10-K: Gran Tierra Energy Reports 2025 Loss Amid Lower Oil Prices, Canadian Impairment

Sentiment:

Annual Report


Gran Tierra Energy Inc. reported a net loss of $193.1 million in 2025, driven by a significant non-cash impairment in Canada and Colombia, despite increased production volumes.

Delay expectedColombian production in Acordionero and Costayaco fields was impacted by export pipeline disruptions.Trunk line repairs in the Moqueta field resulted in the field being shut-in during the third quarter of 2025.Exploration in certain Colombian blocks (PUT-1, PUT-4, NBM, LLA-1, LLA-22, LLA-70) has been suspended due to licensing restrictions, security issues, or social reasons.
Capital raiseThe amended prepayment agreement with Trafigura allows for an upsizing of the facility to $350 million, with $175 million immediately available and $158.5 million drawn subsequent to December 31, 2025.Proceeds from the new advance are required to be used exclusively to finance the repurchase or exchange of Senior Notes and to pay fees and expenses associated with the amended agreement.The company may pursue sources of capital through various financing transactions or arrangements, including joint venturing of projects, debt financing, equity financing or other means if cash flows from operations are not sufficient to fund the capital program.
Worse than expectedNet loss of $193.1 million in 2025, a substantial reversal from net income in 2024.Significant non-cash ceiling test impairment of $136.3 million in Canada and Colombia.23% decrease in Adjusted EBITDA.4% decrease in total sales despite a 38% increase in production, indicating significantly lower realized prices.17% decrease in total proved reserves.

Summary

  • A net loss of $193.1 million ($5.45 per share basic and diluted) was reported for 2025, a significant decline from net income of $3.2 million ($0.10 per share) in 2024.
  • The loss included a non-cash ceiling test impairment of $136.3 million in Canada and Colombia, primarily due to lower oil and natural gas prices and revised development plans.
  • Adjusted EBITDA decreased by 23% to $283.7 million in 2025 from $366.8 million in 2024.
  • Average daily production (NAR) increased by 38% to 38,443 BOEPD in 2025, up from 27,890 BOEPD in 2024, driven by positive exploration drilling in Ecuador and full-year Canadian operations.
  • Oil, natural gas, and NGL sales decreased by 4% to $596.7 million in 2025 from $621.8 million in 2024, mainly due to a 15% decrease in Brent oil prices and lower sales volumes in Colombia.
  • Operating expenses per boe decreased by 10% to $18.09 in 2025, compared to $20.15 in 2024.
  • Net cash provided by operating activities increased by 31% to $313.2 million in 2025 from $239.3 million in 2024.
  • Total proved reserves (NAR) decreased by 17% to 111.6 MMBOE at December 31, 2025, from 135 MMBOE in 2024.
  • The 2026 capital program is budgeted at $120 million to $160 million, with over 90% allocated to development activities.
  • Cash flows from operations are expected to fully fund the 2026 capital program, assuming average Brent oil prices of $65.00/boe, WTI oil prices of $61.00/boe, and AECO natural gas prices of C$3.00/mcf, with expected production of 42,000 to 47,000 boepd.
  • Subsequent to year-end, the entire interest in the Simonette Montney Block in Canada was divested for C$62.5 million (US$45.6 million).
  • An exchange of $628.7 million of 9.50% Senior Notes for new $503.6 million of 9.75% Senior Notes due 2031 was completed subsequent to year-end.
  • The prepayment agreement with Trafigura was amended to include Colombian oil production and increase the facility to $350 million, with $158.5 million drawn post-year-end.
  • An exploration, development, and production sharing agreement (PSA) was entered into with SOCAR in Azerbaijan, granting a 65% participating interest.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a challenging year with significant financial losses and reserve reductions, despite operational improvements in production. The strategic moves and debt management are positive, but the impairment and lower realized prices weigh heavily on the overall sentiment.

Positives

  • Average daily production (NAR) increased by 38% to 38,443 BOEPD in 2025, driven by positive exploration drilling in Ecuador and full-year Canadian operations.
  • Operating expenses per boe decreased by 10% to $18.09 in 2025, demonstrating improved cost efficiency.
  • Net cash provided by operating activities increased by 31% to $313.2 million in 2025, indicating strong cash generation from core operations.
  • Successfully converted 4.7 MMBOE of proved undeveloped reserves to proved producing status in 2025 through capital expenditures.
  • Added 6.3 MMBOE to proved undeveloped reserves through extensions and discoveries in Canada and Ecuador.
  • Strategic divestment of the Simonette Montney Block in Canada for C$62.5 million (US$45.6 million) subsequent to year-end, optimizing the portfolio.
  • Entry into an exploration, development, and production sharing agreement (PSA) with SOCAR in Azerbaijan, diversifying the company's geographic footprint and future growth potential.
  • Successful exchange of $628.7 million of 9.50% Senior Notes for new $503.6 million of 9.75% Senior Notes due 2031, extending debt maturities and improving financial flexibility.
  • Amended prepayment agreement with Trafigura provides increased liquidity and includes Colombian production, enhancing financial stability.
  • Commitment to ESG excellence, including $45.5 million invested since 2018 in gas-to-power facilities to reduce emissions and the NaturAmazonas reforestation project, which is projected to sequester 8.7 million tonnes of CO2.

