8-K
false 0001724965 0001724965 2020-11-04 2020-11-04

 

 

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): November 4, 2020

 

 

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 No.)

 

333 Clay Street, Suite 3300

Houston, Texas

  77002
(Address of principal executive offices)   (Zip Code)

(713) 328-3000

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

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 2.02.

Results of Operations and Financial Condition.

On November 4, 2020, Talos Energy Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended September 30, 2020. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 2.02 by reference.

In accordance with General Instruction B.2 of Form 8-K, the information contained in this Current Report under Item 2.02 and set forth in the attached Exhibit 99.1 is deemed to be “furnished” solely pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01

Financial Statements and Exhibits.

(d)    Exhibits.

 

Exhibit
No.

  

Description

99.1    Press Release, dated November 4, 2020.
104    Cover Page Interactive Data File (embedded within Inline XBRL document).

 

1


SIGNATURE

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.

Date: November 4, 2020

 

TALOS ENERGY INC.
By:  

/s/ William S. Moss III

Name:   William S. Moss III
Title:   Executive Vice President, General Counsel and Secretary

 

2

EX-99.1

Exhibit 99.1

 

TALOS ENERGY ANNOUNCES THIRD QUARTER 2020 FINANCIAL AND OPERATIONAL RESULTS

Houston, Texas, November 4, 2020 – Talos Energy Inc. (“Talos” or the “Company”) (NYSE: TALO) today announced its financial and operational results for the third quarter of 2020.

Key Highlights:

 

   

Production of 48.6 thousand barrels of oil equivalent per day (“MBoe/d”), of which 67% was oil and 74% was liquids. Production for the quarter was significantly impacted by deferrals associated with weather-related shut-ins, third party downtime and other miscellaneous items.

 

   

Net Loss of $52.0 million in the quarter, or $0.73 loss per diluted share, and Adjusted Net Loss(1) in the quarter of $37.4 million, or $0.52 adjusted loss per diluted share.

 

   

Adjusted EBITDA(1) of $78.6 million for the third quarter.

 

   

Capital expenditures, inclusive of plugging and abandonment costs, of $132.3 million during the quarter.

 

   

As of September 30, 2020, maintained a leverage position of 1.8x Net Debt to Credit Facility LTM Adjusted EBITDA(1).

 

   

As of September 30, 2020, $353.8 million of liquidity including $32.4 million in cash and $321.4 million of availability under the Company’s $985.0 million borrowing base.

 

   

The Company published its inaugural Environmental, Social and Governance report highlighting the Company’s initiatives and commitments across health and safety, environmental and social responsibility and corporate governance topics.

 

  (1)

Adjusted Net Loss, Adjusted Loss per Share, Adjusted EBITDA, Adjusted EBITDA Margin, Credit Facility LTM Adjusted EBITDA and Net Debt to Credit Facility LTM Adjusted EBITDA are non-GAAP financial measures. See “Supplemental Non-GAAP Information” below for additional detail and reconciliations of GAAP to non-GAAP measures.

President and Chief Executive Officer Timothy S. Duncan commented: “As we discussed in our October 7th operations update, the third quarter was particularly challenging, dominated by the busiest storm season in the last 15 years in the Gulf of Mexico. These storms did not cause significant damage to our infrastructure, but shut-in production and project delays resulted in a decrease in revenue as well as an increase in capital spending and delays in first production on active development projects. Despite those challenges, we made significant progress in our operations to exit 2020 on strong footing with a more resilient set of assets, with more scale and diversity and with a lower cost structure than how we entered the year.”

Duncan continued: “There have been several important milestones as we close out the year. We are proud to have published our first ESG report and look forward to providing annual updates going forward. The report highlights our mission to provide life-improving energy with minimal impact to the environment and climate, while also promoting a company culture that’s recognized as one of the best in Houston. On the operations front, we continue to deliver on the low end of our operating cost guidance, even with the additional hurricane-related costs, allowing us to have a highly competitive cost structure as we ramp to our full expected run-rate to exit the year. As we conclude our 2020 capital program in November and restore production to our target exit rate of 71-73 MBoe/d, we look forward to generating solid results in the fourth quarter and moving forward into 2021.”

