Document And Entity Information
Document And Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 23, 2017 | Jun. 30, 2016 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | GRAN TIERRA ENERGY INC. | ||
Entity Central Index Key | 1,273,441 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1 | ||
Entity Common Stock, Shares Outstanding | 390,815,190 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
OIL AND NATURAL GAS SALES (NOTE 5) | $ 289,269,000 | $ 276,011,000 | $ 559,398,000 |
EXPENSES | |||
Operating | 86,925,000 | 75,565,000 | 89,753,000 |
Transportation | 31,776,000 | 40,204,000 | 24,196,000 |
Depletion, depreciation and accretion (Note 5) | 139,535,000 | 176,386,000 | 185,877,000 |
Asset impairment (Notes 5 and 7) | 616,649,000 | 323,918,000 | 265,126,000 |
General and administrative (Note 5) | 33,218,000 | 32,353,000 | 51,249,000 |
Transaction (Note 3) | 7,325,000 | 0 | 0 |
Severance (Note 15) | 1,319,000 | 8,990,000 | 0 |
Equity tax (Note 11) | 3,098,000 | 3,769,000 | 0 |
Foreign exchange gain | (1,469,000) | (17,242,000) | (39,535,000) |
Financial instruments loss (Note 14) | 10,279,000 | 2,027,000 | 4,722,000 |
Other gain (Note 3) | (929,000) | (502,000) | (2,000,000) |
Interest expense (Notes 5 and 8) | 14,145,000 | 0 | 0 |
Total expenses | 941,871,000 | 645,468,000 | 579,388,000 |
INTEREST INCOME (NOTE 5) | 2,368,000 | 1,369,000 | 2,856,000 |
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES (NOTE 5) | (650,234,000) | (368,088,000) | (17,134,000) |
INCOME TAX (EXPENSE) RECOVERY | |||
Current (Note 11) | (20,122,000) | (15,383,000) | (92,865,000) |
Deferred (Note 11) | 204,791,000 | 115,442,000 | (34,350,000) |
Income tax (expense) recovery | 184,669,000 | 100,059,000 | (127,215,000) |
LOSS FROM CONTINUING OPERATIONS | (465,565,000) | (268,029,000) | (144,349,000) |
Loss from discontinued operations, net of income taxes (Note 4) | 0 | 0 | (26,990,000) |
NET LOSS AND COMPREHENSIVE LOSS | $ (465,565,000) | $ (268,029,000) | $ (171,339,000) |
BASIC AND DILUTED | |||
LOSS FROM CONTINUING OPERATIONS (in dollars per share) | $ (1.45) | $ (0.94) | $ (0.51) |
LOSS FROM DISCONTINUED OPERATIONS, NET OF INCOME TAXES (in dollars per share) | 0 | 0 | (0.09) |
NET LOSS (in dollars per share) | $ (1.45) | $ (0.94) | $ (0.60) |
WEIGHTED AVERAGE SHARES OUTSTANDING - BASIC AND DILUTED (in shares) | 320,851,538 | 285,333,869 | 284,715,785 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 25,175 | $ 145,342 |
Restricted cash and cash equivalents (Notes 3, 7 and 10) | 8,322 | 92 |
Accounts receivable (Note 6) | 45,698 | 29,217 |
Marketable securities (Note 14) | 0 | 6,250 |
Derivatives (Note 14) | 578 | 0 |
Inventory (Note 6) | 7,766 | 19,056 |
Taxes receivable | 26,393 | 28,635 |
Prepaid taxes (Note 11) | 12,271 | 0 |
Other prepaids | 5,482 | 5,848 |
Total Current Assets | 131,685 | 234,440 |
Oil and Gas Properties (using the full cost method of accounting) | ||
Proved | 412,319 | 469,589 |
Unproved | 647,774 | 310,771 |
Total Oil and Gas Properties | 1,060,093 | 780,360 |
Other capital assets | 6,516 | 8,633 |
Total Property, Plant and Equipment | 1,066,609 | 788,993 |
Other Long-Term Assets | ||
Deferred tax assets (Note 11) | 1,611 | 3,241 |
Prepaid taxes (Note 11) | 41,784 | 0 |
Other long-term assets | 23,626 | 16,863 |
Goodwill (Note 5) | 102,581 | 102,581 |
Total Other Long-Term Assets | 169,602 | 122,685 |
Total Assets (Note 5) | 1,367,896 | 1,146,118 |
Current Liabilities | ||
Accounts payable and accrued liabilities (Note 12) | 107,051 | 70,778 |
Derivatives (Note 14) | 3,824 | 0 |
Taxes payable (Note 11) | 38,939 | 1,067 |
Asset retirement obligation (Note 10) | 5,215 | 2,146 |
Total Current Liabilities | 155,029 | 73,991 |
Long-Term Liabilities | ||
Long-term debt (Notes 8 and 14) | 197,083 | 0 |
Deferred tax liabilities (Note 11) | 107,230 | 34,592 |
Asset retirement obligation (Note 10) | 38,142 | 31,078 |
Other long-term liabilities | 11,425 | 4,815 |
Total Long-Term Liabilities | 353,880 | 70,485 |
Commitments and Contingencies (Note 13) | ||
Shareholders’ Equity | ||
Common Stock (Note 9) (390,807,194 and 273,442,799 shares of Common Stock and 8,199,894 and 8,572,066 exchangeable shares, par value $0.001 per share, issued and outstanding as at December 31, 2016 and December 31, 2015, respectively) | 10,303 | 10,186 |
Additional paid in capital | 1,342,656 | 1,019,863 |
Deficit | (493,972) | (28,407) |
Total Shareholders’ Equity | 858,987 | 1,001,642 |
Total Liabilities and Shareholders’ Equity | $ 1,367,896 | $ 1,146,118 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Common shares, issued | 390,807,194 | 273,442,799 |
Common shares, outstanding | 390,807,194 | 273,442,799 |
Exchangeable shares, issued | 8,199,894 | 8,572,066 |
Exchangeable shares, outstanding | 8,199,894 | 8,572,066 |
Common shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Activities | |||
Net loss | $ (465,565) | $ (268,029) | $ (171,339) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depletion, depreciation and accretion (Note 5) | 139,535 | 176,386 | 185,877 |
Asset impairment | 616,649 | 323,918 | 265,126 |
Deferred tax (recovery) expense (Note 11) | (204,791) | (115,442) | 34,350 |
Stock-based compensation (Note 9) | 6,339 | 2,733 | 6,392 |
Amortization of debt issuance costs (Note 8) | 5,691 | 0 | 0 |
Cash settlement of restricted share units | (1,234) | (1,392) | (3,371) |
Unrealized foreign exchange gain | (1,428) | (8,380) | (30,941) |
Financial instruments loss (Note 14) | 10,279 | 2,027 | 4,722 |
Cash settlement of financial instruments | 438 | (3,749) | 4,661 |
Cash settlement of asset retirement obligation (Note 10) | (605) | (6,217) | (796) |
Other gain (Note 3) | (929) | (502) | (2,000) |
Equity tax | 0 | 0 | (3,283) |
Loss from discontinued operations, net of income taxes (Note 4) | 0 | 0 | 26,990 |
Net change in assets and liabilities from operating activities of continuing operations (Note 16) | (11,337) | (39,048) | (95,436) |
Net cash provided by operating activities of continuing operations | 93,042 | 62,305 | 220,952 |
Net cash used in operating activities of discontinued operations | 0 | 0 | (4,792) |
Net cash provided by operating activities | 93,042 | 62,305 | 216,160 |
Investing Activities | |||
(Increase) decrease in restricted cash | (236) | 465 | (96) |
Additions to property, plant and equipment, excluding corporate acquisition (Note 5) | (127,789) | (156,639) | (391,526) |
Additions to property, plant and equipment - acquisition of PetroGranada (Note 7) | (19,388) | 0 | 0 |
Cash paid for business combinations, net of cash acquired (Note 3) | (502,643) | 0 | 0 |
Proceeds from the sale of oil and gas properties (Note 7) | 6,000 | 0 | 0 |
Proceeds from sale of marketable securities (Note 14) | 2,325 | 0 | 0 |
Changes in non-cash investing working capital | 21,116 | (76,844) | 44,499 |
Net cash used in investing activities of continuing operations | (620,615) | (233,018) | (347,123) |
Proceeds from sale of Argentina business unit, net of cash sold and transaction costs | 0 | 0 | 42,755 |
Net cash used in investing activities of discontinued operations | 0 | 0 | (12,384) |
Net cash provided by investing activities of discontinued operations | 0 | 0 | 30,371 |
Net cash used in investing activities | (620,615) | (233,018) | (316,752) |
Financing Activities | |||
Proceeds from issuance of shares of Common Stock, net of issuance costs (Note 9) | 128,273 | 722 | 11,140 |
Proceeds from issuance of subscription receipts, net of issuance costs (Note 9) | 165,805 | 0 | 0 |
Proceeds from issuance of Convertible Senior Notes, net of issuance costs (Note 8) | 109,090 | 0 | 0 |
Proceeds from other debt, net of issuance costs (Note 8) | 256,065 | 0 | 0 |
Repayment of debt (Note 8) | (252,181) | 0 | 0 |
Repurchase of shares of Common Stock (Note 9) | 0 | (9,999) | 0 |
Net cash provided by (used in) financing activities | 407,052 | (9,277) | 11,140 |
Foreign exchange gain (loss) on cash and cash equivalents | 354 | (6,516) | (7,500) |
Net decrease in cash and cash equivalents | (120,167) | (186,506) | (96,952) |
Cash and cash equivalents, beginning of year | 145,342 | 331,848 | 428,800 |
Cash and cash equivalents, end of year | $ 25,175 | $ 145,342 | $ 331,848 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Share Capital | Additional Paid in Capital | Retained Earnings (Deficit) |
Balance, beginning of year at Dec. 31, 2013 | $ 10,187 | $ 1,008,760 | $ 410,961 | |
Increase (Decrease) in Stockholders' Equity | ||||
Issuance of Common Stock, net of share issuance costs (Note 9) | 3 | |||
Exercise of stock options (Note 9) | 11,137 | |||
Stock-based compensation (Note 9) | 6,976 | |||
Net loss | $ (171,339) | (171,339) | ||
Balance, end of year at Dec. 31, 2014 | 1,276,685 | 10,190 | 1,026,873 | 239,622 |
Increase (Decrease) in Stockholders' Equity | ||||
Repurchase of Common Stock (Note 9) | (4) | (9,995) | ||
Exercise of stock options (Note 9) | 722 | |||
Stock-based compensation (Note 9) | 2,263 | |||
Net loss | (268,029) | (268,029) | ||
Balance, end of year at Dec. 31, 2015 | 1,001,642 | 10,186 | 1,019,863 | (28,407) |
Increase (Decrease) in Stockholders' Equity | ||||
Issuance of Common Stock, net of share issuance costs (Note 9) | 117 | 314,425 | ||
Exercise of stock options (Note 9) | 5,347 | |||
Stock-based compensation (Note 9) | 3,021 | |||
Net loss | (465,565) | (465,565) | ||
Balance, end of year at Dec. 31, 2016 | $ 858,987 | $ 10,303 | $ 1,342,656 | $ (493,972) |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2016 | |
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 oil and natural gas exploration and production in Colombia. The Company also has business activities in Peru and Brazil, and until June 25, 2014, had business activities in Argentina. On February, 6, 2017, the Company announced that a purchase and sale agreement (the "Agreement") had been executed by a third party ("Purchaser") to purchase Gran Tierra's Brazil business unit through the acquisition of all of the equity interests in one of Gran Tierra's indirect subsidiaries, and the assignment of certain debt owed by the corporate entities comprising Gran Tierra's Brazil business unit to the Gran Tierra group of companies (Note 17). |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The Company believes that the information and disclosures presented are adequate to ensure the information presented is not misleading. Significant accounting policies are: Basis of consolidation These consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All intercompany accounts and transactions have been eliminated. Discontinued operations On June 25, 2014, the Company completed the sale of its Argentina business unit and the discontinued operations criteria of Accounting Standards Codification ("ASC") 205-20, “ Discontinued Operations ”, were met. Therefore, the results of the Company’s Argentina business unit are reflected separately as loss from discontinued operations, net of income taxes, in the consolidated statement of operations for the year ended December 31, 2014, on a line immediately after “Loss or income from continuing operations.” Additionally, cash flows of the Company’s Argentina business unit are reflected separately in the consolidated statement of cash flows for the year ended December 31, 2014, as cash provided by or used in operating and investing activities of discontinued operations. See Note 4, “Discontinued Operations,” for additional disclosure. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates made by management include: oil and natural gas reserves and related present value of future cash flows; depreciation, depletion, amortization and impairment (“DD&A”); impairment assessments of goodwill; timing of transfers from oil and gas properties not subject to depletion to the depletable base; asset retirement obligations; determining the value of the consideration transferred and the net identifiable assets acquired and liabilities assumed in connection with business combinations and determining goodwill; assessments of the likely outcome of legal and other contingencies; income taxes; stock-based compensation; and determining the fair value of derivatives. Although management believes these estimates are reasonable, changes in facts and circumstances or discovery of new information may result in revised estimates and actual results may differ from these estimates. Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted cash and cash equivalents Restricted cash and cash equivalents is included in other current assets and other long-term assets on the Company's balance sheet. Restricted cash and cash equivalents comprises cash and cash equivalents pledged to secure letters of credit and to settle asset retirement obligations. Letters of credit currently secured by cash relate to work commitment guarantees contained in exploration contracts. Restrictions will lapse when work obligations are satisfied pursuant to the exploration contract or an asset retirement obligation is settled. Cash and claims to cash that are restricted as to withdrawal or use for other than current operations or are designated for expenditure in the acquisition or construction of long-term assets are excluded from the current asset classification. Allowance for doubtful accounts The Company estimates losses on receivables based on known uncollectible accounts, if any, and historical experience of losses incurred and accrues a reserve on a receivable when, based on the judgment of management, it is probable that a receivable will not be collected and the amount of the reserve may be reasonably estimated. The allowance for doubtful receivables was $ nil at December 31, 2016 , and 2015 . Marketable securities The Company acquired investments in marketable securities in connection with the sale of its Argentina business unit in 2014. Marketable securities are classified as trading securities, in accordance with ASC 320, “ Investments – Debt and Equity Securities ”, and are recorded in the consolidated balance sheet at fair value. The Company classifies trading securities as current or non-current based on the intent of management, the nature of the trading securities and whether they are readily available for use in current operations. Gains or losses on trading securities are recorded in the consolidated statement of operations as financial instruments gains or losses. Derivatives The Company records derivative instruments on its balance sheet at fair value as either an asset or liability with changes in fair value recognized in the consolidated statements of operations. While the Company utilizes derivative instruments to manage the price risk attributable to its expected oil production and foreign exchange risk, it has elected not to designate its derivative instruments as accounting hedges under the accounting guidance. Inventory Inventory consists of oil in tanks and third party pipelines and supplies and is valued at the lower of cost or market value. The cost of inventory is determined using the weighted average method. Oil inventories include expenditures incurred to produce, upgrade and transport the product to the storage facilities and include operating, depletion and depreciation expenses and cash royalties. Income taxes Income taxes are recognized using the liability method, whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax base, and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences and carryforwards are expected to be recovered or settled. Valuation allowances are provided if, after considering available evidence, it is not more likely than not that some or all of the deferred tax assets will be realized. The tax benefit from an uncertain tax position is recognized when it is more likely than not, based on the technical merits of the position, that the position will be sustained on examination by the taxing authorities. Additionally, the amount of the tax benefit recognized is the largest amount of benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. In evaluating whether a tax position has met the more-likely-than-not recognition threshold, the Company presumes that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information. The Company recognizes potential penalties and interest related to unrecognized tax benefits as a component of income tax expense. Oil and gas properties The Company uses the full cost method of accounting for its investment in oil and natural gas properties as defined by the Securities and Exchange Commission (“SEC”). Under this method, the Company capitalizes all acquisition, exploration and development costs incurred for the purpose of finding oil and natural gas reserves, including salaries, benefits and other internal costs directly attributable to these activities. Costs associated with production and general corporate activities; however, are expensed as incurred. Separate cost centers are maintained for each country in which the Company incurs costs. The Company computes depletion of oil and natural gas properties on a quarterly basis using the unit-of-production method based upon production and estimates of proved reserve quantities. Future development costs related to properties with proved reserves are also included in the amortization base for computation of depletion. The costs of unproved properties are excluded from the amortization base until the properties are evaluated. The cost of exploratory dry wells is transferred to proved properties, and thus is subject to amortization, immediately upon determination that a well is dry in those countries where proved reserves exist. The Company performs a ceiling test calculation each quarter in accordance with SEC Regulation S-X Rule 4-10. In performing its quarterly ceiling test, the Company limits, on a country-by-country basis, the capitalized costs of proved oil and natural gas properties, net of accumulated depletion and deferred income taxes, to the estimated future net cash flows from proved oil and natural gas reserves discounted at 10% , net of related tax effects, plus the lower of cost or fair value of unproved properties included in the costs being amortized. If such capitalized costs exceed the ceiling, the Company will record a write-down to the extent of such excess as a non-cash charge to net income or loss. Any such write-down will reduce earnings in the period of occurrence and results in a lower DD&A rate in future periods. A write-down may not be reversed in future periods even though higher oil and natural gas prices may subsequently increase the ceiling. The Company calculates future net cash flows by applying the unweighted average of prices in effect on the first day of the month for the preceding 12-month period, adjusted for location and quality differentials. Such prices are utilized except where different prices are fixed and determinable from applicable contracts for the remaining term of those contracts. Unproved properties are not depleted pending the determination of the existence of proved reserves. Costs are transferred into the depletable base on an ongoing basis as the properties are evaluated and proved reserves are established or impairment is determined. Unproved properties are evaluated quarterly to ascertain whether impairment has occurred. This evaluation considers, among other factors, seismic data, requirements to relinquish acreage, drilling results and activity, remaining time in the commitment period, remaining capital plans, and political, economic, and market conditions. During any period in which factors indicate an impairment, the cumulative costs incurred to date for such property are transferred to the full cost pool and are then subject to depletion. For countries where a reserve base has not yet been established, the impairment is charged to earnings. In exploration areas, related seismic costs are capitalized in unproved property and evaluated as part of the total capitalized costs associated with a property. Seismic costs related to development projects are recorded in proved properties and therefore subject to depletion as incurred. Gains and losses on the sale or other disposition of oil and natural gas properties are not recognized, unless the gain or loss would significantly alter the relationship between capitalized costs and proved reserves of oil and natural gas attributable to a country. Asset retirement obligation The Company records an estimated liability for future costs associated with the abandonment of its oil and gas properties including the costs of reclamation of drilling sites. The Company records the fair value of a liability for a legal obligation to retire an asset in the period in which the liability is incurred with an offsetting increase to the related oil and gas properties. 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. Accretion expense is recognized over time as the discounted liabilities are accreted to their expected settlement value, while the asset retirement cost is amortized over the estimated productive life of the related assets. The accretion of the asset retirement obligation and amortization of the asset retirement cost are included in DD&A. If estimated future costs of an asset retirement obligation change, an adjustment is recorded to both the asset retirement obligation and oil and gas properties. Revisions to the estimated asset retirement obligation can result from changes in retirement cost estimates, revisions to estimated inflation rates and changes in the estimated timing of abandonment. Other capital assets Other capital assets, including additions and replacements, are recorded at cost upon acquisition and include furniture, fixtures and leasehold improvement, computer equipment and automobiles. Depreciation is provided using the declining-balance method at a 30% annual rate for furniture and fixtures, computer equipment and automobiles. Leasehold improvements are depreciated on a straight-line basis over the shorter of the estimated useful life and the term of the related lease. The cost of repairs and maintenance is charged to expense as incurred. Goodwill Goodwill represents the excess of the aggregate of the consideration transferred over the net identifiable assets acquired and liabilities assumed. The Company assesses qualitative factors annually, or more frequently if necessary, to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount and whether it is necessary to perform the two-step goodwill impairment test. The impairment test requires allocating goodwill and certain other assets and liabilities to assigned reporting units. The fair value of each reporting unit is estimated and compared with the net book value of the reporting unit. If the estimated fair value of the reporting unit is less than the net book value, including goodwill, then the goodwill is written down to the implied fair value of the goodwill through a charge to expense. Because quoted market prices are not available for the Company’s reporting units, the fair values of the reporting units are estimated based upon estimated future cash flows of the reporting unit. The Company recorded $87.6 million of goodwill in relation to the acquisition of Solana Resources Limited (“Solana”) in 2008 and $15.0 million of goodwill in relation to the Argosy Energy International L.P. acquisition in 2006. The goodwill relates entirely to the Colombia reportable segment. The Company performed a qualitative assessment of goodwill at December 31, 2016 , and based on this assessment, no impairment of goodwill was identified. Convertible Senior Notes The Company accounts for its 5.00% Convertible Senior Notes due 2021 (the "Notes") as a liability in their entirety. The embedded features of the Notes were assessed for bifurcation from the Notes under the applicable provisions, including the basic conversion feature, the fundamental change make-whole provision and the put and call options. Based on an assessment, the Company concluded that these embedded features did not meet the criteria to be accounted for separately. The Company incurred debt issuance costs in connection with the issuance of the Notes which have been presented as a direct deduction against the carrying amount of the Notes and are being amortized to interest expense using the effective interest method over the contractual term of the Notes. Revenue recognition Revenue from the production of oil and natural gas is recognized when the customer has taken title and has assumed the risks and rewards of ownership, prices are fixed or determinable, the sale is evidenced by a contract and collection of the revenue is reasonably assured. In Colombia, the sales point for the Company's sales varies depending on the delivery point but includes the Port of Tumaco on the Pacific coast of Colombia, the purchaser's facilities and when oil is loaded into a truck at Gran Tierra's loading facility or an export tanker. In Brazil, the sales point is either the Petróleo Brasileiro S.A station or the purchaser's facility. Revenue represents the Company’s share and is recorded net of royalty payments to governments and other mineral interest owners. Stock-based compensation The Company records stock-based compensation expense in its consolidated financial statements measured at the fair value of the awards that are ultimately expected to vest. Fair values are determined using pricing models such as the Black-Scholes-Merton or Monte Carlo simulation stock option-pricing models and/or observable share prices. For equity-settled stock-based compensation awards, fair values are determined at the grant date and the expense, net of estimated forfeitures, is recognized using the accelerated method over the requisite service period. An adjustment is made to compensation expense for any difference between the estimated forfeitures and the actual forfeitures. For cash-settled stock-based compensation awards, fair values are determined at each reporting date and periodic changes are recognized as compensation costs, with a corresponding change to liabilities. The Company uses historical data to estimate the expected term used in the Black-Scholes option pricing model, option exercises and employee departure behavior. Expected volatilities used in the fair value estimate are based on the historical volatility of the Company’s shares. The risk-free rate for periods within the expected term of the stock options is based on the U.S. Treasury yield curve in effect at the time of grant. Stock-based compensation expense is capitalized as part of oil and natural gas properties or expensed as part of general and administrative (“G&A”) or operating expenses, as appropriate. Foreign currency translation The functional currency of the Company, including its subsidiaries, is the United States dollar. Monetary items are translated into the reporting currency at the exchange rate in effect at the balance sheet date and non-monetary items are translated at historical exchange rates. Revenue and expense items are translated in a manner that produces substantially the same reporting currency amounts that would have resulted had the underlying transactions been translated on the dates they occurred. DD&A expense on assets is translated at the historical exchange rates similar to the assets to which they relate. Gains and losses resulting from foreign currency transactions, which are transactions denominated in a currency other than the entity’s functional currency, are recognized in net income or loss. Loss per share Basic loss per share is calculated by dividing loss attributable to common shareholders by the weighted average number of shares of Common Stock and exchangeable shares issued and outstanding during each period. Diluted net income or loss per share is calculated by adjusting the weighted average number of shares of Common Stock and exchangeable shares outstanding for the dilutive effect, if any, of share equivalents. The Company uses the treasury stock method to determine the dilutive effect. This method assumes that all Common Stock equivalents have been exercised at the beginning of the period (or at the time of issuance, if later), and that the funds obtained thereby were used to purchase shares of Common Stock of the Company at the volume weighted average trading price of shares of Common Stock during the period. Recently Adopted Accounting Pronouncements Simplifying the Accounting for Measurement - Period Adjustments In September 2015, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update (“ASU") 2015-16, "Simplifying the Accounting for Measurement - Period Adjustments". The amendments require that an acquirer recognize adjustments to provisional amounts identified during the measurement period in the reporting period in which the adjustments are determined and eliminates the requirement to retrospectively revise prior periods. Additionally, an acquirer should record in the same period the effects on earnings of any changes in the provisional accounts, calculated as if the accounting had been completed at the acquisition date. The ASU was effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. The implementation of this update did not materially impact the Company’s consolidated financial position at December 31, 2016 or results of operations or cash flows for the year ended December 31, 2016. See Note 3, “Business Combinations,” for additional disclosure. Classification of Certain Cash Receipts and Cash Payments In August 2016, the FASB issued ASU 2016-15, "Classification of Certain Cash Receipts and Cash Payments" . This ASU addresses specific cash flow issues with the objective of reducing the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The Company implemented this update retrospectively in its consolidated financial statements for the interim period ended September 30, 2016. The implementation of this update did not materially impact the Company’s consolidated financial position, results of operations or cash flows or disclosure. Recently Issued Accounting Pronouncements Revenue from Contracts with Customers In May 2014, the FASB issued guidance regarding the accounting for revenue from contracts with customers. