Filing Details
- Accession Number:
- 0001193125-17-175378
- Form Type:
- 13G Filing
- Publication Date:
- 2017-05-18 17:03:02
- Filed By:
- Luminus Management
- Company:
- Gran Tierra Energy Inc. (NYSEMKT:GTE)
- Filing Date:
- 2017-05-18
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
LUMINUS MANAGEMENT | 22,780,847 | 0 | 22,780,847 | 0 | 22,780,847 | 5.83% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Gran Tierra Energy Inc.
(Name of Issuer)
Common Stock, Par Value $0.001
(Title of Class of Securities)
38500T101
(CUSIP Number)
James J. Moloney
Gibson, Dunn & Crutcher LLP
3161 Michelson Drive
Irvine, CA 92612
(949) 451-3800
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
May 8, 2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 38500T101 |
1. | Names of Reporting Persons I.R.S. Identification No. of Above Persons (Entities Only)
LUMINUS MANAGEMENT, LLC | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
DELAWARE | |||||
Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power
22,780,847 | ||||
6. | Shared Voting Power
0 | |||||
7. | Sole Dispositive Power
22,780,847 | |||||
8. | Shared Dispositive Power
0 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
22,780,847 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
11. | Percent of Class Represented by Amount in Row (9)
5.83% | |||||
12. | Type of Reporting Person (See Instructions)
IA |
Item 1. |
(a) Name of Issuer
Gran Tierra Energy Inc.
(b) Address of Issuers Principal Executive Offices
Suite 900, 520-3 Avenue SW, Calgary, Alberta, Canada T2P 0R3
Item 2. |
(a) Name of Person(s) Filing:
LUMINUS MANAGEMENT, LLC
(b) Address of Principal Business Office or, if none, Residence:
1700 Broadway, 38th Floor, New York, NY 10019
(c) Citizenship:
DELAWARE
(d) Title of Class of Securities:
Common Stock, Par Value $0.001
(e) CUSIP Number:
38500T101
Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
(a) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | ||
(b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | ||
(c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | ||
(d) | ☐ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | ||
(e) | ☐ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | ||
(f) | ☐ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | ||
(g) | ☐ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | ||
(h) | ☐ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||
(i) | ☐ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | ||
(j) | ☐ | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); | ||
(k) | ☐ | Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: . |
7
Item 4. | Ownership |
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a), (b), and (c)
Reporting Persons* | Number of Shares With Sole Voting and Dispositive Power | Number of Shares With Shared Voting and Dispositive Power | Aggregate Number of Shares Beneficially Owned | Percentage of Class Beneficially Owned** | ||||||||||||
LUMINUS MANAGEMENT, LLC | 22,780,847 | 0 | 22,780,847 | 5.83 | % |
* | The above figures reflect the most recent beneficial ownership for the Reporting Person above as of May 18, 2017. |
** | The percentage reported above is based on 390,818,790 shares of Common Stock reported to be issued and outstanding in the Form 10-Q filed with the Securities and Exchange Commission on May 3, 2017. |
Item 5. | Ownership of Five Percent or Less of a Class |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.
Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not applicable.
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
Not applicable.
Item 8. | Identification and Classification of Members of the Group |
Not applicable.
Item 9. | Notice of Dissolution of Group |
Not applicable.
8
Item 10. | Certification |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: May 18, 2017
Luminus Management, LLC | ||
By: | /s/ Jonathan Barrett | |
Name: | Jonathan Barrett | |
Title: | President |