RECENT DEVELOPMENTS AND OPERATIONS UPDATE

Drilling and Exploration Activities – U.S. Gulf of Mexico

Tornado Water Flood: Injection from the B-4 aquifer into the B-6 producing reservoir continues at an injection rate of more than 20,000 barrels of water per day. Preliminary results from the producing Tornado wells are very positive, having exhibited both an increase in total production rate and an increase in measured reservoir pressures in the B-6 reservoir. Talos holds a 65.0% working interest in the Tornado field and is the operator, with Kosmos Energy holding a 35.0% working interest.

Kaleidoscope: Following the previously announced successful drilling of the Kaleidoscope well from the Green Canyon 18 platform, Talos expects first production from the well in late November 2020. Talos holds a 100.0% working interest in the well.

Ram Powell Facility: As a result of weather conditions from Tropical Storm Beta and Hurricane Zeta in October 2020, the completion of repairs and restart of the facility is now expected in November 2020. Talos holds a 100.0% working interest in Ram Powell.

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


Bulleit: After initiating flowback, the ramping up of production was halted for personnel evacuations resulting from Hurricane Zeta. Talos expects to re-initiate production following the re-staffing of the Green Canyon 18 platform in November 2020. Talos holds a 50.0% working interest and is the operator, with EnVen and Otto Energy holding 33.3% and 16.7% working interests, respectively.

Puma West: Drilling of the Puma West exploration prospect is expected to resume in the fourth quarter of 2020. The well was temporarily halted in January 2020 prior to drilling through the Middle and Lower Miocene main objectives. bp is the operator and holds a 50.0% working interest. Talos and Chevron each hold a 25.0% working interest.

Drilling and Exploration Activities – Mexico

Zama Unitization: Unitization discussions with Petróleos Mexicanos (“Pemex”) continue regarding the Company’s Zama discovery in offshore Mexico. Talos maintains its target to conclude unitization negotiations by mid-January, as directed by Mexico’s Ministry of Energy (“SENER”).

Corporate Activities

ESG Report: The Company recently published its inaugural Environmental, Social and Governance report. Highlights from 2019 include strong performance and year-over-year improvements in numerous safety and environmental categories, continued material support for local communities and charitable organizations and sustained employee support as evidenced by the Company’s seventh consecutive year voted as a Top Workplace in Houston by the Houston Chronicle.

Fall Borrowing Base Redetermination: Talos has recently initiated its Fall 2020 borrowing base redetermination discussion for the Company’s RBL facility, and expects to conclude the process over the next several weeks.

THIRD QUARTER 2020 RESULTS

Key Financial Highlights:

 

     Three Months Ended
September 30, 2020
 

Period results ($ million, except per share and Boe amounts):

  

Total Revenues (inclusive of hedges)(2)

   $ 154.2  

Net Loss

   $ (52.0

Loss per diluted share

   $ (0.73

Adjusted Net Loss(1)

   $ (37.4

Adjusted Loss per diluted share(1)

   $ (0.52

Adjusted EBITDA(1)

   $ 78.6  

Capital Expenditures (including Plug & Abandonment)

   $ 132.3  

Adjusted EBITDA Margin(1):

  

Adjusted EBITDA (% of Revenue inclusive of hedges)

     51

Adjusted EBITDA per Boe

   $ 17.59  

Production, Realized Prices and Revenue

Production for the third quarter of 2020 was 48.6 MMBoe, with oil production accounting for 67% of the total. Oil price realizations, net of certain gathering, transportation, quality differentials and other costs, were $39.00 per barrel, before hedges. Natural Gas price realizations, net of certain gathering, transportation and other costs, were $1.78 per Mcf, before hedges.

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


     Three Months Ended
September 30, 2020
 

Production volumes

  

Oil production volume (MBbls)

     3,005  

Natural Gas production volume (MMcf)

     6,922  

NGL production volume (MBbls)

     311  

Total production volume (MBoe)

     4,470  

Average net daily production volumes

  

Oil (MBbl/d)

     32.7  

Natural Gas (MMcf/d)

     75.2  

NGL (MBbl/d)

     3.4  

Total average net daily (MBoe/d)

     48.6  

Average realized prices (excluding hedges)(3)

  

Oil ($/Bbl)

   $ 39.00  

Natural Gas ($/Mcf)

     1.78  

NGL ($/Bbl)

     10.96  

Average realized price ($/Boe)

   $ 29.74  

Average NYMEX prices

  

WTI ($/Bbl)

   $ 40.89  

Henry Hub ($/MMBtu)