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers - Deferral of the Effective Date". The ASU deferred the effective date of the new revenue recognition model by one year. As a result, the guidance will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. In March 2016, the FASB issued ASU 2016-08, “Principal versus Agent Considerations (Reporting Revenue Gross versus Net)" which clarifies implementation guidance on principal versus agent considerations. In April, May and December 2016, the FASB issued ASU 2016-10, “Identifying Performance Obligations and Licensing", ASU 2016-12, “Narrow-Scope Improvements and Practical Expedients" and ASU 2016-20 "Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers", respectively, which addressed implementation issues and provided technical corrections. The guidance may be applied retrospectively or using a modified retrospective approach to adjust retained earnings. The Company is currently assessing the impact the new revenue recognition model will have on its consolidated financial position, results of operations, cash flows, and disclosure. Simplifying the Measurement of Inventory In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory". The ASU provides guidance for the subsequent measurement of inventory and requires that inventory that is measured using average cost be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. The implementation of this update is not expected to materially impact the Company’s consolidated financial position, results of operations or cash flows or disclosure. Recognition and Measurement of Financial Assets and Financial Liabilities In January 2016, the FASB issued ASU 2016-01, "Recognition and Measurement of Financial Assets and Financial Liabilities". ASU 2016-01 addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments. ASU 2016-01 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2017. This ASU is not expected to have a material impact on the Company's consolidated financial position, results of operations or cash flows or disclosure. Leases In February 2016, the FASB issued ASU 2016-02, “Leases". This ASU will require most lease assets and lease liabilities to be recognized on the balance sheet and the disclosure of key information about lease arrangements. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. The Company is currently assessing the impact the new lease standard will have on its consolidated financial position, results of operations, cash flows, and disclosure. Employee Share-Based Payment Accounting In March 2016, the FASB issued ASU 2016-09, "Improvements to Employee Share-Based Payment Accounting ". This ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for forfeitures, income taxes, and statutory tax withholding requirements. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. The Company is currently assessing the impact this update will have on its consolidated financial position, results of operations, cash flows, and disclosure. Financial Instruments - Credit Losses In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses". This ASU replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires a broader range of reasonable and supportable information to support credit loss estimates. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. The Company is currently assessing the impact this update will have on its consolidated financial position, results of operations, cash flows, and disclosure. Income Taxes - Intra-Entity Transfers of Assets Other than Inventory In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other than Inventory". This ASU requires companies to recognize the income tax effects of intercompany sales or transfers of assets, other than inventory, in the income statement as income tax expense or benefit in the period the sale or transfer occurs. Current GAAP prohibits the recognition of income tax expense or benefit for an intra-entity transfer until the asset leaves the consolidated group. This ASU will be effective for fiscal years beginning after December 15, 2017, and interim periods within those years. Early adoption is permitted as of the beginning of an annual reporting period. The ASU must be applied on a modified retrospective basis with a cumulative-effect adjustment directly to retained earnings in the period of adoption. In the period of adoption, the Company will write off any income tax effects that had been deferred from past intercompany transactions to opening retained earnings. The Company expects to early adopt this ASU in its year ended December 31, 2017, and expects prepaid tax of $54.1 million and deferred tax assets will be recorded directly to opening retained earnings at January 1, 2017. The Company is currently assessing the deferred tax effect of adoption of this ASU. Deferred tax assets recorded upon adoption will be assessed for realizability under ASC 740, and, if a valuation allowance on those deferred tax assets is necessary on the date of adoption, that allowance will be recorded with an offset to opening retained earnings. ASU 2016-16 will not have any effect on the Company’s cash flows. Restricted Cash In November 2016, the FASB issued ASU 2016-18, "Restricted Cash". ASU 2016-18 requires that a statement of cash flows explain the change during the period in the total cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. ASU 2016-18 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2017. This ASU will not impact the Company's consolidated financial position or results of operations and for the year ended December 31, 2016, would not have had a material impact on net cash used in investing activities. For the year ended December 31, 2016, the net decrease in cash, cash equivalents and restricted cash and cash equivalents would have been $119.9 million , compared with the net decrease in cash and cash equivalents of -$120.2 million as currently disclosed in the consolidated statement of cash flows. Clarifying the Definition of a Business In January 2017, the FASB issued ASU 2017-01, "Clarifying the Definition of a Business". ASU 2017-01 narrows the definition of a business and provides a framework that gives entities a basis for making reasonable judgments about whether a transaction involves an asset or a business. ASU 2017-01 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2017. Early adoption is permitted. The Company expects to early adopt this ASU in its year ended December 31, 2017. The Company will apply an initial screen for determining whether a transaction involves an asset or a business. When substantially all of the fair value of the gross assets acquired is concentrated in a single identified asset, the set will not be a business and no goodwill or gain on acquisition will be recognized. Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, "Simplifying the Test for Goodwill Impairment". ASU 2017-04 eliminates step 2 of the goodwill impairment test. An entity no longer will determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2019. Early adoption is permitted. At December 31, 2016, the Company performed a qualitative assessment of goodwill and, based on this assessment, no impairment of goodwill was identified. The Company did not have to perform step 2 of the goodwill impairment test. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations a) PetroLatina Energy Ltd. On August 23, 2016 (the “PetroLatina Acquisition Date”), the Company acquired all of the issued and outstanding common shares of PetroLatina Energy Ltd. ("PetroLatina") for $525 million , consisting of cash consideration of $465.7 million , which included a deferred cash payment of $25.0 million that was paid on December 31, 2016, assumption of a reserve-backed credit facility with an outstanding balance of $80.0 million (Note 8), net working capital of $17.3 million and other closing adjustments. Upon completion of the transaction on the PetroLatina Acquisition Date, Gran Tierra repaid and canceled the reserve-based credit facility and PetroLatina became an indirect wholly-owned subsidiary of Gran Tierra. PetroLatina is an exploration and production company, incorporated in England and Wales, with assets primarily in the Middle Magdalena Basin of Colombia. The acquisition added a new core area for Gran Tierra in the prolific Middle Magdalena Basin and was accounted for as a business combination using the acquisition method, with Gran Tierra being the acquirer, whereby the assets acquired and liabilities assumed were recognized at their fair values as at the PetroLatina Acquisition Date, and the results of PetroLatina were included with those of Gran Tierra from that date. Fair value estimates were made based on significant unobservable (Level 3) inputs and based on the best information available at the time. The following table shows the allocation of the consideration based on the fair values of the assets and liabilities acquired: (Thousands of U.S. Dollars) Consideration Paid: Purchase price $ 525,000 Purchase price adjustments: PetroLatina's long-term debt assumed (80,000 ) Working capital and other 20,683 Total cash consideration 465,683 Estimated post-closing adjustments 1,908 Cash consideration paid $ 467,591 Allocation of Total Consideration (2) : Oil and gas properties Proved (1) $ 360,483 Unproved (1) 432,286 Net working capital (including cash acquired of $15.9 million, restricted cash of $0.7 million and accounts receivable of $4.0 million) 17,302 Long-term restricted cash 3,017 Long-term debt (80,000 ) Long-term deferred tax liability (1) (262,566 ) Long-term portion of asset retirement obligation (3,870 ) Other long-term liabilities (969 ) $ 465,683 (1) During the three months ended December 31, 2016, post-closing adjustments were finalized and this resulted in a $4.3 million increase to total cash consideration. Additionally, management obtained further information about the acquisition date fair value of PetroLatina's proved and unproved properties and working capital and determined that the fair values were $3.9 million lower, $9.6 million higher and $1.8 million higher, respectively, than previously estimated. This resulted in a $3.2 million increase in the acquisition date deferred tax liability. In accordance with GAAP, these changes were accounted for in the three months ended December 31, 2016 without retrospective revision of prior periods. The reduction in the acquisition date fair value of proved properties would have resulted in a $1.0 million net of income tax expense, reduction in the net loss for the three months ended September 30, 2016, as a result of lower Colombian ceiling test impairment losses. (2) The allocation of the consideration is incomplete and is subject to change. Management is continuing to review and assess information to accurately determine the acquisition date fair value of the assets and liabilities acquired. During the measurement period, Gran Tierra will continue to obtain information to assist in finalizing the fair value of net assets acquired, which may differ materially from the above preliminary estimates. The Company's consolidated statement of operations for the year ended December 31, 2016, included oil and gas sales of $11.4 million and net loss after tax of $42.3 million from PetroLatina for the period subsequent to the PetroLatina Acquisition Date. Pro Forma Results (unaudited) Pro forma results for the years ended December 31, 2016 and 2015, are shown below, as if the acquisition had occurred on January 1, 2015. Pro forma results are not indicative of actual results or future performance. Years Ended December 31, (Unaudited, thousands of U.S. Dollars, except per share amounts) 2016 2015 Oil and gas sales $ 323,266 $ 357,693 Net loss $ (309,972 ) $ (288,389 ) Net loss per share - basic and diluted $ (0.97 ) $ (1.01 ) The supplemental pro forma net loss of Gran Tierra for the year ended December 31, 2016, was adjusted to exclude $6.2 million of transaction expenses because they were not expected to have a continuing impact on Gran Tierra’s results of operations. b) Petroamerica Oil Corp. On January 13, 2016 (the “Petroamerica Acquisition Date”), the Company acquired all of the issued and outstanding common shares of Petroamerica Oil Corp. ("Petroamerica"), a Canadian corporation, pursuant to the terms and conditions of an arrangement agreement dated November 12, 2015 (the “Arrangement”). The transaction contemplated by the Arrangement was effected through a court approved plan of arrangement in Canada. The Arrangement was approved at a special meeting of Petroamerica shareholders and by the Court of Queen's Bench of Alberta on January 11, 2016. Under the Arrangement, each Petroamerica shareholder was entitled to receive, for each Petroamerica share held, either $0.40 of a Gran Tierra common share or $1.33 Canadian dollars in cash, or a combination of shares and cash, subject to a maximum of 70% of the consideration payable in cash. As consideration for the acquisition of all the issued and outstanding Petroamerica shares, the Company issued approximately 13.7 million shares of Gran Tierra Common Stock, par value $0.001 , and paid cash consideration of approximately $70.6 million . The fair value of Gran Tierra’s Common Stock issued was determined to be $25.8 million based on the closing price of shares of Common Stock of Gran Tierra as at the Petroamerica Acquisition Date. Total net purchase price of Petroamerica was $72.2 million , after giving effect to net working capital of $24.2 million . Upon completion of the transaction on the Petroamerica Acquisition Date, Petroamerica became an indirect wholly-owned subsidiary of Gran Tierra. The acquisition was accounted for as a business combination using the acquisition method, with Gran Tierra being the acquirer, whereby the assets acquired and liabilities assumed were recognized at their fair values as at the Petroamerica Acquisition Date, and the results of Petroamerica were included with those of Gran Tierra from that date. Fair value estimates were made based on significant unobservable (Level 3) inputs and based on the best information available at the time. The following table shows the allocation of the consideration paid based on the fair values of the assets and liabilities acquired: (Thousands of U.S. Dollars) Consideration Paid: Cash $ 70,625 Issuance of Common Shares, net of share issuance costs 25,811 $ 96,436 Allocation of Consideration Paid: Oil and gas properties Proved (1) $ 36,082 Unproved (1) 52,232 Net working capital (including cash acquired of $19.7 million, restricted cash of $2.5 million and accounts receivable of $5.0 million) 24,202 Long-term restricted cash 8,167 Other long-term assets 1,570 Long-term deferred tax liability (1) (10,553 ) Long-term portion of asset retirement obligation (11,556 ) Other long-term liabilities (2,779 ) Gain on acquisition (1) (929 ) $ 96,436 (1) During the three months ended December 31, 2016, management obtained further information about the acquisition date fair value of Petroamerica's proved and unproved properties and determined that the fair values were $12.5 million lower and $2.2 million higher, respectively, than previously estimated. This resulted in a $10.8 million decrease in the gain on acquisition, and a $0.5 million increase in the acquisition date deferred tax liability. In accordance with GAAP, these changes were accounted for in the three months ended December 31, 2016 without retrospective revision of prior periods. The reduction in the acquisition date fair value of proved properties would have resulted in a $11.4 million , net of income tax expense, reduction in the net loss for the three months ended March 31, 2016, as a result of lower Colombian ceiling test impairment losses. As indicated in the allocation of the consideration paid, the fair value of identifiable assets acquired and liabilities assumed exceeded the fair value of the consideration paid. Consequently, Gran Tierra reassessed the recognition and measurement of identifiable assets acquired and liabilities assumed and concluded that all acquired assets and assumed liabilities were recognized and that the valuation procedures and resulting measures were appropriate. As a result, Gran Tierra recognized an “Other gain” of $0.9 million in the consolidated statement of operations for the year ended December 31, 2016. The gain reflects the impact on Petroamerica’s pre-acquisition market value resulting from the company's lack of liquidity and capital resources required to maintain current production and reserves and further develop and explore their inventory of prospects. The Company's consolidated statement of operations for the year ended December 31, 2016, included oil and gas sales of $17.1 million and net loss after tax of $24.7 million from Petroamerica for the period subsequent to the Petroamerica Acquisition Date. Pro Forma Results (unaudited) Pro forma results for the years ended December 31, 2016 and 2015, are shown below, as if the acquisition had occurred on January 1, 2015. Pro forma results are not indicative of actual results or future performance. Years Ended December 31, (Unaudited, thousands of U.S. Dollars, except per share amounts) 2016 2015 Oil and gas sales $ 289,739 $ 332,867 Net loss $ (466,506 ) $ (276,852 ) Net loss per share - basic and diluted $ (1.45 ) $ (0.97 ) The supplemental pro forma net loss of Gran Tierra for the year ended December 31, 2016, was adjusted to exclude the $0.9 million gain on acquisition and $1.2 million of transaction expenses because they were not expected to have a continuing impact on Gran Tierra’s results of operations. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On June 25, 2014, the Company sold its Argentina business unit to Madalena Energy Inc. ("Madalena") for aggregate consideration of $69.3 million , comprising $55.4 million in cash and $13.9 million in Madalena shares. Revenue and other income and loss from discontinued operations, net of income taxes, for the year ended December 31, 2014, were as follows: Year Ended December 31, (Thousands of U.S. Dollars) 2014 Revenue and other income $ 31,985 Loss from operations of discontinued operations before income taxes $ (6,252 ) Income tax expense (1,458 ) Loss from operations of discontinued operations (7,710 ) Loss on sale before income taxes (18,235 ) Income tax expense (1,045 ) Loss on sale (19,280 ) Loss from discontinued operations, net of income taxes $ (26,990 ) |
Segment and Geographic Reportin
Segment and Geographic Reporting | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment and Geographic Reporting | Segment and Geographic Reporting The Company is primarily engaged in the exploration and production of oil and natural gas. The Company’s reportable segments are Colombia, Peru and Brazil based on geographic organization. The All Other category represents the Company’s corporate activities. The Company evaluates reportable segment performance based on income or loss from continuing operations before income taxes. On February, 6, 2017, the Company announced that a purchase and sale agreement had been executed by the Purchaser to purchase Gran Tierra's Brazil business unit through the acquisition of all of the equity interests in one of Gran Tierra's indirect subsidiaries, and the assignment of certain debt owed by the corporate entities comprising Gran Tierra's Brazil business unit to the Gran Tierra group of companies (Note 17). The completion of the sale is subject to the Purchaser obtaining financing, as well as customary closing conditions, including the receipt of required regulatory approval from the ANP. The following tables present information on the Company’s reportable segments and other activities: Year Ended December 31, 2016 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Oil and natural gas sales $ 280,872 $ — $ 8,397 $ — $ 289,269 DD&A expenses 132,569 544 3,819 2,603 139,535 Asset impairment 514,314 31,192 71,143 — 616,649 General and administrative expenses 17,187 1,643 968 13,420 33,218 Interest income 1,281 8 274 805 2,368 Interest expense — — — 14,145 14,145 Loss from continuing operations before income taxes (505,447 ) (33,181 ) (70,591 ) (41,015 ) (650,234 ) Segment capital expenditures (1) 105,963 5,059 15,146 1,621 127,789 Year Ended December 31, 2015 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Oil and natural gas sales $ 269,035 $ — $ 6,976 $ — $ 276,011 DD&A expenses 167,701 789 6,183 1,713 176,386 Asset impairment 235,069 41,916 46,933 — 323,918 General and administrative expenses 9,805 3,800 2,708 16,040 32,353 Interest income 294 2 218 855 1,369 Interest expense — — — — — Loss from continuing operations before income taxes (238,463 ) (51,675 ) (54,968 ) (22,982 ) (368,088 ) Segment capital expenditures 85,326 50,203 20,014 1,096 156,639 Year Ended December 31, 2014 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Oil and natural gas sales $ 532,196 $ — $ 27,202 $ — $ 559,398 DD&A expenses 174,063 690 9,932 1,192 185,877 Asset impairment — 265,126 — 265,126 General and administrative expenses 19,431 6,448 3,698 21,672 51,249 Interest income 569 1 1,604 682 2,856 Interest expense — — — — — Income (loss) from continuing operations before income taxes 279,924 (274,207 ) 5,921 (28,772 ) (17,134 ) Segment capital expenditures 206,520 158,266 23,873 2,867 391,526 (1) On January 13, 2016 and August 23, 2016, respectively, the Company acquired all of the issued and outstanding common shares of Petroamerica and PetroLatina, which acquisitions were accounted for as business combinations (Note 3) and, therefore, property, plant and equipment acquired are not reflected in the table above. Additionally, on January 25, 2016, the Company acquired all of the issued and outstanding common shares of PetroGranada Colombia Limited ("PGC"), which acquisition was accounted for as an asset acquisition (Note 7) and property, plant and equipment acquired in this acquisition are not reflected in the table above. As at December 31, 2016 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Property, plant and equipment $ 939,947 $ 68,428 $ 55,196 $ 3,038 $ 1,066,609 Goodwill 102,581 — — — $ 102,581 All other assets 177,393 10,848 1,619 8,846 $ 198,706 Total Assets $ 1,219,921 $ 79,276 $ 56,815 $ 11,884 $ 1,367,896 As at December 31, 2015 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Property, plant and equipment $ 574,351 $ 95,069 $ 115,552 $ 4,021 $ 788,993 Goodwill 102,581 — — — $ 102,581 All other assets 93,479 21,111 2,236 137,718 $ 254,544 Total Assets $ 770,411 $ 116,180 $ 117,788 $ 141,739 $ 1,146,118 The following table presents the number of customers from whom the Company derived 10% or more of its consolidated oil and gas sales and sales as a percentage of the Company's consolidated oil and gas sales to each customer. All of these customers were in the Company's Colombian reportable segment: Year Ended December 31, 2016 2015 2014 Number of significant customers 3 4 2 Sales to each significant customer as % of oil and gas sales 40 % 34 % 13 % 43 % 15 % 13 % 12 % 52 % 32 % |
Accounts Receivable and Invento
