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REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
1. Press Release dated October 22, 2026 titled "Geopark announces tender results of cash tender offer for any and all of its outstanding 8.750% Senior Notes due 2030."
GEOPARK ANNOUNCES TENDER RESULTS OF CASH TENDER OFFER FOR
ANY AND ALL OF ITS OUTSTANDING 8.750% SENIOR NOTES DUE 2030
Bogotá, Colombia, October 22, 2026 - GeoPark Limited ("GeoPark"or the"Company") (NYSE: GPRK), an exempted company incorporated under the laws of Bermuda, today announced the tender results in connection with its offer to purchase for cash any and all of its outstanding 8.750% Senior Notes due 2030 (the "Notes") (the "Tender Offer"). The Tender Offer was made upon the terms and subject to the conditions (including the Financing Condition (as defined in the Offer to Purchase)) set forth in the offer to purchase dated October 16, 2026 (the "Offer to Purchase").
As previously announced, the expiration time for the Tender Offer was 5:00 p.m., New York City time, on October 22, 2026 (such date and time, the "Expiration Time"). As of the Expiration Time, U.S.$ 266,832,000 in aggregate principal amount of the Notes outstanding had been validly tendered and not withdrawn pursuant to the Tender Offer. Settlement of the Tender Offer is expected to occur on or about October 28, 2026 (the "Settlement Date").
The table below summarizes certain payment terms for the Notes:
Outstanding Principal Amount as of the Date Hereof
Consideration per U.S.$1,000 Outstanding Principal Amount (1)
Aggregate Principal Amount Validly Tendered
Aggregate Principal Amount Outstanding After Giving Effect to Settlement of the Tender Offer
(1) The Consideration for the Notes will be paid together with accrued and unpaid interest from the last interest payment date for the Notes up to, but not including, the Settlement Date.
Upon the terms and subject to the conditions of the Tender Offer set forth in the Offer to Purchase, all Notes validly tendered and not validly withdrawn at or prior to the Expiration Time, if accepted by GeoPark for purchase, will be paid in full by GeoPark on the Settlement Date and all Holders who validly tendered and did not validly withdraw their Notes at any time at or prior to the Expiration Time will receive the Consideration plus accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the Settlement Date, at that time.
The obligation of GeoPark to purchase Notes in the Tender Offer is conditioned on the satisfaction or waiver of certain conditions, including, without limitation, the Financing Condition, described in the Offer to Purchase.
The information and tender agent for the Tender Offer is D.F. King & Co., Inc. Requests for documentation and questions regarding the Tender Offer can be directed to D.F. King & Co., Inc. at its telephone numbers (646) 582-2900 and (800) 967-5084, or by email at geopark@dfking.com.
Copies of the Offer to Purchase are available from the tender offer website (the "Tender Offer Website"): www.dfking.com/geopark, subject to eligibility confirmation and registration.
Any questions or requests for assistance or for additional copies of this notice may be directed to the dealer managers at their respective telephone numbers set forth below or, if by any Holder, to such Holder's broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Tender Offer.
The dealer managers for the Tender Offer are:
This notice does not constitute or form part of any offer or invitation to purchase, or any solicitation of any offer to sell, the Notes or any other securities in the United States or any other country, nor shall it or any part of it, or the fact of its release, form the basis of, or be relied on or in connection with, any contract therefor. The Tender Offer is made only by and pursuant to the terms of the Offer to Purchase, and the information in this notice is qualified by reference to the Offer to Purchase. None of GeoPark, the dealer managers or the information and tender agent have made any recommendation as to whether Holders should tender their Notes pursuant to the Tender Offer.
For further information, please contact:
Shareholder Value and Capital Markets Director
Communications Department communications@geo-park.com
CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS
The forward-looking statements are made only as of the date hereof, and GeoPark does not undertake any obligation to (and expressly disclaims any obligation to) update any forward-looking statements to reflect events or circumstances after the date such statements were made, or to reflect the occurrence of unanticipated events. In light of the risks and uncertainties described above, and the potential for variation of actual results from the assumptions on which certain of such forward-looking statements are based, investors should keep in mind that the results, events or developments disclosed in any forward-looking statement made in this document may not occur, and that actual results may vary materially from those described herein, including those described as anticipated, expected, targeted, projected or otherwise.
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GeoPark Ltd, 6-KSEC EDGAR dosya no 000095010326016049
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