   $ 2.00  

Revenues ($ million)

  

Oil

   $ 117.2  

Natural Gas

     12.3  

NGL

     3.4  
  

 

 

 

Revenue—Operations

   $ 132.9  

Other revenue

     2.2  
  

 

 

 

Total revenue

   $ 135.1  

Net cash receipts (payments) on settled derivative instruments

     19.0  
  

 

 

 

Total revenue inclusive of realized impact of hedges

   $ 154.2  

 

     Three Months Ended September 30, 2020  
     Production      % Oil     % Liquid     % Operated  

Average net daily production volumes by Core Area (MBoe/d)

         

Green Canyon Area

     13.2        80     87     96

Mississippi Canyon Area

     19.9        82     89     60

Shelf and Gulf Coast

     15.5        38     45     63
  

 

 

    

 

 

   

 

 

   

 

 

 

Total average net daily (MBoe/d)

     48.6        67     74     71
  

 

 

    

 

 

   

 

 

   

 

 

 

Expenses

Total lease operating expenses (“LOE”), inclusive of workover and maintenance and insurance costs for the quarter, were $62.1 million or $13.89/Boe. General and administrative expenses (“G&A”) for the quarter, excluding stock-based compensation, transaction-related expenses and other one-time time expenses, was $13.9 million, or $3.10/Boe.

 

     Three Months
Ended
September 30,
2020
     Per Boe  

Lease Operating Expenses

   $ 62.1      $ 13.89  

General & Administrative Expenses (excluding non-cash and non-recurring items)

   $ 13.9      $ 3.10  

Other Financial Metrics

Capital Expenditures & Asset Management Activities

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


     Three Months Ended
September 30, 2020
 

Capital Expenditures

  

U.S. Drilling & Completions

   $ 81.0  

Mexico Appraisal & Exploration

     (0.2

Asset Management

     20.4  

Seismic and G&G / Land / Capitalized G&A

     15.1  
  

 

 

 

Total Capital Expenditures

   $ 116.2  

Plugging & Abandonment

     16.0  
  

 

 

 

Total Capital Expenditures and Plugging & Abandonment

   $ 132.3  
  

 

 

 

Liquidity & Debt

As of September 30, 2020, Talos had $353.8 million of liquidity and maintained $32.4 million in cash on hand and $650.0 million drawn on the $985.0 million borrowing base under its credit facility. The Company had approximately $1,070.7 million in total debt, inclusive of $66.7 million related to the HP-I finance lease. Inclusive of pre-closing contributions from the recent ILX/Castex and Castex 2005 acquisitions, Net Debt to Credit Facility LTM Adjusted EBITDA(1), as determined in accordance with the Company’s credit agreement, was 1.8x. Excluding the contribution from the Acquired Assets, Net Debt to LTM Adjusted EBITDA(1) ratio was 2.2x.

Footnotes:

 

(1)

Adjusted Net Loss, Adjusted Loss per Share, Adjusted EBITDA, Adjusted EBITDA Margin, Credit Facility LTM Adjusted EBITDA and Net Debt to Credit Facility LTM Adjusted EBITDA are non-GAAP financial measures. See “Supplemental Non-GAAP Information” below for additional detail and reconciliations of GAAP to non-GAAP measures.

(2)

Includes $2.2 million of other revenve.

(3)

Average realized prices are net of certain gathering, transportation, quality differentials and other costs.

HEDGES

The following table reflects the current contracted volumes and weighted average prices the Company will receive under the terms of its derivative contracts, including contracts entered into following the end of the quarter:

 

     Instrument
Type
     Avg. Daily
Volume
    Weighted Avg.
Swap Price
    Weighted Avg.
Put Price
    Weighted Avg.
Call Price
 

Crude—WTI

        (Bbls     (Per Bbl     (Per Bbl     (Per Bbl

October—December 2020

     Swaps        31,315     $ 43.29       —         —    

October—December 2020

     Collars        5,000       —       $ 50.00     $ 57.09  

January—December 2021

     Swaps        17,690     $ 42.72       —         —    

January—December 2021

     Collars        1,000       —       $ 30.00     $ 40.00  

January—December 2022

     Swaps        10,370     $ 44.44       —         —    

Crude—LLS

           

