise of the Stock Awards; provided, however, that this undertaking shall not require the Company to register under the Securities Act the Plan, any Stock Award or any Common Stock issued or issuable pursuant to any such Stock Award. If, after reasonable efforts, the Company is unable to obtain from any

such regulatory commission or agency the authority which counsel for the Company deems necessary for the lawful issuance and sale of Common Stock under the Plan, the Company shall be relieved from any liability for failure to issue and sell Common Stock upon exercise of such Stock Awards unless and until such authority is obtained. A Participant shall not be eligible for the grant of a Stock Award or the subsequent issuance of Common Stock pursuant to the Stock Award if such grant or issuance would be in violation of any applicable securities law.

(c)No Obligation to Notify. The Company shall have no duty or obligation to any Participant to advise such holder as to the time or manner of exercising such Stock Award. Furthermore, the Company shall have no duty or obligation to warn or otherwise advise such holder of a pending termination or expiration of a Stock Award or a possible period in which the Stock Award may not be exercised. The Company has no duty or obligation to minimize the tax consequences of a Stock Award to the holder of such Stock Award.

9.    USE OF PROCEEDS FROM STOCK.

Proceeds from the sale of Common Stock pursuant to Stock Awards shall constitute general funds of the Company.

10.    MISCELLANEOUS.

(a)Acceleration of Exercisability and Vesting. The Board shall have the power to accelerate the time at which a Stock Award may first be exercised or the time during which a Stock Award or any part thereof will vest in accordance with the Plan, notwithstanding the provisions in the Stock Award stating the time at which it may first be exercised or the time during which it will vest.

(b)Corporate Action Constituting Grant of Stock Awards. Corporate action constituting a grant by the Company of a Stock Award to any Participant shall be deemed completed as of the date of such corporate action, unless otherwise determined by the Board, regardless of when the instrument, certificate, or letter evidencing the Stock Award is communicated to, or actually received or accepted by, the Participant.

(c)Stockholder Rights. Subject to the further limitations of Section 7(b)(iv) hereof, no Participant shall be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Common Stock subject to such Stock Award unless and until (i) such Participant has satisfied all requirements for exercise of the Stock Award pursuant to its terms, if applicable, and (ii) the issuance of the Common Stock subject to such Stock Award has been entered into the books and records of the Company.

(d)No Employment or other Service Rights. Nothing in the Plan, and Stock Award Agreement or any other instrument executed thereunder or in connection with any Stock Award granted pursuant thereto shall confer upon any Participant any right to continue to serve the Company or an Affiliate in the capacity in effect at the time the Stock Award was granted or shall affect the right of the Company or an Affiliate to terminate (i) the employment of an Employee with or without notice and with or without cause, (ii) the service of a Consultant pursuant to the terms of such Consultant’s agreement with the Company or an Affiliate or (iii) the service of a Director pursuant to the Bylaws of the Company or an Affiliate, and any applicable provisions of the corporate law of the state in which the Company or the Affiliate is incorporated, as the case may be.

(e)Investment Assurances. The Company may require a Participant, as a condition of exercising or acquiring Common Stock under any Stock Award, (i) to give written assurances satisfactory to the Company as to the Participant’s knowledge and experience in financial and business matters and/or to employ a purchaser representative reasonably satisfactory to the Company who is knowledgeable and experienced in financial and business matters and that he or she is capable of evaluating, alone or together with the purchaser representative, the

merits and risks of exercising the Stock Award; and (ii) to give written assurances satisfactory to the Company stating that the Participant is acquiring Common Stock subject to the Stock Award for the Participant’s own account and not with any present intention of selling or otherwise distributing the Common Stock. The foregoing requirements, and any assurances given pursuant to such requirements, shall be inoperative if (1) the issuance of the shares of Common Stock upon the exercise or acquisition of Common Stock under the Stock Award has been registered under a then currently effective registration statement under the Securities Act, or (2) as to any particular requirement, a determination is made by counsel for the Company that such requirement need not be met in the circumstances under the then applicable securities laws. The Company may, upon advice of counsel to the Company, place legends on stock certificates issued under the Plan as such counsel deems necessary or appropriate in order to comply with applicable securities laws, including, but not limited to, legends restricting the transfer of the Common Stock.

(f)Withholding Obligations. Unless prohibited by the terms of a Stock Award Agreement, the Company may, in its sole discretion, satisfy any country, federal, state, provincial or local tax withholding obligation relating to any Stock Award by any of the following means (in addition to the Company’s right to withhold from any compensation paid to the Participant by the Company) or by a combination of such means: (i) causing the Participant to tender a cash payment; (ii) withholding shares of Common Stock from the shares of Common Stock issued or otherwise issuable to the Participant in connection with the Stock Award; provided, however, that no shares of Common Stock are withheld with a value exceeding the minimum amount of tax required to be withheld by law (or such lower amount as may be necessary to avoid classification of the Stock Award as a liability for financial accounting purposes); (iii) withholding payment from any amounts otherwise payable to the Participant; (iv) withholding cash from a Stock Award settled in cash; or (v) by such other method as may be set forth in the Stock Award Agreement.

(g)Electronic Delivery. Any reference herein to a “written” agreement or document shall include any agreement or document delivered electronically or posted on the Company’s intranet.

(h)Compliance with Section 409A. To the extent that the Board determines that any Stock Award granted hereunder is subject to Section 409A of the Code, the Stock Award Agreement evidencing such Stock Award shall incorporate the terms and conditions necessary to avoid the consequences specified in Section 409A(a)(1) of the Code. To the extent applicable, the Plan and Stock Award Agreements shall be interpreted in accordance with Section 409A of the Code, including without limitation any applicable guidance that may be issued or amended after the Effective Date.

11.    ADJUSTMENTS UPON CHANGES IN STOCK.

(a)Capitalization Adjustments. If any change is made in, or other event occurs with respect to, the Common Stock subject to the Plan or subject to any Stock Award without the receipt of consideration by the Company (through merger, consolidation, reorganization, recapitalization, reincorporation, stock dividend, dividend in property other than cash, stock split, liquidating dividend, combination of shares, exchange of shares, change in corporate structure or similar transaction (each a “Capitalization Adjustment”), the Board shall appropriately and proportionately adjust: (i) the class(es) and maximum number of securities subject to the Plan pursuant to Section 4(a), (ii) the class(es) and maximum number of securities that may be awarded to any person pursuant to Section 5(b), and (iii) the class(es) and number of securities and price per share of stock subject to outstanding Stock Awards. The Board shall make such adjustments, and its determination shall be final, binding and conclusive. The conversion of any convertible securities of the Company shall not be treated as a Capitalization Adjustment.

(b)Dissolution or Liquidation. In the event of a dissolution or liquidation of the Company, then all outstanding Options shall terminate immediately prior to the completion of such dissolution or liquidation, and

shares of Common Stock subject to the Company’s repurchase option may be repurchased by the Company notwithstanding the fact that the holder of such stock is still in Continuous Service.

(c)Corporate Transaction. In the event of a Corporate Transaction, any surviving corporation or acquiring corporation may assume or continue any or all Stock Awards outstanding under the Plan or may substitute similar stock awards for Stock Awards outstanding under the Plan (it being understood that similar stock awards include, but are not limited to, awards to acquire the same consideration paid to the stockholders or the Company, as the case may be, pursuant to the Corporate Transaction), and any reacquisition or repurchase rights held by the Company in respect of Common Stock issued pursuant to Stock Awards may be assigned by the Company to the successor of the Company (or the successor’s parent company), if any, in connection with such Corporate Transaction. Regardless of whether any surviving corporation or acquiring corporation does assume or continue any or all such outstanding Stock Awards or substitute similar stock awards for such outstanding Stock Awards, with respect to Stock Awards that are held by Participants whose Continuous Service has not terminated prior to the effective time of the Corporate Transaction, (i) the vesting of such Stock Awards (and, if applicable, the time at which such Stock Awards may be exercised) shall (contingent upon the effectiveness of the Corporate Transaction) be accelerated in full to a date prior to the effective time of such Corporate Transaction as the Board shall determine (or, if the Board shall not determine such a date, to the date that is five (5) days prior to the effective time of the Corporate Transaction), and (ii) any reacquisition or repurchase rights held by the Company with respect to such Stock Awards shall (contingent upon the effectiveness of the Corporate Transaction) lapse. With respect to any other Stock Awards outstanding under the Plan that have not been assumed, continued or substituted, the vesting of such Stock Awards (and, if applicable, the time at which such Stock Award may be exercised) shall not be accelerated, unless otherwise provided in a written agreement between the Company or any Affiliate and the holder of such Stock Award, and such Stock Awards shall terminate if not exercised (if applicable) prior to the effective time of the Corporate Transaction.