Accounts Receivable and Inventory | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Accounts Receivable and Inventory | Accounts Receivable and Inventory Accounts Receivable As at December 31, (Thousands of U.S. Dollars) 2016 2015 Trade $ 39,203 $ 26,924 Other 6,495 2,293 $ 45,698 $ 29,217 Inventory At December 31, 2016 , oil and supplies inventories were $6.0 million and $1.8 million , respectively ( December 31, 2015 - $17.8 million and $1.3 million , respectively). At December 31, 2016 , the Company had 208 Mbbl of oil inventory (December 31, 2015 - 616 Mbbl) NAR. In the year ended December 31, 2016 , the Company recorded oil inventory impairment of $0.7 million ( year ended December 31, 2015 - $2.6 million , year ended December 31, 2014 - $ nil ) related to lower oil prices (Note 7). |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment As at December 31, (Thousands of U.S. Dollars) 2016 2015 Oil and natural gas properties Proved $ 2,652,171 $ 1,998,330 Unproved 647,774 310,771 3,299,945 2,309,101 Other 29,445 28,342 3,329,390 2,337,443 Accumulated depletion, depreciation and impairment (2,262,781 ) (1,548,450 ) $ 1,066,609 $ 788,993 In the year ended December 31, 2016 , the Company recorded ceiling test impairment losses of $513.7 million in its Colombia cost center, and $71.1 million in its Brazil cost center. The Colombia ceiling test impairment loss related to lower oil prices and the fact that the acquisitions of PetroLatina and PetroAmerica were initially added into the cost base at estimated fair value (Note 3). However, these acquired assets were subjected to a prescribed U.S. GAAP ceiling test, which is not a fair value test, and which, as noted below, uses constant commodity pricing that averages prices during the preceding 12 months. The Brazil ceiling test impairment loss related to continued low oil prices and increased costs in the depletable base as a result of a $45.0 million impairment of unproved properties. In the year ended December 31, 2015, the Company recorded ceiling test impairment losses of $232.4 million in its Colombia cost center, and $46.9 million in its Brazil cost center as a result of lower realized prices. The Company follows the full cost method of accounting for its oil and gas properties. Under this method, the net book value of properties on a country-by-country basis, less related deferred income taxes, may not exceed a calculated “ceiling”. The ceiling is the estimated after tax future net revenues from proved oil and gas properties, discounted at 10% per year. In calculating discounted future net revenues, oil and natural gas prices are determined using the average price during the 12 months period prior to the ending date of the period covered by the balance sheet, calculated as an unweighted arithmetic average of the first-day-of-the month price for each month within such period for that oil and natural gas. That average price is then held constant, except for changes which are fixed and determinable by existing contracts. Therefore, ceiling test estimates are based on historical prices discounted at 10% per year and it should not be assumed that estimates of future net revenues represent the fair market value of the Company's reserves. In accordance with GAAP, Gran Tierra used an average Brent price of $42.92 per bbl for the purposes of the December 31, 2016, ceiling test calculations (December 31, 2015 - $54.08 ). In the year ended December 31, 2016 , the Company recorded impairment losses in its Peru cost center of $31.2 million related to costs incurred on Block 95, and other blocks. In the years ended December 31, 2015 and 2014, the Company recorded impairment losses of $41.9 million and $265.1 million , respectively, related to costs incurred on Block 95. On February 19, 2015, the Company made the decision to cease all further development expenditures on the Bretaña Field on Block 95 other than what is necessary to maintain tangible asset integrity and security. In the three months ended September 30, 2016, the Company ceased the impairment of costs incurred on Block 95 as a result of the effect of a revised field development plan for the Block. Asset impairment for the three years ended December 31, 2016 , was follows: (Thousands of U.S. Dollars) Year Ended December 31, 2016 2015 2014 Impairment of oil and gas properties $ 615,985 $ 321,285 $ 265,126 Impairment of inventory (Note 6) 664 2,633 — $ 616,649 $ 323,918 $ 265,126 Depletion and depreciation expense on property, plant and equipment for the year ended December 31, 2016 , was $130.2 million ( year ended December 31, 2015 - $177.9 million ; year ended December 31, 2014 - $187.9 million ). A portion of depletion and depreciation expense was recorded as inventory in each year and adjusted for inventory changes. Acquisition of PGC On January 25, 2016, the Company acquired all of the issued and outstanding common shares of PGC, pursuant to the terms and conditions of an acquisition agreement dated January 14, 2016. PGC is an oil and gas exploration, development and production company active in Colombia. Upon completion of the transaction, PGC became an indirect wholly-owned subsidiary of Gran Tierra. The net purchase price of PGC was $19.4 million , after giving consideration to net working capital of $18.3 million . The acquisition was accounted for as an asset acquisition with the excess consideration paid over the fair value of the net assets acquired allocated on a relative fair value basis to the net assets acquired. The following table shows the allocation of the cost of the acquisition based on the relative fair values of the assets and liabilities acquired: (Thousands of U.S. Dollars) Cost of asset acquisition: Cash $ 37,727 Allocation of Consideration Paid: Oil and gas properties Proved $ 12,228 Unproved 15,563 27,791 Net working capital (including cash acquired of $0.2 million and restricted cash of $18.6 million) 18,339 Long-term deferred tax liability (8,403 ) $ 37,727 Contingent consideration of $4.0 million will be payable if cumulative production from the Putumayo-7 Block plus gross proved plus probable reserves under the Putumayo-7 Block meet or exceed 8 MMbbl. Contingent consideration will be recognized when the contingency is resolved and the consideration is paid or becomes payable. On November 25, 2016, Gran Tierra submitted winning bids totaling a combined $30.4 million for two blocks which Ecopetrol offered as part of an asset disposition process. Gran Tierra's winning bids were on the Santana and Nancy-Burdine-Maxine Blocks, which are located in the Putumayo Basin. At December 31, 2016, the assignments of working interests in these blocks was not complete. Ecopetrol will transfer ownership of the blocks' assets, contracts, permits and licenses, as well as 100% ownership of Ecopetrol's rights and obligations in respect of the oil and gas assets, to Gran Tierra once the Agencia Nacional de Hidrocarburos (National Hydrocarbons Agency) (“ANH”) grants approval and the conditions of the assignment agreement are met. The purchase price of $30.4 million will be paid from the Company's credit facility. Additionally, Gran Tierra sold non-operated and non-core assets in Colombia to a third party for cash consideration of $6.0 million . Unproved oil and natural gas properties consist of exploration lands held in Colombia, Brazil and Peru. The following table provides a summary of Gran Tierra’s unproved properties as at December 31, 2016 : As at December 31, (Thousands of U.S. Dollars) 2016 2015 Colombia $ 561,463 $ 147,500 Brazil 67,866 69,089 Peru 18,445 94,182 $ 647,774 $ 310,771 Unproved oil and natural gas properties are being held for their exploration value and are not being depleted pending determination of the existence of proved reserves. Gran Tierra will continue to assess the unproved properties over the next several years as proved reserves are established and as exploration warrants whether or not future areas will be developed. The Company expects that approximately 74% of costs not subject to depletion at December 31, 2016 , will be transferred to the depletable base within the next five years and the remainder in the next five to 10 years. The following is a summary of Gran Tierra’s oil and natural gas properties not subject to depletion as at December 31, 2016 : Costs Incurred in (Thousands of U.S. Dollars) 2016 2015 2014 Prior to 2014 Total Acquisition costs - Colombia $ 429,626 $ — $ — $ 48,810 $ 478,436 Acquisition costs - Peru — — — 11,500 11,500 Acquisition costs - Brazil — — — 5,949 5,949 Exploration costs - Colombia 10,823 16,840 29,969 25,394 83,026 Exploration costs - Peru 3,213 7,471 29,424 16,258 56,366 Exploration costs - Brazil 79 4,714 2,024 5,680 12,497 Total oil and natural gas properties not subject to depletion $ 443,741 $ 29,025 $ 61,417 $ 113,591 $ 647,774 |
Debt and Debt Issuance Costs
Debt and Debt Issuance Costs | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt and Debt Issuance Costs | Debt and Debt Issuance Costs The Company's debt at December 31, 2016 and 2015, was as follows: As at December 31, (Thousands of U.S. Dollars) 2016 2015 Convertible senior notes (a) $ 115,000 $ — Revolving credit facility (b) 90,000 — Unamortized debt issuance costs (7,917 ) — Long-term debt $ 197,083 $ — a) Convertible Senior Notes On April 6, 2016, the Company issued $100 million aggregate principal amount of Notes in a private placement to qualified institutional buyers. On April 22, 2016, the Company issued an additional $15 million aggregate principal amount of the Notes pursuant to the underwriters’ exercise of their option to acquire additional Notes. The Notes bear interest at a rate of 5.00% per year, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on October 1, 2016. The Notes will mature on April 1, 2021, unless earlier redeemed, repurchased or converted. The Notes are unsecured and are subordinated to secured debt to the extent of the value of the assets securing such indebtedness. The Notes are convertible at the option of the holder at any time prior to the close of business on the business day immediately preceding the maturity date. The conversion rate is initially 311.4295 shares of Common Stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $3.21 per share of Common Stock). The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, the Company will increase the conversion rate for a holder who elects to convert its Notes in connection with such a corporate event in certain circumstances. The Company may not redeem the Notes prior to April 5, 2019, except in certain circumstances following a fundamental change (as defined in the indenture governing the Notes). The Company may redeem for all cash or any portion of the Notes, at its option, on or after April 5, 2019, if (terms below are as defined in the indenture governing the Notes): (i) the last reported sale price of the Company's Common Stock has been at least 150% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption; and (ii) the Company has filed all reports that it is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (other than current reports on Form 8-K), during the twelve months preceding the date on which the Company provides such notice. The redemption price will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. No sinking fund is provided for the Notes. If the Company undergoes a fundamental change, holders may require the Company to repurchase for cash all or any portion of their Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. Net proceeds from the sale of the Notes were $109.1 million , after deducting the initial purchasers' discount and the offering expenses payable by the Company. b) Credit Facility At December 31, 2016, the Company had a revolving credit facility with a syndicate of lenders. On November 16, 2016, the Company entered into a Fourth Amendment (the "Fourth Amendment") to its credit agreement dated September 18, 2015 (the "Credit Agreement"). The Fourth Amendment, among other things, increased the borrowing base from $185.0 million , with $160.0 million readily available and $25.0 million subject to the consent of all lenders, to $250 million readily available. Availability under the revolving credit facility is determined by the reserves-based borrowing base determined by the lenders. T he borrowing base will be re-determined semi-annually and will be re-determined no later than May 2017. The Company’s revolving credit facility is secured against the assets of the Company’s subsidiaries in Colombia, Canada and the United States of America (the "Credit Facility Group"). The credit agreement includes a letter of credit sub-limit of up to $100 million . None of the letter of credit sub-limit had been used at December 31, 2016. Borrowings under the revolving credit facility will mature on September 18, 2018. Under the terms of the credit facility, the Company cannot pay any dividends to its shareholders if it is in default under the facility and, if the Company is not in default, it is required to obtain bank approval for dividend payments to shareholders outside of the Credit Facility Group. 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 2.00% and 3.00% per annum, or an alternate base rate plus a margin ranging from 1.00% per annum to 2.00% per annum, in each case based on the borrowing base utilization percentage. The alternate base rate is currently the U.S. prime rate. At December 31 2016, the weighted-average interest rate on the balance outstanding on the Company's revolving credit facility was approximately 2.96% . Undrawn amounts under the revolving credit facility bear interest at 0.75% per annum, based on the average daily amount of unused commitments. A letter of credit participation fee of 0.25% per annum will accrue on the average daily amount of letter of credit exposure. On August 23, 2016, the Company entered into a Third Amendment (the "Third Amendment") to the Credit Agreement to add a bridge term loan facility (the “Bridge Loan Facility”), pursuant to which the lenders provided $130.0 million in secured bridge loan financing to fund a portion of the purchase price of the PetroLatina acquisition. The Bridge Loan Facility had a term of 364 days, bore interest at USD LIBOR plus 6% , and had customary bridge facility repayment terms, providing for the prepayment of the Bridge Loan Facility upon the occurrence of certain events, including certain debt issuances. It was otherwise on substantially the same terms as the existing secured revolving credit facility. On August 23, 2016, in connection with the PetroLatina acquisition, the Company drew $95.0 million on its revolving credit facility and $130.0 million on its Bridge Loan Facility. During the three months ending September 30, 2016, the Company repaid $30.0 million of the balance outstanding on its revolving credit facility. During the three months ending December 31, 2016, upon the sale of non-core assets (Note 7), the Company repaid $5.0 million of the balance outstanding on the Bridge Loan Facility and, concurrent with the effectiveness of the Fourth Amendment, repaid the remaining balance on the Bridge Loan Facility using available borrowing capacity under its Credit Agreement. This resulted in a balance outstanding on its revolving credit facility of $ 190 million . The Company subsequently drew an additional $37.0 million on its revolving credit facility and repaid $137.0 million of the balance outstanding on this facility primarily using proceeds from its November 2016 equity offering (Note 9). As part of the PetroLatina acquisition, Gran Tierra assumed PetroLatina's reserve-backed credit facility with an outstanding balance as at the PetroLatina Acquisition Date of $80.0 million . This credit facility plus accrued interest was repaid by Gran Tierra upon closing of the PetroLatina Acquisition on August 23, 2016. c) Interest expense The following table presents total interest expense recognized in the accompanying consolidated statements of operations: Year Ended December 31, (Thousands of U.S. Dollars) 2016 2015 2014 Contractual interest and other financing expenses $ 8,454 $ — $ — Amortization of debt issuance costs 5,691 — — $ 14,145 $ — $ — The Company incurred debt issuance costs in connection with the issuance of the Notes, the Bridge Loan Facility and its revolving credit facility. As at December 31, 2016, the balance of unamortized debt issuance costs has been presented as a direct deduction against the carrying amount of debt and is being amortized to interest expense using the effective interest method over the term of the debt. |
Share Capital
Share Capital | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Share Capital | Share Capital The Company’s authorized share capital consists of 595,000,002 shares of capital stock, of which 570 million are designated as Common Stock, par value $0.001 per share, 25 million are designated as Preferred Stock, par value $0.001 per share, and two shares are designated as special voting stock, par value $0.001 per share. As at December 31, 2016 , outstanding share capital consists of 390,807,194 shares of Common Stock of the Company, 4,812,592 exchangeable shares of Gran Tierra Exchangeco Inc., (the "Exchangeco exchangeable shares") and 3,387,302 exchangeable shares of Gran Tierra Goldstrike Inc. (the "Goldstrike exchangeable shares"). The Exchangeco exchangeable shares were issued upon the acquisition of Solana. The Goldstrike exchangeable shares were issued upon the business combination between Gran Tierra Energy Inc., an Alberta corporation, and Goldstrike, Inc., which is now the Company. The redemption date for the Exchangeco exchangeable shares and the Goldstrike exchangeable shares is a date to be established by the applicable Board of Directors. The holders of shares of Common Stock are entitled to one vote for each share on all matters submitted to a stockholder vote and are entitled to share in all dividends that the Company’s Board of Directors, in its discretion, declares from legally available funds. The holders of Common Stock have no pre-emptive rights, no conversion rights, and there are no redemption provisions applicable to the shares. Holders of exchangeable shares have substantially the same rights as holders of shares of Common Stock. Each exchangeable share is exchangeable into one share of Common Stock of the Company. Shares of Common Stock Exchangeable Shares of Gran Tierra Exchangeco Inc. Exchangeable Shares of Gran Tierra Goldstrike Inc. Balance, December 31, 2015 273,442,799 4,933,177 3,638,889 Shares issued upon conversion of subscription receipts (a) 57,835,134 — — Shares issued upon public offering (b) 43,335,000 — — Shares issued for acquisition (Note 3) 13,656,719 — — Options exercised 2,165,370 — — Exchange of exchangeable shares 372,172 (120,585 ) (251,587 ) Balance, December 31, 2016 390,807,194 4,812,592 3,387,302 a) Subscription Receipts On July 8, 2016, the Company issued approximately 57.8 million subscription receipts (“Subscription Receipts”) in a private placement to eligible purchasers at a price of $3.00 per Subscription Receipt for gross proceeds of $173.5 million , or net proceeds after share issuance costs of $165.8 million . The proceeds were used to partially fund the PetroLatina acquisition. Each Subscription Receipt entitled the holder to automatically receive one common share of the Company upon closing of the PetroLatina acquisition on the satisfaction of certain conditions. Upon the closing of the PetroLatina acquisition on August 23, 2016, each Subscription Receipt was converted to one common share. b) Public Offering On November 29, 2016, the Company issued approximately 43.3 million shares of its common stock at a public offering price of $3.00 per share for gross proceeds of $130.0 million , or net proceeds after share issuance costs of $123.0 million (the "Offering"). The proceeds were used to repay borrowings outstanding under the Company's revolving credit facility. 2015 Share Repurchase Program During 2015, the Company repurchased and canceled 4.6 million shares at an average price of $2.19 for total proceeds of $10.0 million , pursuant to the terms of a share repurchase program (the “2015 Program”) through the facilities of the Toronto Stock Exchange, the NYSE MKT and eligible alternative trading platforms in Canada and the United States. The 2015 Program expired on July 29, 2016. Equity Compensation Awards In December 2015, the Company's Board of Directors approved a new equity compensation program for 2016 to realign the Company's compensation programs with its renewed short and long-term strategy. The 2016 equity compensation program reflects the Company's emphasis on pay-for-performance. In prior years, all equity awards were subject to vesting conditions based solely on the recipient’s continued employment over a specified period of time. In contrast, 80% of the equity awards granted in early 2016 consisted of Performance Stock Units (“PSUs”) and 20% consisted of stock options. Gran Tierra's Compensation Committee and Board of Directors believed it was important to revise the Company's long-term incentive program to incorporate a new form of equity award that vests based on the achievement of certain key measures of performance. The purpose of this change was to align the Company's executives and employees to achieve the operational goals established by the Board of Directors, total shareholder return and increase the net asset value per share for stockholders. The Company’s equity compensation awards outstanding as at December 31, 2016 , include PSUs, deferred share units (“DSUs”), restricted stock units (“RSUs”) and stock options. In accordance with the 2007 Equity Incentive Plan, the Company’s Board of Directors is authorized to issue options or other rights to acquire shares of the Company’s Common Stock. On June 27, 2012, the shareholders of Gran Tierra approved an amendment to the Company’s 2007 Equity Incentive Plan, which increased the Common Stock available for issuance thereunder from 23,306,100 shares to 39,806,100 shares. The following table provides information about PSU, DSU, RSU and stock option activity for the year ended December 31, 2016 : PSUs DSUs RSUs Stock Options Number of Outstanding Share Units Number of Outstanding Share Units Number of Outstanding Share Units Number of Outstanding Options Weighted Average Exercise Price $/Option Balance, December 31, 2015 — — 1,015,457 12,851,557 $ 4.60 Granted 3,362,717 208,698 — 1,744,165 2.69 Exercised — — (476,972 ) (2,165,370 ) 2.47 Forfeited — — (179,340 ) (386,320 ) (4.71 ) Expired — — — (2,804,554 ) (6.49 ) Balance, December 31, 2016 3,362,717 208,698 359,145 9,239,478 $ 4.16 Exercisable, at December 31, 2016 5,068,834 $ 5.03 Vested, or expected to vest, at December 31, 2016, through the life of the options 9,000,561 $ 4.19 Stock-based compensation expense for the year ended December 31, 2016 , was $6.3 million (December 31, 2015 - $2.7 million ; December 31, 2014 - $7.7 million ) and was primarily recorded in G&A expenses. At December 31, 2016 , there was $10.0 million ( December 31, 2015 - $3.9 million ) of unrecognized compensation cost related to unvested PSUs, RSUs and stock options which is expected to be recognized over a weighted average period of 1.8 years. The weighted-average remaining contractual term of options vested, or expected to vest, at December 31, 2016 was 3.5 years. PSUs PSUs entitle the holder to receive, at the option of the Company, either the underlying number of shares of the Company's Common Stock upon vesting of such units or a cash payment equal to the value of the underlying shares. PSUs will cliff vest after three years, subject to the continued employment of the grantee. The number of PSUs that vest may range from zero to 200% of the target number granted based on the Company’s performance with respect to the applicable performance targets. The performance targets for the PSUs outstanding as at December 31, 2016 , are as follows: (i) 50% of the award is subject to targets relating to the total shareholder return (“TSR”) of the Company against a group of peer companies (ii) 25% of the award is subject to targets relating to net asset value ("NAV") of the Company per share and NAV is based on before tax net present value discounted at 10% of proved plus probable reserves; and (iii) 25% of the award is subject to targets relating to the execution of corporate strategy. The compensation cost of PSUs is subject to adjustment based upon the attainability of these performance targets. No settlement will occur with respect to the portion of the PSU award subject to each performance target for results below the applicable minimum threshold for that target. PSUs in excess of the target number granted will vest and be settled if performance exceeds the targeted performance goals. The Company currently intends to settle PSUs in cash. DSUs and RSUs DSUs and RSUs entitle the holder to receive, either the underlying number of shares of the Company's Common Stock upon vesting of such units or, at the option of the Company, a cash payment equal to the value of the underlying shares. The Company's historic practice has been to settle RSUs in cash and the Company currently intends to settle the RSUs and DSUs outstanding as at December 31, 2016 in cash, and, therefore, DSUs and RSUs are accounted for as liability instruments. Once a DSU or RSU is vested, it is immediately settled. During the year ended December 31, 2016 , DSUs were granted to directors and will vest 100% at such time the grantee ceases to be a member of the Board of Directors. For the year ended December 31, 2016 , the Company paid $1.2 million to cash settle RSUs ( 2015 - $1.4 million and 2014 - $ 3.4 million ). Stock Options Each stock option permits the holder to purchase one share of Common Stock at the stated exercise price. The exercise price equals the market price of a share of Common Stock at the time of grant. Stock options generally vest over three years. The term of stock options granted starting in May of 2013 is five years or three months after the grantee’s end of service to the Company, whichever occurs first. Stock options granted prior to May of 2013 continue to have a term of ten years or three months after the end of the grantee’s service to the Company, whichever occurs first. For the year ended December 31, 2016 , 2,165,370 shares of Common Stock were issued for cash proceeds of $5.3 million upon the exercise of 2,165,370 stock options ( 2015 – 390,000 ; 2014 – 3,029,853 ). At December 31, 2016 , the weighted average remaining contractual term of outstanding stock options was 3.5 years and of exercisable stock options was 3.3 years. The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model based on assumptions noted in the following table: Year Ended December 31, 2016 2015 2014 Dividend yield (per share) Nil Nil Nil Volatility 50% to 54% 46% to 50% 39% to 42% Weighted average volatility 52 % 48 % 41 % Risk-free interest rate 0.94% to 1.78% 1.20% to 1.68% 0.78% to 1.45% Expected term 4-5 years 4-5 years 4-5 years The weighted average grant date fair value for options granted in the year ended December 31, 2016 , was $1.14 ( 2015 - $1.24 ; 2014 - $2.47 ). The weighted average grant date fair value for options vested in the year ended December 31, 2016 , was $1.52 ( 2015 - $2.38 ; 2014 - $3.63 ). The total fair value of stock options vested during year ended December 31, 2016 , was $2.8 million ( 2015 - $6.8 million ; 2014 - $12.4 million ). Weighted Average Shares Outstanding Year Ended December 31, 2016 2015 2014 Weighted average number of common and exchangeable shares outstanding 320,851,538 285,333,869 284,715,785 Shares issuable pursuant to stock options — — — Shares assumed to be purchased from proceeds of stock options — — — Weighted average number of diluted common and exchangeable shares outstanding 320,851,538 285,333,869 284,715,785 For the year ended December 31, 2016 , 10,662,034 options, on a weighted average basis, ( 2015 - 13,432,287 options; 2014 - 15,621,890 options) were excluded from the diluted loss per share calculation as the options were anti-dilutive. |