January—December 2021

     Swaps        3,000     $ 38.83       —         —    

Natural Gas—HH NYMEX

        (MMBtu     (per MMBtu     (per MMBtu     (per MMBtu

October—December 2020

     Swaps        71,815     $ 2.29       —         —    

January—December 2021

     Swaps        58,408     $ 2.56       —         —    

January—December 2021

     Collars        5,000       —       $ 2.50     $ 3.10  

January—December 2022

     Swaps        29,778     $ 2.60       —         —    

January—June 2023

     Swaps        5,000     $ 2.61       —         —    

CONFERENCE CALL AND WEBCAST INFORMATION

Talos will host an earnings conference call, which will be broadcast live over the internet, tomorrow, Thursday, November 5, 2020 at 10:00 AM Eastern Time. Listeners can access the earnings conference call live over the Internet through a webcast link on the Company’s website at: https://www.talosenergy.com/investors. Alternatively, the call can be accessed by dialing (888) 348-8927 (U.S. toll-free), (855) 669-9657 (Canada toll-free) or (412) 902-4263 (International). Please dial in approximately 15 minutes before the teleconference is scheduled to begin and ask to be joined into the Talos Energy call. A replay of the call will be available one hour after the conclusion of the conference through November 12, 2020 and can be accessed by dialing (877) 344-7529 and using access code 10148673.

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


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

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS

This communication may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact included in this communication, regarding our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. 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. 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, commodity price volatility, including the sharp decline in oil prices beginning in March 2020, the impact of the coronavirus disease 2019 (“COVID-19”) and governmental measures related thereto on global demand for oil and natural gas and on the operations of our business, the ability or willingness of the Organization of Petroleum Exporting Countries (“OPEC”) and non-OPEC countries, such as Saudi Arabia and Russia, to set and maintain oil production levels and the impact of any such actions, lack of transportation and storage capacity as a result of oversupply, government regulations and actions, including with respect to repairs to the Ram Powell facility, or other factors, inflation, lack of availability of drilling and production equipment and services, environmental risks, drilling and other operating risks, regulatory changes, the uncertainty inherent in estimating reserves and in projecting future rates of production, cash flow and access to capital, the timing of development expenditures, the possibility that the anticipated benefits of recent acquisitions are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of such acquisitions, and other factors that may affect our future results and business, generally, including those discussed under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019 and our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020, to be filed with the SEC subsequent to the issuance of this communication.

Should one or more of these risks 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, are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, to reflect events or circumstances after the date of this communication.

Estimates for our future production volumes are based on assumptions of capital expenditure levels and the assumption that market demand and prices for oil and gas will continue at levels that allow for economic production of these products. The production, transportation, marketing and storage of oil and gas are subject to disruption due to transportation, processing and storage availability, mechanical failure, human error, hurricanes and numerous other factors. Our estimates are based on certain other assumptions, such as well performance, which may vary significantly from those assumed. Therefore, we can give no assurance that our future production volumes will be as estimated.

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


Talos Energy Inc.

Condensed Consolidated Balance Sheets

(In thousands, except per share amounts)

 

     September 30, 2020     December 31, 2019  
     (Unaudited)        

ASSETS

    

Current assets:

    

Cash and cash equivalents

   $ 32,377     $ 87,022  

Accounts receivable

    

Trade, net

     64,948       107,842  

Joint interest, net

     61,054       16,552  

Other

     13,396       6,346  

Assets from price risk management activities

     38,716       8,393  

Prepaid assets

     44,148       65,877  

Other current assets

     1,802       1,952  

Total current assets

     256,441       293,984  
  

 

 

   

 

 

 

Property and equipment:

    

Proved properties

     4,855,152       4,066,260  

Unproved properties, not subject to amortization

     254,243       194,532  

Other property and equipment

     32,323       29,843  
  

 

 

   

 

 

 

Total property and equipment

     5,141,718       4,290,635  

Accumulated depreciation, depletion and amortization

     (2,327,556     (2,065,023
  

 

 

   

 

 

 

Total property and equipment, net

     2,814,162       2,225,612  

Other long-term assets:

    

Assets from price risk management activities

     4,458       —    

Other well equipment inventory

     14,478       7,732  

Operating lease assets

     7,060       7,779  

Other assets

     75,682       54,375  
  

 

 

   

 

 

 

Total assets

   $ 3,172,281     $ 2,589,482  
  

 

 

   

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current liabilities:

    

