UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 29, 2008
GRAN TIERRA ENERGY INC.
(Exact name of Registrant as specified in its charter)
Nevada | 98-0479924 |
(State or other jurisdiction of incorporation) | (I.R.S. Employer Identification No.) |
Commission file number: 000-52594
300, 611 - 10th Avenue S.W.
Calgary, Alberta, Canada T2R 0B2
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (403) 265-3221
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
On July 29, 2008, Gran Tierra Energy Inc. and Solana Resources Limited announced that they had entered into a definitive agreement providing for the acquisition by Gran Tierra of all of the outstanding shares of Solana common stock pursuant to a statutory plan of arrangement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. |
| 99.1 | Press Release, issued on July 29, 2008, announcing the execution of a definitive agreement by Gran Tierra and Solana Resources Limited. |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Dated July 29, 2008 | GRAN TIERRA ENERGY INC. | |
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| | By: | /s/ Martin Eden | |
| | | Martin Eden | |
| | | Chief Financial Officer | |
EXHIBITS
| 99.1 | Press Release, issued on July 29, 2008, announcing the execution of a definitive agreement by Gran Tierra and Solana Resources Limited. |