Asset Retirement Obligation
Asset Retirement Obligation | 12 Months Ended |
Dec. 31, 2016 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligation | Asset Retirement Obligation Changes in the carrying amounts of the asset retirement obligation associated with the Company’s oil and natural gas properties were as follows: Year Ended December 31, (Thousands of U.S. Dollars) 2016 2015 Balance, beginning of year $ 33,224 $ 35,812 Settlements (872 ) (6,317 ) Liabilities associated with assets sold (3,257 ) — Liability incurred 2,606 1,556 Liabilities assumed in acquisitions (Note 3) 15,723 — Accretion 2,789 1,313 Revisions in estimated liability (6,856 ) 860 Balance, end of year $ 43,357 $ 33,224 Asset retirement obligation - current $ 5,215 $ 2,146 Asset retirement obligation - long-term 38,142 31,078 Balance, end of year $ 43,357 $ 33,224 For the year ended December 31, 2016 , settlements included cash payments of $0.6 million with the balance in accounts payable and accrued liabilities at December 31, 2016 . Revisions in estimated liabilities relate primarily to changes in estimates of asset retirement costs and include, but are not limited to, revisions of estimated inflation rates, changes in property lives and the expected timing of settling the asset retirement obligation. At December 31, 2016 , the fair value of assets that are legally restricted for purposes of settling asset retirement obligations was $12.0 million ( December 31, 2015 - $2.9 million ). These assets are accounted for as restricted cash on the Company's balance sheet. |
Taxes
Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Taxes | Taxes The income tax expense reported differs from the amount computed by applying the U.S. statutory rate to income or loss from continuing operations before income taxes for the following reasons: Year Ended December 31, (Thousands of U.S. Dollars) 2016 2015 2014 Loss from continuing operations before income taxes United States $ (23,986 ) $ (14,061 ) $ (19,744 ) Foreign (626,248 ) (354,027 ) 2,610 (650,234 ) (368,088 ) (17,134 ) 35 % 35 % 35 % Income tax recovery expense from continuing operations expected (227,582 ) (128,831 ) (5,997 ) Foreign currency translation adjustments 218 (187 ) (6,520 ) Impact of foreign taxes (1) (9,799 ) (13,087 ) 27,910 Other local taxes 1,998 2,354 4,433 Stock-based compensation 1,955 919 2,232 Increase in valuation allowance 47,675 37,691 94,922 Non-deductible third party royalty in Colombia 2,550 3,416 9,116 Other permanent differences (1,684 ) (2,334 ) 1,119 Total income tax (recovery) expense from continuing operations $ (184,669 ) $ (100,059 ) $ 127,215 Current income tax expense from continuing operations United States $ 1,818 $ 1,070 $ 1,260 Foreign 18,304 14,313 91,605 20,122 15,383 92,865 Deferred income tax (recovery) expense from continuing operations Foreign (2) (204,791 ) (115,442 ) 34,350 Total income tax (recovery) expense from continuing operations $ (184,669 ) $ (100,059 ) $ 127,215 (1) Impact of foreign taxes in the rate reconciliation are tax effected at the 35% statutory rate and for the years ended December 31, 2016 , 2015 and 2014, included $23.3 million , $11.8 million and $28.1 million , respectively, in Colombia. (2) The deferred tax recovery for the year ended December 31, 2016 , included $201.3 million associated with the ceiling test impairment loss in Colombia. As at December 31, (Thousands of U.S. Dollars) 2016 2015 Deferred Tax Assets Tax benefit of operating loss carryforwards $ 74,604 $ 56,015 Tax basis in excess of book basis 187,651 139,012 Foreign tax credits and other accruals 48,341 22,674 Tax benefit of capital loss carryforwards 32,278 30,799 Deferred tax assets before valuation allowance 342,874 248,500 Valuation allowance (341,263 ) (245,259 ) 1,611 3,241 Deferred Tax Liabilities 107,230 34,592 Net Deferred Tax Liabilities $ (105,619 ) $ (31,351 ) As at December 31, (Thousands of U.S. Dollars) 2016 2015 Operating loss carryforwards $ 257,023 $ 178,677 Capital loss carryforwards $ 239,095 $ 228,144 Of the operating loss and capital loss carryforwards, losses generated by the foreign subsidiaries of the Company. $ 496,118 $ 355,875 In certain jurisdictions, the operating loss carryforwards expire between 2017 and 2036, while certain other jurisdictions allow operating losses to be carried forward indefinitely. The capital losses can be carried forward indefinitely. The valuation allowance increased by $96.0 million during the year ended December 31, 2016 , which included $48.3 million of acquisition date valuation allowances for Petroamerica and PetroLatina. The change in the valuation allowance was primarily due to impairment losses recorded in Peru and Brazil and an increase in the corporate tax rate in Canada, partially offset by foreign currency translation adjustments. Also, the Company continues to incur losses in the U.S., Peru, Brazil and Canada. These losses are fully offset by a valuation allowance as their recognition does not meet the “more likely than not” threshold. In the fourth quarter of 2016, Congressional authorities in Colombia enacted new legislation which consolidated the corporate income tax and CREE tax into a single income tax at 40% for 2017 (including a surtax of 6% ), 37% for 2018 (including a surtax of 4% ) and 33% for 2019 and onwards. The tax rates applied to the calculation of deferred income taxes have been adjusted to reflect these changes and resulted in a decrease of the future Colombian tax liability by approximately $4.1 million when tax effected at 40% . This legislation also introduced a new 5% dividend tax on distributions of previously taxed earnings from 2017 and onwards. Additionally, the legislation increased the corporate minimum presumptive income tax from 3% to 3.5% . This tax is imposed on a taxpayer’s net equity at the prior year-end when the presumptive CIT exceeds actual taxable profits. Undistributed earnings of foreign subsidiaries as of December 31, 2016 , were considered to be permanently reinvested. A determination of the amount of unrecognized deferred tax liability on these undistributed earnings is not practicable. Effective November 1, 2016, several of Gran Tierra's subsidiaries executed intercompany sale agreements whereby certain depreciable assets were transferred within the consolidated Gran Tierra group. The purpose of the transaction was to improve the efficiency of Gran Tierra's operating and tax structures. The restructuring resulted in a consolidation of certain assets into a single entity in Colombia, an increase in the depreciable tax basis of the assets transferred, and current income taxes payable as at December 31, 2016, as a result of the capital gains taxes incurred. GAAP prohibits the recognition of current and deferred income taxes for intra-entity transfers until an asset leaves the consolidated group, therefore, the current and deferred income tax effect of the restructuring was deferred and recognized as prepaid income taxes at December 31, 2016. Since the date of the transfer, prepaid income taxes were amortized in accordance with accounting depreciation. Including the effect of tax reorganizations completed earlier in the year, at December 31, 2016, the Company's balance sheet included $54.1 million of prepaid income taxes, $12.3 million in current prepaid taxes and $41.8 million in long-term prepaid taxes, and $37.5 million of current income taxes payable. Changes in the Company's unrecognized tax benefit relating to loss or income from continuing operations are as follows: Year Ended December 31, 2016 2015 2014 (Thousands of U.S. Dollars) Unrecognized tax benefit relating to loss or income from continuing operations, beginning of year $ 2,200 $ 3,300 $ 2,900 Increases for positions relating to prior year — — 500 Decreases for positions relating to prior year (800 ) (100 ) Decreases due to lapse of statute of limitations (2,200 ) (300 ) — Unrecognized tax benefit relating to loss or income from continuing operations, end of year $ — $ 2,200 $ 3,300 Interest and penalties (recovery) expense on the unrecognized tax benefit included in income tax expense from continuing operations $ — $ (600 ) $ 400 To the extent interest and penalties may be assessed by taxing authorities on any underpayment of income tax, such amounts have been accrued and are classified as a component of income taxes in the consolidated statement of operations. As at December 31, 2016 , the amount of interest and penalties on the unrecognized tax benefit included in current income tax liabilities in the consolidated balance sheet was approximately $ nil ( December 31, 2015 - $1.4 million ).The Company had no other material interest or penalties included in the consolidated statement of operations for the three years ended December 31, 2016 , respectively. The Company and its subsidiaries file income tax returns in U.S. federal and state jurisdictions and certain other foreign jurisdictions. The Company is potentially subject to income tax examinations for the tax years 2009 through 2016 in certain jurisdictions. The Company does not anticipate any material changes to the unrecognized tax benefit disclosed above within the next twelve months. On December 23, 2014, the Colombian Congress passed legislation which imposes an equity tax levied on Colombian operations for 2015, 2016 and 2017. The equity tax is calculated based on a legislated measure, which is based on the Company’s Colombian legal entities' balance sheet equity for tax purposes at January 1, 2015. This measure is subject to adjustment for inflation in future years. The equity tax rates for January 1, 2015, 2016 and 2017, are 1.15% , 1% and 0.4% , respectively. The legal obligation for each year's equity tax liability arises on January 1 of each year; therefore, the Company recognized the annual amount of $3.1 million and $3.8 million for the equity tax expense in the consolidated statement of operations for the years ended December 31, 2016 and 2015. These amounts were paid in May and September of each year and at December 31, 2016 , accounts payable included $ nil ( December 31, 2015 - $ nil ). |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities As at December 31, (Thousands of U.S. Dollars) 2016 2015 Trade $ 80,072 $ 54,402 Royalties 4,542 2,066 Employee compensation and severance 8,152 8,414 Other 14,285 5,896 $ 107,051 $ 70,778 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Purchase Obligations, Firm Agreements and Leases As at December 31, 2016 , future minimum payments under non-cancelable agreements with remaining terms in excess of one year were as follows: Year ending December 31 Total 2017 2018 2019 2020 2021 Thereafter (Thousands of U.S. Dollars) Oil transportation services $ 13,958 $ 3,639 $ 3,639 $ 3,639 $ 3,041 $ — $ — Drilling, completions and seismic 4,159 2,172 1,987 — — — — Operating leases 4,111 1,971 1,259 412 402 67 — Software and telecommunication 35 24 11 — — — — $ 22,263 $ 7,806 $ 6,896 $ 4,051 $ 3,443 $ 67 $ — Gran Tierra leases certain office space, compressors, vehicles, equipment and housing. Total rent expense for the year ended December 31, 2016 , was $3.2 million ( year ended December 31, 2015 – $4.0 million ; year ended December 31, 2014 - $3.2 million ). Indemnities Corporate indemnities have been provided by the Company to directors and officers for various items including, but not limited to, all costs to settle suits or actions due to their association with the Company and its subsidiaries and/or affiliates, subject to certain restrictions. The Company has purchased directors’ and officers’ liability insurance to mitigate the cost of any potential future suits or actions. The maximum amount of any potential future payment cannot be reasonably estimated. The Company may provide indemnifications in the normal course of business that are often standard contractual terms to counterparties in certain transactions such as purchase and sale agreements. The terms of these indemnifications will vary based upon the contract, the nature of which prevents the Company from making a reasonable estimate of the maximum potential amounts that may be required to be paid. The Company provided the purchaser of its Argentina business unit with certain indemnifications. The Company remains responsible for certain contingent liabilities related to such indemnifications, subject to defined limitations. The Company does not believe that these obligations are probable of having a material impact on its consolidated financial position, results of operations or cash flows. Letters of credit At December 31, 2016 , the Company had provided promissory notes totaling $96.8 million ( December 31, 2015 - $76.5 million ) as security for letters of credit relating to work commitment guarantees contained in exploration contracts and other capital or operating requirements. Contingencies On June 6, 2016, the Company received a positive decision from the Chamber of Commerce of Bogotá Center for Arbitration and Conciliation tribunal (the "Tribunal") relating to its dispute with the Agencia Nacional de Hidrocarburos (National Hydrocarbons Agency) of Colombia ("ANH") with respect to whether all production from the Moqueta Exploitation Area of the Chaza Block exploration and production contract ("Chaza Contract") was subject to an additional royalty (the "HPR Royalty"). In its decision, the Tribunal found that the HPR Royalty under the Chaza Contract was only payable when the accumulated oil production from the Moqueta Exploitation Area exceeded 5.0 MMbbl. That production threshold was reached on April 30, 2015, and since that time the Company has been paying the HPR Royalty on production from the Moqueta Exploitation Area. The ANH and Gran Tierra are engaged in ongoing discussions regarding the interpretation of whether certain transportation and related costs are eligible to be deducted in the calculation of the HPR royalty. Based on the Company's understanding of the ANH's position, the estimated compensation which would be payable if the ANH’s interpretation is correct could be up to $45.9 million as at December 31, 2016 . At this time no amount has been accrued in the consolidated financial statements as Gran Tierra does not consider it probable that a loss will be incurred. In addition to the above, Gran Tierra has a number of lawsuits and claims pending. Although the outcome of these other 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. |
Financial Instruments, Fair Val
Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk | Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk Financial Instruments At December 31, 2016 , the Company’s financial instruments recognized in the balance sheet consist of; cash and cash equivalents; restricted cash; accounts receivable; derivative assets and liabilities; accounts payable and accrued liabilities; long-term debt; PSU liability included in other long-term liabilities; and RSU liability included in accounts payable and accrued liabilities and other long-term liabilities. Fair Value Measurement The fair value of derivatives and RSU and PSU liabilities are being remeasured at the estimated fair value at the end of each reporting period. 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. The fair value of the RSU liability was estimated based on quoted market prices in an active market. The fair value of the PSU liability was estimated based on quoted market prices in an active market and an option pricing model such as the Monte Carlo simulation option-pricing models. The fair value of trading securities which were received as consideration on the sale of the Company's Argentina business unit is estimated based on quoted market prices in an active market. The fair value of trading securities, derivative assets, and RSU and PSU liabilities at December 31, 2016 , and December 31, 2015 were as follows: As at December 31, (Thousands of U.S. Dollars) 2016 2015 Foreign currency derivative asset $ 578 $ — Trading securities — 6,250 $ 578 $ 6,250 Commodity price derivative liability $ 3,824 $ — RSU, PSU and DSU liability 3,907 1,189 $ 7,731 $ 1,189 During the year ended December 31, 2016, the Company sold the trading securities for cash proceeds of $2.3 million (year ended December 31, 2015 - nil ). These cash proceeds were included in cash flows from investing activities in the Company's consolidated statements of cash flows because these securities were received in connection with the sale of the Company's Argentina business unit in 2014. The following table presents losses or gains on financial instruments recognized in the accompanying consolidated statements of operations: (Thousands of U.S. Dollars) Year Ended December 31, 2016 2015 2014 Trading securities loss $ 3,925 $ 1,335 $ 6,326 Commodity price derivative loss 7,370 — — Foreign currency derivatives (gain) loss (1,016 ) 692 (1,604 ) $ 10,279 $ 2,027 $ 4,722 These losses are presented as financial instruments loss in the consolidated statements of operations and cash flows. Trading securities losses related to losses on the Madalena shares Gran Tierra received in connection with the sale of its Argentina business unit in June 2014 (Note 4). All trading securities were sold during the year ended December 31, 2016 and the trading securities loss represented a realized loss. For the years ended December 31, 2015 and 2014, the trading securities loss represented an unrealized loss. Financial instruments not recorded at fair value include the Notes (Note 8). At December 31, 2016 , the carrying amount of the Notes was $109.9 million , which represents the aggregate principal amount less unamortized debt issuance costs, and the fair value was $135.6 million . The fair value of long-term restricted cash 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. The fair value of the RSU liability was determined using Level 1 inputs. The fair value of the derivatives was determined using Level 2 inputs. The fair value of the PSU liability was determined using Level 3 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 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 the Company’s revolving credit facility was determined using an income approach using Level 3 inputs. The disclosure in the paragraph above regarding the fair value of the Notes was determined using Level 2 inputs based on the indicative pricing published by certain investment banks or trading levels of the Notes, which are not listed on any securities exchange or quoted on an inter-dealer automated quotation system. The disclosure in the paragraph above regarding the fair value of cash and restricted cash was based on Level 1 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. The significant level 3 inputs used to calculate such liabilities include estimates of costs to be incurred, the Company’s credit-adjusted risk-free interest rate, inflation rates and estimated dates of abandonment. Accretion expense is recognized over time as the discounted liabilities are accreted to their expected settlement value, while the asset retirement cost is amortized over the estimated productive life of the related assets. 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 flow in order to assure it can execute at least a portion of its capital spending. At December 31, 2016 , the Company had outstanding commodity price derivative positions as follows: Period and type of instrument Volume, Reference Sold Put Purchased Put Sold Call Premiums received/(paid) Collar: June 1, 2016 to May 31, 2017 10,000 ICE Brent $ 35 $ 45 $ 65 $ (1.25 ) Collar: June 1, 2017 to December 31, 2017 10,000 ICE Brent $ 35 $ 45 $ 65 $ 0.475 Collar: October 1, 2016 to December 31, 2017 5,000 ICE Brent $ 35 $ 45 $ 65 $ — During the year ended December 31, 2016, the Company paid net premiums upon entering into commodity price derivatives of $3.5 million . Collars are a combination of put options (floor) and sold call options (ceiling). For a collar position, the counterparty is required to make a payment to the Company if the settlement price for any settlement period is below the floor strike price while the Company is required to make payment to the counterparty if the settlement price for any settlement period is above the ceiling strike price. Neither party is required to make a payment to the other party if the settlement price for any settlement period is equal to or greater than the floor strike price and equal to or less than the ceiling strike price. At December 31, 2015, we did not have any open commodity price derivative positions. Foreign Exchange Risk and 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 costs. At December 31, 2016 , the Company had outstanding foreign currency derivative positions as follows: Period and type of instrument Amount hedged Reference Purchased Call Sold Put (1) Sold Put (1) Collar: January 1, 2017 to March 31, 2017 31,597.6 COP 3,100 3,300 3,345 Collar: April 1, 2017 to May 31, 2017 22,697.2 COP 3,100 3,310 3,370 54,294.8 (1) The put levels noted in the table above varied based on market conditions at the inception of each foreign currency derivative contract. At December 31, 2015, the Company did not have any open foreign currency derivative positions. The Company's cash flow is only impacted when the actual settlements under the derivative contracts result in making or receiving a payment to or from the counterparty. These cash settlements represent the cumulative gains and losses on the Company's derivative instruments for the periods presented and do not include a recovery of costs that were paid to acquire or modify the derivative instruments that were settled. These cash settlements were included in cash flows from operating activities in the Company's consolidated statements of cash flows. While the use of these derivative instruments may limit or partially reduce the downside risk of adverse commodity price and foreign exchange movements, their use also may limit future income and gains from favorable commodity price and foreign exchange movements. Unrealized foreign exchange gains and losses primarily result from fluctuation of the U.S. dollar to the Colombian peso due to Gran Tierra’s current and deferred tax liabilities, which are monetary liabilities mainly denominated in the local currency of the Colombian operations. As a result, foreign exchange gains and losses must be calculated on conversion to the U.S. dollar functional currency. A strengthening in the Colombian peso against the U.S. dollar results in foreign exchange losses, estimated at $43,000 for each one peso decrease in the exchange rate of the Colombian peso to one U.S. dollar . This effect was calculated based on the Company's December 31, 2016, deferred tax balances, adjusted for the expected effect of the adoption of ASU 2016-16. For the year ended December 31, 2016 , 97% ( year ended December 31, 2015 - 97% , year ended December 31, 2014 - 95% ) of the Company's oil and natural gas sales were generated in Colombia. In Colombia, the Company receives 100% of its revenues in U.S. dollars and the majority of its capital expenditures are in U.S. dollars or are based on U.S. dollar prices. In Brazil, prices for oil are in U.S. dollars, but revenues are received in local currency translated according to current exchange rates. The majority of the Company's capital expenditures within Brazil are based on U.S. dollar prices, but are paid in local currency translated according to current exchange rates. In Peru, capital expenditures are based on U.S. dollar prices and may be paid in local currency or U.S. dollars. Credit Risk Credit risk arises from the potential that the Company may incur a loss if a counterparty to a financial instrument fails to meet its obligation in accordance with agreed terms. The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash and accounts receivable. The carrying value of cash and cash equivalents, restricted cash and accounts receivable reflects management’s assessment of credit risk . At December 31, 2016 , cash and cash equivalents and restricted cash included balances in bank accounts, term deposits and certificates of deposit, placed with financial institutions with strong investment grade ratings or governments. Most of the Company’s accounts receivable relate to uncollateralized sales to customers in the oil and natural gas industry and are exposed to typical industry credit risks. The concentration of revenues in a single industry affects the Company’s overall exposure to credit risk because customers may be similarly affected by changes in economic and other conditions. The Company manages this credit risk by entering into sales contracts with only credit worthy entities and reviewing its exposure to individual entities on a regular basis. For the year ended December 31, 2016 , the Company had three customers which were significant to the Colombian segment, and one customer which was significant to the Brazil segment. To reduce the concentration of exposure to any individual counterparty, the Company utilizes a group of investment-grade rated financial institutions, for its derivative transactions. The Company monitors counterparty creditworthiness on an ongoing basis; however, it cannot predict sudden changes in counterparties’ creditworthiness. In addition, even if such changes are not sudden, the Company may be limited in its ability to mitigate an increase in counterparty credit risk. Should one of these counterparties not perform, the Company may not realize the benefit of some of its derivative instruments. |