Accounts payable

   $ 110,895     $ 71,357  

Accrued liabilities

     172,741       154,816  

Accrued royalties

     18,464       31,729  

Current portion of asset retirement obligations

     53,976       61,051  

Liabilities from price risk management activities

     33,443       19,476  

Accrued interest payable

     20,088       10,249  

Current portion of operating lease liabilities

     1,713       1,594  

Other current liabilities

     23,104       20,180  

Total current liabilities

     434,424       370,452  
  

 

 

   

 

 

 

Long-term liabilities:

    

Long-term debt, net of discount and deferred financing costs

     994,748       732,981  

Asset retirement obligations

     377,160       308,427  

Liabilities from price risk management activities

     8,201       511  

Operating lease liabilities

     18,998       17,239  

Other long-term liabilities

     56,474       81,595  
  

 

 

   

 

 

 

Total liabilities

     1,890,005       1,511,205  

Commitments and contingencies (Note 11)

    

Stockholders’ Equity:

    

Preferred stock, $0.01 par value; 30,000,000 shares authorized and no shares issued or outstanding as of September 30, 2020 and December 31, 2019

     —         —    

Common stock $0.01 par value; 270,000,000 shares authorized; 73,029,989 and 54,197,004 shares issued and outstanding as of September 30, 2020 and December 31, 2019, respectively

     730       542  

Additional paid-in capital

     1,584,815       1,346,142  

Accumulated deficit

     (303,269     (268,407

Total stockholders’ equity

     1,282,276       1,078,277  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 3,172,281     $ 2,589,482  
  

 

 

   

 

 

 

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


Talos Energy Inc.

Condensed Consolidated Statements of Operations

(In thousands, except per common share amounts)

 

     Three Months Ended September 30,     Nine Months Ended September 30,  
     2020     2019     2020     2019  

Revenues:

        

Oil revenue

   $ 117,190     $ 211,899     $ 358,285     $ 624,486  

Natural gas revenue

     12,337       12,545       35,375       41,738  

NGL revenue

     3,409       3,384       9,674       15,095  

Other

     2,201       1,029       8,441       13,061  

Total revenue

     135,137       228,857       411,775       694,380  
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating expenses:

        

Lease operating expense

     62,064       61,816       184,187       184,230  

Production taxes

     225       (21     640       1,067  

Depreciation, depletion and amortization

     80,547       88,125       262,533       248,518  

Write-down of oil and natural gas properties

     —         1,417       57       13,778  

Accretion expense

     11,537       7,316       37,748       26,868  

General and administrative expense

     17,823       17,321       62,484       53,795  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating expenses

     172,196       175,974       547,649       528,256  

Operating income (expense)

     (37,059     52,883       (135,874     166,124  

Interest expense

     (24,124     (23,123     (76,164     (73,273

Price risk management activities income (expense)

     (19,882     43,760       154,653       (35,829

Other income

     813       567       139       1,831  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) before income taxes

     (80,252     74,087       (57,246     58,853  

Income tax benefit (expense)

     28,252       (790     22,384       (428

Net income (loss)

   $ (52,000   $ 73,297     $ (34,862   $ 58,425  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) per common share:

        

Basic

   $ (0.73   $ 1.35     $ (0.54   $ 1.08  

Diluted

   $ (0.73   $ 1.35     $ (0.54   $ 1.07  

Weighted average common shares outstanding:

        

Basic

     71,286       54,200       65,134       54,178  

Diluted

     71,286       54,430       65,134       54,364  

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


Talos Energy Inc.

Condensed Consolidated Statements of Cash Flows

(In thousands)

 

     Nine Months Ended September 30,  
     2020     2019  

Cash flows from operating activities:

    

Net income (loss)

   $ (34,862   $ 58,425  

Adjustments to reconcile net income (loss) to net cash provided by operating activities

    

Depreciation, depletion, amortization and accretion expense

     300,281       275,386  

Write-down of oil and natural gas properties and other well inventory

     190       13,778  

Amortization of deferred financing costs and original issue discount

     5,393       3,723  

Equity based compensation, net of amounts capitalized

     6,321       5,164  

Price risk management activities expense (income)

     (154,653     35,829  

Net cash received (paid) on settled derivative instruments

     141,529       (7,202

Gain on extinguishment of debt

     (1,644     —    

Settlement of asset retirement obligations

     (34,502     (54,406

Changes in operating assets and liabilities:

    

