Talos Energy Completes EnVen Acquisition
Ticker: TALO · Form: 8-K · Filed: Mar 5, 2024 · CIK: 1724965
| Field | Detail |
|---|---|
| Company | Talos Energy Inc. (TALO) |
| Form Type | 8-K |
| Filed Date | Mar 5, 2024 |
| Risk Level | medium |
| Pages | 8 |
| Reading Time | 10 min |
| Key Dollar Amounts | $0.01, $1.27 b, $964,904,000, $500,000 |
| Sentiment | bullish |
Sentiment: bullish
Topics: acquisition, merger, oil-gas
TL;DR
Talos just bought EnVen for stock and cash, beefing up its Gulf of Mexico game.
AI Summary
On March 4, 2024, Talos Energy Inc. announced the completion of its acquisition of EnVen Energy Corporation. The transaction involved the issuance of approximately 12.7 million shares of Talos common stock and $104.5 million in cash, funded by its revolving credit facility. This strategic move is expected to enhance Talos's offshore Gulf of Mexico portfolio.
Why It Matters
This acquisition significantly expands Talos Energy's presence in the Gulf of Mexico, potentially leading to increased production and operational synergies.
Risk Assessment
Risk Level: medium — The integration of EnVen's assets and potential fluctuations in commodity prices present integration and market risks.
Key Numbers
- 12.7 million — Shares Issued (Talos issued this many shares of its common stock to complete the EnVen acquisition.)
- $104.5 million — Cash Consideration (This amount of cash was paid by Talos, funded by its credit facility, as part of the EnVen acquisition.)
Key Players & Entities
- Talos Energy Inc. (company) — Acquiring company
- EnVen Energy Corporation (company) — Acquired company
- March 4, 2024 (date) — Effective date of acquisition completion
- 12.7 million (dollar_amount) — Shares of Talos common stock issued
- $104.5 million (dollar_amount) — Cash paid in the acquisition
FAQ
What was the total value of the EnVen Energy Corporation acquisition?
The filing indicates the transaction involved approximately 12.7 million shares of Talos common stock and $104.5 million in cash.
When did Talos Energy Inc. complete the acquisition of EnVen Energy Corporation?
The acquisition was completed on March 4, 2024.
How was the cash portion of the EnVen acquisition funded?
The cash portion of the acquisition was funded by Talos Energy Inc.'s revolving credit facility.
What is the primary geographic focus of the combined entities after the acquisition?
The acquisition is expected to enhance Talos's offshore Gulf of Mexico portfolio.
What was Talos Energy's former company name?
Talos Energy Inc.'s former company name was SAILFISH ENERGY HOLDINGS Corp, with a name change date of December 11, 2017.
Filing Stats: 2,382 words · 10 min read · ~8 pages · Grade level 11.7 · Accepted 2024-03-04 20:17:01
Key Financial Figures
- $0.01 — shares of Talos common stock, par value $0.01 per share (the "Talos Common Stock") an
- $1.27 b — Common Stock") and paying approximately $1.27 billion, in the aggregate at closing. R
- $964,904,000 — equal to the quotient of (i) sum of (A) $964,904,000, plus (B) the amount of net unrestricte
- $500,000 — rities Act") in an amount not to exceed $500,000, divided by (ii) the aggregate number o
Filing Documents
- d769637d8k.htm (8-K) — 49KB
- d769637dex41.htm (EX-4.1) — 203KB
- d769637dex42.htm (EX-4.2) — 18KB
- d769637dex43.htm (EX-4.3) — 18KB
- d769637dex101.htm (EX-10.1) — 72KB
- d769637dex991.htm (EX-99.1) — 8KB
- g769637g0302113702352.jpg (GRAPHIC) — 3KB
- 0001193125-24-058227.txt ( ) — 565KB
- talo-20240304.xsd (EX-101.SCH) — 3KB
- talo-20240304_lab.xml (EX-101.LAB) — 18KB
- talo-20240304_pre.xml (EX-101.PRE) — 11KB
- d769637d8k_htm.xml (XML) — 4KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (a)Financial Statements of Business Acquired To be filed by amendment not later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed. (b)Pro Forma Financial Information 4 To be filed by amendment not later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed. (d)Exhibits Exhibit No. Description 2.1 Merger Agreement, dated January 13, 2024, by and among Talos Energy Inc., QuarterNorth Energy Inc., Compass Star Merger Sub Inc. and the equityholder representatives named therein. (incorporated by reference to Exhibit 2.1 to Talos Energy Inc.'s Current Report on Form 8-K (File No. 001-38497) filed with the SEC on January 16, 2024). 4.1 Registration Rights Agreement, dated as of March 4, 2024, by and among Talos Energy Inc. and each of the Persons listed on Schedule A thereto. 4.2 First Supplemental Indenture, dated as of March 4, 2024, among Talos Production Inc., each of the guarantors party thereto and Wilmington Trust, National Association, as trustee and as collateral agent (9.000% Senior Notes). 4.3 First Supplemental Indenture, dated as of March 4, 2024, among Talos Production Inc., each of the guarantors party thereto and Wilmington Trust, National Association, as trustee and as collateral agent (9.375% Senior Notes). 10.1 Indemnification Agreement (Joseph Mills). 99.1 Press Release, dated March 4, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 5
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TALOS ENERGY INC. Date: March 4, 2024 By: /s/ William S. Moss III Name: William S. Moss III Title: Executive Vice President, General Counsel and Secretary 6