Severance Expenses
Severance Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Severance Expenses | Severance Expenses During the years ended December 31, 2016 and 2015, the Company reduced the number of its employees and contractors. Severance expenses were recorded as incurred based on existing employee contracts, statutory requirements, completed negotiations and company policy. Severance expenses were $1.3 million , $9.0 million and $ nil in the three years ended December 31, 2016. At December 31, 2015, $ nil (December 31, 2014 - $1.5 million ) severance expense was payable. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information Net changes in assets and liabilities from operating activities of continuing operations were as follows: Year Ended December 31, 2016 2015 2014 Accounts receivable and other long-term assets $ (29 ) $ 44,365 $ (34,473 ) Derivatives (3,546 ) — — Inventory 5,510 (1,571 ) (2,891 ) Other prepaids (615 ) 152 4 Accounts payable and accrued and other long-term liabilities (9,691 ) (33,743 ) 2,988 Prepaid tax and taxes receivable and payable (2,966 ) (48,251 ) (61,064 ) Net changes in assets and liabilities from operating activities of continuing operations $ (11,337 ) $ (39,048 ) $ (95,436 ) The following table provides additional supplemental cash flow disclosures: Year Ended December 31, 2016 2015 2014 Cash paid for income taxes $ 64,067 $ 39,422 $ 101,179 Cash paid for interest $ 5,624 $ — $ — Non-cash investing activities: Net liabilities related to property, plant and equipment, end of year $ 55,181 $ 33,923 $ 113,874 Acquisition of marketable securities as proceeds from sale of Argentina business unit (Note 4) $ — $ — $ 13,912 See Note 3 in these consolidated financial statements for disclosure regarding shares issued in connection with the Company's acquisition of Petroamerica. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On February, 6, 2017, Gran Tierra announced that a purchase and sale agreement (the "Agreement") had been executed by the Purchaser to purchase Gran Tierra's Brazil business unit through the acquisition of all of the equity interests in one of Gran Tierra's indirect subsidiaries, and the assignment of certain debt owed by the corporate entities comprising Gran Tierra's Brazil business unit to the Gran Tierra group of companies (the "Brazil Divestiture"). Upon completion of the Brazil Divestiture, the Purchaser will acquire all of Gran Tierra's assets and certain liabilities in Brazil, including its 100% working interest in the Tiê Field and all of Gran Tierra's interest in exploration rights and obligations held pursuant to concession agreements granted by the Agência Nacional do Petróleo, Gás Natural e Biocombustíveis of Brazil ("ANP"). The completion of the Brazil Divestiture is subject to the Purchaser obtaining financing, as well as customary closing conditions, including the receipt of required regulatory approval from the ANP. The consideration to be received by Gran Tierra on the completion of the Brazil Divestiture is $35 million , subject to adjustments, plus the assumption by the Purchaser of certain existing and potential liabilities of Gran Tierra's Brazil business unit. Pursuant to the Agreement, the Purchaser paid a deposit of $3.5 million on February 7, 2017 , which is not refundable in the event the Purchaser is not successful in obtaining financing to complete the Brazil Divestiture. The economic effective date of the transaction will be on or before August 1, 2017, and Gran Tierra will continue to operate its Brazil business unit until the completion of the Brazil Divestiture. |
Significant Accounting Polici24
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of consolidation | Basis of consolidation These consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All intercompany accounts and transactions have been eliminated. |
Discontinued operations | Discontinued operations On June 25, 2014, the Company completed the sale of its Argentina business unit and the discontinued operations criteria of Accounting Standards Codification ("ASC") 205-20, “ Discontinued Operations ”, were met. Therefore, the results of the Company’s Argentina business unit are reflected separately as loss from discontinued operations, net of income taxes, in the consolidated statement of operations for the year ended December 31, 2014, on a line immediately after “Loss or income from continuing operations.” Additionally, cash flows of the Company’s Argentina business unit are reflected separately in the consolidated statement of cash flows for the year ended December 31, 2014, as cash provided by or used in operating and investing activities of discontinued operations. See Note 4, “Discontinued Operations,” for additional disclosure. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates made by management include: oil and natural gas reserves and related present value of future cash flows; depreciation, depletion, amortization and impairment (“DD&A”); impairment assessments of goodwill; timing of transfers from oil and gas properties not subject to depletion to the depletable base; asset retirement obligations; determining the value of the consideration transferred and the net identifiable assets acquired and liabilities assumed in connection with business combinations and determining goodwill; assessments of the likely outcome of legal and other contingencies; income taxes; stock-based compensation; and determining the fair value of derivatives. Although management believes these estimates are reasonable, changes in facts and circumstances or discovery of new information may result in revised estimates and actual results may differ from these estimates. |
Cash and cash equivalents | Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Restricted cash and cash equivalents | Restricted cash and cash equivalents Restricted cash and cash equivalents is included in other current assets and other long-term assets on the Company's balance sheet. Restricted cash and cash equivalents comprises cash and cash equivalents pledged to secure letters of credit and to settle asset retirement obligations. Letters of credit currently secured by cash relate to work commitment guarantees contained in exploration contracts. Restrictions will lapse when work obligations are satisfied pursuant to the exploration contract or an asset retirement obligation is settled. Cash and claims to cash that are restricted as to withdrawal or use for other than current operations or are designated for expenditure in the acquisition or construction of long-term assets are excluded from the current asset classification. |
Allowance for doubtful accounts | Allowance for doubtful accounts The Company estimates losses on receivables based on known uncollectible accounts, if any, and historical experience of losses incurred and accrues a reserve on a receivable when, based on the judgment of management, it is probable that a receivable will not be collected and the amount of the reserve may be reasonably estimated. |
Marketable securities | Marketable securities The Company acquired investments in marketable securities in connection with the sale of its Argentina business unit in 2014. Marketable securities are classified as trading securities, in accordance with ASC 320, “ Investments – Debt and Equity Securities ”, and are recorded in the consolidated balance sheet at fair value. The Company classifies trading securities as current or non-current based on the intent of management, the nature of the trading securities and whether they are readily available for use in current operations. Gains or losses on trading securities are recorded in the consolidated statement of operations as financial instruments gains or losses. |
Derivatives | Derivatives The Company records derivative instruments on its balance sheet at fair value as either an asset or liability with changes in fair value recognized in the consolidated statements of operations. While the Company utilizes derivative instruments to manage the price risk attributable to its expected oil production and foreign exchange risk, it has elected not to designate its derivative instruments as accounting hedges under the accounting guidance. |
Inventory | Inventory Inventory consists of oil in tanks and third party pipelines and supplies and is valued at the lower of cost or market value. The cost of inventory is determined using the weighted average method. Oil inventories include expenditures incurred to produce, upgrade and transport the product to the storage facilities and include operating, depletion and depreciation expenses and cash royalties. |
Income taxes | Income taxes Income taxes are recognized using the liability method, whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax base, and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences and carryforwards are expected to be recovered or settled. Valuation allowances are provided if, after considering available evidence, it is not more likely than not that some or all of the deferred tax assets will be realized. The tax benefit from an uncertain tax position is recognized when it is more likely than not, based on the technical merits of the position, that the position will be sustained on examination by the taxing authorities. Additionally, the amount of the tax benefit recognized is the largest amount of benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. In evaluating whether a tax position has met the more-likely-than-not recognition threshold, the Company presumes that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information. The Company recognizes potential penalties and interest related to unrecognized tax benefits as a component of income tax expense. |
Oil and gas properties | Oil and gas properties The Company uses the full cost method of accounting for its investment in oil and natural gas properties as defined by the Securities and Exchange Commission (“SEC”). Under this method, the Company capitalizes all acquisition, exploration and development costs incurred for the purpose of finding oil and natural gas reserves, including salaries, benefits and other internal costs directly attributable to these activities. Costs associated with production and general corporate activities; however, are expensed as incurred. Separate cost centers are maintained for each country in which the Company incurs costs. The Company computes depletion of oil and natural gas properties on a quarterly basis using the unit-of-production method based upon production and estimates of proved reserve quantities. Future development costs related to properties with proved reserves are also included in the amortization base for computation of depletion. The costs of unproved properties are excluded from the amortization base until the properties are evaluated. The cost of exploratory dry wells is transferred to proved properties, and thus is subject to amortization, immediately upon determination that a well is dry in those countries where proved reserves exist. The Company performs a ceiling test calculation each quarter in accordance with SEC Regulation S-X Rule 4-10. In performing its quarterly ceiling test, the Company limits, on a country-by-country basis, the capitalized costs of proved oil and natural gas properties, net of accumulated depletion and deferred income taxes, to the estimated future net cash flows from proved oil and natural gas reserves discounted at 10% , net of related tax effects, plus the lower of cost or fair value of unproved properties included in the costs being amortized. If such capitalized costs exceed the ceiling, the Company will record a write-down to the extent of such excess as a non-cash charge to net income or loss. Any such write-down will reduce earnings in the period of occurrence and results in a lower DD&A rate in future periods. A write-down may not be reversed in future periods even though higher oil and natural gas prices may subsequently increase the ceiling. The Company calculates future net cash flows by applying the unweighted average of prices in effect on the first day of the month for the preceding 12-month period, adjusted for location and quality differentials. Such prices are utilized except where different prices are fixed and determinable from applicable contracts for the remaining term of those contracts. Unproved properties are not depleted pending the determination of the existence of proved reserves. Costs are transferred into the depletable base on an ongoing basis as the properties are evaluated and proved reserves are established or impairment is determined. Unproved properties are evaluated quarterly to ascertain whether impairment has occurred. This evaluation considers, among other factors, seismic data, requirements to relinquish acreage, drilling results and activity, remaining time in the commitment period, remaining capital plans, and political, economic, and market conditions. During any period in which factors indicate an impairment, the cumulative costs incurred to date for such property are transferred to the full cost pool and are then subject to depletion. For countries where a reserve base has not yet been established, the impairment is charged to earnings. In exploration areas, related seismic costs are capitalized in unproved property and evaluated as part of the total capitalized costs associated with a property. Seismic costs related to development projects are recorded in proved properties and therefore subject to depletion as incurred. Gains and losses on the sale or other disposition of oil and natural gas properties are not recognized, unless the gain or loss would significantly alter the relationship between capitalized costs and proved reserves of oil and natural gas attributable to a country. |
Asset retirement obligation | Asset retirement obligation The Company records an estimated liability for future costs associated with the abandonment of its oil and gas properties including the costs of reclamation of drilling sites. The Company records the fair value of a liability for a legal obligation to retire an asset in the period in which the liability is incurred with an offsetting increase to the related oil and gas properties. 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. Accretion expense is recognized over time as the discounted liabilities are accreted to their expected settlement value, while the asset retirement cost is amortized over the estimated productive life of the related assets. The accretion of the asset retirement obligation and amortization of the asset retirement cost are included in DD&A. If estimated future costs of an asset retirement obligation change, an adjustment is recorded to both the asset retirement obligation and oil and gas properties. Revisions to the estimated asset retirement obligation can result from changes in retirement cost estimates, revisions to estimated inflation rates and changes in the estimated timing of abandonment. |
Other capital assets | Other capital assets Other capital assets, including additions and replacements, are recorded at cost upon acquisition and include furniture, fixtures and leasehold improvement, computer equipment and automobiles. Depreciation is provided using the declining-balance method at a 30% annual rate for furniture and fixtures, computer equipment and automobiles. Leasehold improvements are depreciated on a straight-line basis over the shorter of the estimated useful life and the term of the related lease. The cost of repairs and maintenance is charged to expense as incurred. |
Goodwill | Goodwill Goodwill represents the excess of the aggregate of the consideration transferred over the net identifiable assets acquired and liabilities assumed. The Company assesses qualitative factors annually, or more frequently if necessary, to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount and whether it is necessary to perform the two-step goodwill impairment test. The impairment test requires allocating goodwill and certain other assets and liabilities to assigned reporting units. The fair value of each reporting unit is estimated and compared with the net book value of the reporting unit. If the estimated fair value of the reporting unit is less than the net book value, including goodwill, then the goodwill is written down to the implied fair value of the goodwill through a charge to expense. Because quoted market prices are not available for the Company’s reporting units, the fair values of the reporting units are estimated based upon estimated future cash flows of the reporting unit. |
Convertible Senior Notes | Convertible Senior Notes The Company accounts for its 5.00% Convertible Senior Notes due 2021 (the "Notes") as a liability in their entirety. The embedded features of the Notes were assessed for bifurcation from the Notes under the applicable provisions, including the basic conversion feature, the fundamental change make-whole provision and the put and call options. Based on an assessment, the Company concluded that these embedded features did not meet the criteria to be accounted for separately. The Company incurred debt issuance costs in connection with the issuance of the Notes which have been presented as a direct deduction against the carrying amount of the Notes and are being amortized to interest expense using the effective interest method over the contractual term of the Notes. |
Revenue recognition | Revenue recognition Revenue from the production of oil and natural gas is recognized when the customer has taken title and has assumed the risks and rewards of ownership, prices are fixed or determinable, the sale is evidenced by a contract and collection of the revenue is reasonably assured. In Colombia, the sales point for the Company's sales varies depending on the delivery point but includes the Port of Tumaco on the Pacific coast of Colombia, the purchaser's facilities and when oil is loaded into a truck at Gran Tierra's loading facility or an export tanker. In Brazil, the sales point is either the Petróleo Brasileiro S.A station or the purchaser's facility. Revenue represents the Company’s share and is recorded net of royalty payments to governments and other mineral interest owners. |
Stock-based compensation | Stock-based compensation The Company records stock-based compensation expense in its consolidated financial statements measured at the fair value of the awards that are ultimately expected to vest. Fair values are determined using pricing models such as the Black-Scholes-Merton or Monte Carlo simulation stock option-pricing models and/or observable share prices. For equity-settled stock-based compensation awards, fair values are determined at the grant date and the expense, net of estimated forfeitures, is recognized using the accelerated method over the requisite service period. An adjustment is made to compensation expense for any difference between the estimated forfeitures and the actual forfeitures. For cash-settled stock-based compensation awards, fair values are determined at each reporting date and periodic changes are recognized as compensation costs, with a corresponding change to liabilities. The Company uses historical data to estimate the expected term used in the Black-Scholes option pricing model, option exercises and employee departure behavior. Expected volatilities used in the fair value estimate are based on the historical volatility of the Company’s shares. The risk-free rate for periods within the expected term of the stock options is based on the U.S. Treasury yield curve in effect at the time of grant. Stock-based compensation expense is capitalized as part of oil and natural gas properties or expensed as part of general and administrative (“G&A”) or operating expenses, as appropriate. |
Foreign currency translation | Foreign currency translation The functional currency of the Company, including its subsidiaries, is the United States dollar. Monetary items are translated into the reporting currency at the exchange rate in effect at the balance sheet date and non-monetary items are translated at historical exchange rates. Revenue and expense items are translated in a manner that produces substantially the same reporting currency amounts that would have resulted had the underlying transactions been translated on the dates they occurred. DD&A expense on assets is translated at the historical exchange rates similar to the assets to which they relate. Gains and losses resulting from foreign currency transactions, which are transactions denominated in a currency other than the entity’s functional currency, are recognized in net income or loss. |
Loss per share | Loss per share Basic loss per share is calculated by dividing loss attributable to common shareholders by the weighted average number of shares of Common Stock and exchangeable shares issued and outstanding during each period. Diluted net income or loss per share is calculated by adjusting the weighted average number of shares of Common Stock and exchangeable shares outstanding for the dilutive effect, if any, of share equivalents. The Company uses the treasury stock method to determine the dilutive effect. This method assumes that all Common Stock equivalents have been exercised at the beginning of the period (or at the time of issuance, if later), and that the funds obtained thereby were used to purchase shares of Common Stock of the Company at the volume weighted average trading price of shares of Common Stock during the period. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Revenue from Contracts with Customers In May 2014, the FASB issued guidance regarding the accounting for revenue from contracts with customers. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers - Deferral of the Effective Date". The ASU deferred the effective date of the new revenue recognition model by one year. As a result, the guidance will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. In March 2016, the FASB issued ASU 2016-08, “Principal versus Agent Considerations (Reporting Revenue Gross versus Net)" which clarifies implementation guidance on principal versus agent considerations. In April, May and December 2016, the FASB issued ASU 2016-10, “Identifying Performance Obligations and Licensing", ASU 2016-12, “Narrow-Scope Improvements and Practical Expedients" and ASU 2016-20 "Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers", respectively, which addressed implementation issues and provided technical corrections. The guidance may be applied retrospectively or using a modified retrospective approach to adjust retained earnings. The Company is currently assessing the impact the new revenue recognition model will have on its consolidated financial position, results of operations, cash flows, and disclosure. Simplifying the Measurement of Inventory In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory". The ASU provides guidance for the subsequent measurement of inventory and requires that inventory that is measured using average cost be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. The implementation of this update is not expected to materially impact the Company’s consolidated financial position, results of operations or cash flows or disclosure. Recognition and Measurement of Financial Assets and Financial Liabilities In January 2016, the FASB issued ASU 2016-01, "Recognition and Measurement of Financial Assets and Financial Liabilities". ASU 2016-01 addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments. ASU 2016-01 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2017. This ASU is not expected to have a material impact on the Company's consolidated financial position, results of operations or cash flows or disclosure. Leases In February 2016, the FASB issued ASU 2016-02, “Leases". This ASU will require most lease assets and lease liabilities to be recognized on the balance sheet and the disclosure of key information about lease arrangements. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. The Company is currently assessing the impact the new lease standard will have on its consolidated financial position, results of operations, cash flows, and disclosure. Employee Share-Based Payment Accounting In March 2016, the FASB issued ASU 2016-09, "Improvements to Employee Share-Based Payment Accounting ". This ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for forfeitures, income taxes, and statutory tax withholding requirements. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. The Company is currently assessing the impact this update will have on its consolidated financial position, results of operations, cash flows, and disclosure. Financial Instruments - Credit Losses In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses". This ASU replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires a broader range of reasonable and supportable information to support credit loss estimates. The ASU will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. The Company is currently assessing the impact this update will have on its consolidated financial position, results of operations, cash flows, and disclosure. Income Taxes - Intra-Entity Transfers of Assets Other than Inventory In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other than Inventory". This ASU requires companies to recognize the income tax effects of intercompany sales or transfers of assets, other than inventory, in the income statement as income tax expense or benefit in the period the sale or transfer occurs. Current GAAP prohibits the recognition of income tax expense or benefit for an intra-entity transfer until the asset leaves the consolidated group. This ASU will be effective for fiscal years beginning after December 15, 2017, and interim periods within those years. Early adoption is permitted as of the beginning of an annual reporting period. The ASU must be applied on a modified retrospective basis with a cumulative-effect adjustment directly to retained earnings in the period of adoption. In the period of adoption, the Company will write off any income tax effects that had been deferred from past intercompany transactions to opening retained earnings. The Company expects to early adopt this ASU in its year ended December 31, 2017, and expects prepaid tax of $54.1 million and deferred tax assets will be recorded directly to opening retained earnings at January 1, 2017. The Company is currently assessing the deferred tax effect of adoption of this ASU. Deferred tax assets recorded upon adoption will be assessed for realizability under ASC 740, and, if a valuation allowance on those deferred tax assets is necessary on the date of adoption, that allowance will be recorded with an offset to opening retained earnings. ASU 2016-16 will not have any effect on the Company’s cash flows. Restricted Cash In November 2016, the FASB issued ASU 2016-18, "Restricted Cash". ASU 2016-18 requires that a statement of cash flows explain the change during the period in the total cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. ASU 2016-18 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2017. This ASU will not impact the Company's consolidated financial position or results of operations and for the year ended December 31, 2016, would not have had a material impact on net cash used in investing activities. For the year ended December 31, 2016, the net decrease in cash, cash equivalents and restricted cash and cash equivalents would have been $119.9 million , compared with the net decrease in cash and cash equivalents of -$120.2 million as currently disclosed in the consolidated statement of cash flows. Clarifying the Definition of a Business In January 2017, the FASB issued ASU 2017-01, "Clarifying the Definition of a Business". ASU 2017-01 narrows the definition of a business and provides a framework that gives entities a basis for making reasonable judgments about whether a transaction involves an asset or a business. ASU 2017-01 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2017. Early adoption is permitted. The Company expects to early adopt this ASU in its year ended December 31, 2017. The Company will apply an initial screen for determining whether a transaction involves an asset or a business. When substantially all of the fair value of the gross assets acquired is concentrated in a single identified asset, the set will not be a business and no goodwill or gain on acquisition will be recognized. Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, "Simplifying the Test for Goodwill Impairment". ASU 2017-04 eliminates step 2 of the goodwill impairment test. An entity no longer will determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2019. Early adoption is permitted. At December 31, 2016, the Company performed a qualitative assessment of goodwill and, based on this assessment, no impairment of goodwill was identified. The Company did not have to perform step 2 of the goodwill impairment test. |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
