Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 03, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | TALO | |
Entity Registrant Name | Talos Energy Inc. | |
Entity Central Index Key | 1,724,965 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 54,155,768 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 78,860 | $ 32,191 |
Restricted cash | 1,244 | 1,242 |
Accounts receivable | ||
Trade, net | 100,824 | 62,871 |
Joint interest, net | 8,394 | 13,613 |
Other | 7,091 | 12,486 |
Assets from price risk management activities | 499 | 1,563 |
Prepaid assets | 51,698 | 17,931 |
Inventory | 840 | |
Income tax receivable | 16,212 | |
Other current assets | 3,910 | 2,148 |
Total current assets | 268,732 | 144,885 |
Property and equipment: | ||
Proved properties | 3,412,875 | 2,440,811 |
Unproved properties, not subject to amortization | 103,836 | 72,002 |
Other property and equipment | 28,884 | 8,857 |
Total property and equipment | 3,545,595 | 2,521,670 |
Accumulated depreciation, depletion and amortization | (1,547,656) | (1,430,890) |
Total property and equipment, net | 1,997,939 | 1,090,780 |
Other long-term assets: | ||
Assets from price risk management activities | 234 | 345 |
Other well equipment | 9,021 | 2,577 |
Other assets | 8,143 | 706 |
Total assets | 2,284,069 | 1,239,293 |
Current liabilities: | ||
Accounts payable | 38,731 | 72,681 |
Accrued liabilities | 155,902 | 87,973 |
Accrued royalties | 28,508 | 24,208 |
Current portion of long-term debt | 434 | 24,977 |
Current portion of asset retirement obligations | 94,334 | 39,741 |
Liabilities from price risk management activities | 154,722 | 49,957 |
Accrued interest payable | 7,454 | 8,742 |
Other current liabilities | 15,541 | 15,188 |
Total current liabilities | 495,626 | 323,467 |
Long-term liabilities: | ||
Long-term debt, net of discount and deferred financing costs | 627,968 | 672,581 |
Asset retirement obligations | 320,044 | 174,992 |
Liabilities from price risk management activities | 31,766 | 18,781 |
Other long-term liabilities | 122,820 | 103,559 |
Total liabilities | 1,598,224 | 1,293,380 |
Commitments and contingencies (Note 11) | ||
Equity: | ||
Preferred stock, $0.01 par value; 30,000,000 shares authorized; no shares issued or outstanding as of June 30, 2018 and December 31, 2017 | ||
Common stock $0.01 par value; 270,000,000 shares authorized; 54,155,768 and 31,244,085 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively | 542 | 312 |
Additional paid-in capital | 1,323,604 | 489,870 |
Accumulated deficit | (638,301) | (544,269) |
Total stockholders' equity (deficit) | 685,845 | (54,087) |
Total liabilities and equity | $ 2,284,069 | $ 1,239,293 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | |
Preferred stock, shares authorized | 30,000,000 | |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | |
Common stock, shares authorized | 270,000,000 | |
Common stock, shares issued | 54,155,768 | 31,244,085 |
Common stock, shares outstanding | 54,155,768 | 31,244,085 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | ||
Revenues: | |||||
Total revenue | $ 203,906 | $ 95,426 | $ 349,756 | $ 197,250 | |
Operating expenses: | |||||
Workover and maintenance expense | 17,714 | 8,225 | 24,619 | 17,047 | |
Depreciation, depletion and amortization | 67,726 | 36,157 | 116,766 | 76,088 | |
Accretion expense | 9,492 | 5,321 | 14,252 | 10,509 | |
General and administrative expense | 30,880 | 7,470 | 39,460 | 17,216 | |
Total operating expenses | 164,695 | 89,112 | 261,961 | 183,649 | |
Operating income | 39,211 | 6,314 | 87,795 | 13,601 | |
Interest expense | (21,678) | (20,805) | (41,420) | (39,577) | |
Price risk management activities income (expense) | [1] | (91,176) | 38,995 | (143,152) | 84,888 |
Other income (expense) | (1,269) | 103 | (1,078) | 157 | |
Total other income (expense) | (114,123) | 18,293 | (185,650) | 45,468 | |
Income (loss) before income taxes | (74,912) | 24,607 | (97,855) | 59,069 | |
Net income (loss) | $ (74,912) | $ 24,607 | $ (97,855) | $ 59,069 | |
Net income (loss) per common share: | |||||
Basic | $ (1.69) | $ 0.79 | $ (2.59) | $ 1.89 | |
Diluted | $ (1.69) | $ 0.79 | $ (2.59) | $ 1.89 | |
Weighted average common shares outstanding: | |||||
Basic | 44,336 | 31,244 | 37,826 | 31,244 | |
Diluted | 44,336 | 31,244 | 37,826 | 31,244 | |
Oil Revenue | |||||
Revenues: | |||||
Revenue | $ 180,161 | $ 78,719 | $ 307,854 | $ 162,487 | |
Natural Gas Revenue | |||||
Revenues: | |||||
Revenue | 16,448 | 12,888 | 29,171 | 26,062 | |
NGL Revenue | |||||
Revenues: | |||||
Revenue | 7,297 | 3,436 | 12,731 | 7,069 | |
Other | |||||
Revenues: | |||||
Revenue | 383 | 1,632 | |||
Lease Operating Expense | |||||
Operating expenses: | |||||
Direct lease operating expense | 34,060 | 28,871 | 58,975 | 56,735 | |
Insurance | 4,259 | 2,688 | 6,934 | 5,409 | |
Production taxes | 564 | 380 | 955 | 645 | |
Total lease operating expense | $ 38,883 | $ 31,939 | $ 66,864 | $ 62,789 | |
[1] | The Company paid $33.6 million and received $9.2 million in net cash settlements for the three months ended June 30, 2018 and 2017, respectively, and paid $54.1 million and received $13.7 million in net cash settlements for the six months ended June 30, 2018 and 2017, respectively. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Unaudited) - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands | Total | Talos and Stone | Common Stock | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) | Retained Earnings (Accumulated Deficit)Talos and Stone |