(d)Change in Control. A Stock Award held by any Participant whose Continuous Service has not terminated prior to the effective time of a Change in Control may be subject to additional acceleration of vesting and exercisability upon or after such event as may be provided in the Stock Award Agreement for such Stock Award or as may be provided in any other written agreement between the Company or any Affiliate and the Participant, but in the absence of such provision, no such acceleration shall occur.

12.    AMENDMENT OF THE PLAN AND STOCK AWARDS.

(a)Amendment of Plan. The Board at any time, and from time to time, may amend the Plan. However, except as provided in Section 11(a) relating to Capitalization Adjustments and Section 12(f) relating to amendments without Stockholder Approval, no amendment shall be effective unless approved by the stockholders of the Company.

(b)Stockholder Approval. The Board, in its sole discretion, may submit any other amendment to the Plan for stockholder approval.

(c)No Impairment of Rights. Rights under any Stock Award granted before amendment of the Plan shall not be impaired by any amendment of the Plan unless (i) the Company requests the consent of the Participant and (ii) the Participant consents in writing.

(d)Amendment of Stock Awards. The Board at any time, and from time to time, may amend the terms of any one or more Stock Awards; provided, however, that (i) if the Common Stock is listed on the Toronto Stock Exchange any amendment is approved by the stockholders to the extent necessary to satisfy the rules of the Toronto

Stock Exchange, and (ii) that the rights under any Stock Award shall not be impaired by any such amendment unless (A) the Company requests the consent of the Participant and (B) the Participant consents in writing.

(e)Insiders. If an amendment reducing the Option exercise price or extending the term of the Option is made to an Option held by an Insider, the amendment shall only be made effective after the approval is received of Disinterested Stockholders at a meeting of the stockholders of the Company (and with respect to reducing the Option exercise price, provided that the requirements set forth in Section 3(c) are satisfied).

(f)Amendments without Stockholder Approval. Without limiting the generality of the foregoing, or the other provisions hereof, the Board shall have the authority: (a) to make amendments to the Plan or a Stock Award of a housekeeping or administrative nature; (b) if the Common Stock is listed on the Toronto Stock Exchange subject to any required approval of the Toronto Stock Exchange, to change the vesting or termination provisions of a Stock Award or the Plan; (c) amendments necessary to comply with provisions of applicable law or stock exchange requirements or for grants to qualify for favourable treatment under applicable laws; and (d)  any other amendment, fundamental or otherwise, not requiring stockholder approval under the Code; provided, however, that no amendment shall be made without stockholder approval to the extent stockholder approval is necessary to satisfy the requirements of Section 422 of the Code.

13.    TERMINATION OR SUSPENSION OF THE PLAN.

(a)Plan Term. The Board may suspend or terminate the Plan at any time. No Stock Awards may be granted under the Plan while the Plan is suspended or after it is terminated.

(b)No Impairment of Rights. Suspension or termination of the Plan shall not impair rights and obligations under any Stock Award granted while the Plan is in effect except with the written consent of the Participant.

14.    EFFECTIVE DATE OF PLAN.

The Plan shall become effective as determined by the Board, but no Stock Award shall be exercised (or, in the case of a stock bonus, shall be granted) unless and until the Plan has been approved by the stockholders of the Company, which approval shall be within twelve (12) months before or after the date the Plan is adopted by the Board.

15.     CHOICE OF LAW.

The law of the State of Delaware shall govern all questions concerning the construction, validity and interpretation of this Plan, without regard to such state’s conflict of laws rules.

16.        LIMITS WITH RESPECT TO INSIDERS.

(a)    The maximum number of shares of Common Stock which may be reserved for issuance to Insiders, at any time, under the Plan and any other share compensation arrangement of the Company shall be 10% of the Common Stock issued and outstanding.

(b)    The maximum number of shares of Common Stock which may be issued to Insiders under the Plan, at any time, and any other share compensation arrangement within any 12-month period shall be 10% of the Common Stock outstanding.

(c)    The maximum number of shares of Common Stock which may be issued to any one Insider and such Insider’s associates under the Plan, at any time, within a 12-month period shall be 5% of the Common Stock outstanding.

17.    LIMITS WITH RESPECT TO CONSULTANTS.

(a)    The number of Options granted to any one Consultant in any 12-month period under the Plan shall not exceed 2% of the issued and outstanding shares of Common Stock at the time of grant.

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO RULE 13A-14(A) AND RULE 15D-14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Gary S. Guidry, certify that:

1. I have reviewed this Form 10-Q of Gran Tierra Energy Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 3, 2021	/s/ Gary S. Guidry
	By: Gary S. Guidry
	President and Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO RULE 13A-14(A) AND RULE 15D-14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Ryan Ellson, certify that:

1. I have reviewed this Form 10-Q of Gran Tierra Energy Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 3, 2021	/s/ Ryan Ellson
	By: Ryan Ellson
	Executive Vice President and Chief Financial Officer
	(Principal Financial and Accounting Officer)

EX-32.1

EXHIBIT 32.1

Certification of Chief Executive Officer and Chief Financial Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(Section 1350, Chapter 63 of Title 18, United States Code)

Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Section 1350, Chapter 63 of Title 18 of the United States Code (18 U.S.C-§1350), each of Gary S. Guidry, President and Chief Executive Officer of Gran Tierra Energy Inc., a Delaware corporation (the “Company”), and Ryan Ellson, Chief Financial Officer of the Company, does hereby certify, to such officer’s knowledge that:

The Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 (the “Form 10-Q”) to which this Certification is attached as Exhibit 32.1 fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

IN WITNESS WHEREOF, the undersigned have set their hands hereto as of the 3rd day of August 2021.

/s/ Gary S. Guidry	/s/ Ryan Ellson
By: Gary S. Guidry	By: Ryan Ellson
President and Chief Executive Officer	Executive Vice President and Chief Financial Officer

The foregoing certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Section 1350, Chapter 63 of Title 18, United States Code) and is not deemed filed with the Securities and Exchange Commission as part of the Form 10-Q or as a separate disclosure document and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act (whether made before or after the date of the Form 10-Q), irrespective of any general incorporation language contained in such filing.

XML

Cover Page - shares	6 Months Ended
	Jun. 30, 2021	Jul. 30, 2021
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2021
Document Transition Report	false
Entity File Number	001-34018
Entity Registrant Name	GRAN TIERRA ENERGY INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	98-0479924
Entity Address, Address Line One	900, 520 - 3 Avenue SW
Entity Address, City or Town	Calgary,
Entity Address, State or Province	AB
Entity Address, Country	CA
Entity Address, Postal Zip Code	T2P 0R3
City Area Code	403
Local Phone Number	265-3221
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	GTE
Security Exchange Name	NYSEAMER
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		366,991,788
Entity Central Index Key	0001273441
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q2
Amendment Flag	false

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Statement [Abstract]
OIL SALES (Note 8)	$ 96,623	$ 33,824	$ 192,116	$ 119,903
EXPENSES
Operating	25,431	19,364	55,056	63,952
Transportation	2,921	3,226	5,427	7,263
COVID-19 related costs (Note 9)	897	421	2,036	421
Depletion, depreciation and accretion	28,927	42,484	60,245	99,778
Goodwill impairment (Note 5)	0	0	0	102,581
Asset impairment (Note 5)	0	398,458	0	402,362
General and administrative	9,006	6,529	18,575	11,914
Severance	0	25	919	1,347
Foreign exchange loss (gain)	91	(2,988)	13,174	15,819
Derivative instruments loss (gain) (Note 12)	21,239	5,623	44,937	(7,244)
Other financial instruments loss (gain) (Note 12)	2,614	(5,459)	1,209	59,826
Interest expense (Note 6)	13,935	13,365	27,747	26,175
EXPENSES	105,061	481,048	229,325	784,194
INTEREST INCOME	0	0	0	345
LOSS BEFORE INCOME TAXES	(8,438)	(447,224)	(37,209)	(663,946)
INCOME TAX EXPENSE (RECOVERY)
Current (Note 10)	(14)	(375)	(14)	(77)
Deferred (Note 10)	9,203	(76,200)	17,854	(41,594)
INCOME TAX EXPENSE (RECOVERY)	9,189	(76,575)	17,840	(41,671)
NET AND COMPREHENSIVE LOSS	(17,627)	(370,649)	(55,049)	(622,275)
NET AND COMPREHENSIVE LOSS	$ (17,627)	$ (370,649)	$ (55,049)	$ (622,275)
NET LOSS PER SHARE
BASIC (in dollars per share)	$ (0.05)	$ (1.01)	$ (0.15)	$ (1.70)
DILUTED (in dollars per share)	$ (0.05)	$ (1.01)	$ (0.15)	$ (1.70)
WEIGHTED AVERAGE SHARES OUTSTANDING - BASIC (Note 7) (in shares)	366,982,456	366,981,556	366,982,008	366,981,556
WEIGHTED AVERAGE SHARES OUTSTANDING - DILUTED (Note 7) (in shares)	366,982,456	366,981,556	366,982,008	366,981,556