PetroLatina | |
Business Acquisition [Line Items] | |
Allocation of the Consideration Transferred Based on the Fair Values of Assets and Liabilities Acquired | The following table shows the allocation of the consideration based on the fair values of the assets and liabilities acquired: (Thousands of U.S. Dollars) Consideration Paid: Purchase price $ 525,000 Purchase price adjustments: PetroLatina's long-term debt assumed (80,000 ) Working capital and other 20,683 Total cash consideration 465,683 Estimated post-closing adjustments 1,908 Cash consideration paid $ 467,591 Allocation of Total Consideration (2) : Oil and gas properties Proved (1) $ 360,483 Unproved (1) 432,286 Net working capital (including cash acquired of $15.9 million, restricted cash of $0.7 million and accounts receivable of $4.0 million) 17,302 Long-term restricted cash 3,017 Long-term debt (80,000 ) Long-term deferred tax liability (1) (262,566 ) Long-term portion of asset retirement obligation (3,870 ) Other long-term liabilities (969 ) $ 465,683 (1) During the three months ended December 31, 2016, post-closing adjustments were finalized and this resulted in a $4.3 million increase to total cash consideration. Additionally, management obtained further information about the acquisition date fair value of PetroLatina's proved and unproved properties and working capital and determined that the fair values were $3.9 million lower, $9.6 million higher and $1.8 million higher, respectively, than previously estimated. This resulted in a $3.2 million increase in the acquisition date deferred tax liability. In accordance with GAAP, these changes were accounted for in the three months ended December 31, 2016 without retrospective revision of prior periods. The reduction in the acquisition date fair value of proved properties would have resulted in a $1.0 million net of income tax expense, reduction in the net loss for the three months ended September 30, 2016, as a result of lower Colombian ceiling test impairment losses. (2) The allocation of the consideration is incomplete and is subject to change. Management is continuing to review and assess information to accurately determine the acquisition date fair value of the assets and liabilities acquired. During the measurement period, Gran Tierra will continue to obtain information to assist in finalizing the fair value of net assets acquired, which may differ materially from the above preliminary estimates. |
Pro Forma Results of Acquisition | Pro forma results for the years ended December 31, 2016 and 2015, are shown below, as if the acquisition had occurred on January 1, 2015. Pro forma results are not indicative of actual results or future performance. Years Ended December 31, (Unaudited, thousands of U.S. Dollars, except per share amounts) 2016 2015 Oil and gas sales $ 323,266 $ 357,693 Net loss $ (309,972 ) $ (288,389 ) Net loss per share - basic and diluted $ (0.97 ) $ (1.01 ) |
Petroamerica | |
Business Acquisition [Line Items] | |
Allocation of the Consideration Transferred Based on the Fair Values of Assets and Liabilities Acquired | The following table shows the allocation of the consideration paid based on the fair values of the assets and liabilities acquired: (Thousands of U.S. Dollars) Consideration Paid: Cash $ 70,625 Issuance of Common Shares, net of share issuance costs 25,811 $ 96,436 Allocation of Consideration Paid: Oil and gas properties Proved (1) $ 36,082 Unproved (1) 52,232 Net working capital (including cash acquired of $19.7 million, restricted cash of $2.5 million and accounts receivable of $5.0 million) 24,202 Long-term restricted cash 8,167 Other long-term assets 1,570 Long-term deferred tax liability (1) (10,553 ) Long-term portion of asset retirement obligation (11,556 ) Other long-term liabilities (2,779 ) Gain on acquisition (1) (929 ) $ 96,436 (1) During the three months ended December 31, 2016, management obtained further information about the acquisition date fair value of Petroamerica's proved and unproved properties and determined that the fair values were $12.5 million lower and $2.2 million higher, respectively, than previously estimated. This resulted in a $10.8 million decrease in the gain on acquisition, and a $0.5 million increase in the acquisition date deferred tax liability. In accordance with GAAP, these changes were accounted for in the three months ended December 31, 2016 without retrospective revision of prior periods. The reduction in the acquisition date fair value of proved properties would have resulted in a $11.4 million , net of income tax expense, reduction in the net loss for the three months ended March 31, 2016, as a result of lower Colombian ceiling test impairment losses. |
Pro Forma Results of Acquisition | Pro forma results for the years ended December 31, 2016 and 2015, are shown below, as if the acquisition had occurred on January 1, 2015. Pro forma results are not indicative of actual results or future performance. Years Ended December 31, (Unaudited, thousands of U.S. Dollars, except per share amounts) 2016 2015 Oil and gas sales $ 289,739 $ 332,867 Net loss $ (466,506 ) $ (276,852 ) Net loss per share - basic and diluted $ (1.45 ) $ (0.97 ) |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Revenue and Other Income and Loss from Discontinued Operations | Revenue and other income and loss from discontinued operations, net of income taxes, for the year ended December 31, 2014, were as follows: Year Ended December 31, (Thousands of U.S. Dollars) 2014 Revenue and other income $ 31,985 Loss from operations of discontinued operations before income taxes $ (6,252 ) Income tax expense (1,458 ) Loss from operations of discontinued operations (7,710 ) Loss on sale before income taxes (18,235 ) Income tax expense (1,045 ) Loss on sale (19,280 ) Loss from discontinued operations, net of income taxes $ (26,990 ) |
Segment and Geographic Report27
Segment and Geographic Reporting (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Reportable Geographic Segments | The following tables present information on the Company’s reportable segments and other activities: Year Ended December 31, 2016 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Oil and natural gas sales $ 280,872 $ — $ 8,397 $ — $ 289,269 DD&A expenses 132,569 544 3,819 2,603 139,535 Asset impairment 514,314 31,192 71,143 — 616,649 General and administrative expenses 17,187 1,643 968 13,420 33,218 Interest income 1,281 8 274 805 2,368 Interest expense — — — 14,145 14,145 Loss from continuing operations before income taxes (505,447 ) (33,181 ) (70,591 ) (41,015 ) (650,234 ) Segment capital expenditures (1) 105,963 5,059 15,146 1,621 127,789 Year Ended December 31, 2015 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Oil and natural gas sales $ 269,035 $ — $ 6,976 $ — $ 276,011 DD&A expenses 167,701 789 6,183 1,713 176,386 Asset impairment 235,069 41,916 46,933 — 323,918 General and administrative expenses 9,805 3,800 2,708 16,040 32,353 Interest income 294 2 218 855 1,369 Interest expense — — — — — Loss from continuing operations before income taxes (238,463 ) (51,675 ) (54,968 ) (22,982 ) (368,088 ) Segment capital expenditures 85,326 50,203 20,014 1,096 156,639 Year Ended December 31, 2014 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Oil and natural gas sales $ 532,196 $ — $ 27,202 $ — $ 559,398 DD&A expenses 174,063 690 9,932 1,192 185,877 Asset impairment — 265,126 — 265,126 General and administrative expenses 19,431 6,448 3,698 21,672 51,249 Interest income 569 1 1,604 682 2,856 Interest expense — — — — — Income (loss) from continuing operations before income taxes 279,924 (274,207 ) 5,921 (28,772 ) (17,134 ) Segment capital expenditures 206,520 158,266 23,873 2,867 391,526 (1) On January 13, 2016 and August 23, 2016, respectively, the Company acquired all of the issued and outstanding common shares of Petroamerica and PetroLatina, which acquisitions were accounted for as business combinations (Note 3) and, therefore, property, plant and equipment acquired are not reflected in the table above. Additionally, on January 25, 2016, the Company acquired all of the issued and outstanding common shares of PetroGranada Colombia Limited ("PGC"), which acquisition was accounted for as an asset acquisition (Note 7) and property, plant and equipment acquired in this acquisition are not reflected in the table above. |
Long-lived Assets by Geographical Area | As at December 31, 2016 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Property, plant and equipment $ 939,947 $ 68,428 $ 55,196 $ 3,038 $ 1,066,609 Goodwill 102,581 — — — $ 102,581 All other assets 177,393 10,848 1,619 8,846 $ 198,706 Total Assets $ 1,219,921 $ 79,276 $ 56,815 $ 11,884 $ 1,367,896 As at December 31, 2015 (Thousands of U.S. Dollars) Colombia Peru Brazil All Other Total Property, plant and equipment $ 574,351 $ 95,069 $ 115,552 $ 4,021 $ 788,993 Goodwill 102,581 — — — $ 102,581 All other assets 93,479 21,111 2,236 137,718 $ 254,544 Total Assets $ 770,411 $ 116,180 $ 117,788 $ 141,739 $ 1,146,118 |
Schedules of Consolidated Oil and Gas Sales | The following table presents the number of customers from whom the Company derived 10% or more of its consolidated oil and gas sales and sales as a percentage of the Company's consolidated oil and gas sales to each customer. All of these customers were in the Company's Colombian reportable segment: Year Ended December 31, 2016 2015 2014 Number of significant customers 3 4 2 Sales to each significant customer as % of oil and gas sales 40 % 34 % 13 % 43 % 15 % 13 % 12 % 52 % 32 % |
Accounts Receivable and Inven28
Accounts Receivable and Inventory (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | Accounts Receivable As at December 31, (Thousands of U.S. Dollars) 2016 2015 Trade $ 39,203 $ 26,924 Other 6,495 2,293 $ 45,698 $ 29,217 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | As at December 31, (Thousands of U.S. Dollars) 2016 2015 Oil and natural gas properties Proved $ 2,652,171 $ 1,998,330 Unproved 647,774 310,771 3,299,945 2,309,101 Other 29,445 28,342 3,329,390 2,337,443 Accumulated depletion, depreciation and impairment (2,262,781 ) (1,548,450 ) $ 1,066,609 $ 788,993 |
Schedule of Asset Impairment | Asset impairment for the three years ended December 31, 2016 , was follows: (Thousands of U.S. Dollars) Year Ended December 31, 2016 2015 2014 Impairment of oil and gas properties $ 615,985 $ 321,285 $ 265,126 Impairment of inventory (Note 6) 664 2,633 — $ 616,649 $ 323,918 $ 265,126 |
Schedule of Allocation of Cost of Acquisition | The following table shows the allocation of the cost of the acquisition based on the relative fair values of the assets and liabilities acquired: (Thousands of U.S. Dollars) Cost of asset acquisition: Cash $ 37,727 Allocation of Consideration Paid: Oil and gas properties Proved $ 12,228 Unproved 15,563 27,791 Net working capital (including cash acquired of $0.2 million and restricted cash of $18.6 million) 18,339 Long-term deferred tax liability (8,403 ) $ 37,727 |
Summary of Unproved Properties | The following table provides a summary of Gran Tierra’s unproved properties as at December 31, 2016 : As at December 31, (Thousands of U.S. Dollars) 2016 2015 Colombia $ 561,463 $ 147,500 Brazil 67,866 69,089 Peru 18,445 94,182 $ 647,774 $ 310,771 |
Summary of Oil and Natural Gas Properties | The following is a summary of Gran Tierra’s oil and natural gas properties not subject to depletion as at December 31, 2016 : Costs Incurred in (Thousands of U.S. Dollars) 2016 2015 2014 Prior to 2014 Total Acquisition costs - Colombia $ 429,626 $ — $ — $ 48,810 $ 478,436 Acquisition costs - Peru — — — 11,500 11,500 Acquisition costs - Brazil — — — 5,949 5,949 Exploration costs - Colombia 10,823 16,840 29,969 25,394 83,026 Exploration costs - Peru 3,213 7,471 29,424 16,258 56,366 Exploration costs - Brazil 79 4,714 2,024 5,680 12,497 Total oil and natural gas properties not subject to depletion $ 443,741 $ 29,025 $ 61,417 $ 113,591 $ 647,774 |
Debt and Debt Issuance Costs (T
Debt and Debt Issuance Costs (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company's debt at December 31, 2016 and 2015, was as follows: As at December 31, (Thousands of U.S. Dollars) 2016 2015 Convertible senior notes (a) $ 115,000 $ — Revolving credit facility (b) 90,000 — Unamortized debt issuance costs (7,917 ) — Long-term debt $ 197,083 $ — |
Schedule of Total Interest Expense Recognized | The following table presents total interest expense recognized in the accompanying consolidated statements of operations: Year Ended December 31, (Thousands of U.S. Dollars) 2016 2015 2014 Contractual interest and other financing expenses $ 8,454 $ — $ — Amortization of debt issuance costs 5,691 — — $ 14,145 $ — $ — |
Share Capital (Tables)
Share Capital (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Schedule of Common Stock | Shares of Common Stock Exchangeable Shares of Gran Tierra Exchangeco Inc. Exchangeable Shares of Gran Tierra Goldstrike Inc. Balance, December 31, 2015 273,442,799 4,933,177 3,638,889 Shares issued upon conversion of subscription receipts (a) 57,835,134 — — Shares issued upon public offering (b) 43,335,000 — — Shares issued for acquisition (Note 3) 13,656,719 — — Options exercised 2,165,370 — — Exchange of exchangeable shares 372,172 (120,585 ) (251,587 ) Balance, December 31, 2016 390,807,194 4,812,592 3,387,302 a) Subscription Receipts On July 8, 2016, the Company issued approximately 57.8 million subscription receipts (“Subscription Receipts”) in a private placement to eligible purchasers at a price of $3.00 per Subscription Receipt for gross proceeds of $173.5 million , or net proceeds after share issuance costs of $165.8 million . The proceeds were used to partially fund the PetroLatina acquisition. Each Subscription Receipt entitled the holder to automatically receive one common share of the Company upon closing of the PetroLatina acquisition on the satisfaction of certain conditions. Upon the closing of the PetroLatina acquisition on August 23, 2016, each Subscription Receipt was converted to one common share. b) Public Offering On November 29, 2016, the Company issued approximately 43.3 million shares of its common stock at a public offering price of $3.00 per share for gross proceeds of $130.0 million , or net proceeds after share issuance costs of $123.0 million (the "Offering"). The proceeds were used to repay borrowings outstanding under the Company's revolving credit facility. |
Schedule of Information About PSU, DSU, RSU and Stock Option Activity | The following table provides information about PSU, DSU, RSU and stock option activity for the year ended December 31, 2016 : PSUs DSUs RSUs Stock Options Number of Outstanding Share Units Number of Outstanding Share Units Number of Outstanding Share Units Number of Outstanding Options Weighted Average Exercise Price $/Option Balance, December 31, 2015 — — 1,015,457 12,851,557 $ 4.60 Granted 3,362,717 208,698 — 1,744,165 2.69 Exercised — — (476,972 ) (2,165,370 ) 2.47 Forfeited — — (179,340 ) (386,320 ) (4.71 ) Expired — — — (2,804,554 ) (6.49 ) Balance, December 31, 2016 3,362,717 208,698 359,145 9,239,478 $ 4.16 Exercisable, at December 31, 2016 5,068,834 $ 5.03 Vested, or expected to vest, at December 31, 2016, through the life of the options 9,000,561 $ 4.19 |
Schedule of Assumptions Using the Black-Scholes Option Pricing Model | The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model based on assumptions noted in the following table: Year Ended December 31, 2016 2015 2014 Dividend yield (per share) Nil Nil Nil Volatility 50% to 54% 46% to 50% 39% to 42% Weighted average volatility 52 % 48 % 41 % Risk-free interest rate 0.94% to 1.78% 1.20% to 1.68% 0.78% to 1.45% Expected term 4-5 years 4-5 years 4-5 years |
Schedule of Weighted Average Shares Outstanding | Weighted Average Shares Outstanding Year Ended December 31, 2016 2015 2014 Weighted average number of common and exchangeable shares outstanding 320,851,538 285,333,869 284,715,785 Shares issuable pursuant to stock options — — — Shares assumed to be purchased from proceeds of stock options — — — Weighted average number of diluted common and exchangeable shares outstanding 320,851,538 285,333,869 284,715,785 |
Asset Retirement Obligation (Ta
Asset Retirement Obligation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Asset Retirement Obligation | Changes in the carrying amounts of the asset retirement obligation associated with the Company’s oil and natural gas properties were as follows: Year Ended December 31, (Thousands of U.S. Dollars) 2016 2015 Balance, beginning of year $ 33,224 $ 35,812 Settlements (872 ) (6,317 ) Liabilities associated with assets sold (3,257 ) — Liability incurred 2,606 1,556 Liabilities assumed in acquisitions (Note 3) 15,723 — Accretion 2,789 1,313 Revisions in estimated liability (6,856 ) 860 Balance, end of year $ 43,357 $ 33,224 Asset retirement obligation - current $ 5,215 $ 2,146 Asset retirement obligation - long-term 38,142 31,078 Balance, end of year $ 43,357 $ 33,224 |
Taxes (Tables)
Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Expense Reported | The income tax expense reported differs from the amount computed by applying the U.S. statutory rate to income or loss from continuing operations before income taxes for the following reasons: Year Ended December 31, (Thousands of U.S. Dollars) 2016 2015 2014 Loss from continuing operations before income taxes United States $ (23,986 ) $ (14,061 ) $ (19,744 ) Foreign (626,248 ) (354,027 ) 2,610 (650,234 ) (368,088 ) (17,134 ) 35 % 35 % 35 % Income tax recovery expense from continuing operations expected (227,582 ) (128,831 ) (5,997 ) Foreign currency translation adjustments 218 (187 ) (6,520 ) Impact of foreign taxes (1) (9,799 ) (13,087 ) 27,910 Other local taxes 1,998 2,354 4,433 Stock-based compensation 1,955 919 2,232 Increase in valuation allowance 47,675 37,691 94,922 Non-deductible third party royalty in Colombia 2,550 3,416 9,116 Other permanent differences (1,684 ) (2,334 ) 1,119 Total income tax (recovery) expense from continuing operations $ (184,669 ) $ (100,059 ) $ 127,215 Current income tax expense from continuing operations United States $ 1,818 $ 1,070 $ 1,260 Foreign 18,304 14,313 91,605 20,122 15,383 92,865 Deferred income tax (recovery) expense from continuing operations Foreign (2) (204,791 ) (115,442 ) 34,350 Total income tax (recovery) expense from continuing operations $ (184,669 ) $ (100,059 ) $ 127,215 (1) Impact of foreign taxes in the rate reconciliation are tax effected at the 35% statutory rate and for the years ended December 31, 2016 , 2015 and 2014, included $23.3 million , $11.8 million and $28.1 million , respectively, in Colombia. (2) The deferred tax recovery for the year ended December 31, 2016 , included $201.3 million associated with the ceiling test impairment loss in Colombia. |
Schedule of Deferred Tax Assets and Liabilities | As at December 31, (Thousands of U.S. Dollars) 2016 2015 Deferred Tax Assets Tax benefit of operating loss carryforwards $ 74,604 $ 56,015 Tax basis in excess of book basis 187,651 139,012 Foreign tax credits and other accruals 48,341 22,674 Tax benefit of capital loss carryforwards 32,278 30,799 Deferred tax assets before valuation allowance 342,874 248,500 Valuation allowance (341,263 ) (245,259 ) 1,611 3,241 Deferred Tax Liabilities 107,230 34,592 Net Deferred Tax Liabilities $ (105,619 ) $ (31,351 ) |
Summary of Operating Loss and Capital Loss Carryforwards | As at December 31, (Thousands of U.S. Dollars) 2016 2015 Operating loss carryforwards $ 257,023 $ 178,677 Capital loss carryforwards $ 239,095 $ 228,144 Of the operating loss and capital loss carryforwards, losses generated by the foreign subsidiaries of the Company. $ 496,118 $ 355,875 |
Changes in Unrecognized Tax Benefit | Changes in the Company's unrecognized tax benefit relating to loss or income from continuing operations are as follows: Year Ended December 31, 2016 2015 2014 (Thousands of U.S. Dollars) Unrecognized tax benefit relating to loss or income from continuing operations, beginning of year $ 2,200 $ 3,300 $ 2,900 Increases for positions relating to prior year — — 500 Decreases for positions relating to prior year (800 ) (100 ) Decreases due to lapse of statute of limitations (2,200 ) (300 ) — Unrecognized tax benefit relating to loss or income from continuing operations, end of year $ — $ 2,200 $ 3,300 Interest and penalties (recovery) expense on the unrecognized tax benefit included in income tax expense from continuing operations $ — $ (600 ) $ 400 |
Accounts Payable and Accrued 34
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | As at December 31, (Thousands of U.S. Dollars) 2016 2015 Trade $ 80,072 $ 54,402 Royalties 4,542 2,066 Employee compensation and severance 8,152 8,414 Other 14,285 5,896 $ 107,051 $ 70,778 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Payments Under Non-Cancelable Agreements | As at December 31, 2016 , future minimum payments under non-cancelable agreements with remaining terms in excess of one year were as follows: Year ending December 31 Total 2017 2018 2019 2020 2021 Thereafter (Thousands of U.S. Dollars) Oil transportation services $ 13,958 $ 3,639 $ 3,639 $ 3,639 $ 3,041 $ — $ — Drilling, completions and seismic 4,159 2,172 1,987 — — — — Operating leases 4,111 1,971 1,259 412 402 67 — Software and telecommunication 35 24 11 — — — — $ 22,263 $ 7,806 $ 6,896 $ 4,051 $ 3,443 $ 67 $ — |
Financial Instruments, Fair V36
Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Trading Securities, Derivative Assets, and RSU and PSU Liabilities | The fair value of trading securities, derivative assets, and RSU and PSU liabilities at December 31, 2016 , and December 31, 2015 were as follows: As at December 31, (Thousands of U.S. Dollars) 2016 2015 Foreign currency derivative asset $ 578 $ — Trading securities — 6,250 $ 578 $ 6,250 Commodity price derivative liability $ 3,824 $ — RSU, PSU and DSU liability 3,907 1,189 $ 7,731 $ 1,189 |
Schedule of Losses or Gains on Financial Instruments Recognized | The following table presents losses or gains on financial instruments recognized in the accompanying consolidated statements of operations: (Thousands of U.S. Dollars) Year Ended December 31, 2016 2015 2014 Trading securities loss $ 3,925 $ 1,335 $ 6,326 Commodity price derivative loss 7,370 — — Foreign currency derivatives (gain) loss (1,016 ) 692 (1,604 ) $ 10,279 $ 2,027 $ 4,722 |
Schedule of Outstanding Commodity Price Derivative Positions | At December 31, 2016 , the Company had outstanding commodity price derivative positions as follows: Period and type of instrument Volume, Reference Sold Put Purchased Put Sold Call Premiums received/(paid) Collar: June 1, 2016 to May 31, 2017 10,000 ICE Brent $ 35 $ 45 $ 65 $ (1.25 ) Collar: June 1, 2017 to December 31, 2017 10,000 ICE Brent $ 35 $ 45 $ 65 $ 0.475 Collar: October 1, 2016 to December 31, 2017 5,000 ICE Brent $ 35 $ 45 $ 65 $ — |
Schedule of Outstanding Foreign Currency Derivative Positions | At December 31, 2016 , the Company had outstanding foreign currency derivative positions as follows: Period and type of instrument Amount hedged Reference Purchased Call Sold Put (1) Sold Put (1) Collar: January 1, 2017 to March 31, 2017 31,597.6 COP 3,100 3,300 3,345 Collar: April 1, 2017 to May 31, 2017 22,697.2 COP 3,100 3,310 3,370 54,294.8 (1) The put levels noted in the table above varied based on market conditions at the inception of each foreign currency derivative contract. |
Supplemental Cash Flow Inform37
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Net Changes in Assets and Liabilities | Net changes in assets and liabilities from operating activities of continuing operations were as follows: Year Ended December 31, 2016 2015 2014 Accounts receivable and other long-term assets $ (29 ) $ 44,365 $ (34,473 ) Derivatives (3,546 ) — — Inventory 5,510 (1,571 ) (2,891 ) Other prepaids (615 ) 152 4 Accounts payable and accrued and other long-term liabilities (9,691 ) (33,743 ) 2,988 Prepaid tax and taxes receivable and payable (2,966 ) (48,251 ) (61,064 ) Net changes in assets and liabilities from operating activities of continuing operations $ (11,337 ) $ (39,048 ) $ (95,436 ) |