Negatives

  • Reported a net loss of $193.1 million in 2025, a significant reversal from net income of $3.2 million in 2024.
  • Incurred a substantial non-cash ceiling test impairment of $136.3 million in Canada and Colombia, reflecting lower commodity prices and revised development plans.
  • Adjusted EBITDA decreased by 23% to $283.7 million in 2025, indicating reduced operational profitability.
  • Oil, natural gas, and NGL sales decreased by 4% to $596.7 million, primarily due to a 15% decrease in Brent oil prices.
  • Total proved reserves (NAR) decreased by 17% to 111.6 MMBOE, with a negative technical and economic revision of 21.9 MMBOE in proved undeveloped reserves.
  • Gross profit decreased by 64% to $66.4 million, and operating netback decreased by 17% to $330.9 million.
  • G&A expenses before stock-based compensation increased by 37% to $56.9 million, partly due to full-year Canadian operations and higher business development costs.
  • The average realized price decreased by 30% to $43.41 per boe, reflecting the structural impact of adding Canadian operations with wider benchmark differentials and transportation costs.
  • Colombian production was negatively impacted by export pipeline disruptions and trunk line repairs in the Moqueta field, leading to a shut-in during the third quarter of 2025.
  • Exploration activities in several Colombian blocks have been suspended due to licensing restrictions, security issues, or social reasons.

Risks

  • Prices and markets for oil and natural gas are unpredictable and tend to fluctuate significantly, which could cause temporary suspension of production and reduce value.
  • Estimates of oil and natural gas reserves may be inaccurate, and actual revenues may be lower than estimated, with probable and possible reserves being more speculative.
  • Inability to replace reserves and production, and develop and manage oil and natural gas reserves and production on an economically viable basis, could adversely impact financial condition.
  • Oil and natural gas exploration and development of new formations are inherently risky, involving high operational and financial risk, and may result in unprofitable efforts or dry wells.
  • Operations are subject to risks and hazards such as fire, explosion, blowouts, and spills, which could result in substantial damage, personal injury, and significant costs.
  • Drilling activities may encounter sour gas, leading to shut-ins, equipment damage, liabilities, or adverse effects on humans and the environment.
  • Possible shortage of fresh water and restrictions on surface and groundwater licenses in Canada could impact operations and increase costs.
  • Crown land tenure obligations and potential changes in royalty or lease renewal provisions in Canada could lead to loss of value or leases.
  • Unforeseen title defects on properties in Canada, including claims by Indigenous peoples, could jeopardize entitlement to production and reserves.
  • Indigenous rights and stakeholder opposition in Canada may disrupt or delay operations, permit acquisition, or new development.
  • Restrictions on development activities to protect wildlife in Canada could increase costs or limit exploration and production activities.
  • Limited control over non-operated joint venture interests in Colombia and Canada may result in delays, increased costs, or liabilities due to third-party mismanagement.
  • Operations are subject to local legal, social, security, political, and economic factors in Colombia, Ecuador, and Azerbaijan that are beyond control, potentially impairing or delaying expansion or profitability.
  • Vulnerability to risks associated with geographically concentrated operations, with approximately half of production from four fields in Colombia, exposing the company to regional supply/demand factors and disruptions.
  • Reliance on local infrastructure and transportation in Colombia and Ecuador, which may be less developed and insufficient for needs, or subject to disruptions from natural events.
  • Social disruptions or community disputes in Colombia and Ecuador may delay production, result in lost revenue, or lead to increased costs from enhanced consultation requirements.
  • Security concerns in Colombia, Ecuador, or Azerbaijan, including terrorist activity, social turmoil, and geopolitical tensions, may disrupt operations and increase security costs.
  • A substantial portion of revenue is generated outside of Canada and the United States, and repatriation of earnings from foreign jurisdictions could be subject to taxes.
  • Certain acquisitions could adversely affect financial results due to unforeseen liabilities, integration challenges, or failure to realize anticipated benefits and synergies.
  • The threat and impact of cybersecurity incidents may adversely impact operations, resulting in information theft, data corruption, operational disruption, and/or financial loss.
  • Global epidemics or public health crises may adversely impact operations and the global economy, including worldwide demand for oil and natural gas.
  • Business requires significant capital expenditures, and the company may not have the resources necessary to fund these expenditures, potentially requiring external financing or curtailing operations.
  • Public and investor sentiment towards climate change, fossil fuels, and other sustainability and human capital matters could adversely affect cost of capital and the price of common stock.
  • Anti-greenwashing rules in Canada introduce risk into making certain environmental-related disclosures, potentially leading to penalties.
  • Foreign currency exchange rate volatility may affect financial results, particularly with expenses in local currencies and revenues in U.S. and Canadian dollars.
  • Dependence on obtaining and maintaining permits and licenses from various governmental authorities, with potential for delays, onerous conditions, or revocation.
  • Stringent environmental regulation and increasing compliance costs, with inherent risks of oil spills and significant environmental liabilities.
  • Exposure to liabilities under anti-bribery laws in various jurisdictions.
  • Potential imposition of U.S. sanctions on Colombia, Ecuador, or Canada could adversely affect business.
  • Regulations related to emissions and the impact of any changes in climate could adversely impact business, including demand for products, financial condition, and results of operations.
  • Reduction, elimination, or expiration of government subsidies could adversely affect profitability.
  • Carbon taxes and environmental compliance costs could become a burden on crude oil and natural gas commodities.
  • Shares of common stock are listed on multiple exchanges (NYSE American, TSX, LSE), and arbitrage activity could create unexpected volatility in market prices.

