Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)
Gran Tierra Energy
Inc.
(Exact Name of Registrants as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
| Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | Carry Forward Form Type | Carry Forward File Number | Carry Forward Initial effective date | Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward | |
| Newly Registered Securities | ||||||||||||
| Fees to Be Paid | — | — | — | — | — | — | ||||||
| Fees Previously Paid | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | ||||
| Carry Forward Securities | ||||||||||||
| Fees to Be Paid | Equity | Common Stock, par value $0.0001 per share(1) | Rule 415(a)(6) | (2)(3) | (5) | — | ||||||
| Fees to Be Paid | Equity | Preferred Stock, par value $0.0001 per share | Rule 415(a)(6) | (3)(4) | (5) | — | ||||||
| Fees to Be Paid | Other | Warrants | Rule 415(a)(6) | (3)(4) | (5) | — | ||||||
| Fees to Be Paid | Other | Subscription Rights | Rule 415(a)(6) | (3)(4) | (5) | — | ||||||
| Fees to Be Paid | Unallocated (Universal) Shelf | Rule 415(a)(6) | (3)(4) | $500,000,000(5) | S-3 | 333-258433 | August 13, 2021 | $54,550.00(5) | ||||
| Total Offering Amounts | $500,000,000 | $0.00 | ||||||||||
| Total Fees Previously Paid | $0.00 | |||||||||||
| Total Fee Offsets | — | |||||||||||
| Net Fee Due | $0.00 | |||||||||||
| (1) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares of common stock being registered hereunder include an indeterminate number of shares that may be issued in connection with shares splits, share dividends, recapitalizations or similar events. |
| (2) | The amount to be registered consists of up to $500,000,000 of an indeterminate amount of common stock, preferred stock, warrants and/or subscription rights. There is also being registered hereunder such currently indeterminate number of shares of common stock or other securities of the registrant as may be issued upon conversion of, or in exchange for, convertible or exchangeable preferred stock, warrants and/or subscription rights registered hereby. Any securities registered hereunder may be sold separately or with the other securities registered hereunder. |
| (3) | The proposed maximum aggregate offering price per unit will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security pursuant to Instruction 2(A)(iii)(b) of Item 16(b) of Form S-3 under the Securities Act. |
| (4) | Estimated pursuant to Rule 457(o) under the Securities Act. In no event will the aggregate offering price of all securities sold by the registrant from time to time pursuant to this registration statement exceed $500,000,000. No separate consideration will be received for common stock or other securities of the registrant that may be issued upon conversion of, or in exchange for, convertible or exchangeable preferred stock registered hereby. |
| (5) | The registrant previously paid registration fees in the aggregate of $54,550 with respect to a Registration Statement on Form S-3, effective August 13, 2021, File No. 333-258433 (the “Prior Registration Statement”). Pursuant to Rule 415(a)(6) (“Rule 415(a)(6)”) promulgated under the Securities Act, the securities registered pursuant to this Registration Statement on Form S-3 (this “Registration Statement”) include $500,000,000 of shares of common stock previously registered on the Prior Registration Statement which remain unsold (the “Unsold Securities”). Pursuant to Rule 415(a)(6), the registration fee of $54,550 associated with the offering of the Unsold Securities (based on the filing fee rate in effect at the time of the filing of the Prior Registration Statement) is hereby carried forward to be applied to the Unsold Securities registered hereunder, and no additional filing fee is due with respect to the Unsold Securities in connection with the filing of this Registration Statement. Pursuant to Rule 415(a)(6), the offering of the Unallocated Securities registered under the Prior Registration Statement will be deemed terminated as of the date of effectiveness of this Registration Statement. |