Accounts receivable

     (1,729     (14,729

Other current assets

     21,835       11,384  

Accounts payable

     23,500       32,541  

Other current liabilities

     31,826       (26,753

Other non-current assets and liabilities, net

     (41,418     (727
  

 

 

   

 

 

 

Net cash provided by operating activities

     262,067       332,413  
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Exploration, development and other capital expenditures

     (280,273     (372,920

Cash paid for acquisitions, net of cash acquired

     (304,879     (32,916

Proceeds from sale of other property and equipment

     —         5,369  
  

 

 

   

 

 

 

Net cash used in investing activities

     (585,152     (400,467
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Redemption of Senior Notes and other long-term debt

     (4,735     (10,567

Proceeds from Bank Credit Facility

     300,000       75,000  

Repayment of Bank Credit Facility

     —         (25,000

Deferred financing costs

     (1,287     (1,268

Other deferred payments

     (11,921     (9,921

Payments of finance lease

     (12,790     (10,344

Employee stock transactions

     (827     (326
  

 

 

   

 

 

 

Net cash provided by financing activities

     268,440       17,574  
  

 

 

   

 

 

 

Net decrease in cash, cash equivalents and restricted cash

     (54,645     (50,480

Cash, cash equivalents and restricted cash:

    

Balance, beginning of period

     87,022       141,162  

Balance, end of period

   $ 32,377     $ 90,682  
  

 

 

   

 

 

 

Supplemental Non-Cash Transactions:

    

Capital expenditures included in accounts payable and accrued liabilities

   $ 97,517     $ 24,622  

Debt exchanged for common stock

   $ 35,960     $ —    

Supplemental Cash Flow Information:

    

Interest paid, net of amounts capitalized

   $ 41,188     $ 36,011  

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


SUPPLEMENTAL NON-GAAP INFORMATION

Certain financial information included in our financial results are not measures of financial performance recognized by accounting principles generally accepted in the United States, or GAAP. These non-GAAP financial measures are “Adjusted Net Income,” “Adjusted Earnings per Share,” “EBITDA,” “Adjusted EBITDA,” “Adjusted EBITDA excluding hedges,” “Adjusted EBITDA Margin,” “Adjusted EBITDA Margin excluding hedges,” “Free Cash Flow,” “Net Debt,” “LTM Adjusted EBITDA,” “Credit Facility LTM Adjusted EBITDA” and “Net Debt to Credit Facility LTM Adjusted EBITDA.” These disclosures may not be viewed as a substitute for results determined in accordance with GAAP and are not necessarily comparable to non-GAAP measures which may be reported by other companies.

Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA

“EBITDA” and “Adjusted EBITDA” are to provide management and investors with (i) additional information to evaluate, with certain adjustments, items required or permitted in calculating covenant compliance under our debt agreements, (ii) important supplemental indicators of the operational performance of our business, (iii) additional criteria for evaluating our performance relative to our peers and (iv) supplemental information to investors about certain material non-cash and/or other items that may not continue at the same level in the future. EBITDA and Adjusted EBITDA have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of our results as reported under GAAP or as alternatives to net income (loss), operating income (loss) or any other measure of financial performance presented in accordance with GAAP.

We define these as the following:

EBITDA. Net income (loss) plus interest expense, income tax expense (benefit), depreciation, depletion and amortization and accretion expense.

Adjusted EBITDA. EBITDA plus non-cash write-down of oil and natural gas properties, loss on debt extinguishment, transaction related costs, derivative fair value (gain) loss, net cash receipts (payments) on settled derivatives, non-cash (gain) loss on sale of assets, non-cash write-down of other well equipment inventory and non-cash equity-based compensation expense.

We also present Adjusted EBITDA excluding hedges and as a percentage of revenue to further analyze our business, which are outlined below:

Adjusted EBITDA Margin. EBITDA divided by Revenue, as a percentage. It is also defined as Adjusted EBITDA divided by the total production volume, expressed in Boe, in the period, and described as dollar per Boe. We believe the presentation of Adjusted EBITDA Margin is important to provide management and investors with information about how much we retain in Adjusted EBITDA terms as compared to the revenue we generate and how much per barrel we generate after accounting for certain operational and corporate costs.