XML

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Current Assets
Cash and cash equivalents (Note 13)	$ 19,965	$ 14,114
Accounts receivable	8,462	8,044
Investment (Note 12)	31,525	48,323
Taxes receivable (Note 3)	27,842	49,925
Other current assets	17,425	13,459
Total Current Assets	105,219	133,865
Oil and Gas Properties
Proved	829,017	797,355
Unproved	159,021	161,763
Total Oil and Gas Properties	988,038	959,118
Other capital assets	3,842	5,364
Total Property, Plant and Equipment (Note 4)	991,880	964,482
Other Long-Term Assets
Deferred tax assets	26,162	57,318
Taxes receivable (Note 3)	45,985	42,635
Restricted cash and cash equivalents (Note 13)	3,590	3,409
Other	1,709	16
Total Other Long-Term Assets	77,446	103,378
Total Assets	1,174,545	1,201,725
Current Liabilities
Accounts payable and accrued liabilities	116,437	100,784
Derivatives (Note 12)	26,594	12,050
Equity compensation award liability (Note 7 and 12)	1,991	805
Total Current Liabilities	145,022	113,639
Long-Term Liabilities
Long-term debt (Notes 6 and 12)	759,824	774,770
Asset retirement obligation	53,105	48,214
Equity compensation award liability (Note 7 and 12)	9,762	3,955
Other long-term liabilities	3,630	4,113
Total Long-Term Liabilities	826,321	831,052
Contingencies (Note 11)
Shareholders’ Equity
Common Stock (Note 7) (366,991,788 and 366,981,556 shares issued and outstanding of Common Stock, par value $0.001 per share, as at June 30, 2021, and December 31, 2020, respectively)	10,270	10,270
Additional paid-in capital	1,286,235	1,285,018
Deficit	(1,093,303)	(1,038,254)
Total Shareholders’ Equity	203,202	257,034
Total Liabilities and Shareholders’ Equity	$ 1,174,545	$ 1,201,725

XML

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Common Stock, shares issued (in shares)	366,991,788	366,981,556
Common Stock, shares outstanding (in shares)	366,991,788	366,981,556
Common Stock, par value (in dollars per share)	$ 0.001	$ 0.001

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Operating Activities
Net loss	$ (55,049)	$ (622,275)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depletion, depreciation and accretion	60,245	99,778
Goodwill impairment (Note 5)	0	102,581
Asset impairment (Note 5)	0	402,362
Deferred tax expense (recovery)	17,854	(41,594)
Stock-based compensation expense (recovery) (Note 7)	5,544	(763)
Amortization of debt issuance costs (Note 6)	1,775	1,936
Unrealized foreign exchange loss	13,480	19,255
Derivative instruments loss (gain) (Note 12)	44,937	(6,487)
Cash settlements on derivatives instruments	(37,709)	14,343
Other financial instruments loss (Note 12)	1,209	59,069
Cash settlement of asset retirement obligation	(248)	(27)
Non-cash lease expenses	814	971
Lease payments	(855)	(975)
Net change in assets and liabilities from operating activities (Note 13)	27,157	(21,255)
Net cash provided by operating activities	79,154	6,919
Investing Activities
Additions to property, plant and equipment	(74,811)	(49,024)
Proceeds on disposition of investment, net of transaction costs (Note 12)	14,632	0
Changes in non-cash investing working capital (Note 13)	3,176	(38,645)
Net cash used in investing activities	(57,003)	(87,669)
Financing Activities
Proceeds from debt, net of issuance costs (Note 6)	(125)	90,505
Repayment of debt (Note 6)	(15,001)	0
Proceeds from exercise of stock options	8	0
Lease payments	(513)	(307)
Net cash (used in) provided by financing activities	(15,631)	90,198
Foreign exchange loss on cash, cash equivalents and restricted cash and cash equivalents	(488)	(738)
Net increase in cash, cash equivalents and restricted cash and cash equivalents	6,032	8,710
Cash, cash equivalents and restricted cash and cash equivalents, beginning of period (Note 13)	17,523	11,075
Cash, cash equivalents and restricted cash and cash equivalents, end of period (Note 13)	$ 23,555	$ 19,785

XML

Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Share Capital	Additional Paid-in Capital	Deficit
Balance, beginning of period at Dec. 31, 2019		$ 10,270	$ 1,282,627	$ (260,287)
Increase (Decrease) in Stockholders' Equity
Stock-based compensation (Note 7)			1,171
Net loss	$ (622,275)			(622,275)
Balance, end of period at Jun. 30, 2020	411,506	10,270	1,283,798	(882,562)
Balance, beginning of period at Mar. 31, 2020		10,270	1,283,192	(511,913)
Increase (Decrease) in Stockholders' Equity
Stock-based compensation (Note 7)			606
Net loss	(370,649)			(370,649)
Balance, end of period at Jun. 30, 2020	411,506	10,270	1,283,798	(882,562)
Balance, beginning of period at Dec. 31, 2020		10,270	1,285,018	(1,038,254)
Increase (Decrease) in Stockholders' Equity
Stock-based compensation (Note 7)			1,217
Net loss	(55,049)			(55,049)
Balance, end of period at Jun. 30, 2021	203,202	10,270	1,286,235	(1,093,303)
Balance, beginning of period at Mar. 31, 2021		10,270	1,285,597	(1,075,676)
Increase (Decrease) in Stockholders' Equity
Stock-based compensation (Note 7)			638
Net loss	(17,627)			(17,627)
Balance, end of period at Jun. 30, 2021	$ 203,202	$ 10,270	$ 1,286,235	$ (1,093,303)

XML

Description of Business	6 Months Ended
	Jun. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business Gran Tierra Energy Inc., a Delaware corporation (the “Company” or “Gran Tierra”), is a publicly traded company focused on international oil and natural gas exploration and production with assets currently in Colombia and Ecuador.

XML

Significant Accounting Policies

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Significant Accounting Policies

Significant Accounting Policies

These interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The information furnished herein reflects all normal recurring adjustments that are, in the opinion of management, necessary for the fair presentation of results for the interim periods.

The note disclosure requirements of annual consolidated financial statements provide additional disclosures to that required for interim unaudited condensed consolidated financial statements. Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements as at and for the year ended December 31, 2020, included in the Company’s 2020 Annual Report on Form 10-K.

The Company’s significant accounting policies are described in Note 2 of the consolidated financial statements which are included in the Company’s 2020 Annual Report on Form 10-K and are the same policies followed in these interim unaudited condensed consolidated financial statements. The Company has evaluated all subsequent events through to the date these interim unaudited condensed consolidated financial statements were issued.

XML

Taxes Receivable

6 Months Ended

Jun. 30, 2021

Tax Receivable Agreement [Abstract]

Taxes Receivable

Taxes Receivable

The table below shows the break-down of taxes receivable, which are comprised of value added tax ("VAT") and income tax receivables:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Current
VAT Receivable	$	16,199	$	35,977
Income Tax Receivable	11,643		13,948
	27,842		49,925
Long-Term
VAT Receivable	20,885		28,485
Income Tax Receivable	25,100		14,150
	45,985		42,635
Total Taxes Receivable	$	73,827	$	92,560

The following table shows the movement of VAT and income tax receivables for the period identified below:

(Thousands of U.S. Dollars)	VAT Receivable		Income Tax Receivable		Total Taxes Receivable
Balance, as at December 31, 2020	$	64,462	$	28,098	$	92,560
Collected through direct government refunds	(340)		—		(340)
Collected through sales contracts	(40,414)		—		(40,414)
Taxes paid (1)	17,368		11,947		29,315
Foreign exchange loss	(3,992)		(3,302)		(7,294)
Balance, as at June 30, 2021	$	37,084	$	36,743	$	73,827

(1)VAT is paid on certain goods and services in Colombia at a rate of 19%

XML

Property, Plant and Equipment

6 Months Ended

Jun. 30, 2021

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, Plant and Equipment

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Oil and natural gas properties
Proved	$	4,196,663	$	4,106,768
Unproved	159,021		161,763
	4,355,684		4,268,531
Other(1)	32,602		32,135
	4,388,286		4,300,666
Accumulated depletion and depreciation and impairment	(3,396,406)		(3,336,184)
	$	991,880	$	964,482

(1) The "other" category includes right-of-use assets for operating and finance leases of $11.7 million, which had a net book value of $3.2 million as at June 30, 2021 (December 31, 2020 - $11.4 million which had a net book value of $4.4 million).