Balance at Dec. 31, 2017 | $ (54,087) | $ 312 | $ 489,870 | $ (544,269) | ||
Cumulative effect adjustment | (325) | (325) | ||||
Sponsor Debt Exchange | 102,000 | 29 | 101,971 | |||
Stone Combination | 731,964 | 201 | 731,763 | |||
Equity based compensation | $ 4,148 | $ 4,148 | ||||
Net loss | (97,855) | $ (97,855) | $ (97,855) | |||
Balance at Jun. 30, 2018 | $ 685,845 | $ 542 | $ 1,323,604 | $ (638,301) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | ||
Cash flows from operating activities: | |||
Net income (loss) | $ (97,855) | $ 59,069 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities | |||
Depreciation, depletion, amortization and accretion expense | 131,018 | 86,597 | |
Amortization of deferred financing costs and original issue discount | 2,607 | 1,629 | |
Equity based compensation, net of amounts capitalized | 1,559 | 495 | |
Price risk management activities (income) expense | [1] | 143,152 | (84,888) |
Net cash receipts (payments) on settled derivative instruments | (54,056) | 13,668 | |
Settlement of asset retirement obligations | (43,896) | (10,915) | |
Changes in operating assets and liabilities: | |||
Accounts receivable | 19,462 | 27,814 | |
Other current assets | (13,576) | 1,127 | |
Accounts payable | (53,126) | 10,885 | |
Other current liabilities | 52,543 | (16,961) | |
Other non-current assets and liabilities, net | 19,279 | (3,257) | |
Net cash provided by operating activities | 107,111 | 85,263 | |
Cash flows from investing activities: | |||
Exploration, development and other capital expenditures | (140,968) | (62,535) | |
Cash acquired in (paid for) acquisitions | 293,001 | (2,244) | |
Net cash provided by (used in) investing activities | 152,033 | (64,779) | |
Cash flows from financing activities: | |||
Redemption of Senior Notes and other long-term debt | (25,046) | (1,000) | |
Proceeds from Bank Credit Facility | 294,000 | ||
Repayment of Bank Credit Facility | (54,000) | ||
Deferred financing costs | (17,469) | ||
Payments of capital lease | (6,958) | (5,870) | |
Net cash used in financing activities | (212,473) | (11,870) | |
Net increase in cash, cash equivalents and restricted cash | 46,671 | 8,614 | |
Cash, cash equivalents and restricted cash: | |||
Balance, beginning of period | 33,433 | 33,433 | |
Balance, end of period | 80,104 | 42,047 | |
Supplemental Non-Cash Transactions: | |||
Capital expenditures included in accounts payable and accrued liabilities | 38,205 | 30,712 | |
Supplemental Cash Flow Information: | |||
Interest paid, net of amounts capitalized | 23,635 | 25,405 | |
Old Bank Credit Facility | |||
Cash flows from financing activities: | |||
Proceeds from Bank Credit Facility | 10,000 | ||
Repayment of Bank Credit Facility | $ (403,000) | $ (15,000) | |
[1] | The Company paid $33.6 million and received $9.2 million in net cash settlements for the three months ended June 30, 2018 and 2017, respectively, and paid $54.1 million and received $13.7 million in net cash settlements for the six months ended June 30, 2018 and 2017, respectively. |
Formation and Basis of Presenta
Formation and Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Formation and Basis of Presentation | Note 1 — Formation and Basis of Presentation Formation and Nature of Business Talos Energy Inc. (“Talos” or the “Company”) is a technically driven independent exploration and production company with operations in the United States Gulf of Mexico and in the shallow waters off the coast of Mexico. The Company’s focus in the Gulf of Mexico is the exploration, acquisition, exploitation and development of deep and shallow water assets near existing infrastructure. The shallow waters off the coast of Mexico provide the Company high impact exploration opportunities in an emerging basin. The Company uses its access to an extensive seismic database and its deep technical expertise to identify, acquire and exploit attractive assets with robust economic profiles. The Company’s management and technical teams have a long history working together and have made significant discoveries in the deep and shallow waters in the Gulf of Mexico and in the shallow waters off the coast of Mexico. On May 10, 2018 (the “Closing Date”), the Company (f/k/a Sailfish Energy Holdings Corporation) consummated the transactions contemplated by that certain Transaction Agreement, dated as of November 21, 2017 (the “Transaction Agreement”), among Stone Energy Corporation (“Stone”), the Company, Sailfish Merger Sub Corporation (“Merger Sub”), Talos Energy LLC and Talos Production LLC, pursuant to which, among other items, each of Stone, Talos Production LLC and Talos Energy LLC became wholly-owned subsidiaries of the Company (the “Stone Combination”). Prior to the Closing Date, Sailfish Energy Holdings Corporation did not conduct any material activities other than those incident to its formation and the matters contemplated by the Transaction Agreement. Substantially concurrent with the consummation of the transactions, the name of the