The following table presents a reconciliation of the GAAP financial measure of net income (loss) to EBITDA, Adjusted EBITDA, Adjusted EBITDA excluding hedges, Adjusted EBITDA Margin and Adjusted EBITDA Margin excluding hedges for each of the periods indicated (in thousands, except for Boe, $/Boe and percentage data):

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


($ thousands, except per Boe)    Three Months
ended

September 30,
2020
    Three
Months
ended

June 30, 2020
    Three
Months
ended

March 31,
2020
    Three
Months
ended

December 31,
2019
 

Reconciliation of net income (loss) to Adjusted EBITDA:

        

Net income (loss)

   $ (52,000   $ (140,611   $ 157,749     $ 304  

Interest expense

     24,124       26,190       25,850       24,574  

Income tax expense (benefit)

     (28,252     (49,392     55,260       (36,569

Depreciation, depletion and amortization

     80,547       88,443       93,543       97,413  

Accretion expense

     11,537       13,794       12,417       7,521  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBITDA

     35,956       (61,576     344,819       93,243  

Write-down of oil and natural gas properties

     —         —         57       (1,557

Transaction and non-recurring expenses(2)

     1,607       3,498       7,758       4,111  

Derivative fair value (gain) loss(1)

     19,882       68,682       (243,217     59,508  

Net cash receipts (payments) on settled derivative instruments(1)

     19,030       86,039       36,460       (1,618

Loss (Gain) on extinguishment of debt

     (174     (1,470     —         132  

Non-cash write-down of other well equipment inventory

     —         —         133       165  

Non-cash equity-based compensation expense

     2,347       2,347       1,627       1,800  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

     78,648       97,520       147,637       155,784  

Net cash receipts (payments) on settled derivative

instruments(1)

     (19,030     (86,039     (36,460     1,618  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA excluding hedges

     59,618       11,481       111,177       157,402  
  

 

 

   

 

 

   

 

 

   

 

 

 

Production and Revenue:

        

Boe(2)

     4,470       4,775       5,287       4,966  

Revenue—Operations

     132,936       87,575       182,823       233,240  

Adjusted EBITDA margin and Adjusted EBITDA margin excluding hedges:

        

Adjusted EBITDA divided by Revenue—Operations (%)

     59     111     81     67

Adjusted EBITDA per Boe(2)

   $ 17.59     $ 20.42     $ 27.92     $ 31.37  

Adjusted EBITDA excluding hedges divided by Revenue—Operations (%)

     45     13     61     67

Adjusted EBITDA excluding hedges per Boe(2)

   $ 13.34     $ 2.40     $ 21.03     $ 31.70  

 

(1)

The adjustments for the derivative fair value (gain) loss and net cash receipts (payments) on settled derivative instruments have the effect of adjusting net income (loss) for changes in the fair value of derivative instruments, which are recognized at the end of each accounting period because we do not designate commodity derivative instruments as accounting hedges. This results in reflecting commodity derivative gains and losses within Adjusted EBITDA on a cash basis during the period the derivatives settled.

(2)

One Boe is equal to six Mcf of natural gas or one Bbl of oil or NGLs based on an approximate energy equivalency. This is an energy content correlation and does not reflect a value or price relationship between the commodities.

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


Reconciliation of Net Income (Loss) to Adjusted Net Income and Adjusted Earnings per Share

Adjusted Net Income and Adjusted Earnings per Share are to provide management and investors with (i) important supplemental indicators of the operational performance of our business, (ii) additional criteria for evaluating our performance relative to our peers and (iii) supplemental information to investors about certain material non-cash and/or other items that may not continue at the same level in the future. Adjusted Net Income and Adjusted Earnings per Share have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP or as an alternative to net income (loss), operating income (loss), earnings per share or any other measure of financial performance presented in accordance with GAAP.

Adjusted Net Income. Net income (loss) plus accretion expense, transaction related costs, derivative fair value (gain) loss, net cash receipts (payments) on settled derivative instruments and non-cash equity-based compensation expense.

Adjusted Earnings per Share. Adjusted Net Income divided by the number of common shares.