XML

Impairment

6 Months Ended

Jun. 30, 2021

Impairment Disclosure [Abstract]

Impairment

Impairment

Asset impairment

(i) Oil and gas property impairment

For the three and six months ended June 30, 2021, Gran Tierra had no ceiling test impairment losses based on the ceiling test calculation results. For each of the three and six months ended June 30, 2020, Gran Tierra had $398.3 million of ceiling test impairment losses. The Company used an average Brent price of $52.74 and $52.32 per bbl, for the purposes of the June 30, 2021 and 2020, respectively, ceiling test calculations.

(ii) Inventory impairment

For the three and six months ended June 30, 2021, the Company had no inventory impairment. For the three and six months ended June 30, 2020, the Company recorded $0.2 million and $4.1 million, respectively, of inventory impairment.

Goodwill impairment

The entire goodwill balance of $102.6 million was impaired during the six months ended June 30, 2020 due to the carrying value of the reporting unit exceeding its fair value as a result of the impact of lower forecasted commodity prices.

XML

Debt and Debt Issuance Costs

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

Debt and Debt Issuance Costs

Debt and Debt Issuance Costs

The Company's debt at June 30, 2021 and December 31, 2020 was as follows:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
6.25% Senior Notes	$	300,000	$	300,000
7.75% Senior Notes	300,000		300,000
Revolving credit facility	175,000		190,000
Unamortized debt issuance costs	(16,474)		(18,124)
Long-term debt	758,526		771,876
Long-term lease obligation(1)	1,298		2,894
	$	759,824	$	774,770

(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 $3.6 million as at June 30, 2021 (December 31, 2020 - $3.3 million).

As at June 30, 2021 the borrowing base of the Company's Senior Secured Credit Facility (the "revolving credit facility") was $215 million with the next re-determination to occur no later than November, 2021.

The Company is required to comply with various covenants, which have been modified in response to market conditions including the COVID-19 pandemic until October 1, 2021 ("the covenant relief period"). During the covenant relief period, the Company's ratio of total debt to Covenant EBITDAX ("EBITDAX") is permitted to be greater than 4.0 to 1.0, its Senior Secured Debt to EBITDAX ratio must not exceed 2.5 to 1.0, and its EBITDAX to interest expense ratio for the trailing four quarter periods measured as of the last day of the fiscal quarters ended (i) June 30, 2021 to September 30, 2021 must be at least 2.0 to 1.0, and (ii) at least 2.5 to 1.0 thereafter. As of June 30, 2021, the Company was in compliance with all applicable covenants in the revolving credit facility.

After the expiration of covenant relief period, the Company must maintain compliance with the following financial covenants: limitations on Company's ratio of debt to EBITDAX to a maximum of 4.0 to 1.0; limitations on Company's ratio of Senior Secured Debt to EBITDAX to a maximum of 3.0 to 1.0; and the maintenance of a ratio of EBITDAX to interest expense of at least 2.5 to 1.0. If the Company fails to comply with these financial covenants, it would result in a default under the terms of the credit agreement, which could result in an acceleration of repayment of all indebtedness under the Company's revolving credit facility.

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 2.90% to 4.90%, or an alternate base rate plus a margin ranging from 1.90% to 3.90%, 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 0.73% to 1.23% 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 to 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.

Interest Expense

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

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Contractual interest and other financing expenses	$	13,041	$	12,273	$	25,972	$	24,239
Amortization of debt issuance costs	894		1,092		1,775		1,936
	$	13,935	$	13,365	$	27,747	$	26,175

XML

Share Capital

6 Months Ended

Jun. 30, 2021

Share-based Payment Arrangement [Abstract]

Share Capital

Share Capital

	Shares of Common Stock
Balance, December 31, 2020	366,981,556
Shares issued on option exercise	10,232
Balance, June 30, 2021	366,991,788

Equity Compensation Awards

The following table provides information about performance stock units (“PSUs”), deferred share units (“DSUs”), and stock option activity for the six months ended June 30, 2021:

	PSUs	DSUs	Stock Options
	Number of Outstanding Share Units	Number of Outstanding Share Units	Number of Outstanding Stock Options	Weighted Average Exercise Price/Stock Option ($)
Balance, December 31, 2020	23,273,404	4,067,897	15,444,949	1.50
Granted	13,428,840	1,027,103	5,679,894	0.81
Exercised	(2,733,209)	—	(10,232)	0.77
Forfeited	(1,828,743)	—	(1,020,207)	0.90
Expired	—	—	(1,040,262)	3.27
Balance, June 30, 2021	32,140,292	5,095,000	19,054,142	1.23

For the three and six months ended June 30, 2021, stock-based compensation expense was $1.9 million and $5.5 million, respectively (three and six months ended June 30, 2020 - expense of $1.3 million and recovery of $0.8 million, respectively).At June 30, 2021, there was $17.4 million (December 31, 2020 - $5.9 million) of unrecognized compensation cost related to unvested PSUs and stock options, which is expected to be recognized over a weighted average period of 2.0 years. During the six months ended June 30, 2021, the Company paid out $0.6 million for PSUs which were vested on December 31, 2020 (six months ended June 30, 2020 - $3.2 million for PSU's which were vested on December 31, 2019).

Net Loss per Share

Basic net loss per share is calculated by dividing net loss by the weighted average number of shares of Common Stock issued and outstanding during each period. Diluted net loss per share is calculated using the treasury stock method for share-based compensation arrangements. The treasury stock method assumes that any proceeds obtained on exercise of share-based compensation arrangements would be used to purchase common shares at the average market price during the period. The weighted average number of shares is then adjusted by the difference between the number of shares issued from the exercise of share-based compensation arrangements and shares repurchased from the related proceeds. Anti-dilutive shares represent potentially dilutive securities that are excluded from the computation of diluted income or loss per share as their impact would be anti-dilutive.

XML

Revenue	6 Months Ended
	Jun. 30, 2021
Revenue from Contract with Customer [Abstract]
Revenue	RevenueThe Company's revenues are generated from oil sales at prices which reflect the blended prices received upon shipment by the purchaser at defined sales points or are defined by contract relative to ICE Brent and adjusted for Vasconia or Castilla crude differentials, quality, and transportation discounts each month. For the three and six months ended June 30, 2021, 100% (three and six months ended June 30, 2020 - 100%) of the Company's revenue resulted from oil sales. During the three and six months ended June 30, 2021, quality and transportation discounts were 17% and 16%, respectively, of the average ICE Brent price (three and six months ended June 30, 2020 - 42% and 29%, respectively). During the three and six months ended June 30, 2021, the Company's production was sold primarily to two major customers in Colombia (three and six months ended June 30, 2020 - two).

XML

COVID-19 Costs

6 Months Ended

Jun. 30, 2021

Unusual or Infrequent Items, or Both [Abstract]

COVID-19 Costs

COVID-19 CostsThe COVID-19 pandemic resulted in extra operating and transportation costs related to COVID-19 health and safety preventative measures including incremental sanitation requirements and enhanced procedures for trucking barrels and crew changes in the field. Below is a break-down of the costs:

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Operating expenses	$	816	$	421	$	1,862	$	421
Transportation costs	81		—		174		—
Total COVID-19 costs	$	897	$	421	$	2,036	$	421

XML

Taxes

6 Months Ended

Jun. 30, 2021

Income Tax Disclosure [Abstract]

Taxes

Taxes

The Company's effective tax rate was (48)% for the six months ended June 30, 2021, compared to 6% in the comparative period of 2020. Current income tax was in a recovery position for the six months ended June 30, 2021 and 2020, primarily as a result of changes in the previous estimation of presumptive minimum tax. The deferred income tax expense for the six months ended June 30, 2021, was the result of excess tax depreciation compared to accounting depreciation and the use of tax losses to offset taxable income in Colombia. The deferred income tax recovery in the comparative period of 2020 was mainly the result of a ceiling test impairment loss in Colombia; which was partially offset by losses incurred in Colombia that are now fully offset by a valuation allowance.

