GTE Gran Tierra Energy Inc

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

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SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

 (Name of Issuer)

 (Title of Class of Securities)

 (CUSIP Number)

Supriya Kapoor

2 Bloor Street East, Suite 3000

Toronto, Ontario M4W 1A8

 (Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

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CUSIP No:  38500T101

Page 3 of 6 Pages

1	NAMES OF REPORTING PERSONS
	GREGORY A. BOLAND
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☐
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			20,736,552
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			20,736,552
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	20,736,552
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	7.55%
14	TYPE OF REPORTING PERSON
	IN, HC

 

Item 1.

Security and Issuer

 

This Amendment No. 3 to Schedule 13D is being filed by West Face Capital Inc. (“West Face”) and Gregory A. Boland (“Mr. Boland”) (collectively, the “Reporting Persons”) pursuant to §240.13d-2(a), to amend the Schedule 13D filed on April 21, 2015, as amended by Amendment No.1 filed on May 11, 2015, and Amendment No. 2 filed on June 3, 2015 (collectively, the “Schedule 13D”), relating to the Common Stock, US$0.001 par value per share, (the “Shares”) of Gran Tierra Energy Inc. (the “Company”), whose principal executive offices are located at 200, 150 13 Avenue S.W., Calgary, Alberta, Canada T2R 0V2.  Except as set forth below, all Items of the Schedule 13D remain unchanged. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Schedule 13D.

Item 5.

Interest in Securities of the Issuer

Item 5 of the Schedule 13D is hereby amended and restated as follows:

Item 7.

Material to be Filed as Exhibits.

Item 7 of the Schedule 13D is hereby amended and supplemented as follows:

 

Page 5of 6 Pages

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

December 24, 2015

 

SCHEDULE 13D

 

Page 6 of 6 Pages

EXHIBIT M

SCHEDULE OF TRANSACTIONS

1.  The actual prices for these transactions range from $2.39 to $2.42, inclusive. The Reporting Persons further undertake to provide upon request by the Commission staff, the Company, or a security holder of the Company, full information regarding the number of Shares sold at each separate price with the ranges set forth in footnotes (1) through (12) to this Schedule 13D.

2.  The actual prices for these transactions range from $2.385 to $2.47, inclusive.

3.  The actual prices for these transactions range from $2.23 to $2.35, inclusive.

4.  The actual prices for these transactions range from $1.985 to $2.22, inclusive.

5.  The actual prices for these transactions range from $1.96 to $2.15, inclusive.

6.  The actual prices for these transactions range from $2.09 to $2.235, inclusive.

7.  The actual prices for these transactions range from $2.11 to $2.175, inclusive.

8.  The actual prices for these transactions range from $1.99 to $2.06, inclusive.

9.  The range for trades in these securities was from a market low of $1.88 to a market high of $2.02.

 

10.  The actual prices for these transactions range from $2.19 to $2.36, inclusive.

11.  The actual prices for these transactions range from  $2.12 to $2.22, inclusive.

12.  The actual prices for these transactions range from  $2.17 to $2.29, inclusive.

 

 

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