Company was changed from Sailfish Energy Holdings Corporation to Talos Energy Inc. Pursuant to the Transaction Agreement, a series of transactions occurred on the Closing Date (the “Closing”), including the following: (i) Stone underwent a reorganization pursuant to which Merger Sub merged with and into Stone, with Stone continuing as the surviving corporation and a direct wholly-owned subsidiary of the Company (the “Merger”) and each share of Stone’s common stock outstanding immediately prior to the Merger (other than treasury shares held by Stone, which were cancelled for no consideration) was converted into the right to receive one share of the Company’s common stock, par value $0.01 (the “Common Stock”) and (ii) in a series of contributions, entities related to Apollo Management VII, L.P. and Apollo Commodities Management, L.P. with respect to Series I (“Apollo Funds”), and Riverstone Energy Partners V, L.P. (“Riverstone Funds”) contributed all of the equity interests in Talos Production LLC (which at that time owned 100% of the equity interests in Talos Energy LLC) to the Company in exchange for an aggregate of 31,244,085 shares of Common Stock (the “Sponsor Equity Exchange”). Concurrently with the consummation of the Transaction Agreement, the Company consummated the transactions contemplated by the certain Exchange Agreement, dated as of November 21, 2017 (the “Exchange Agreement”), among the Company, Stone, the Talos Issuers (defined below), the various lenders and noteholders of the Talos Issuers listed therein, certain funds controlled by Franklin Advisers, Inc. (“Franklin”) (such controlled noteholders, the “Franklin Noteholders”), and certain clients of MacKay Shields LLC (“MacKay Shields”) (such noteholders, the “MacKay Noteholders”), pursuant to which (i) the Apollo Funds and Riverstone Funds contributed $102.0 million in aggregate principal amount of 9.75% senior notes due 2022 (“9.75% Senior Notes”) issued by Talos Production LLC and Talos Production Finance, Inc. (together, the “Talos Issuers”) to the Company in exchange for an aggregate of 2,874,049 shares of Common Stock (the “Sponsor Debt Exchange”); (ii) the holders of second lien bridge loans (“11.00% Bridge Loans”) issued by the Talos Issuers exchanged such 11.00% Bridge Loans for $172.0 million aggregate principal amount of 11.00% Second-Priority Senior Secured Notes due 2022 of the Talos Issuers (“11.00% Senior Secured Notes”) and (iii) Franklin Noteholders and MacKay Noteholders exchanged their 7.50% Senior Secured Notes due 2022 issued by Stone (“7.50% Stone Senior Notes”) for $137.4 million aggregate principal amount of 11.00% Senior Secured Notes. As a result of the closing of the transactions contemplated by the Transaction Agreement and the Exchange Agreement (the “Transactions”) the former stakeholders of Talos Energy LLC held approximately 63% of the Company’s outstanding Common Stock and the former stockholders of Stone held approximately 37% of the Company’s outstanding Common Stock as of the Closing Date. Unless otherwise indicated or the context otherwise requires, references in this report to “us,” “we,” “our” or the “Company” are to Talos Energy Inc. and its wholly-owned subsidiaries. Basis of Presentation and Consolidation The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as applied to interim financial statements and include each subsidiary from the date of inception. Because this is an interim periodic report presented using a condensed format, it does not include all of the annual disclosures required by GAAP. Talos Energy LLC was considered the accounting acquirer in the Stone Combination under GAAP. Accordingly, the historical financial and operating data of Talos Energy Inc., which cover periods prior to the Closing Date, reflects the assets, liabilities and operations of Talos Energy LLC prior to the Closing Date and does not reflect the assets, liabilities and operations of Stone prior to the Closing Date. These condensed consolidated financial statements should be read in conjunction with Talos Energy LLC’s audited financial statements and the notes thereto for the year ended December 31, 2017, which were filed by the Company on May 18, 2018 with the SEC on a Current Report on Form 8-K. For the periods prior to May 10, 2018, the Company retrospectively adjusted its Statement of Changes in Equity and the weighted average shares used in determining earnings per share to reflect the number of shares Talos Energy LLC received in the business combination. Beginning on May 10, 2018, common stock is presented to reflect the legal capital of Talos. All intercompany transactions have been eliminated. All adjustments that are of a normal, recurring nature and are necessary to fairly present the financial position, results of operations and cash flows for the interim periods are reflected herein. The results for any interim period are not necessarily indicative of the expected results for the entire year. The Company has evaluated subsequent events through the date the condensed consolidated financial statements were issued. For presentation purposes, as of June 30, 2018, certain balances previously disclosed as “Accounts payable” and “Other current assets” have been reclassified to “Accrued liabilities” and “Prepaid assets”, respectively. The corresponding balances as of December 31, 2017 of $73.5 million and $7.3 million were reclassified to “Accrued liabilities” and “Prepaid assets”, respectively. The balance reclass between “Accounts payable” and “Accrued liabilities” is related to estimates of operating costs incurred but not yet invoiced. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, the reported amounts of revenues and expenses during the reporting periods and the reported amounts of proved oil and natural gas reserves. Actual results could differ from those estimates. During September 2015, the Company expanded its acreage position to include two shallow water exploration blocks off the coast of Mexico and drilled its first well in those blocks in July 2017. The business activities in Mexico, which are currently deemed immaterial, have been combined with the United States and reported as one segment. See additional information in Note 4 – Property, Plant and Equipment Recently Adopted Accounting Standards Impact of the Adoption of ASC 606 – Revenue from Contracts with Customers On January 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers Revenue Recognition Extractive Activities – Oil and Gas – Revenue Recognition. The Company records revenues from the sale of oil, natural gas and NGLs based on quantities of production sold to purchasers under short-term contracts (less than twelve months) at market prices when delivery to the customer has occurred, title has transferred, prices are fixed and determinable and collection is reasonably assured. This occurs when production has been delivered to a pipeline or when a barge lifting has occurred. The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less or contracts for which variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Gas Imbalances. Under previous accounting guidance, the Company used the entitlement method to account for sales and production. Under the entitlement method, revenue was recorded based on the Company’s entitled share of production with any difference recorded as an imbalance on the condensed consolidated balance sheet. Upon the adoption of ASC 606, revenues are recorded based on the actual sales volumes sold to purchasers. An imbalance receivable or payable is recorded only to the extent the imbalance is in excess of its share of remaining proved developed reserves in an underlying property. The change in accounting method from the entitlements method to the sales method resulted in an immaterial cumulative-effect adjustment to members’ deficit on the date of adoption. Production Handling Fees. Under previous accounting guidance, the Company presented certain reimbursements for costs from certain third parties as other revenue on the condensed consolidated statement of operations. Upon the adoption of ASC 606, the reimbursements are presented as a reduction of direct lease operating expense on the condensed consolidated statement of operations. The impact of the reclassification for the three and six months ended June 30, 2018 was immaterial. Recently Issued Accounting Standards In February 2016, the Financial Accounting Standards Boards (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842). Leases |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies Below are the Company’s significant accounting policies that have been implemented or changed since December 31, 2017. Income Taxes Prior to the Stone Combination, Talos Energy LLC was a partnership for federal income tax purposes and was not subject to federal income tax or state income tax (in most states). As such, Talos Energy LLC was not a taxpaying entity for federal income tax purposes and accordingly, did not recognize any expenses for such states. In connection with completing the Stone Combination, Talos Energy LLC was contributed to the Company, which is subject to federal and state income taxes. The Company records current income taxes based on estimates of current taxable income and provides for deferred income taxes to reflect estimated future income tax payments and receipts. Changes in tax laws are recorded in the period they are enacted. Deferred taxes represent the tax impacts of differences between the financial statement and tax bases of assets and liabilities and carryovers at each year end. The Company classifies all deferred tax assets and liabilities, along with any related valuation allowance, as long-term on the consolidated balance sheets. The realization of deferred tax assets depends on recognition of sufficient future taxable income during periods in which those temporary differences are deductible. The Company reduces deferred tax assets by a valuation allowance when, based on estimates, it is more likely than not that a portion of those assets will not be realized in a future period. The estimates utilized in recognition of deferred tax assets are subject to revision, either up or down, in future periods based on new facts or circumstances. In evaluating our valuation allowances, the Company considers cumulative book losses, the reversal of existing temporary differences, and the existence of taxable income in carryback years, tax planning strategies and future taxable income