For the six months ended June 30, 2021, the difference between the effective tax rate of (48)% and the 31% Colombian tax rate was primarily due to an increase in the impact of foreign taxes, foreign translation adjustments, other permanent differences and stock based compensation; which was partially offset by a decrease in the valuation allowance.

For the six months ended June 30, 2020, the difference between the effective tax rate of 6% and the 32% Colombian tax rate was primarily due to an increase in the valuation allowance, the non-deductibility of goodwill impairment for tax purposes, foreign translation adjustments and the non-deductible portion (50%) of the unrealized loss on PetroTal Corp. ("PetroTal") shares.

XML

Contingencies

6 Months Ended

Jun. 30, 2021

Commitments and Contingencies Disclosure [Abstract]

Contingencies

Contingencies

Legal Proceedings

Gran Tierra has a number of lawsuits and claims pending, including a dispute with the Agencia Nacional de Hidrocarburos (National Hydrocarbons Agency) ("ANH") relating to the calculation of high price share royalties. Although the outcome of these lawsuits and disputes cannot be predicted with certainty, Gran Tierra believes the resolution of these matters would not have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. Gran Tierra records costs as they are incurred or become probable and determinable.

Letters of credit and other credit support

At June 30, 2021, the Company had provided letters of credit and other credit support totaling $103.5 million (December 31, 2020 - $100.6 million) as security relating to work commitment guarantees in Colombia and Ecuador contained in exploration contracts and other capital or operating requirements.

XML

Financial Instruments and Fair Value Measurement

6 Months Ended

Jun. 30, 2021

Fair Value Disclosures [Abstract]

Financial Instruments and Fair Value Measurement

Financial Instruments and Fair Value Measurement

Financial Instruments

At June 30, 2021, the Company’s financial instruments recognized on the balance sheet consisted of: cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, investment, other long-term assets, accounts payable and accrued liabilities, derivatives, equity compensation award liability, long-term debt and other long-term liabilities.

Fair Value Measurement

The fair value of investment, derivatives and equity compensation award liability is remeasured to the estimated fair value at the end of each reporting period.

Investment in PetroTal

The fair value of the Company's investment in PetroTal was estimated to be $31.5 million at June 30, 2021 ($48.3 million at December 31, 2020), based on the closing stock price of PetroTal of $0.29 CAD ($0.25 CAD at December 31, 2020) and the foreign exchange rate at that date. During the six months ended June 30, 2021, the Company sold 44% (109 million common shares) of its interest in PetroTal for cash proceeds net of transaction costs of $14.6 million resulting in a loss on sale of $5.1 million. PetroTal is a publicly-traded energy company incorporated and domiciled in Canada engaged in exploration, appraisal and development of crude oil and natural gas in Peru. PetroTal's shares are listed on the Toronto Stock Exchange Venture under the trading symbol 'TAL' and on the London Stock Exchange Alternative Investment Market under the trading symbol 'PTAL'. Gran Tierra holds approximately 137 million common shares representing approximately 17% of PetroTal's issued and outstanding common shares.

Commodity and Foreign Currency Derivatives

The fair value of commodity price and foreign currency derivatives is estimated based on various factors, including quoted market prices in active markets and quotes from third parties. The Company also performs an internal valuation to ensure the reasonableness of third party quotes. In consideration of counterparty credit risk, the Company assessed the possibility of whether the counterparty to the derivative would default by failing to make any contractually required payments. Additionally, the Company considers that it is of substantial credit quality and has the financial resources and willingness to meet its potential repayment obligations associated with the derivative transactions.

PSUs and DSUs

The fair value of the PSUs liability was estimated based on a pricing model using inputs such as quoted market prices in an active market, and PSUs performance factor. The fair value of DSUs liability is measured using quoted market prices in an active market.

The fair value of investment, derivatives and PSUs and DSUs liability at June 30, 2021, and December 31, 2020, was as follows:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Investment	$	31,525	$	48,323
Derivative liability	$	26,594	$	12,050
PSUs and DSUs liability	11,753		4,760
	$	38,347	$	16,810

The following table presents gains or losses on derivative and other financial instruments recognized in the accompanying interim unaudited condensed consolidated statements of operations:

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Commodity price derivatives loss (gain)	$	21,217	$	7,542	$	44,849	$	(10,777)
Foreign currency derivatives loss (gain)	22		(1,919)		88		3,533
Derivative instruments loss (gain)	$	21,239	$	5,623	$	44,937	$	(7,244)
Unrealized PetroTal investment loss (gain)	$	2,614	$	(6,216)	$	(3,861)	$	59,069
Loss on sale of PetroTal shares	—		—		5,070		—
Financial instruments loss	$	—	$	757	—		757
Other financial instruments  loss (gain)	$	2,614	$	(5,459)	$	1,209	$	59,826

Financial instruments not recorded at fair value include the Company's 6.25% Senior Notes due 2025 (the "6.25% Senior Notes") and 7.75% Senior Notes due 2027 (the "7.75% Senior Notes"). At June 30, 2021, the carrying amounts of the 6.25% Senior Notes and the 7.75% Senior Notes were $293.1 million and $291.4 million, respectively, which represented the aggregate principal amount less unamortized debt issuance costs, and the fair values were $267.2 million and $267.4 million, respectively. The fair value of long-term restricted cash and cash equivalents and the revolving credit facility approximated their carrying value because interest rates are variable and reflective of market rates. The fair values of other financial instruments approximate their carrying amounts due to the short-term maturity of these instruments.

GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels. Level 1 inputs consist of quoted prices (unadjusted) in active markets for identical assets and liabilities and have the highest priority. Level 2 and 3 inputs are based on significant other observable inputs and significant unobservable inputs, respectively, and have lower priorities. The Company uses appropriate valuation techniques based on the available inputs to measure the fair values of assets and liabilities.

At June 30, 2021, the fair value of the investment and DSUs liability was determined using Level 1 inputs, and the fair value of the derivative and PSUs liability was determined using Level 2 inputs.

The Company uses available market data and valuation methodologies to estimate the fair value of debt. The fair value of debt is the estimated amount the Company would have to pay a third party to assume the debt, including a credit spread for the difference between the issue rate and the period-end market rate. The credit spread is the Company’s default or repayment risk. The credit spread (premium or discount) is determined by comparing the Company’s Senior Notes and revolving credit facility to new issuances (secured and unsecured) and secondary trades of similar size and credit statistics for both public and private debt. The disclosure in the paragraph above regarding the fair value of cash and restricted cash and cash equivalents and Senior Notes was based on Level 1 inputs and the fair value of credit facility was based on Level 2 inputs.

The Company’s non-recurring fair value measurements include asset retirement obligations. The fair value of an asset retirement obligation is measured by reference to the expected future cash outflows required to satisfy the retirement obligation discounted at the Company’s credit-adjusted risk-free interest rate.

Commodity Price Derivatives

The Company utilizes commodity price derivatives to manage the variability in cash flows associated with the forecasted sale of its oil production, reduce commodity price risk and provide a base level of cash flows in order to assure it can execute at least a portion of its planned capital spending.

At June 30, 2021, the Company had outstanding commodity price derivative positions as follows:

Period and type of instrument	Volume, bopd	Reference	Sold Put ($/bbl, Weighted Average)	Purchased Put ($/bbl, Weighted Average)	Sold Call ($/bbl, Weighted Average)	Swap Price ($/bbl, Weighted Average)
Three-way Collars: July 1, to December 31, 2021	7,000	ICE Brent	47.14	57.14	68.95	n/a
Swaps: July 1, to December 31, 2021	3,000	ICE Brent	n/a	n/a	n/a	56.75

Foreign Currency Derivatives

The Company utilizes foreign currency derivatives to manage the variability in cash flows associated with the Company's forecasted Colombian peso ("COP") denominated expenses. At June 30, 2021, the Company had outstanding foreign currency derivative positions as follows:

Period and type of instrument	Amount Hedged (Millions of COP)	U.S. Dollar Equivalent of Amount Hedged (Thousands of U.S. Dollars)(1)	Reference	Floor Price (COP, Weighted Average)	Cap Price (COP, Weighted Average)
Collars: July 1, to December 31, 2021	6,000	1,597	COP	3,500	3,630

(1) At June 30, 2021 foreign exchange rate.

