Talos Energy Announces Proposed Offering of $400 Million of Second-Priority Senior Secured Notes Due 2026

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Dec 14, 2020, 01:05 ET

HOUSTON, Dec. 14, 2020 /PRNewswire/ -- Talos Energy Inc. ("Talos Energy") (NYSE: TALO) today announced that Talos Production Inc. (the "Company"), a wholly owned subsidiary of Talos Energy, has commenced an offering (the "Offering") of $400 million in aggregate principal amount of new Second-Priority Senior Secured Notes due 2026 (the "New Notes"). The Company intends to use the net proceeds from the Offering to (i) fund the redemption (the "Redemption") of all of the outstanding 11.00% Second-Priority Senior Secured Notes due 2022 issued by the Company and Talos Production Finance Inc. (the "2022 Notes") and (ii) pay any premiums, fees and expenses related to the Redemption and the issuance of the New Notes. The Company intends to use any remaining net proceeds for general corporate purposes, which may include the repayment of a portion of the outstanding borrowings under its reserves-based lending facility.

It is expected that the New Notes will be guaranteed on a senior basis by Talos Energy and certain of the Company's subsidiaries and initially be secured on a second-priority basis by substantially the same collateral as the Company's existing first-priority obligations under its senior reserve-based revolving credit facility.

The New 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 New 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 New Notes or any other security of the Company, 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. This press release does not constitute a notice of redemption under the optional redemption provisions of the indenture governing the 2022 Notes.

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
[email protected]

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 Company's plans to issue the New Notes and the intended use of the net proceeds therefrom. These forward-looking statements are based on our current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events.

We caution 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 our 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 Talos Energy'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, our 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, we disclaim 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.

SOURCE Talos Energy