Future Outlook

Gran Tierra Energy projects a 2026 capital program of $120 million to $160 million, primarily focused on development activities (over 90%). The company anticipates funding this program entirely through cash flows from operations, based on assumed average Brent oil prices of $65.00 per boe, WTI oil prices of $61.00 per boe, and AECO natural gas prices of C$3.00 per mcf, alongside expected production of 42,000 to 47,000 boepd. The company has also commenced execution of its 2026 capital program, including drilling in Colombia and Canada, and has entered into a new exploration agreement in Azerbaijan.

Management Comments

  • We intend to continue to high-grade our portfolio, with a continued focus on operational excellence, safety, and stakeholder returns.
  • Gran Tierra is focused on continuing to build a diversified portfolio with longevity being paramount.
  • Capital allocation is anchored in generating sustainable free cash flow and deploying that cash toward meaningful debt reduction.
  • We believe that our capital resources, including cash on hand and cash generated from operations will provide us with sufficient liquidity to maintain current operations and execute the capital program for the next 12 months and beyond, given current oil and natural gas price trends and production levels.
  • Management believes that maintaining a single reference rate will enhance consistency and comparability of the effective tax rate reconciliation across reporting periods.

Industry Context

StockSavvy.ai notes that Gran Tierra Energy's strategic diversification into Azerbaijan and the divestment of non-core Canadian assets align with broader industry trends of portfolio optimization and geographic expansion to mitigate regional risks. The company's focus on enhanced oil recovery and technically difficult reservoirs positions it within a niche that seeks to maximize value from mature basins, contrasting with some peers focused solely on new frontier exploration. The emphasis on ESG initiatives, such as gas-to-power and reforestation, reflects increasing investor and regulatory pressure across the energy sector for sustainable practices, although the company's core business remains hydrocarbon development.

Comparison to Industry Standards

  • Gran Tierra's 2025 average daily production increase of 38% significantly outpaced many North American and South American peers who faced flat or declining production due to capital constraints or mature assets.
  • The 10% reduction in operating expenses per boe to $18.09 demonstrates strong cost control, comparing favorably to the industry average for conventional oil and gas producers in South America, which often face higher logistical and security costs.
  • The 17% decrease in proved reserves, largely due to reclassification of Canadian assets to contingent resources, indicates a more conservative approach to reserve booking compared to some companies that might maintain higher proved undeveloped classifications despite market uncertainties.
  • The company's 2026 capital program, with over 90% allocated to development, suggests a focus on maximizing existing asset value and cash flow generation, a common strategy among mid-cap producers in volatile commodity price environments, rather than aggressive, high-risk exploration seen in some junior explorers.
  • The successful exchange of Senior Notes to extend maturities is a positive sign of debt management, often sought by companies in the energy sector to improve financial flexibility amidst fluctuating commodity prices, similar to recent refinancing efforts by companies like Ecopetrol (Colombia) or Frontera Energy.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chief Operating OfficerNASebastien Morin2023-11-06Appointment to the role.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy AdoptionAdopted a Code of Business Conduct and Ethics applicable to all Board members, employees, and executive officers.NAAims to ensure ethical conduct and compliance across the organization.
Oversight DelegationBoard of Directors delegated primary responsibility to oversee cybersecurity risks to the Audit Committee.NAEnhances focus and expertise in managing critical cybersecurity threats.
Internal Control IntegrationCompleted the design and integration of internal controls over financial reporting of i3 Energy, effective October 31, 2025.2025-10-31Strengthens overall internal control framework by incorporating newly acquired subsidiary.