 

($ thousands, except per share amounts)    Three Months Ended
September 30, 2020
 

Reconciliation of Net Loss to Adjusted Net Loss:

  

Net Loss

   $ (52,000

Transaction related costs

     1,607  

Derivative fair value loss(1)

     19,882  

Net cash receipts on settled derivative instruments(1)

     19,030  

Non-cash income tax expense

     (28,252

Non-cash equity-based compensation expense

     2,347  
  

 

 

 

Adjusted Net Loss

   $ (37,386

Weighted average common shares outstanding at September 30, 2020:

  

Basic

     71,286  

Diluted

     71,286  

Loss per common share:

  

Basic

   $ (0.73

Diluted

   $ (0.73

Adjusted Loss per common share:

  

Basic

   $ (0.52

Diluted

   $ (0.52

 

(1)

The adjustments for the derivative fair value (gain) loss and net cash receipts (payments) on settled derivative instruments have the effect of adjusting net income (loss) for changes in the fair value of derivative instruments, which are recognized at the end of each accounting period because we do not designate commodity derivative instruments as accounting hedges. This results in reflecting commodity derivative gains and losses within Adjusted Net Income on a cash basis during the period the derivatives settled.

Reconciliation of Total Debt to Net Debt and Net Debt to LTM Adjusted EBITDA and Credit Facility LTM Adjusted EBITDA

We believe the presentation of Net Debt, LTM Adjusted EBITDA, Credit Facility LTM Adjusted EBITDA, Net Debt to LTM Adjusted EBITDA and Net Debt to Credit Facility LTM Adjusted EBITDA is important to provide management and investors with additional important information to evaluate our business. These measures are widely used by investors and ratings agencies in the valuation, comparison, rating and investment recommendations of companies

Net Debt. Total Debt principal of the Company plus the Finance Lease balance minus Cash.

Net Debt to LTM Adjusted EBITDA. Net Debt divided by the LTM Adjusted EBITDA.

Net Debt to Credit Facility LTM Adjusted EBITDA. Net Debt divided by the Credit Facility LTM Adjusted EBITDA.

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002


     September 30, 2020  

Reconciliation of Net Debt ($ thousands):

  

11.00% Second-Priority Senior Secured Notes – due April 2022

   $ 347,908  

7.50% Senior Notes – due May 2022

     6,060  

Bank Credit Facility – matures May 2022

     650,000  

Finance lease

     66,746  
  

 

 

 

Total Debt

     1,070,714  

Less: Cash and cash equivalent

     (32,377
  

 

 

 

Net Debt

   $ 1,038,337  
  

 

 

 

Calculation of LTM EBITDA:

  

Adjusted EBITDA for three months period ended December 31, 2019

   $ 155,784  

Adjusted EBITDA for three months period ended March 31, 2020

     147,637  

Adjusted EBITDA for three months period ended June 30, 2020

     97,520  

Adjusted EBITDA for three months period ended September 30, 2020

     78,648  
  

 

 

 

LTM Adjusted EBITDA

   $ 479,589  

Acquired Assets Adjusted EBITDA prior to closing

     93,765  
  

 

 

 

Credit Facility LTM Adjusted EBITDA

   $ 573,354  
  

 

 

 

Reconciliation of Net Debt to LTM Adjusted EBITDA:

  

Net Debt / LTM Adjusted EBITDA

     2.2x  

Net Debt / Credit Facility LTM Adjusted EBITDA

     1.8x  

The Adjusted EBITDA information included in this communication provides additional relevant information to our investors and creditors. Talos needs to comply with a financial covenant included in its Bank Credit Facility that requires it to maintain a Net Debt to Credit Facility LTM Adjusted EBITDA ratio, as determined in accordance with the Company’s credit agreement, equal to or lower than 3.0x. For purposes of covenant compliance, Credit Facility LTM Adjusted EBITDA, with certain adjustments, is calculated as the sum of quarterly Adjusted EBITDA for the 12-month period ended on that quarter, inclusive of revenue less direct operating expenditures of the Acquired Assets for periods prior to closing of the Transaction.

 

TALOS ENERGY INC.    333 Clay St., Suite 3300, Houston, TX 77002
v3.20.2
Document and Entity Information
Nov. 04, 2020
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0001724965
Document Type 8-K
Document Period End Date Nov. 04, 2020
Entity Registrant Name Talos Energy Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-38497
Entity Tax Identification Number 82-3532642
Entity Address, Address Line One 333 Clay Street
Entity Address, Address Line Two Suite 3300
Entity Address, City or Town Houston
Entity Address, State or Province TX
Entity Address, Postal Zip Code 77002
City Area Code (713)
Local Phone Number 328-3000
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock
Trading Symbol TALO
Security Exchange Name NYSE
Entity Emerging Growth Company false