XML

Supplemental Cash Flow Information

6 Months Ended

Jun. 30, 2021

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

Supplemental Cash Flow Information

The following table provides a reconciliation of cash and cash equivalents and restricted cash and cash equivalents shown as a sum of these amounts in the interim unaudited condensed consolidated statements of cash flows:

(Thousands of U.S. Dollars)	As at June 30,				As at December 31,
	2021		2020		2020		2019
Cash and cash equivalents	$	19,965	$	17,599	$	14,114	$	8,817
Restricted cash and cash equivalents - long-term	3,590		2,186		3,409		2,258
	$	23,555	$	19,785	$	17,523	$	11,075

Net changes in assets and liabilities from operating activities were as follows:

	Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020
Accounts receivable and other long-term assets	$	28	$	15,475
Derivatives	6,264		(2,310)
Inventory	(1,934)		(1,533)
Prepaids	(631)		(750)
Accounts payable and accrued and other long-term liabilities	11,991		(41,487)
Taxes receivable and payable	11,439		9,350
Net changes in assets and liabilities from operating activities	$	27,157	$	(21,255)

Changes in non-cash investing working capital for the six months ended June 30, 2021 are comprised of an increase in accounts payable and accrued liabilities of $3.7 million and an increase in accounts receivable of $0.5 million (six months ended June 30, 2020, a decrease in accounts payable and accrued liabilities of $38.7 million and a decrease in accounts receivable of $0.1 million).

The following table provides additional supplemental cash flow disclosures:

	Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020
Cash paid for income taxes	$	7,139	$	8,524
Cash paid for interest	$	25,659	$	23,540
Non-cash investing activities:
Net liabilities related to property, plant and equipment, end of period	$	31,887	$	38,708

XML

Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	These interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The information furnished herein reflects all normal recurring adjustments that are, in the opinion of management, necessary for the fair presentation of results for the interim periods.

XML

Taxes Receivable (Tables)

6 Months Ended

Jun. 30, 2021

Tax Receivable Agreement [Abstract]

Schedule of Taxes Receivable Components

The table below shows the break-down of taxes receivable, which are comprised of value added tax ("VAT") and income tax receivables:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Current
VAT Receivable	$	16,199	$	35,977
Income Tax Receivable	11,643		13,948
	27,842		49,925
Long-Term
VAT Receivable	20,885		28,485
Income Tax Receivable	25,100		14,150
	45,985		42,635
Total Taxes Receivable	$	73,827	$	92,560

Schedule of Taxes Receivable Roll Forward

The following table shows the movement of VAT and income tax receivables for the period identified below:

(Thousands of U.S. Dollars)	VAT Receivable		Income Tax Receivable		Total Taxes Receivable
Balance, as at December 31, 2020	$	64,462	$	28,098	$	92,560
Collected through direct government refunds	(340)		—		(340)
Collected through sales contracts	(40,414)		—		(40,414)
Taxes paid (1)	17,368		11,947		29,315
Foreign exchange loss	(3,992)		(3,302)		(7,294)
Balance, as at June 30, 2021	$	37,084	$	36,743	$	73,827

(1)VAT is paid on certain goods and services in Colombia at a rate of 19%

XML

Property, Plant and Equipment (Tables)

6 Months Ended

Jun. 30, 2021

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Oil and natural gas properties
Proved	$	4,196,663	$	4,106,768
Unproved	159,021		161,763
	4,355,684		4,268,531
Other(1)	32,602		32,135
	4,388,286		4,300,666
Accumulated depletion and depreciation and impairment	(3,396,406)		(3,336,184)
	$	991,880	$	964,482

(1) The "other" category includes right-of-use assets for operating and finance leases of $11.7 million, which had a net book value of $3.2 million as at June 30, 2021 (December 31, 2020 - $11.4 million which had a net book value of $4.4 million).

XML

Debt and Debt Issuance Costs (Tables)

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

Schedule of Debt

The Company's debt at June 30, 2021 and December 31, 2020 was as follows:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
6.25% Senior Notes	$	300,000	$	300,000
7.75% Senior Notes	300,000		300,000
Revolving credit facility	175,000		190,000
Unamortized debt issuance costs	(16,474)		(18,124)
Long-term debt	758,526		771,876
Long-term lease obligation(1)	1,298		2,894
	$	759,824	$	774,770

(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 $3.6 million as at June 30, 2021 (December 31, 2020 - $3.3 million).

Schedule of Interest Expense Recognized

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

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Contractual interest and other financing expenses	$	13,041	$	12,273	$	25,972	$	24,239
Amortization of debt issuance costs	894		1,092		1,775		1,936
	$	13,935	$	13,365	$	27,747	$	26,175

XML

Share Capital (Tables)

6 Months Ended

Jun. 30, 2021

Share-based Payment Arrangement [Abstract]

Schedule of Common Stock

	Shares of Common Stock
Balance, December 31, 2020	366,981,556
Shares issued on option exercise	10,232
Balance, June 30, 2021	366,991,788

Schedule of PSU, DSU, RSU and Stock Option Activity

The following table provides information about performance stock units (“PSUs”), deferred share units (“DSUs”), and stock option activity for the six months ended June 30, 2021:

	PSUs	DSUs	Stock Options
	Number of Outstanding Share Units	Number of Outstanding Share Units	Number of Outstanding Stock Options	Weighted Average Exercise Price/Stock Option ($)
Balance, December 31, 2020	23,273,404	4,067,897	15,444,949	1.50
Granted	13,428,840	1,027,103	5,679,894	0.81
Exercised	(2,733,209)	—	(10,232)	0.77
Forfeited	(1,828,743)	—	(1,020,207)	0.90
Expired	—	—	(1,040,262)	3.27
Balance, June 30, 2021	32,140,292	5,095,000	19,054,142	1.23

XML

COVID-19 Costs (Tables)

6 Months Ended

Jun. 30, 2021

Unusual or Infrequent Items, or Both [Abstract]

Schedule Cost Incurred due to Catastrophic Events

The COVID-19 pandemic resulted in extra operating and transportation costs related to COVID-19 health and safety preventative measures including incremental sanitation requirements and enhanced procedures for trucking barrels and crew changes in the field. Below is a break-down of the costs:

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Operating expenses	$	816	$	421	$	1,862	$	421
Transportation costs	81		—		174		—
Total COVID-19 costs	$	897	$	421	$	2,036	$	421

XML

Financial Instruments and Fair Value Measurement (Tables)

6 Months Ended

Jun. 30, 2021

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Derivatives and RSU, PSU and DSU Liabilities

The fair value of investment, derivatives and PSUs and DSUs liability at June 30, 2021, and December 31, 2020, was as follows:

(Thousands of U.S. Dollars)	As at June 30, 2021		As at December 31, 2020
Investment	$	31,525	$	48,323
Derivative liability	$	26,594	$	12,050
PSUs and DSUs liability	11,753		4,760
	$	38,347	$	16,810

Schedule of Gains or Losses on Financial Instruments Recognized

The following table presents gains or losses on derivative and other financial instruments recognized in the accompanying interim unaudited condensed consolidated statements of operations:

	Three Months Ended June 30,				Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020		2021		2020
Commodity price derivatives loss (gain)	$	21,217	$	7,542	$	44,849	$	(10,777)
Foreign currency derivatives loss (gain)	22		(1,919)		88		3,533
Derivative instruments loss (gain)	$	21,239	$	5,623	$	44,937	$	(7,244)
Unrealized PetroTal investment loss (gain)	$	2,614	$	(6,216)	$	(3,861)	$	59,069
Loss on sale of PetroTal shares	—		—		5,070		—
Financial instruments loss	$	—	$	757	—		757
Other financial instruments  loss (gain)	$	2,614	$	(5,459)	$	1,209	$	59,826

Schedule of Commodity Price Derivative Positions and Commodity Foreign Currency Contracts

At June 30, 2021, the Company had outstanding commodity price derivative positions as follows:

Period and type of instrument	Volume, bopd	Reference	Sold Put ($/bbl, Weighted Average)	Purchased Put ($/bbl, Weighted Average)	Sold Call ($/bbl, Weighted Average)	Swap Price ($/bbl, Weighted Average)
Three-way Collars: July 1, to December 31, 2021	7,000	ICE Brent	47.14	57.14	68.95	n/a
Swaps: July 1, to December 31, 2021	3,000	ICE Brent	n/a	n/a	n/a	56.75

Schedule of Outstanding Foreign Currency Derivative Positions

At June 30, 2021, the Company had outstanding foreign currency derivative positions as follows:

Period and type of instrument	Amount Hedged (Millions of COP)	U.S. Dollar Equivalent of Amount Hedged (Thousands of U.S. Dollars)(1)	Reference	Floor Price (COP, Weighted Average)	Cap Price (COP, Weighted Average)
Collars: July 1, to December 31, 2021	6,000	1,597	COP	3,500	3,630

(1) At June 30, 2021 foreign exchange rate.