Legal Proceedings

  • Several lawsuits and claims are pending, with outcomes that cannot be predicted with certainty.
  • The resolution of these matters is not believed to have a material adverse effect on the Company's consolidated financial position, results of operations, or cash flows.

Stakeholder Impact

  • Shareholders face potential for dilution from future equity financing and continued volatility in stock price, though share repurchase programs and debt restructuring aim to manage value.
  • Employees benefit from good employee relations, safety management systems, equal opportunity programs, and competitive compensation, fostering growth and engagement.
  • Customers are served through sales agreements with international marketers, with the company's ability to substitute customers and reliance on transportation infrastructure being key factors.
  • Local communities in operating regions are impacted by the company's commitment to social investments and ESG excellence, but also face potential social disruptions or disputes.
  • Creditors are affected by the company's compliance with financial covenants for Senior Notes and prepayment agreements, with recent debt refinancing efforts aimed at improving financial stability.

Next Steps

  • Execute the 2026 capital program of $120 million to $160 million, with over 90% attributed to development activities.
  • Direct approximately 20% of 2026 development activities to facilities for future production growth and enhanced recovery.
  • Continue drilling activities in Colombia (Cohembi field) and Canada (Simonette area) as part of the 2026 capital program.
  • Fulfill minimum work commitments in Azerbaijan PSA within 36 months, including 250 sq km of 3D seismic data acquisition and drilling two exploration wells.
  • Potentially relinquish the entire contract area in Azerbaijan during the exploration phase upon fulfillment of commitments.
  • Repay outstanding balance of the advance payment under the prepayment agreement, with first repayment starting April 2026.
  • Finalize an additional investment agreement in connection with the recently acquired Perico Block in Ecuador.
  • Monitor legislative and administrative developments regarding OECD Pillar Two GloBE Rules.
  • Hold the 2026 Annual Meeting of Stockholders on May 8, 2026.

