UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 11, 2021
Talos Energy Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-38497 | 82-3532642 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
333 Clay Street, Suite 3300
Houston, Texas 77002
(Address of principal executive offices, including zip code)
(713) 328-3000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock | TALO | NYSE |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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 |