Bain Capital Distressed & Special Situations 2013 Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

BAIN CAPITAL CREDIT MEMBER, LLC

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/13/2023

3. Issuer Name and Ticker or Trading Symbol
TALOS ENERGY INC. [ TALO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	15,571,809(1)(2)(3)	I	See FN(1)(2)(3)(4)(5)(6)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

BAIN CAPITAL CREDIT MEMBER, LLC

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Bain Capital Credit Managed Account (E), L.P.

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Bain Capital Credit Managed Account (PSERS), L.P.

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Bain Capital Distressed & Special Situations 2013 (AIV I), L.P.

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Bain Capital Distressed & Special Situations 2013 (B), L.P.

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Bain Capital Distressed & Special Situations 2016 (A), L.P.

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Bain Capital Distressed & Special Situations 2016 (F), L.P.

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SANKATY CREDIT OPPORTUNITIES IV LP

(Last) (First) (Middle)

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

Explanation of Responses:

1. Bain Capital Credit Managed Account (E), L.P. directly holds 1,443,678 shares of Common Stock ("Shares"). Bain Capital Credit Managed Account (PSERS), L.P. directly holds 208,221 Shares. Bain Capital Distressed & Special Situations 2013 (AIV I), L.P. directly holds 3,622,042 Shares. Bain Capital Distressed & Special Situations 2013 (B), L.P. directly holds 427,666 Shares. Bain Capital Distressed & Special Situations 2016 (A), L.P. directly holds 1,304,113 Shares. Bain Capital Distressed & Special Situations 2016 (F), L.P. directly holds 1,136,088 Shares. Sankaty Credit Opportunities IV, L.P. directly holds 1,134,142 Shares. BCC EnVen Investments (2016), L.P. directly holds 2,179,565 Shares. (cont'd)

2. BCC EnVen Investments (S), L.P. directly holds 624,670 Shares. With respect to the each of the entities listed in footnote 1, (the "BCCM Holders"), Bain Capital Credit Member, LLC ("BCCM") may be deemed to have voting and dispositive power of the aggregate 12,080,185 shares of Common Stock directly held by the BCCM Holders.

3. BCC EnVen Investments (2013), L.P. ("BCC EnVen 2013") directly holds 2,887,357 shares of Common Stock. Bain Capital Credit Member II, LLC ("BCCM II") is the GP of BCC EnVen 2013. BCCM II may be deemed to have voting and dispositive power over 2,887,357 shares of Common Stock held by BCC EnVen 2013.

4. Bain Capital Credit, LP ("BCC") serves as investment manager to various client accounts, and, in this capacity, has voting and dispositive power over 604,267 shares of Common Stock directly held in such managed accounts.

5. Each Reporting Person, BCCM, BCCM Holder, BCC, and BCC EnVen 2013 disclaim beneficial ownership of the reported securities except to the extent of such person's pecuniary interest therein, and the filing of this Form 3 shall not be deemed an admission by any of the foregoing of beneficial ownership of such shares for the purposes of Section 16 or for any other purpose.

6. Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.

	Bain Capital Credit Member, LLC /s/ Michael Treisman, Partner and General Counsel	02/22/2023
	BAIN CAPITAL CREDIT MANAGED ACCOUNT (E), L.P., by Bain Capital Credit Managed Account Investors (E), L.P., its general partner, by Bain Capital Credit Member, LLC, its managing member, /s/ Michael Treisman, Partner and General Counsel	02/22/2023
	BAIN CAPITAL CREDIT MANAGED ACCOUNT (PSERS), L.P., by Bain Capital Credit Managed Account Investors, LLC, its general partner, by Bain Capital Credit Member, LLC, its managing member, /s/ Michael Treisman, Partner and General Counsel	02/22/2023
	BAIN CAPITAL DISTRESSED & SPECIAL SITUATIONS 2013 (AIV I), L.P., By: Bain Capital Distressed and Special Situations 2013 Investors (A), L.P., its GP, By: Bain Capital Credit Member, LLC, its managing member, /s/ Michael Treisman, Partner & General Counsel	02/22/2023
	BAIN CAPITAL DISTRESSED & SPECIAL SITUATIONS 2013 (B), L.P., By: Bain Capital Distressed and Special Situations 2013 Investors (B), L.P., its GP, By: Bain Capital Credit Member, LLC, its managing member, /s/ Michael Treisman, Partner & General Counsel	02/22/2023
	BAIN CAPITAL DISTRESSED & SPECIAL SITUATIONS 2016 (A), L.P., By: Bain Capital Distressed and Special Situations 2016 Investors (A), L.P., its GP, By: Bain Capital Credit Member, LLC, its managing member, /s/ Michael Treisman, Partner & General Counsel	02/22/2023
	BAIN CAPITAL DISTRESSED & SPECIAL SITUATIONS 2016 (F), L.P, By: Bain Capital Distressed and Special Situations 2016 Investors (F), L.P., its GP, By: Bain Capital Credit Member, LLC, its managing member, /s/ Michael Treisman, Partner & General Counsel	02/22/2023
	SANKATY CREDIT OPPORTUNIITES IV, L.P. By: Sankaty Credit Opportunities Investors IV, LLC, its general partner, By: Bain Capital Credit Member, LLC, its managing member, /s/ Michael Treisman, Partner and General Counsel	02/22/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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