Key Dates

DateDescription
2003-06-01Company incorporated under the laws of the State of Nevada.
2006-10-01Original interests in Guayuyaco and Chaza Blocks acquired on entry into Colombia.
2008-07-03Additional interests in Guayuyaco and Chaza acquired on acquisition of Solana.
2016-10-01Changed state of incorporation to the State of Delaware.
2017-01-01Modernized Royalty Framework introduced in Alberta, Canada.
2018-01-01Start of gas-to-power facility expenditures in Acordionero field.
2019-05-23Interest payments on 7.75% Senior Notes due 2027 began.
2022-08-18Credit Agreement with Trafigura PTE Ltd. entered into.
2022-12-31Colombian Government enacted tax reform effective January 1, 2023.
2023-05-051-for-10 reverse stock split of Common Stock became effective.
2023-10-20Indenture related to 9.50% Senior Notes due 2029 dated.
2024-03-22Revolving credit facility with National Bank of Canada established for Gran Tierra Canada Ltd.
2024-04-15Interest payments on 9.50% Senior Notes due 2029 began.
2024-06-20Bill C-59 received royal assent in Canada, enacting changes to Competition Act to address greenwashing.
2024-09-01Effective date for strategic disposal of 50% working interest in Simonette Montney Block.
2024-10-31Acquisition of i3 Energy Plc (now Gran Tierra UK Limited) completed.
2024-11-052024 share repurchase program expired.
2025-01-01ASU 2023-09 adopted; One Big Beautiful Bill Act (OBBBA) effective.
2025-02-15Maturity date of 6.25% Senior Notes.
2025-04-16Entered into $75.0 million reserve-based lending facility (RBL facility) in Colombia.
2025-06-01New private rights of action related to greenwashing came into effect in Canada.
2025-06-01Competition Bureau published guidance on greenwashing provisions.
2025-09-08Sale of Gran Tierra North Sea Limited (GTNSL) completed.
2025-09-30Sales agreements for Colombian MMV and Putumayo Basin crude oil with international marketer expire.
2025-09-30Sales agreement for Ecuadorian production with international marketer expires.
2025-10-01Prepayment agreement with Trafigura for Ecuadorian production began.
2025-10-16Colombian Constitutional Court upheld validity of temporary 1% excise tax on crude oil.
2025-10-23RBL facility amended to reduce borrowing base to $60.0 million.
2025-10-31Measurement period for i3 Energy acquisition adjustments expired.
2025-11-032025 share repurchase program implemented.
2025-11-052025 share repurchase program expires.
2025-11-30Principal Calgary office lease expires.
2025-12-08Deferred payment for Perico and Espejo Blocks due.
2025-12-09Acquisition of Perico and Espejo Blocks in Ecuador completed.
2025-12-31Fiscal year ended.
2026-01-01Effective date for disposition of Simonette Montney Block in Canada.
2026-01-01Company will adopt ASU 2025-05.
2026-01-01Pillar Two-aligned legislation effective in Canada, Switzerland, UK.
2026-01-26Completion date of McDaniel & Associates Consultants Ltd. reserve report.
2026-02-11Early participation deadline for Senior Notes exchange.
2026-02-18Indenture related to 9.750% Senior Secured Amortizing Notes due 2031 dated.
2026-02-20Current Report on Form 8-K filed regarding 9.750% Senior Notes.
2026-02-27Date of outstanding common stock count (35,298,774 shares).
2026-02-27One well drilled in Cohembi field (Colombia) and three wells in Simonette area (Canada) as part of 2026 capital program.
2026-03-04Report of Independent Registered Public Accounting Firm dated.
2026-03-04Consent of Independent Reserve Engineers dated.
2026-03-13Record date for 2026 Annual Meeting of Stockholders.
2026-04-01First repayment for prepayment agreement with Trafigura starts.
2026-05-01Annual borrowing base determination for RBL facility occurs on or before this date each year.
2026-05-08Date of 2026 Annual Meeting of Stockholders.
2026-10-15First principal repayment of 25% for 9.50% Senior Notes due 2029.
2026-11-052025 share repurchase program expires.
2026-12-08Deferred payment for Perico and Espejo Blocks due (latest).
2026-12-15ASU 2024-03 effective for annual reporting periods beginning after this date.
2027-05-23Maturity date of 7.75% Senior Notes.
2027-10-15Second principal repayment of 5% for 9.50% Senior Notes due 2029.
2027-10-30Maturity date of Canadian revolving credit facility.
2027-12-15ASU 2024-03 effective for interim reporting periods within annual periods beginning after this date.
2028-04-15Redemption option for 9.75% Senior Notes at 104.875% begins.
2028-04-16Maturity date of Colombian RBL facility.
2028-10-15Third principal repayment of 30% for 9.50% Senior Notes due 2029.
2028-11-30Principal Calgary office lease expires.
2029-04-15Redemption option for 9.75% Senior Notes at 102.438% begins.
2029-05-31Ecuador office lease expires.
2029-09-30Prepayment agreement with Trafigura expires.
2029-10-15Maturity date of 9.50% Senior Notes (remaining 40% principal due).
2029-10-15First principal repayment of 15% for 9.75% Senior Notes due 2031.
2030-04-15Redemption option for 9.75% Senior Notes at 100% begins.
2030-10-15Second principal repayment of 15% for 9.75% Senior Notes due 2031.
2031-02-28Colombia office lease expires.
2031-04-15Maturity date of 9.75% Senior Notes (remaining principal due).
2037-01-01Unused non-capital loss carryforwards for federal purposes in the United States begin to expire.
2045-12-31Unused non-capital loss carryforwards for federal purposes in the United States end to expire.

Recommendation

hold

Gran Tierra Energy's 2025 results show a significant net loss and impairment, alongside a reduction in proved reserves, which are concerning. However, the company demonstrated strong operational performance with increased production and reduced operating costs per boe. Strategic moves like the Azerbaijan PSA, the Simonette divestment, and the successful debt exchange provide a clearer path for future operations and improved financial flexibility. The 2026 outlook, with a fully funded capital program, offers some stability. Given the mixed signals—poor financial results but positive strategic and operational adjustments—a 'hold' recommendation is appropriate as investors await further clarity on the execution of the new strategy and sustained commodity price recovery.

Keywords

Oil and Gas, Exploration, Production, Colombia, Ecuador, Canada, Azerbaijan, SEC Filing, 10-K, Financial Results, Reserves, Capital Expenditures, Debt, Share Repurchase, Impairment, Commodity Prices, ESG, Cybersecurity, Geopolitical Risk, Energy Transition, Financial Performance

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.