for each of its taxable jurisdictions, the latter two of which involve the exercise of significant judgment. Changes to the Company’s valuation allowances could materially impact its results of operations. The Company’s policy is to classify interest and penalties associated with underpayment of income taxes as interest expense and general and administrative expenses, respectively. Earnings Per Common Share Basic earnings per common share (“EPS”) is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Except when the effect would be antidilutive, diluted EPS includes the impact of restricted stock unit grants and outstanding warrants. See Note 9 – Earnings Per Share Share-Based Compensation The Company records share-based compensation associated with restricted stock units in general and administrative expense on the condensed consolidated statement of operations, net of amounts capitalized to oil and gas properties. Share-based compensation expense is based on the grant date fair value of issued restricted stock units recognized over the vesting period of the instrument. For each restricted stock unit grant, the Company determines whether the awards represent equity or liability based awards. The fair value of equity awards are determined based on the close price of the stock on the grant date. The fair value of the liability awards are remeasured at each reporting date based on the close price of the stock at such date, until the date of settlement. See Note 7 – Employee Benefits Plans and Share Based Compensation . |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Note 3 — Acquisitions Combination Between Talos Energy LLC and Stone Energy Corporation On May 10, 2018, the Company consummated the Transactions contemplated by the Transaction Agreement and the Exchange Agreement, pursuant to which, among other things, Talos Energy LLC and Stone became wholly-owned subsidiaries of the Company. Substantially concurrent with the consummation of the Transactions, the name of the Company was changed from Sailfish Energy Holdings Corporation to Talos Energy Inc. The combination was executed as an all-stock transaction whereby the former stakeholders of Talos Energy LLC held approximately 63% of the Company’s outstanding Common Stock and the former stockholders of Stone held approximately 37% of the Company’s outstanding Common Stock as of the Closing Date. The purchase price of $732.0 million is based on the closing price of Stone common stock and common warrants immediately prior to closing. The following table summarizes the purchase price (in thousands, except per share data): Stone Energy common stock - issued and outstanding as of May 9, 2018 20,038 Stone Energy common stock price $ 35.49 Common stock value $ 711,149 Stone Energy common stock warrants - issued and outstanding as of May 9, 2018 3,528 Stone Energy common stock warrants price $ 5.90 Common stock warrants value $ 20,815 Total consideration and fair value $ 731,964 The Company incurred approximately $76.2 million of transaction related costs, of which, $20.1 million was expensed and reflected in general and administrative expense on the condensed consolidated statement of operations. The remaining $56.1 million was the result of (i) $9.3 million in work fees paid to holders of the 11.00% Senior Secured Notes reflected as a debt discount reducing long-term debt on the condensed consolidated balance sheet and (ii) $46.8 million in fees for seismic use agreements for change in control provisions and reflected in proved properties on the condensed consolidated balance sheet. The Stone Combination qualified as a business combination and was accounted for under the acquisition method of accounting, which requires, among other items, that assets acquired and liabilities assumed be recognized on the condensed consolidated balance sheet at their fair values as of the acquisition date, May 10, 2018. The fair value measurements of the oil and natural gas properties acquired and asset retirement obligations assumed were derived utilizing an income approach and based, in part, on significant inputs not observable in the market. These inputs represent Level 3 measurements in the fair value hierarchy and include, but are not limited to, estimates of reserves, future operating and development costs, future commodity prices, estimated future cash flows and appropriate discount rates. These inputs required significant judgments and estimates at the time of the valuation. While the Company has substantially completed the determination of the fair values of the assets acquired and liabilities assumed, the Company is still finalizing the fair value analysis related to oil and natural gas properties and the related asset retirement obligations. The Company anticipates finalizing the determination of the fair values by December 31, 2018. The following table presents the preliminary allocation of the purchase price to the assets acquired and liabilities assumed, based on their fair values on May 10, 2018 (in thousands): Current assets (1) $ 377,155 Property and equipment 876,500 Other long-term assets 18,928 Current liabilities (130,121 ) Long-term debt (235,416 ) Other long-term liabilities (175,082 ) Allocated purchase price $ 731,964 (1) Includes $293.0 million of cash acquired. The fair values of current assets acquired includes trade receivables and joint interest receivables of $43.3 million and $3.5 million, respectively, which the Company expects all to be realizable. Pro Forma Financial Information (Unaudited) The following supplemental pro forma information (in thousands, except per common share amounts), presents the condensed consolidated results of operations for the three and six months ended June 30, 2018 and 2017 as if the Stone Combination had occurred on January 1, 2017. The unaudited proforma information was derived from historical combined statements of operations of the Company and Stone and adjusted to include (i) depletion and accretion expense applied to the adjusted basis of the oil and natural gas properties acquired (ii) interest expense to reflect the debt transactions contemplated by the Exchange Agreement and (iii) general and administrative expense adjusted for transaction related costs incurred. This information does not purport to be indicative of results of operations that would have occurred had the Stone Combination occurred on January 1, 2017, nor is such information indicative of any expected future results of operations. Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Revenue $ 244,453 $ 166,669 $ 471,652 $ 340,939 Net income (loss) $ (45,696 ) $ 19,032 $ (51,211 ) $ 66,518 Basic and diluted net income (loss) per common share $ (0.84 ) $ 0.35 $ (0.95 ) $ 1.23 Material, non-recurring adjustments included in pro forma net income (loss) above consist of historical Stone results adjusted to exclude a divestiture of oil and natural gas properties during 2017. |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2018 | |
Oil And Gas Property [Abstract] | |
Property, Plant and Equipment | Note 4 — Property, Plant and Equipment Proved Properties. The Company’s interests in oil and natural gas properties are located in the United States (“U.S.”) primarily in the Gulf of Mexico deep and shallow waters. The Company follows the full cost method of accounting for its oil and natural gas exploration and development activities. Pursuant to SEC Regulation S-X, Rule 4-10, under the full cost method of accounting, the Company’s capitalized oil and natural gas costs, net of related deferred taxes, are limited to a ceiling based on the present value of future net revenues from proved reserves, discounted at 10 percent, plus the lower of cost or estimated fair value of unproved oil and natural gas properties not being amortized. The Company performs this ceiling test calculation each quarter utilizing SEC pricing. At June 30, 2018, the Company’s ceiling test computation of its U.S. oil and natural gas properties was based on SEC pricing of $60.03 per Bbl of oil, $2.90 per Mcf of natural gas and $28.26 per Bbl of NGLs. During the three and six months ended June 30, 2018 and 2017, the Company’s ceiling test computation did not result in a write-down of its U.S. oil and natural gas properties. Unproved Properties. Unproved capitalized costs of oil and natural gas properties excluded from amortization relate to unevaluated properties associated with acquisitions, leases awarded in the Gulf of Mexico federal lease sales, certain geological and geophysical costs, costs associated with certain exploratory wells in progress and capitalized interest. Unproved properties also include costs associated with two blocks awarded on September 4, 2015 to the Company, together with the Company’s working interest partners, located in the shallow waters off the coast of Mexico’s Veracruz and Tabasco states, by the National Hydrocarbons Commission (“CNH”). Capitalized Overhead. General and administrative expense in the Company’s financial statements is reflected net of capitalized overhead. The Company capitalizes overhead costs that are directly related to exploration, acquisition and development activities. Capitalized overhead for the three months ended June 30, 2018 and 2017 was $4.5 million and $3.1 million, respectively. Capitalized overhead for the six months ended June 30, 2018 and 2017 was $7.5 million and $6.5 million, respectively. Asset Retirement Obligations. The Company has obligations associated with the retirement of its oil and natural gas wells and related infrastructure. The Company has obligations to plug wells when production on those wells is exhausted, when it no longer plans to use them or when the Company abandons them. The Company accrues a liability with respect to these obligations based on its estimate of the timing and amount it will incur to plug, abandon, replace, remove and/or remediate the associated assets at the end of their productive lives. See Note 11 – relating to performance bonds associated with plugging and abandoning wells. In estimating the liability associated with its asset retirement obligations, the Company utilizes several assumptions, including a credit-adjusted risk-free interest rate, estimated costs of decommissioning services, estimated timing of when the work will be performed and a projected inflation rate. Changes in estimate in the table below represent changes to the expected amount and timing of payments to settle the Company’s asset retirement