Schedule of Additional Supplemental Cash Flow Disclosures | The following table provides additional supplemental cash flow disclosures: Year Ended December 31, 2016 2015 2014 Cash paid for income taxes $ 64,067 $ 39,422 $ 101,179 Cash paid for interest $ 5,624 $ — $ — Non-cash investing activities: Net liabilities related to property, plant and equipment, end of year $ 55,181 $ 33,923 $ 113,874 Acquisition of marketable securities as proceeds from sale of Argentina business unit (Note 4) $ — $ — $ 13,912 |
Significant Accounting Polici38
Significant Accounting Policies - Allowance for doubtful accounts (Narrative) (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Accounting Policies [Abstract] | ||
Allowance for doubtful receivables | $ 0 | $ 0 |
Significant Accounting Polici39
Significant Accounting Policies - Other capital assets (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Annual rate for furniture and fixtures, computer equipment and automobiles | 30.00% |
Significant Accounting Polici40
Significant Accounting Policies - Goodwill (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2008 | Dec. 31, 2006 |
Business Acquisition [Line Items] | ||||
Goodwill (Note 5) | $ 102,581 | $ 102,581 | ||
Solana | ||||
Business Acquisition [Line Items] | ||||
Goodwill (Note 5) | $ 87,600 | |||
Argosy Energy International L.P. | ||||
Business Acquisition [Line Items] | ||||
Goodwill (Note 5) | $ 15,000 |
Significant Accounting Polici41
Significant Accounting Policies - Convertible Senior Notes (Narrative) (Details) | Dec. 31, 2016 |
Convertible Senior Notes | 5.00% Convertible Senior Notes due 2021 | |
Debt Instrument [Line Items] | |
Stated interest rate | 5.00% |
Significant Accounting Polici42
Significant Accounting Policies - Income Taxes - Intra-Entity Transfers of Assets Other than Inventory (Narrative) (Details) - USD ($) $ in Millions | Jan. 01, 2017 | Dec. 31, 2016 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Prepaid tax expected to be recorded directly to opening retained earnings | $ 54.1 | |
Subsequent Event | ASU 2016-16 | New Accounting Pronouncement, Early Adoption, Effect | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Prepaid tax expected to be recorded directly to opening retained earnings | $ 54.1 |
Significant Accounting Polici43
Significant Accounting Policies - Restricted Cash (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Net decrease in cash, cash equivalents and restricted cash and cash equivalents | $ 119,900 | ||
Net decrease in cash and cash equivalents currently disclosed | $ 120,167 | $ 186,506 | $ 96,952 |
Business Combinations - PetroLa
Business Combinations - PetroLatina Energy Ltd. (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Aug. 23, 2016 | Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||||
Oil and gas sales | $ 289,269 | $ 276,011 | $ 559,398 | ||||
Loss after tax for period subsequent to PetroLatina Acquisition Date | 465,565 | $ 268,029 | $ 171,339 | ||||
PetroLatina | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition price | $ 525,000 | ||||||
Cash consideration | 465,683 | ||||||
Cash consideration paid | $ 25,000 | 467,591 | |||||
Outstanding balance of reserve-backed credit facility | 80,000 | ||||||
Net working capital | $ 17,302 | ||||||
Decrease in fair value of proved properties | $ 3,900 | ||||||
Increase in fair value of unproved properties | 9,600 | ||||||
Increase in fair value of working capital | 1,800 | ||||||
Increase in acquisition date deferred tax liability | $ 3,200 | ||||||
Oil and gas sales | 11,400 | ||||||
Loss after tax for period subsequent to PetroLatina Acquisition Date | $ 42,300 | ||||||
Transaction expenses excluded from supplemental pro forma net loss | $ 6,200 |
Business Combinations - Allocat
Business Combinations - Allocation of the Consideration Transferred Based on the Fair Values of Assets and Liabilities Acquired (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Aug. 23, 2016 | Jan. 13, 2016 | Dec. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 |
Oil and gas properties | |||||||
Gain on acquisition | $ 929 | ||||||
PetroLatina | |||||||
Consideration Paid: | |||||||
Purchase price | $ 525,000 | ||||||
PetroLatina's long-term debt assumed | (80,000) | ||||||
Working capital and other | 20,683 | ||||||
Total cash consideration | 465,683 | ||||||
Estimated post-closing adjustments | (1,908) | $ 4,300 | |||||
Cash consideration paid | $ 25,000 | 467,591 | |||||
Oil and gas properties | |||||||
Proved | 360,483 | ||||||
Unproved | 432,286 | ||||||
Net working capital (including cash acquired, restricted cash and accounts receivable) | 17,302 | ||||||
Cash acquired | 15,900 | ||||||
Restricted cash acquired | 700 | ||||||
Accounts receivable acquired | 4,000 | ||||||
Long-term restricted cash | 3,017 | ||||||
Long-term debt | (80,000) | ||||||
Long-term deferred tax liability | (262,566) | ||||||
Long-term portion of asset retirement obligation | (3,870) | ||||||
Other long-term liabilities | (969) | ||||||
Total consideration | $ 465,683 | ||||||
Decrease in fair value of proved properties | 3,900 | ||||||
Increase in fair value of unproved properties | 9,600 | ||||||
Increase in fair value of working capital | 1,800 | ||||||
Increase in acquisition date deferred tax liability | 3,200 | ||||||
Petroamerica | |||||||
Consideration Paid: | |||||||
Purchase price | $ 72,200 | ||||||
Total cash consideration | 96,436 | ||||||
Cash consideration paid | 70,625 | ||||||
Issuance of Common Shares, net of share issuance costs | 25,811 | ||||||
Oil and gas properties | |||||||
Proved | 36,082 | ||||||
Unproved | 52,232 | ||||||
Net working capital (including cash acquired, restricted cash and accounts receivable) | 24,202 | ||||||
Cash acquired | 19,700 | ||||||
Restricted cash acquired | 2,500 | ||||||
Accounts receivable acquired | 5,000 | ||||||
Long-term restricted cash | 8,167 | ||||||
Other long-term assets | 1,570 | ||||||
Long-term deferred tax liability | (10,553) | ||||||
Long-term portion of asset retirement obligation | (11,556) | ||||||
Other long-term liabilities | (2,779) | ||||||
Gain on acquisition | $ (929) | ||||||
Total consideration | $ 96,436 | ||||||
Decrease in fair value of proved properties | 12,500 | ||||||
Increase in fair value of unproved properties | 2,200 | ||||||
Increase in acquisition date deferred tax liability | 500 | ||||||
Decrease in gain on acquisition | $ 10,800 | ||||||
Pro Forma | PetroLatina | |||||||
Oil and gas properties | |||||||
Reduction in net loss as a result of impairment losses | $ 1,000 | ||||||
Pro Forma | Petroamerica | |||||||
Oil and gas properties | |||||||
Reduction in net loss as a result of impairment losses | $ 11,400 |
Business Combinations - Pro For
Business Combinations - Pro Forma Results of Acquisition (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
PetroLatina | ||
Business Acquisition [Line Items] | ||
Oil and gas sales | $ 323,266 | $ 357,693 |
Net loss | $ (309,972) | $ (288,389) |
Net loss per share - basic and diluted (in dollars per share) | $ (0.97) | $ (1.01) |
Petroamerica | ||
Business Acquisition [Line Items] | ||
Oil and gas sales | $ 289,739 | $ 332,867 |
Net loss | $ (466,506) | $ (276,852) |
Net loss per share - basic and diluted (in dollars per share) | $ (1.45) | $ (0.97) |
Business Combinations - Petroam
Business Combinations - Petroamerica Oil Corp. (Narrative) (Details) $ / shares in Units, $ in Thousands | Jan. 13, 2016USD ($)shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / shares | Dec. 31, 2014USD ($) | Jan. 13, 2016CAD / shares | Jan. 13, 2016USD ($)$ / shares |
Business Acquisition [Line Items] | |||||||
Par value of shares issued in acquisition (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Gain on acquisition | $ 929 | ||||||
Oil and gas sales | 289,269 | $ 276,011 | $ 559,398 | ||||
Loss after tax for period subsequent to Petroamerica Acquisition Date | $ 465,565 | $ 268,029 | $ 171,339 | ||||
Common Stock | |||||||
Business Acquisition [Line Items] | |||||||
Shares issued in acquisition (in shares) | shares | 13,656,719 | ||||||
Petroamerica | |||||||
Business Acquisition [Line Items] | |||||||
Number of Canadian dollars in cash each Petroamerica shareholder was entitled to receive for each Petroamerica share held | CAD / shares | CAD 1.33 | ||||||
Maximum value of combination of shares and cash Petroamerica shareholders are entitled to receive (as a percent) | 70.00% | ||||||
Cash consideration paid | $ 70,625 | ||||||
Fair value of Gran Tierra's Common Stock issued | $ 25,800 | ||||||
Total net purchase price | $ 72,200 | ||||||
Net working capital | $ 24,202 | ||||||
Gain on acquisition | $ (929) | ||||||
Oil and gas sales | 17,100 | ||||||
Loss after tax for period subsequent to Petroamerica Acquisition Date | $ 24,700 | ||||||
Transaction expenses excluded from supplemental pro forma net loss | $ 1,200 | ||||||
Petroamerica | Common Stock | |||||||
Business Acquisition [Line Items] | |||||||
Number of Gran Tierra common shares each Petroamerica shareholder was entitled to receive for each Petroamerica share held | 0.40 | ||||||
Shares issued in acquisition (in shares) | shares | 13,700,000 | ||||||
Par value of shares issued in acquisition (in dollars per share) | $ / shares | $ 0.001 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Thousands | Jun. 25, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Value of shares received | $ 0 | $ 0 | $ 13,912 | |
Discontinued Operations, Disposed of by Sale | Argentina business unit | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Aggregate consideration | $ 69,300 | |||
Cash received | 55,400 | |||
Discontinued Operations, Disposed of by Sale | Argentina business unit | GTE ULC and PCESA | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Value of shares received | $ 13,900 |
Discontinued Operations - Reven
Discontinued Operations - Revenue and Other Income and Loss from Discontinued Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Loss from discontinued operations, net of income taxes | $ 0 | $ 0 | $ (26,990) |
Argentina business unit | Discontinued Operations, Disposed of by Sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenue and other income | 31,985 | ||
Loss from operations of discontinued operations before income taxes | (6,252) | ||
Income tax expense | (1,458) | ||
Loss from operations of discontinued operations | (7,710) | ||
Loss on sale before income taxes | (18,235) | ||
Income tax expense | (1,045) | ||
Loss on sale | (19,280) | ||
Loss from discontinued operations, net of income taxes | $ (26,990) |
Segment and Geographic Report50
Segment and Geographic Reporting - Reportable Geographic Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||
Oil and natural gas sales | $ 289,269 | $ 276,011 | $ 559,398 |
DD&A expenses | 139,535 | 176,386 | 185,877 |
Asset impairment | 616,649 | 323,918 | 265,126 |
General and administrative expenses | 33,218 | 32,353 | 51,249 |
Interest income | 2,368 | 1,369 | 2,856 |
Interest expense | 14,145 | 0 | 0 |
Income (loss) from continuing operations before income taxes | (650,234) | (368,088) | (17,134) |
Segment capital expenditures | 127,789 | 156,639 | 391,526 |
Colombia | |||
Segment Reporting Information [Line Items] | |||
Asset impairment | 513,700 | 232,400 | |
Brazil | |||
Segment Reporting Information [Line Items] | |||
Asset impairment | 71,100 | 46,900 | |
Operating Segments | Colombia | |||
Segment Reporting Information [Line Items] | |||
Oil and natural gas sales | 280,872 | 269,035 | 532,196 |
DD&A expenses | 132,569 | 167,701 | 174,063 |
Asset impairment | 514,314 | 235,069 | 0 |
General and administrative expenses | 17,187 | 9,805 | 19,431 |
Interest income | 1,281 | 294 | 569 |
Interest expense | 0 | 0 | 0 |
Income (loss) from continuing operations before income taxes | (505,447) | (238,463) | 279,924 |
Segment capital expenditures | 105,963 | 85,326 | 206,520 |
Operating Segments | Peru | |||
Segment Reporting Information [Line Items] | |||
Oil and natural gas sales | 0 | 0 | 0 |
DD&A expenses | 544 | 789 | 690 |
Asset impairment | 31,192 | 41,916 | 265,126 |
General and administrative expenses | 1,643 | 3,800 | 6,448 |
Interest income | 8 | 2 | 1 |
Interest expense | 0 | 0 | 0 |
Income (loss) from continuing operations before income taxes | (33,181) | (51,675) | (274,207) |
Segment capital expenditures | 5,059 | 50,203 | 158,266 |
Operating Segments | Brazil | |||
Segment Reporting Information [Line Items] | |||
Oil and natural gas sales | 8,397 | 6,976 | 27,202 |
DD&A expenses | 3,819 | 6,183 | 9,932 |
Asset impairment | 71,143 | 46,933 | 0 |
General and administrative expenses | 968 | 2,708 | 3,698 |
Interest income | 274 | 218 | 1,604 |
Interest expense | 0 | 0 | 0 |
Income (loss) from continuing operations before income taxes | (70,591) | (54,968) | 5,921 |
Segment capital expenditures | 15,146 | 20,014 | 23,873 |
All Other | |||
Segment Reporting Information [Line Items] | |||
Oil and natural gas sales | 0 | 0 | 0 |
DD&A expenses | 2,603 | 1,713 | 1,192 |
Asset impairment | 0 | 0 | |
General and administrative expenses | 13,420 | 16,040 | 21,672 |
Interest income | 805 | 855 | 682 |
Interest expense | 14,145 | 0 | 0 |
Income (loss) from continuing operations before income taxes | (41,015) | (22,982) | (28,772) |
Segment capital expenditures | $ 1,621 | $ 1,096 | $ 2,867 |
Segment and Geographic Report51
Segment and Geographic Reporting - Long-lived Assets by Geographical Area (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Property, plant and equipment | $ 1,066,609 | $ 788,993 |
Goodwill | 102,581 | 102,581 |
All other assets | 198,706 | 254,544 |
Total Assets (Note 5) | 1,367,896 | 1,146,118 |
Operating Segments | Colombia | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment | 939,947 | 574,351 |
Goodwill | 102,581 | 102,581 |
All other assets | 177,393 | 93,479 |
Total Assets (Note 5) | 1,219,921 | 770,411 |
Operating Segments | Peru | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment | 68,428 | 95,069 |
Goodwill | 0 | 0 |
All other assets | 10,848 | 21,111 |
Total Assets (Note 5) | 79,276 | 116,180 |
Operating Segments | Brazil | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment | 55,196 | 115,552 |
Goodwill | 0 | 0 |
All other assets | 1,619 | 2,236 |
Total Assets (Note 5) | 56,815 | 117,788 |
All Other | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment | 3,038 | 4,021 |
Goodwill | 0 | 0 |
All other assets | 8,846 | 137,718 |
Total Assets (Note 5) | $ 11,884 | $ 141,739 |
Segment and Geographic Report52
Segment and Geographic Reporting - Schedules of Consolidated Oil and Gas Sales (Details) - Customer Concentration Risk - Sales | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Customer One | |||
Concentration Risk [Line Items] | |||
Sales to each significant customer as % of oil and gas sales | 40.00% | 43.00% | 52.00% |
Customer Two | |||
Concentration Risk [Line Items] | |||
Sales to each significant customer as % of oil and gas sales | 34.00% | 15.00% | 32.00% |
Customer Three | |||
Concentration Risk [Line Items] | |||
Sales to each significant customer as % of oil and gas sales | 13.00% | 13.00% | |
Customer Four | |||
Concentration Risk [Line Items] | |||
Sales to each significant customer as % of oil and gas sales | 12.00% |
Accounts Receivable and Inven53
Accounts Receivable and Inventory - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 45,698 | $ 29,217 |
Trade | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 39,203 | 26,924 |
Other | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 6,495 | $ 2,293 |
Accounts Receivable and Inven54
Accounts Receivable and Inventory - Inventory (Narrative) (Details) bbl in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)bbl | Dec. 31, 2015USD ($)bbl | Dec. 31, 2014USD ($) | |
Receivables [Abstract] | |||
Oil inventories | $ 6,000,000 | $ 17,800,000 | |
Supplies inventories | $ 1,800,000 | $ 1,300,000 | |
Oil inventory (in barrels of oil) | bbl | 208 | 616 | |
Oil inventory impairment | $ 664,000 | $ 2,633,000 | $ 0 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 3,329,390 | $ 2,337,443 |
Accumulated depletion, depreciation and impairment | (2,262,781) | (1,548,450) |
Total Property, Plant and Equipment | 1,066,609 | 788,993 |
Oil and natural gas properties | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 3,299,945 | 2,309,101 |
Proved | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,652,171 | 1,998,330 |
Unproved | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 647,774 | 310,771 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 29,445 | $ 28,342 |
Property, Plant and Equipment56
Property, Plant and Equipment - Additional Information (Narrative) (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)$ / bbl | Dec. 31, 2015USD ($)$ / bbl | Dec. 31, 2014USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Impairment losses | $ 616,649 | $ 323,918 | $ 265,126 |
Depletion and depreciation expense | 130,200 | 177,900 | 187,900 |
Colombia | |||
Property, Plant and Equipment [Line Items] | |||
Impairment losses | 513,700 | 232,400 | |
Brazil | |||
Property, Plant and Equipment [Line Items] | |||
Impairment losses | 71,100 | $ 46,900 | |
Impairment of unproved properties | $ 45,000 | ||
Income Approach Valuation Technique | Assets | Oil and natural gas properties | |||
Property, Plant and Equipment [Line Items] | |||
Discount rate | 10.00% | ||
Crude Oil and NGL | |||
Property, Plant and Equipment [Line Items] | |||
Average Brent price per barrel (in dollars per barrel) | $ / bbl | 42.92 | 54.08 | |
Blocks 123, 129, and 95 | Peru | |||
Property, Plant and Equipment [Line Items] | |||
Impairment losses | $ 31,200 | ||
Block 95 | Peru | |||
Property, Plant and Equipment [Line Items] | |||
Impairment losses | $ 41,900 | $ 265,100 |
Property, Plant and Equipment57
Property, Plant and Equipment - Schedule of Asset Impairment (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | |||
Impairment of oil and gas properties | $ 615,985,000 | $ 321,285,000 | $ 265,126,000 |
Impairment of inventory (Note 6) | 664,000 | 2,633,000 | 0 |
Asset impairment | $ 616,649,000 | $ 323,918,000 | $ 265,126,000 |
Property, Plant and Equipment58
Property, Plant and Equipment - Acquisition of PGC (Narrative) (Details) $ in Thousands | Nov. 25, 2016USD ($)block | Jan. 25, 2016USD ($)bbl | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | |||||
Net purchase price | $ 19,388 | $ 0 | $ 0 | ||
Winning bids submitted | $ 30,400 | ||||
Number of blocks successfully bid | block | 2 | ||||
Transfer of ownership (as a percent) | 100.00% | ||||
Proceeds from sale of blocks | $ 6,000 | $ 0 | $ 0 | ||
Costs not expected to be subject to depletion (as a percent) | 74.00% | ||||
PGC | |||||
Business Acquisition [Line Items] | |||||
Net purchase price | $ 19,400 | ||||
Net working capital | 18,339 | ||||
Contingent consideration payable | $ 4,000 | ||||
Threshold by which contingent consideration is due | bbl | 8,000,000 | ||||
Los Ocarros and Las Maracas | Sold | |||||
Business Acquisition [Line Items] | |||||
Proceeds from sale of blocks | $ 6,000 | ||||
Minimum | |||||
Business Acquisition [Line Items] | |||||
Period until transferred to depletable base | 5 years | ||||
Maximum | |||||
Business Acquisition [Line Items] | |||||
Period until transferred to depletable base | 10 years |
Property, Plant and Equipment59
Property, Plant and Equipment - Schedule of Allocation of Cost of Acquisition (Details) $ in Thousands | Jan. 25, 2016USD ($) |
Oil and gas properties | |
Cash acquired | $ 200 |
Restricted cash acquired | 18,600 |
PGC | |
Cost of asset acquisition: | |
Cash | 37,727 |
Oil and gas properties | |
Proved | 12,228 |
Unproved | 15,563 |
Oil and gas properties | 27,791 |
Net working capital (including cash acquired of $0.2 million and restricted cash of $18.6 million) | 18,339 |
Long-term deferred tax liability | (8,403) |
Consideration paid | $ 37,727 |
Property, Plant and Equipment60
Property, Plant and Equipment - Summary of Unproved Properties (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Unproved oil and natural gas properties | $ 647,774 | $ 310,771 |
Colombia | ||
Segment Reporting Information [Line Items] | ||
Unproved oil and natural gas properties | 561,463 | 147,500 |
Brazil | ||
Segment Reporting Information [Line Items] | ||
Unproved oil and natural gas properties | 67,866 | 69,089 |
Peru | ||
Segment Reporting Information [Line Items] | ||
Unproved oil and natural gas properties | $ 18,445 | $ 94,182 |
Property, Plant and Equipment61
Property, Plant and Equipment - Summary of Oil and Natural Gas Properties (Details) - USD ($) $ in Thousands | 12 Months Ended | 127 Months Ended | 163 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2016 | |
Costs Incurred, Oil and Gas Property Acquisition, Exploration, and Development Activities [Line Items] | |||||
Total oil and natural gas properties not subject to depletion | $ 443,741 | $ 29,025 | $ 61,417 | $ 113,591 | $ 647,774 |
Colombia | |||||
Costs Incurred, Oil and Gas Property Acquisition, Exploration, and Development Activities [Line Items] | |||||
Acquisition costs | 429,626 | 0 | 0 | 48,810 | 478,436 |
Exploration costs | 10,823 | 16,840 | 29,969 | 25,394 | 83,026 |
Peru | |||||
Costs Incurred, Oil and Gas Property Acquisition, Exploration, and Development Activities [Line Items] | |||||
Acquisition costs | 0 | 0 | 0 | 11,500 | 11,500 |
Exploration costs | 3,213 | 7,471 | 29,424 | 16,258 | 56,366 |
Brazil | |||||
Costs Incurred, Oil and Gas Property Acquisition, Exploration, and Development Activities [Line Items] | |||||
Acquisition costs | 0 | 0 | 0 | 5,949 | 5,949 |
Exploration costs | $ 79 | $ 4,714 | $ 2,024 | $ 5,680 | $ 12,497 |
Debt and Debt Issuance Costs -
Debt and Debt Issuance Costs - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (7,917) | $ 0 |
Long-term debt | 197,083 | 0 |
Convertible senior notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 115,000 | 0 |
Revolving Credit Facility | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 90,000 | $ 0 |
Debt and Debt Issuance Costs 63
Debt and Debt Issuance Costs - Convertible Senior Notes (Narrative) (Details) | Apr. 06, 2016USD ($)day$ / shares | Apr. 22, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | |||||
Net proceeds from sale of the Notes | $ 256,065,000 | $ 0 | $ 0 | ||
5.00% Convertible Senior Notes due 2021 | Convertible senior notes | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount of Notes | $ 100,000,000 | $ 15,000,000 | |||
Stated interest rate | 5.00% | ||||
Conversion rate | 0.3114295 | ||||
Initial conversion price (in dollars per share) | $ / shares | $ 3.21 | ||||
Percentage of conversion price when Company may redeem for all cash or any portion of the Notes | 150.00% | ||||
Threshold trading days | day | 20 | ||||
Threshold consecutive trading days | 30 days | ||||
Redemption price (as a percent) | 100.00% | ||||
Repurchase price (as a percent) | 100.00% | ||||
Net proceeds from sale of the Notes | $ 109,100,000 |
Debt and Debt Issuance Costs 64
Debt and Debt Issuance Costs - Credit Facility (Narrative) (Details) - USD ($) | Nov. 16, 2016 | Aug. 23, 2016 | Dec. 31, 2016 | Sep. 30, 2016 | Nov. 15, 2016 |
PetroLatina | |||||
Line of Credit Facility [Line Items] | |||||
PetroLatina's long-term debt assumed | $ 80,000,000 | ||||
Secured bridge loan financing | Bridge Loan | |||||
Line of Credit Facility [Line Items] | |||||
Term of bridge term loan facility | 364 days | ||||
Amount drawn on Bridge Loan Facility | $ 130,000,000 | ||||
Amount repaid | $ 5,000,000 | ||||
Secured bridge loan financing | London Interbank Offered Rate (LIBOR) | Bridge Loan | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 6.00% | ||||
Credit Agreement | Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Borrowing base | $ 185,000,000 | ||||
Weighted-average interest rate | 2.96% | ||||
Interest rate on undrawn amounts | 0.75% | ||||
Amount drawn on revolving credit facility | $ 95,000,000 | $ 37,000,000 | |||
Amount repaid | 137,000,000 | $ 30,000,000 | |||
Outstanding balance | $ 190,000,000 | ||||
Credit Agreement | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 2.00% | ||||
Credit Agreement | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 3.00% | ||||
Credit Agreement | Revolving Credit Facility | Base Rate | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 1.00% | ||||
Credit Agreement | Revolving Credit Facility | Base Rate | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 2.00% | ||||
Credit Agreement | Revolving Credit Facility | Readily available | |||||
Line of Credit Facility [Line Items] | |||||
Readily available | $ 250,000,000 | 160,000,000 | |||
Credit Agreement | Revolving Credit Facility | Subject to consent | |||||
Line of Credit Facility [Line Items] | |||||
Readily available | $ 25,000,000 | ||||
Credit Agreement | Letter of credit | |||||
Line of Credit Facility [Line Items] | |||||
Letter of credit sub-limit | $ 100,000,000 | ||||
Participation fee (as a percent) | 0.25% |
Debt and Debt Issuance Costs 65
Debt and Debt Issuance Costs - Schedule of Total Interest Expense Recognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||
Amortization of debt issuance costs | $ 5,691 | $ 0 | $ 0 |
Interest expense | 14,145 | 0 | 0 |
Convertible senior notes | |||
Debt Instrument [Line Items] | |||
Contractual interest and other financing expenses | 8,454 | 0 | 0 |
Amortization of debt issuance costs | 5,691 | 0 | 0 |
Interest expense | $ 14,145 | $ 0 | $ 0 |
Share Capital - Additional Info
Share Capital - Additional Information (Narrative) (Details) | 12 Months Ended | |
Dec. 31, 2016vote$ / sharesshares | Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Authorized share capital (in shares) | 595,000,002 | |
Common stock, shares authorized | 570,000,000 | |
Common shares, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Common shares, issued | 390,807,194 | 273,442,799 |
Number of votes per common stock | vote | 1 | |
Common voting shares per exchangeable share (in shares) | 1 | |
Exchangeable Shares of Gran Tierra Exchangeco Inc. | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exchangeable shares outstanding (in shares) | 4,812,592 | |
Exchangeable Shares of Gran Tierra Goldstrike Inc. | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exchangeable shares outstanding (in shares) | 3,387,302 | |
Preferred Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Preferred Stock, shares authorized | 25,000,000 | |