XML

Supplemental Cash Flow Information (Tables)

6 Months Ended

Jun. 30, 2021

Supplemental Cash Flow Elements [Abstract]

Reconciliation of Cash, Cash Equivalents and Restricted Cash and Cash Equivalents

The following table provides a reconciliation of cash and cash equivalents and restricted cash and cash equivalents shown as a sum of these amounts in the interim unaudited condensed consolidated statements of cash flows:

(Thousands of U.S. Dollars)	As at June 30,				As at December 31,
	2021		2020		2020		2019
Cash and cash equivalents	$	19,965	$	17,599	$	14,114	$	8,817
Restricted cash and cash equivalents - long-term	3,590		2,186		3,409		2,258
	$	23,555	$	19,785	$	17,523	$	11,075

Schedule of Net Changes in Assets and Liabilities

Net changes in assets and liabilities from operating activities were as follows:

	Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020
Accounts receivable and other long-term assets	$	28	$	15,475
Derivatives	6,264		(2,310)
Inventory	(1,934)		(1,533)
Prepaids	(631)		(750)
Accounts payable and accrued and other long-term liabilities	11,991		(41,487)
Taxes receivable and payable	11,439		9,350
Net changes in assets and liabilities from operating activities	$	27,157	$	(21,255)

Schedule of Additional Supplemental Cash Flow Disclosures

The following table provides additional supplemental cash flow disclosures:

	Six Months Ended June 30,
(Thousands of U.S. Dollars)	2021		2020
Cash paid for income taxes	$	7,139	$	8,524
Cash paid for interest	$	25,659	$	23,540
Non-cash investing activities:
Net liabilities related to property, plant and equipment, end of period	$	31,887	$	38,708

XML

Taxes Receivable (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Dec. 31, 2020
Current
VAT Receivable	$ 16,199	$ 35,977
Income Tax Receivable	11,643	13,948
Tax Receivable	27,842	49,925
Long-Term
VAT Receivable	20,885	28,485
Income Tax Receivable	25,100	14,150
Tax Receivable	45,985	42,635
Total Taxes Receivable	73,827	$ 92,560
VAT Receivable
Beginning balance	64,462
Collected through direct government refunds	(340)
Collected through sales contracts	(40,414)
Taxes paid	17,368
Foreign exchange loss	(3,992)
Ending Balance	37,084
Income Tax Receivable
Beginning balance	28,098
Collected through direct government refunds	0
Collected through sales contracts	0
Taxes paid	11,947
Foreign exchange loss	(3,302)
Ending balance	36,743
Total Taxes Receivable
Beginning balance	92,560
Collected through direct government refunds	(340)
Collected through sales contracts	(40,414)
Taxes paid	29,315
Foreign exchange loss	(7,294)
Ending balance	$ 73,827
Colombia
Taxes Receivable [Line Items]
Value added tax, percent	19.00%

XML

Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 4,388,286	$ 4,300,666
Accumulated depletion and depreciation and impairment	(3,396,406)	(3,336,184)
Total Property, Plant and Equipment (Note 4)	991,880	964,482
Right-of-use asset, gross	11,700	11,400
Right-of-use asset, net	3,200	4,400
Oil and natural gas properties
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	4,355,684	4,268,531
Proved
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	4,196,663	4,106,768
Unproved
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	159,021	161,763
Other
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 32,602	$ 32,135

XML

Impairment (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2021 USD ($)	Jun. 30, 2020 USD ($)	Jun. 30, 2021 USD ($) $ / bbl	Jun. 30, 2020 USD ($) $ / bbl
Property, Plant and Equipment [Line Items]
Impairment of oil and gas properties	$ 0	$ 398,300,000	$ 0	$ 398,300,000
Inventory impairment	0	200,000	0	4,100,000
Goodwill impairment	$ 0	$ 0	$ 0	$ 102,581,000
Crude Oil and NGL
Property, Plant and Equipment [Line Items]
Average Brent price per barrel (in USD per barrel) | $ / bbl			52.74	52.32

XML

Debt and Debt Issuance Costs - Schedule of Debt (Details) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Unamortized debt issuance costs	$ (16,474,000)	$ (18,124,000)
Long-term debt	758,526,000	771,876,000
Long-term lease obligation	1,298,000	2,894,000
Long-term debt excluding current maturity	$ 759,824,000	774,770,000
Senior notes | 6.25% Senior Notes
Debt Instrument [Line Items]
Stated interest rate	6.25%
Convertible senior notes and revolving credit facility	$ 300,000,000	300,000,000
Senior notes | 7.75% Senior Notes
Debt Instrument [Line Items]
Stated interest rate	7.75%
Convertible senior notes and revolving credit facility	$ 300,000,000	300,000,000
Revolving credit facility | Revolving credit facility
Debt Instrument [Line Items]
Convertible senior notes and revolving credit facility	175,000,000	190,000,000
Lease obligations | Accounts payable
Debt Instrument [Line Items]
Current portion of lease obligation	$ 3,600,000	$ 3,300,000

XML

Debt and Debt Issuance Costs - Narrative (Details) - Revolving credit facility - Revolving credit facility - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021	Oct. 01, 2021	Jun. 01, 2020
Line of Credit Facility [Line Items]
Borrowing base	$ 215,000,000	$ 215,000,000
Minimum
Line of Credit Facility [Line Items]
Debt to EBITDAX ratio				400.00%
EBITDAX to interest expense, ratio, current quarter		200.00%
EBITDAX to interest expense, ratio, thereafter		250.00%
Unused capacity, commitment fee percentage		0.73%
Minimum | LIBOR
Line of Credit Facility [Line Items]
Basis spread on variable rate	2.90%
Minimum | Base Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate	1.90%
Minimum | Forecast
Line of Credit Facility [Line Items]
EBITDAX to interest expense, ratio			250.00%
Maximum
Line of Credit Facility [Line Items]
Senior secured debt to EBITDAX ratio				250.00%
Unused capacity, commitment fee percentage		1.23%
Maximum | LIBOR
Line of Credit Facility [Line Items]
Basis spread on variable rate	4.90%
Maximum | Base Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate	3.90%
Maximum | Forecast
Line of Credit Facility [Line Items]
Debt to EBITDAX ratio			400.00%
Senior secured debt to EBITDAX ratio			300.00%

XML

Debt and Debt Issuance Costs - Schedule of Interest Expense Recognized (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Debt Disclosure [Abstract]
Contractual interest and other financing expenses	$ 13,041	$ 12,273	$ 25,972	$ 24,239
Amortization of debt issuance costs	894	1,092	1,775	1,936
Total interest expense recognized	$ 13,935	$ 13,365	$ 27,747	$ 26,175

XML

Share Capital - Schedule of Common Stock (Details)	6 Months Ended
	Jun. 30, 2021 USD ($) shares
Increase (Decrease) in Common Stock
Common shares outstanding, as at beginning of period (in shares)	366,981,556
Shares issued on option exercise (in shares) | $	$ 10,232
Common shares outstanding, as at period end (in shares)	366,991,788
Shares of Common Stock
Increase (Decrease) in Common Stock
Common shares outstanding, as at beginning of period (in shares)	366,981,556
Common shares outstanding, as at period end (in shares)	366,991,788

XML

Share Capital - Schedule of PSU, DSU, RSU and Stock Option Activity (Details)	6 Months Ended
	Jun. 30, 2021 $ / shares shares
Number of Outstanding Stock Options
Beginning Balance (in shares)	15,444,949
Granted (in shares)	5,679,894
Exercised (in shares)	(10,232)
Forfeited (in shares)	(1,020,207)
Expired (in shares)	(1,040,262)
Ending Balance (in shares)	19,054,142
Weighted Average Exercise Price/Stock Option ($)
Beginning balance (in dollars per share) | $ / shares	$ 1.50
Granted (in dollars per share) | $ / shares	0.81
Exercised (in dollars per share) | $ / shares	0.77
Forfeited (in dollars per share) | $ / shares	0.90
Expired (in dollars per share) | $ / shares	3.27
Ending balance (in dollars per share) | $ / shares	$ 1.23
PSUs
Number of Outstanding Share Units
Beginning Balance (in shares)	23,273,404
Granted (in shares)	13,428,840
Exercised (in shares)	(2,733,209)
Forfeited (in shares)	(1,828,743)
Expired (in shares)	0
Ending Balance (in shares)	32,140,292
DSUs
Number of Outstanding Share Units
Beginning Balance (in shares)	4,067,897
Granted (in shares)	1,027,103
Exercised (in shares)	0
Forfeited (in shares)	0
Expired (in shares)	0
Ending Balance (in shares)	5,095,000