obligations. Typically, these changes result from obtaining new information about the timing of the Company’s obligations to plug, abandon and remediate oil and natural gas wells and related infrastructure and the costs to do so. After initial recording, the liability is increased for the passage of time, with the increase being reflected as accretion expense on the condensed consolidated statements of operations. If the Company incurs an amount different from the amount accrued for decommissioning obligations, the Company recognizes the difference as an adjustment to proved properties. The discounted asset retirement obligations included on the condensed consolidated balance sheets in current and non-current liabilities and the changes to that liability during the six months ended June 30, 2018 were as follows (in thousands): Asset retirement obligations at January 1, 2018 $ 214,733 Fair value of asset retirement obligations assumed 220,637 Obligations settled (43,896 ) Accretion expense 14,252 Obligations incurred 120 Changes in estimate 8,532 Asset retirement obligations at June 30, 2018 $ 414,378 Less: Current portion 94,334 Long-term portion $ 320,044 |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2018 | |
Financial Instruments [Abstract] | |
Financial Instruments | Note 5 — Financial Instruments The following table presents the carrying amounts and estimated fair values of financial instruments (in thousands): June 30, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value 11.00% Second-Priority Senior Secured Notes – due April 2022 (1) $ 380,042 $ 410,411 $ — $ — 7.50% Senior Secured Notes – due May 2022 $ 6,060 $ 5,999 $ — $ — Bank Credit Facility – due May 2022 (1) $ 231,522 $ 240,000 $ — $ — 11.00% Bridge Loans – due April 2022 (1) $ — $ — $ 169,838 $ 172,023 9.75% Senior Notes – due July 2022 (1) $ — $ — $ 100,681 $ 102,000 9.75% Senior Notes – due February 2018 $ — $ — $ 24,977 $ 24,977 Old Bank Credit Facility - due February 2019 (1) $ — $ — $ 402,062 $ 403,000 Oil and Natural Gas Derivatives $ (185,755 ) $ (185,755 ) $ (66,830 ) $ (66,830 ) (1) The carrying amounts are net of discount and deferred financing costs. As of June 30, 2018 and December 31, 2017, the carrying amounts of cash and cash equivalents, restricted cash, accounts receivable and accounts payable approximate their fair values because of the short-term nature of these instruments. 11.00% Second-Priority Senior Secured Notes – due April 2022. The $390.9 million aggregate principal amount of 11.00% Senior Secured Notes are reported on the condensed consolidated balance sheet as of June 30, 2018 at their carrying value, net of original issue discount and deferred financing costs (see Note 6 – ). The fair value of the 11.00% Senior Secured Notes are estimated (representing a Level 1 fair value measurement) using quoted secondary market trading prices. 7.50% Senior Secured Notes – due May 2022 . The $6.1 million aggregate principal amount of 7.50% Stone Senior Notes are reported on the condensed consolidated balance sheet as of June 30, 2018 at their carrying value (see Note 6 – ). The fair value of the 7.50% Senior Secured Notes are estimated (representing a Level 1 fair value measurement) using quoted secondary market trading prices. Bank Credit Facility – due May 2022. On May 10, 2018, in connection with the Stone Combination, the Company’s senior reserve-based revolving credit facility (“Old Bank Credit Facility”) was repaid and terminated, and the Company executed a new bank credit facility with an initial borrowing base of $600.0 million (“Bank Credit Facility”). The Old Bank Credit Facility was repaid with borrowings from the Bank Credit Facility and cash acquired in the Stone Combination. The Company’s Bank Credit Facility is reported on the condensed consolidated balance sheet as of June 30, 2018 at its carrying value net of deferred financing costs (see Note 6 – ). The fair value of the Bank Credit Facility is estimated based on the outstanding borrowings under the Company’s Bank Credit Facility since it is secured by the Company’s reserves and the interest rates are variable and reflective of market rates (representing a Level 2 fair value measurement). Oil and natural gas derivatives. The Company attempts to mitigate a portion of its commodity price risk and stabilize cash flows associated with sales of oil and natural gas production through the use of oil and natural gas swaps, put contracts and costless collars. Swaps are contracts where the Company either receives or pays depending on whether the oil or natural gas floating market price is above or below the contracted fixed price. Costless collars consist of a purchased put option and sold call option with no net premiums paid to or received from the counterparties. The Company has elected not to designate any of its derivative contracts for hedge accounting. Accordingly, commodity derivatives are recorded on the condensed consolidated balance sheet at fair value with settlements of such contracts and changes in the unrealized fair value recorded as price risk management activities income (expense) on the condensed consolidated statements of operations in each period. The following table presents the impact that derivatives not qualifying