Preferred Stock, par value (in dollars per share) | $ / shares | $ 0.001 | |
Special voting stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Preferred Stock, shares authorized | 2 | |
Preferred Stock, par value (in dollars per share) | $ / shares | $ 0.001 |
Share Capital - Schedule of Com
Share Capital - Schedule of Common Stock (Details) - shares | Nov. 29, 2016 | Dec. 31, 2016 |
Increase (Decrease) in Stockholders' Equity | ||
Beginning balance (in shares) | 273,442,799 | |
Options exercised (in shares) | 2,165,370 | |
Ending balance (in shares) | 390,807,194 | |
Common Stock | ||
Increase (Decrease) in Stockholders' Equity | ||
Beginning balance (in shares) | 273,442,799 | |
Shares issued upon conversion of subscription receipts | 57,835,134 | |
Shares issued upon public offering | 43,300,000 | 43,335,000 |
Shares issued for acquisition (Note 3) | 13,656,719 | |
Options exercised (in shares) | 2,165,370 | |
Exchange of exchangeable shares | 372,172 | |
Ending balance (in shares) | 390,807,194 | |
Common Stock | Exchangeable Shares of Gran Tierra Exchangeco Inc. | ||
Increase (Decrease) in Stockholders' Equity | ||
Beginning balance (in shares) | 4,933,177 | |
Shares issued upon conversion of subscription receipts | 0 | |
Shares issued upon public offering | 0 | |
Shares issued for acquisition (Note 3) | 0 | |
Options exercised (in shares) | 0 | |
Exchange of exchangeable shares | (120,585) | |
Ending balance (in shares) | 4,812,592 | |
Common Stock | Exchangeable Shares of Gran Tierra Goldstrike Inc. | ||
Increase (Decrease) in Stockholders' Equity | ||
Beginning balance (in shares) | 3,638,889 | |
Shares issued upon conversion of subscription receipts | 0 | |
Shares issued upon public offering | 0 | |
Shares issued for acquisition (Note 3) | 0 | |
Options exercised (in shares) | 0 | |
Exchange of exchangeable shares | (251,587) | |
Ending balance (in shares) | 3,387,302 |
Share Capital - Subscription Re
Share Capital - Subscription Receipts (Narrative) (Details) $ / shares in Units, $ in Thousands, shares in Millions | Jul. 08, 2016USD ($)$ / sharesshares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Net proceeds after share issuance costs | $ 165,800 | $ 165,805 | $ 0 | $ 0 |
PetroLatina | Subscription Receipts | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Subscription receipts issued (in shares) | shares | 57.8 | |||
Eligible purchase price per Subscription Receipt (in dollars per share) | $ / shares | $ 3 | |||
Gross proceeds | $ 173,500 | |||
Number of common shares holder is entitled to for each Subscription Receipt (in shares) | 1 |
Share Capital - Public Offering
Share Capital - Public Offering (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 29, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Gross proceeds | $ 128,273 | $ 722 | $ 11,140 | |
Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock issued at public offering (in shares) | 43,300,000 | 43,335,000 | ||
Offering price (in dollars per share) | $ 3 | |||
Gross proceeds | $ 130,000 | |||
Net proceeds after share issuance costs | $ 123,000 | $ 117 | $ 3 |
Share Capital - 2015 Share Repu
Share Capital - 2015 Share Repurchase Program (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Equity [Abstract] | |||
Repurchased and canceled (in shares) | 4.6 | ||
Average price per share (in dollars per share) | $ 2.19 | ||
Total proceeds | $ 0 | $ 9,999 | $ 0 |
Share Capital - Equity Compensa
Share Capital - Equity Compensation Awards (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 27, 2012 | Jun. 26, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock available for issuance (in shares) | 39,806,100 | 23,306,100 | |||
Unrecognized compensation cost | $ 10 | $ 3.9 | |||
Weighted average period of recognition | 1 year 10 months 2 days | ||||
Weighted average remaining contractual term | 3 years 6 months | ||||
G&A expenses | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 6.3 | $ 2.7 | $ 7.7 | ||
Performance Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity awards granted (as a percent) | 80.00% | ||||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity awards granted (as a percent) | 20.00% |
Share Capital - Schedule of Inf
Share Capital - Schedule of Information About PSU, DSU, RSU and Stock Option Activity (Details) | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Number of Outstanding Options | |
Balance, Beginning of period (in shares) | 12,851,557 |
Granted (in shares) | 1,744,165 |
Exercised (in shares) | (2,165,370) |
Forfeited (in shares) | (386,320) |
Expired (in shares) | (2,804,554) |
Balance, End of period (in shares) | 9,239,478 |
Exercisable, at end of period (in shares) | 5,068,834 |
Vested, or expected to vest, at end of period through the life of the options (in shares) | 9,000,561 |
Weighted Average Exercise Price $/Option | |
Balance, Beginning of period (in dollars per share) | $ / shares | $ 4.60 |
Granted (in dollars per share) | $ / shares | 2.69 |
Exercised (in dollars per share) | $ / shares | 2.47 |
Forfeited (in dollars per share) | $ / shares | (4.71) |
Expired (in dollars per share) | $ / shares | (6.49) |
Balance, End of period (in dollars per share) | $ / shares | 4.16 |
Exercisable, at end of period (in dollars per share) | $ / shares | 5.03 |
Vested, or expected to vest, at end of period through the life of the options (in dollars per share) | $ / shares | $ 4.19 |
PSUs | |
Number of Outstanding Share Units | |
Balance, Beginning of period (in shares) | 0 |
Granted (in shares) | 3,362,717 |
Exercised (in shares) | 0 |
Forfeited (in shares) | 0 |
Expired (in shares) | 0 |
Balance, End of period (in shares) | 3,362,717 |
DSUs | |
Number of Outstanding Share Units | |
Balance, Beginning of period (in shares) | 0 |
Granted (in shares) | 208,698 |
Exercised (in shares) | 0 |
Forfeited (in shares) | 0 |
Expired (in shares) | 0 |
Balance, End of period (in shares) | 208,698 |
RSUs | |
Number of Outstanding Share Units | |
Balance, Beginning of period (in shares) | 1,015,457 |
Granted (in shares) | 0 |
Exercised (in shares) | (476,972) |
Forfeited (in shares) | (179,340) |
Expired (in shares) | 0 |
Balance, End of period (in shares) | 359,145 |
Share Capital - PSUs (Narrative
Share Capital - PSUs (Narrative) (Details) - PSUs | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
Award subject to targets relating to total shareholder return (as a percent) | 50.00% |
Award subject to targets relating to net asset value (as a percent) | 25.00% |
Net present value discount rate | 10.00% |
Award subject to targets relating to execution of corporate strategy (as a percent) | 25.00% |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of PSUs that vest (as a percent) | 0.00% |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of PSUs that vest (as a percent) | 200.00% |
Share Capital - DSUs and RSUs (
Share Capital - DSUs and RSUs (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
DSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
DSUs that will vest at such time the grantee ceases to be a member (as a percent) | 100.00% | ||
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Cash used to settle awards | $ 1.2 | $ 1.4 | $ 3.4 |
Share Capital - Stock Options (
Share Capital - Stock Options (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 30, 2013 | May 31, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock issued for cash proceeds (in shares) | 2,165,370 | 390,000 | 3,029,853 | ||
Stock options exercised (in shares) | 2,165,370 | ||||
Weighted average remaining contractual term of outstanding stock options | 3 years 6 months | ||||
Weighted average remaining contractual term of exercisable stock options | 3 years 3 months 18 days | ||||
Weighted average grant date fair value for options granted (in dollars per share) | $ 1.14 | $ 1.24 | $ 2.47 | ||
Weighted average grant date fair value for options vested (in dollars per share) | $ 1.52 | $ 2.38 | $ 3.63 | ||
Total fair value of stock options vested | $ 2,800 | $ 6,800 | $ 12,400 | ||
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Expected term during grantee's service | 5 years | ||||
Expected term after end of grantee's service | 3 months | ||||
Term for stock options granted prior to May of 2013 | 10 years | ||||
Additional Paid in Capital | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Cash proceeds upon exercise of stock options | $ 5,347 | $ 722 | $ 11,137 |
Share Capital - Schedule of Ass
Share Capital - Schedule of Assumptions Using the Black-Scholes Option Pricing Model (Details) - Stock Options | 1 Months Ended | 12 Months Ended | ||
May 31, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dividend yield (per share) (as a percent) | 0.00% | 0.00% | 0.00% | |
Volatility (minimum) (as a percent) | 50.00% | 46.00% | 39.00% | |
Volatility (maximum) (as a percent) | 54.00% | 50.00% | 42.00% | |
Weighted average volatility (as a percent) | 52.00% | 48.00% | 41.00% | |
Risk-free interest rate (minimum) (as a percent) | 0.94% | 1.20% | 0.78% | |
Risk-free interest rate (maximum) (as a percent) | 1.78% | 1.68% | 1.45% | |
Expected term | 5 years | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term | 4 years | 4 years | 4 years | |
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term | 5 years | 5 years | 5 years |
Share Capital - Schedule of Wei
Share Capital - Schedule of Weighted Average Shares Outstanding (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Equity [Abstract] | |||
Weighted average number of common and exchangeable shares outstanding | 320,851,538 | 285,333,869 | 284,715,785 |
Shares issuable pursuant to stock options | 0 | 0 | 0 |
Shares assumed to be purchased from proceeds of stock options | 0 | 0 | 0 |
Weighted average number of diluted common and exchangeable shares outstanding | 320,851,538 | 285,333,869 | 284,715,785 |
Share Capital - Weighted Averag
Share Capital - Weighted Average Shares Outstanding (Narrative) (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average options excluded from diluted loss per share calculation (in shares) | 10,662,034 | 13,432,287 | 15,621,890 |
Asset Retirement Obligation - S
Asset Retirement Obligation - Schedule of Changes in Carrying Amount of Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Asset Retirement Obligation, Roll Forward Analysis | ||||
Balance, beginning of year | $ 33,224 | $ 35,812 | ||
Settlements | (872) | (6,317) | ||
Liabilities associated with assets sold | (3,257) | 0 | ||
Liability incurred | 2,606 | 1,556 | ||
Liabilities assumed in acquisitions (Note 3) | 15,723 | 0 | ||
Accretion | 2,789 | 1,313 | ||
Revisions in estimated liability | (6,856) | 860 | ||
Balance, end of year | 43,357 | 33,224 | ||
Asset retirement obligation - current | $ 5,215 | $ 2,146 | ||
Asset retirement obligation - long-term | 38,142 | 31,078 | ||
Balance, end of year | $ 33,224 | $ 35,812 | $ 43,357 | $ 33,224 |
Asset Retirement Obligation - N
Asset Retirement Obligation - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Asset Retirement Obligation Disclosure [Abstract] | |||
Cash payments included in settlements | $ (605) | $ (6,217) | $ (796) |
Fair value of assets legally restricted for purposes of settling asset retirement obligations | $ 12,000 | $ 2,900 |
Taxes - Schedule of Income Tax
Taxes - Schedule of Income Tax Expense Reported (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Loss from continuing operations before income taxes | |||
United States | $ (23,986) | $ (14,061) | $ (19,744) |
Foreign | (626,248) | (354,027) | 2,610 |
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES (NOTE 5) | $ (650,234) | $ (368,088) | $ (17,134) |
Statutory rate | 35.00% | 35.00% | 35.00% |
Income tax recovery expense from continuing operations expected | $ (227,582) | $ (128,831) | $ (5,997) |
Foreign currency translation adjustments | 218 | (187) | (6,520) |
Impact of foreign taxes | (9,799) | (13,087) | 27,910 |
Other local taxes | 1,998 | 2,354 | 4,433 |
Stock-based compensation | 1,955 | 919 | 2,232 |
Increase in valuation allowance | 47,675 | 37,691 | 94,922 |
Non-deductible third party royalty in Colombia | 2,550 | 3,416 | 9,116 |
Other permanent differences | (1,684) | (2,334) | 1,119 |
Current income tax expense from continuing operations | |||
United States | 1,818 | 1,070 | 1,260 |
Foreign | 18,304 | 14,313 | 91,605 |
Current income tax expense from continuing operations | 20,122 | 15,383 | 92,865 |
Deferred income tax (recovery) expense from continuing operations | |||
Foreign | (204,791) | (115,442) | 34,350 |
Total income tax (recovery) expense from continuing operations | (184,669) | (100,059) | 127,215 |
National Taxes and Customs Direction (DIAN) | Foreign Tax Authority | |||
Loss from continuing operations before income taxes | |||
Impact of foreign taxes | 23,300 | $ 11,800 | $ 28,100 |
Deferred income tax (recovery) expense from continuing operations | |||
Deferred tax recovery associated with ceiling test impairment loss | $ 201,300 |
Taxes - Narrative (Details)
Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Valuation Allowance [Line Items] | |||||
Increase in valuation allowance | $ 96,000,000 | ||||
Valuation allowance related to acquisitions | 48,300,000 | ||||
Prepaid income taxes | $ 54,100,000 | 54,100,000 | |||
Current prepaid taxes | 12,271,000 | 12,271,000 | $ 0 | ||
Long-term prepaid taxes | 41,784,000 | 41,784,000 | 0 | ||
Current income taxes payable | 37,500,000 | 37,500,000 | |||
Interest and penalties on unrecognized tax benefit included in current income tax liabilities | 0 | 0 | 1,400,000 | ||
Annual amount of equity tax expense | 3,098,000 | 3,769,000 | $ 0 | ||
Colombia | |||||
Valuation Allowance [Line Items] | |||||
Included in accounts payable | 0 | $ 0 | $ 0 | ||
2017 | Colombia | |||||
Valuation Allowance [Line Items] | |||||
Equity tax rates | 0.40% | ||||
2015 | Colombia | |||||
Valuation Allowance [Line Items] | |||||
Equity tax rates | 1.15% | ||||
2016 | Colombia | |||||
Valuation Allowance [Line Items] | |||||
Equity tax rates | 1.00% | ||||
National Taxes and Customs Direction (DIAN) | |||||
Valuation Allowance [Line Items] | |||||
Decrease in future Colombian tax liability | $ 4,100,000 | ||||
Corporate minimum presumptive income tax rate | 3.50% | 3.00% | |||
National Taxes and Customs Direction (DIAN) | 2017 | |||||
Valuation Allowance [Line Items] | |||||
Single income tax, CREE tax and surtax rate | 40.00% | ||||
CREE surtax rate | 6.00% | ||||
National Taxes and Customs Direction (DIAN) | 2018 | |||||
Valuation Allowance [Line Items] | |||||
Single income tax, CREE tax and surtax rate | 37.00% | ||||
CREE surtax rate | 4.00% | ||||
National Taxes and Customs Direction (DIAN) | 2019 and onwards | |||||
Valuation Allowance [Line Items] | |||||
Single income tax, CREE tax and surtax rate | 33.00% | ||||
National Taxes and Customs Direction (DIAN) | 2017 and onwards | |||||
Valuation Allowance [Line Items] | |||||
New dividend tax on distributions of previously taxed earnings (as a percent) | 5.00% |
Taxes - Schedule of Deferred Ta
Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Income Tax Disclosure [Abstract] | ||
Tax benefit of operating loss carryforwards | $ 74,604 | $ 56,015 |
Tax basis in excess of book basis | 187,651 | 139,012 |
Foreign tax credits and other accruals | 48,341 | 22,674 |
Tax benefit of capital loss carryforwards | 32,278 | 30,799 |
Deferred tax assets before valuation allowance | 342,874 | 248,500 |
Valuation allowance | (341,263) | (245,259) |
Deferred tax assets, net | 1,611 | 3,241 |
Deferred Tax Liabilities | 107,230 | 34,592 |
Net Deferred Tax Liabilities | $ (105,619) | $ (31,351) |
Taxes - Summary of Operating Lo
Taxes - Summary of Operating Loss and Capital Loss Carryforwards (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Income Tax Disclosure [Abstract] | ||
Operating loss carryforwards | $ 257 | $ 178.7 |
Tax Credit Carryforward [Line Items] | ||
Of the operating loss and capital loss carryforwards, losses generated by the foreign subsidiaries of the Company. | 496.1 | 355.9 |
Capital loss carryforwards | ||
Tax Credit Carryforward [Line Items] | ||
Capital loss carryforwards | $ 239.1 | $ 228.1 |
Taxes - Changes in Unrecognized
Taxes - Changes in Unrecognized Tax Benefit (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns | |||
Unrecognized tax benefit relating to loss or income from continuing operations, beginning of year | $ 2,200 | $ 3,300 | $ 2,900 |
Increases for positions relating to prior year | 0 | 0 | 500 |
Decreases for positions relating to prior year | (800) | (100) | |
Decreases due to lapse of statute of limitations | (2,200) | (300) | 0 |
Unrecognized tax benefit relating to loss or income from continuing operations, end of year | 0 | 2,200 | 3,300 |
Interest and penalties (recovery) expense on the unrecognized tax benefit included in income tax expense from continuing operations | $ 0 | $ (600) | $ 400 |
Accounts Payable and Accrued 86
Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Trade | $ 80,072 | $ 54,402 |
Royalties | 4,542 | 2,066 |
Employee compensation and severance | 8,152 | 8,414 |
Other | 14,285 | 5,896 |
Total | $ 107,051 | $ 70,778 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Payments Under Non-Cancelable Agreements (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Total | $ 22,263 |
2,017 | 7,806 |
2,018 | 6,896 |
2,019 | 4,051 |
2,020 | 3,443 |
2,021 | 67 |
Thereafter | 0 |
Oil transportation services | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Total | 13,958 |
2,017 | 3,639 |
2,018 | 3,639 |
2,019 | 3,639 |
2,020 | 3,041 |
2,021 | 0 |
Thereafter | 0 |
Drilling, completions and seismic | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Total | 4,159 |
2,017 | 2,172 |
2,018 | 1,987 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Operating leases | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Total | 4,111 |
2,017 | 1,971 |
2,018 | 1,259 |
2,019 | 412 |
2,020 | 402 |
2,021 | 67 |
Thereafter | 0 |
Software and telecommunication | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Total | 35 |
2,017 | 24 |
2,018 | 11 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
Thereafter | $ 0 |
Commitments and Contingencies88
Commitments and Contingencies - Narrative (Details) | Apr. 30, 2015bbl | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Commitments and Contingencies Disclosure [Abstract] | ||||
Total rent expense | $ 3,200,000 | $ 4,000,000 | $ 3,200,000 | |
Promissory notes as security for letters of credit | 96,800,000 | $ 76,500,000 | ||
Settled Litigation Moqueta Discovery | ||||
Loss Contingencies [Line Items] | ||||
Total cumulative production of oil field (in barrels of oil) | bbl | 5,000,000 | |||
Pending Litigation Royalty, Transportation and Related Costs | ||||
Loss Contingencies [Line Items] | ||||
Estimated compensation which would be payable if interpretation is correct | 45,900,000 | |||
Amount accrued for improbable loss | $ 0 |
Financial Instruments, Fair V89
Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk - Schedule of Fair Value of Trading Securities, Derivative Assets, and RSU and PSU Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Foreign currency derivative asset | $ 578 | $ 0 |
Trading securities | 0 | 6,250 |
Fair value of assets | 578 | 6,250 |
Commodity price derivative liability | 3,824 | 0 |
RSU, PSU and DSU liability | 3,907 | 1,189 |
Fair value of liabilities | 7,731 | 1,189 |
Foreign currency derivative asset | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Foreign currency derivative asset | $ 578 | $ 0 |
Financial Instruments, Fair V90
Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash proceeds for trading securities sold | $ 2,325 | $ 0 | |
Premium paid upon entering into commodity price derivative | 3,500 | ||
Foreign exchange losses for each one peso decrease in exchange rate of Colombian peso to one U.S. dollar | $ 43 | ||
Colombia | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Revenues received in U.S. dollars (as a percent) | 100.00% | ||
Colombia | Geographic Concentration Risk | Oil and natural gas sales | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Sales to each significant customer as % of oil and gas sales | 97.00% | 97.00% | 95.00% |
Reported Value Measurement | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Value of the Notes | $ 109,900 | ||
Estimate of Fair Value Measurement | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Value of the Notes | $ 135,600 |
Financial Instruments, Fair V91
Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk - Schedule of Losses or Gains on Financial Instruments Recognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Trading securities loss | $ 3,925 | $ 1,335 | $ 6,326 |
Financial instruments loss | 10,279 | 2,027 | 4,722 |
Commodity price derivative loss | |||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Derivatives | 7,370 | 0 | 0 |
Foreign currency derivatives (gain) loss | |||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Derivatives | $ (1,016) | $ 692 | $ (1,604) |
Financial Instruments, Fair V92
Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk - Schedule of Outstanding Commodity Price Derivative Positions (Details) bbl in Thousands | 12 Months Ended |
Dec. 31, 2016$ / bblbbl | |
Collar: June 1, 2016 to May 31, 2017 | |
Derivative [Line Items] | |
Volume (in barrels) | bbl | 10 |
Premiums received/(paid) (in dollars per barrel) | (1,250) |
Collar: June 1, 2017 to December 31, 2017 | |
Derivative [Line Items] | |
Volume (in barrels) | bbl | 10 |
Premiums received/(paid) (in dollars per barrel) | 475 |
Collar: October 1, 2016 to December 31, 2017 | |
Derivative [Line Items] | |
Volume (in barrels) | bbl | 5 |
Premiums received/(paid) (in dollars per barrel) | 0 |
Sold | Sold Put ($/bbl) | Collar: June 1, 2016 to May 31, 2017 | |
Derivative [Line Items] | |
Put price (in dollars per barrel) | 35,000 |
Sold | Sold Put ($/bbl) | Collar: June 1, 2017 to December 31, 2017 | |
Derivative [Line Items] | |
Put price (in dollars per barrel) | 35,000 |
Sold | Sold Put ($/bbl) | Collar: October 1, 2016 to December 31, 2017 | |
Derivative [Line Items] | |
Put price (in dollars per barrel) | 35,000 |
Sold | Sold Call ($/bbl) | Collar: June 1, 2016 to May 31, 2017 | |
Derivative [Line Items] | |
Call price (in dollars per barrel) | 65,000 |
Sold | Sold Call ($/bbl) | Collar: June 1, 2017 to December 31, 2017 | |
Derivative [Line Items] | |
Call price (in dollars per barrel) | 65,000 |
Sold | Sold Call ($/bbl) | Collar: October 1, 2016 to December 31, 2017 | |
Derivative [Line Items] | |
Call price (in dollars per barrel) | 65,000 |
Purchased Put ($/bbl) | Collar: June 1, 2016 to May 31, 2017 | |
Derivative [Line Items] | |
Put price (in dollars per barrel) | 45,000 |
Purchased Put ($/bbl) | Collar: June 1, 2017 to December 31, 2017 | |
Derivative [Line Items] | |
Put price (in dollars per barrel) | 45,000 |
Purchased Put ($/bbl) | Collar: October 1, 2016 to December 31, 2017 | |
Derivative [Line Items] | |
Put price (in dollars per barrel) | 45,000 |
Financial Instruments, Fair V93
Financial Instruments, Fair Value Measurement, Credit Risk and Foreign Exchange Risk - Schedule of Outstanding Foreign Currency Derivative Positions (Details) | Dec. 31, 2016USD ($)COP / collar | Dec. 31, 2016COPCOP / collar |
Derivative [Line Items] | ||
Amount hedged (Millions COP) | COP | COP 54,294,800,000 | |
Collar: January 1, 2017 to March 31, 2017 | ||
Derivative [Line Items] | ||
Amount hedged (Millions COP) | $ | $ 31,597,600,000 | |
Collar: April 1, 2017 to May 31, 2017 | ||
Derivative [Line Items] | ||
Amount hedged (Millions COP) | $ | $ 22,697,200,000 | |
Purchased Call | Collar: January 1, 2017 to March 31, 2017 | ||
Derivative [Line Items] | ||
Call price (in COP per collar) | 3,100,000 | 3,100,000 |
Purchased Call | Collar: April 1, 2017 to May 31, 2017 | ||
Derivative [Line Items] | ||
Call price (in COP per collar) | 3,100,000 | 3,100,000 |
Bank 1 | Put Option | Sold | Collar: January 1, 2017 to March 31, 2017 | ||
Derivative [Line Items] | ||
Put price (in COP per collar) | 3,300,000 | 3,300,000 |
Bank 1 | Put Option | Sold | Collar: April 1, 2017 to May 31, 2017 | ||
Derivative [Line Items] | ||
Put price (in COP per collar) | 3,310,000 | 3,310,000 |
Bank 2 | Put Option | Sold | Collar: January 1, 2017 to March 31, 2017 | ||
Derivative [Line Items] | ||
Put price (in COP per collar) | 3,345,000 | 3,345,000 |
Bank 2 | Put Option | Sold | Collar: April 1, 2017 to May 31, 2017 | ||
Derivative [Line Items] | ||
Put price (in COP per collar) | 3,370,000 | 3,370,000 |
Severance Expenses (Details)
Severance Expenses (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring and Related Activities [Abstract] | |||
Severance expenses | $ 1,319,000 | $ 8,990,000 | $ 0 |
Employee severance | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance expense payable | $ 0 | $ 1,500,000 |
Supplemental Cash Flow Inform95
Supplemental Cash Flow Information - Schedule of Net Changes in Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplemental Cash Flow Elements [Abstract] | |||
Accounts receivable and other long-term assets | $ (29) | $ 44,365 | $ (34,473) |
Derivatives | (3,546) | 0 | 0 |
Inventory | 5,510 | (1,571) | (2,891) |
Other prepaids | (615) | 152 | 4 |
Accounts payable and accrued and other long-term liabilities | (9,691) | (33,743) | 2,988 |
Prepaid tax and taxes receivable and payable | (2,966) | (48,251) | (61,064) |
Net changes in assets and liabilities from operating activities of continuing operations | $ (11,337) | $ (39,048) | $ (95,436) |
Supplemental Cash Flow Inform96
Supplemental Cash Flow Information - Schedule of Additional Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplemental Cash Flow Elements [Abstract] | |||
Cash paid for income taxes | $ 64,067 | $ 39,422 | $ 101,179 |
Cash paid for interest | 5,624 | 0 | 0 |
Non-cash investing activities: | |||
Net liabilities related to property, plant and equipment, end of year | 55,181 | 33,923 | 113,874 |
Acquisition of marketable securities as proceeds from sale of Argentina business unit (Note 4) | $ 0 | $ 0 | $ 13,912 |
Subsequent Event (Details)
Subsequent Event (Details) - Subsequent Event - Brazil Divestiture - Held-for-sale $ in Millions | Feb. 07, 2017USD ($) | Aug. 01, 2017USD ($)business |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Non-refundable deposit received | $ 3.5 | |
Scenario, Forecast | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of businesses divested | business | 1 | |
Consideration to be received on completion of divestiture | $ 35 | |
Tie Field | Scenario, Forecast | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Ownership interest divested (as a percent) | 100.00% |