XML

Share Capital - Equity Compensation Awards (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense (recovery)	$ 1.9	$ 1.3	$ 5.5	$ (0.8)
Unrecognized compensation cost	$ 17.4		$ 17.4		$ 5.9
Weighted average period for recognition			2 years
PSUs | Vested on December 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payments for units vested in period			$ 0.6
PSUs | Vested on December 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payments for units vested in period				$ 3.2

XML

Share Capital - Weighted Average Shares Outstanding (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
Weighted average number of common shares outstanding, basic (in shares)	366,982,456	366,981,556	366,982,008	366,981,556
Weighted average number of common shares outstanding, diluted (in shares)	366,982,456	366,981,556	366,982,008	366,981,556

XML

Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Concentration Risk [Line Items]
Variable adjustment for transportation, location, quality, and other elements, percentage	(17.00%)	(42.00%)	(16.00%)	(29.00%)
Accrued sales revenue	$ 0.2		$ 0.2		$ 0.1
Product Concentration Risk | Revenue from Contract with Customer
Concentration Risk [Line Items]
Concentration risk, percentage	100.00%	100.00%	100.00%	100.00%

XML

COVID-19 Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Unusual or Infrequent Items, or Both [Abstract]
Operating expenses	$ 816	$ 421	$ 1,862	$ 421
Transportation costs	81	0	174	0
Total COVID-19 costs	$ 897	$ 421	$ 2,036	$ 421

XML

Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Tax Contingency [Line Items]
Effective tax rate			(48.00%)	6.00%
Current income tax expense	$ (14)	$ (375)	$ (14)	$ (77)
Taxable income	$ (17,627)	$ (370,649)	$ (55,049)	$ (622,275)
PetroTal
Income Tax Contingency [Line Items]
Goodwill, nondeductible amount, percent	50.00%		50.00%
Colombia
Income Tax Contingency [Line Items]
Statutory income tax rate			31.00%	32.00%

XML

Contingencies (Details) - USD ($) $ in Millions	Jun. 30, 2021	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Letters of credit and other credit support provided	$ 103.5	$ 100.6

XML

Financial Instruments and Fair Value Measurement - Narrative (Details) $ in Thousands, shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021 USD ($) shares	Jun. 30, 2020 USD ($)	Jun. 30, 2021 USD ($) shares	Jun. 30, 2020 USD ($)	Jun. 30, 2021 $ / shares	Dec. 31, 2020 USD ($)	Dec. 31, 2020 $ / shares
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments, fair value	$ 31,525		$ 31,525			$ 48,323
Proceeds on disposition of investment			14,632	$ 0
Unrealized PetroTal investment loss (gain)	$ 2,614	$ (6,216)	$ (3,861)	59,069
Senior notes | 6.25% Senior Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Stated interest rate	6.25%		6.25%
Senior notes | 7.75% Senior Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Stated interest rate	7.75%		7.75%
Fair value | Senior notes | 6.25% Senior Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	$ 267,200		$ 267,200
Fair value | Senior notes | 7.75% Senior Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	267,400		267,400
Carrying amount | Senior notes | 6.25% Senior Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	293,100		293,100
Carrying amount | Senior notes | 7.75% Senior Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	291,400		291,400
PetroTal
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments, fair value	$ 31,500		$ 31,500
Closing share price (in dollars per share) | $ / shares					$ 0.29		$ 0.25
PetroTal | Fair value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investment owned, balance (in shares) | shares	137		137
Investment owned, percent of total shares	17.00%		17.00%
Petro Tal
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of shares disposed, percent			44.00%
Number of shares disposed (in shares) | shares			109
Proceeds on disposition of investment			$ 14,600
Loss on disposition of stock			$ 5,100	$ 0

XML

Financial Instruments and Fair Value Measurement - Schedule of Fair Value of Derivatives and RSU, PSU and DSU Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Fair Value Disclosures [Abstract]
Investment	$ 31,525	$ 48,323
Derivative liability	26,594	12,050
PSU and DSU liability	11,753	4,760
Liabilities, fair value disclosure	$ 38,347	$ 16,810

XML

Financial Instruments and Fair Value Measurement - Schedule of Gains or Losses on Financial Instruments Recognized (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Derivative Instruments, Gain (Loss) [Line Items]
Derivative instruments loss (gain)	$ 21,239	$ 5,623	$ 44,937	$ (7,244)
Unrealized PetroTal investment loss (gain)	2,614	(6,216)	(3,861)	59,069
Loss on sale of PetroTal shares	0	0	5,070	0
Loss on sale of PetroTal shares	0	757	0	757
Other financial instruments loss (gain)	2,614	(5,459)	1,209	59,826
Commodity price derivatives loss (gain)
Derivative Instruments, Gain (Loss) [Line Items]
Derivative instruments loss (gain)	21,217	7,542	44,849	(10,777)
Foreign currency derivatives loss (gain)
Derivative Instruments, Gain (Loss) [Line Items]
Derivative instruments loss (gain)	$ 22	$ (1,919)	$ 88	$ 3,533

XML

Financial Instruments and Fair Value Measurement - Schedule of Commodity Price Derivative Positions and Commodity Foreign Currency Contracts (Details) - Forecast - Commodity Hedge	6 Months Ended
	Dec. 31, 2021 $ / bbl bbl
Three-way Collars: July 1, to December 31, 2021
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Volume (in barrels of oil per day) | bbl	7,000
Three-way Collars: July 1, to December 31, 2021 | Sold | Put
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Sold Price (Weighted Average) (in dollars per bbl)	47.14
Three-way Collars: July 1, to December 31, 2021 | Sold | Call
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Sold Price (Weighted Average) (in dollars per bbl)	68.95
Three-way Collars: July 1, to December 31, 2021 | Purchased | Put
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Purchased Put (in dollars per barrel)	57.14
Swaps: July 1, to December 31, 2021
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Volume (in barrels of oil per day) | bbl	3,000
Premium (Weighted Average) (in dollars per bbl)	56.75

XML

Financial Instruments and Fair Value Measurement - Schedule of Outstanding Foreign Currency Derivative Positions (Details) - Forecast - Collars: July 1, to December 31, 2021 $ in Thousands, $ in Thousands	Dec. 31, 2021 COP ($) $ / collar	Dec. 31, 2021 USD ($) $ / collar
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount Hedged	$ 6,000,000	$ 1,597
Sold | Put
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Floor Price (COP, Weighted Average)	3,500	3,500
Purchased | Call
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Cap Price (COP, Weighted Average)	3,630	3,630

XML

Supplemental Cash Flow Information - Reconciliation of Cash, Cash Equivalents and Restricted Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Jun. 30, 2020	Dec. 31, 2019
Supplemental Cash Flow Elements [Abstract]
Cash and cash equivalents	$ 19,965	$ 14,114	$ 17,599	$ 8,817
Restricted cash and cash equivalents - long-term	3,590	3,409	2,186	2,258
Cash, cash equivalents and restricted cash and cash equivalents	$ 23,555	$ 17,523	$ 19,785	$ 11,075

XML

Supplemental Cash Flow Information - Schedule of Net Changes in Assets and Liabilities (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Supplemental Cash Flow Elements [Abstract]
Accounts receivable and other long-term assets	$ 28	$ 15,475
Derivatives	6,264	(2,310)
Inventory	(1,934)	(1,533)
Prepaids	(631)	(750)
Accounts payable and accrued and other long-term liabilities	11,991	(41,487)
Taxes receivable and payable	11,439	9,350
Net changes in assets and liabilities from operating activities	27,157	(21,255)
Increase (decrease) in accounts payable and accrued liabilities	3,700	(38,700)
Increase in accounts receivable	$ 500	$ (100)

XML

Supplemental Cash Flow Information - Schedule of Additional Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Supplemental Cash Flow Elements [Abstract]
Cash paid for income taxes	$ 7,139	$ 8,524
Cash paid for interest	25,659	23,540
Non-cash investing activities:
Net liabilities related to property, plant and equipment, end of period	$ 31,887	$ 38,708