Talos Energy Inc 8-K, filed Jan 11, 2021
Talos Energy Inc. (TALO)
About this 8-K
Talos Energy Inc filed this 8-K on January 11, 2021.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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| Item 8.01 | Other Events. |
On January 11, 2021, Talos Energy Inc. (the “Company”) issued a press release announcing that its wholly owned subsidiary, Talos Production Inc. (the “Issuer”), has priced an upsized private offering of $150 million in aggregate principal amount of 12.00% additional Second-Priority Senior Secured Notes due 2026 (the “Additional Notes”). The Additional Notes will be issued under the same indenture as those issued by the Issuer on January 4, 2021 (the “Existing Notes”) and will form a part of the same series of notes as the Existing Notes. A copy of the press release is attached as Exhibit 99.1 to this report and incorporated herein by reference.
The information contained in this Item 8.01 is neither an offer to sell nor the solicitation of an offer to buy the Additional Notes or any other securities and shall not constitute an offer to buy or a sale of the Additional Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit Number |
Description of Exhibit | |
| 99.1 | Press Release, dated January 11, 2021. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TALOS ENERGY INC. | ||||||
| Date: January 11, 2021 | By: | /s/ William S. Moss III | ||||
| Name: | William S. Moss III | |||||
| Title: | Executive Vice President, General Counsel and Secretary | |||||
Exhibit 99.1
TALOS ENERGY ANNOUNCES PRICING OF UPSIZED OFFERING OF $150 MILLION OF ADDITIONAL SECOND-PRIORITY SENIOR SECURED NOTES DUE 2026
Houston, Texas, January 11, 2021 – Talos Energy Inc. (the “Company” or “Talos Energy”) (NYSE: TALO) today announced that Talos Production Inc. (the “Issuer”), a wholly owned subsidiary of the Company, has priced an upsized offering (the “Offering”) of $150 million in aggregate principal amount of additional 12.00% Second-Priority Senior Secured Notes due 2026 (the “Additional Notes”) at at an offering price equal to 97% of par, plus accrued interest from January 4, 2021. The Additional Notes will be issued under the same indenture as the notes issued by the Issuer on January 4, 2021 (the “Existing Notes”) and will form a part of the same series of notes as the Existing Notes.
The Issuer intends to use the net proceeds from the Offering to repay a portion of the outstanding borrowings under its reserves-based lending facility. The Offering is expected to close on or about January 14, 2021, subject to customary closing conditions.
The Additional Notes are being offered in the United States only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to persons outside the United States only in compliance with Regulation S under the Securities Act. The Additional Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any sale of the Additional Notes or any other security of the Issuer, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
ABOUT TALOS ENERGY
Talos Energy (NYSE: TALO) is a technically driven independent exploration and production company focused on safely and efficiently maximizing cash flows and long-term value through its operations, currently in the United States Gulf of Mexico and offshore Mexico. As one of the U.S. Gulf of Mexico’s largest public independent producers, we leverage decades of geology, geophysics and offshore operations expertise towards the acquisition, exploration, exploitation and development of assets in key geological trends that are present in many offshore basins around the world. Our activities in offshore Mexico provide high impact exploration opportunities in an oil rich emerging basin. For more information, visit www.talosenergy.com.
INVESTOR RELATIONS CONTACT
Sergio Maiworm
+1.713.328.3008
investor@talosenergy.com
CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS
This communication contains “forward-looking statements” within the meaning of U.S. Private Securities Litigation Reform Act of 1995. When used in this communication, the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “forecast,” “may,” “objective,” “plan” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. All statements, other than statements of historical fact included in this communication, are forward-looking statements, including, but not limited to, statements regarding the Issuer’s plans to issue the Additional Notes and the intended use of the proceeds therefrom. These forward-looking statements are based on the Company’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events.
The Company cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. These risks include, but are not limited to, risks and uncertainties related to economic, market or business conditions, satisfaction of customary closing conditions related to the Offering and other risk factors as detailed from time to time in the Company’s reports filed with the U.S. Securities and Exchange Commission.
Should one or more of these risks or uncertainties occur, or should underlying assumptions prove incorrect, The Company’s actual results and plans could differ materially from those expressed in any forward-looking statements. All forward-looking statements, expressed or implied, included in this communication are expressly qualified in their entirety by this cautionary statement. All forward-looking statements speak only as of the date of this communication. Except as otherwise required by applicable law, the Company disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this communication.
TALOS ENERGY INC. 333 Clay St., Suite 3300, Houston, TX 77002