as hedging instruments had on the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Price risk management activities income (expense) (1) $ (91,176 ) $ 38,995 $ (143,152 ) $ 84,888 (1) The Company paid $33.6 million and received $9.2 million in net cash settlements for the three months ended June 30, 2018 and 2017, respectively, and paid $54.1 million and received $13.7 million in net cash settlements for the six months ended June 30, 2018 and 2017, respectively. The following table reflects the contracted volumes and weighted average prices the Company will receive under its derivative contracts as of June 30, 2018: Production Period Instrument Type Average Daily Volumes Weighted Average Swap Price Weighted Average Put Price Weighted Average Call Price Crude Oil – WTI: (Bbls) (per Bbl) (per Bbl) (per Bbl) July 2018 - December 2018 Swap 29,615 $ 54.06 $ — $ — July 2018 - December 2018 Collar 1,000 $ — $ 45.00 $ 55.35 July 2018 - December 2018 Put 2,000 $ — $ 49.50 $ — January 2019 - December 2019 Swap 23,130 $ 54.14 $ — $ — Natural Gas – Henry Hub NYMEX: (MMBtu) (per MMBtu) (per MMBtu) (per MMBtu) July 2018 - December 2018 Swap 23,747 $ 3.01 $ — $ — July 2018 - December 2018 Collar 6,000 $ — $ 2.75 $ 3.24 January 2019 - December 2019 Swap 10,146 $ 2.99 $ — $ — The following tables provide additional information related to financial instruments measured at fair value on a recurring basis (in thousands): June 30, 2018 Level 1 Level 2 Level 3 Total Assets: Oil and natural gas derivatives $ — $ 733 $ — $ 733 Liabilities: Oil and natural gas derivatives — (186,488 ) — (186,488 ) Total net liability $ — $ (185,755 ) $ — $ (185,755 ) December 31, 2017 Level 1 Level 2 Level 3 Total Assets: Oil and natural gas derivatives $ — $ 1,908 $ — $ 1,908 Liabilities: Oil and natural gas derivatives — (68,738 ) — (68,738 ) Total net liability $ — $ (66,830 ) $ — $ (66,830 ) Financial Statement Presentation. Derivatives are classified as either current or non-current assets or liabilities based on their anticipated settlement dates. Although the Company has master netting arrangements with its counterparties, the Company presents its derivative financial instruments on a gross basis on its condensed consolidated balance sheets. On derivative contracts recorded as assets in the table below, the Company is exposed to the risk the counterparties may not perform. The following table presents the fair value of derivative financial instruments at June 30, 2018 and December 31, 2017 (in thousands): June 30, 2018 December 31, 2017 Assets from price risk management activities – current: Oil and natural gas derivatives $ 499 $ 1,563 Assets from price risk management activities – non-current: Oil and natural gas derivatives $ 234 $ 345 Liabilities from price risk management activities – current: Oil and natural gas derivatives $ 154,722 $ 49,957 Liabilities from price risk management activities – non-current: Oil and natural gas derivatives $ 31,766 $ 18,781 Credit Risk. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Note 6 — Debt A summary of the detail comprising the Company’s debt and the related book values for the respective periods presented is as follows (in thousands): Description June 30, 2018 December 31, 2017 11.00% Second-Priority Senior Secured Notes – due April 2022 Principal $ 390,868 $ — Original issue discount, net of amortization (8,906 ) — Deferred financing costs, net of amortization (1,920 ) — 7.50% Senior Secured Notes – due May 2022 Principal 6,060 — Bank Credit Facility – due May 2022 Principal 240,000 — Deferred financing costs, net of amortization (8,478 ) — 4.20% Building Loan – due November 2030 Principal 10,778 — 11.00% Bridge Loans – due April 2022 Principal — 172,023 Deferred financing costs, net of amortization — (2,185 ) 9.75% Senior Notes – due July 2022 Principal — 102,000 Deferred financing costs, net of amortization — (1,319 ) 9.75% Senior Notes – due February 2018 Principal — 24,977 Old Bank Credit Facility – due February 2019 — 403,000 Deferred financing costs, net of amortization — (938 ) Total debt $ 628,402 $ 697,558 Less: current portion of long-term debt (434 ) (24,977 ) Long-term debt, net of discount and deferred financing costs $ 627,968 $ 672,581 In connection with the Stone Combination, the Company consummated the Transactions contemplated by the Exchange Agreement, pursuant to which (i) the Apollo Funds and Riverstone Funds contributed $102.0 million in aggregate principal amount of 9.75% Senior Notes to the Company in exchange for Common Stock; (ii) the holders of 11.00% Bridge Loans exchanged such 11.00% Bridge Loans for $172.0 million aggregate principal amount of 11.00% Senior Secured Notes and (iii) Franklin Noteholders and MacKay Noteholders exchanged their 7.50% Stone Senior Notes for $137.4 million aggregate principal amount of 11.00% Senior Secured Notes. An additional $81.5 million of 7.50% Stone Senior Notes held by non-affiliates were also exchanged for 11.00% Senior Secured Notes pursuant to an exchange offer and consent solicitation in connection with the Stone Combination. The exchange of 7.50% Stone Senior Notes for 11.00% Senior Secured Notes was accounted for as a debt modification. Under a debt modification, a new effective interest rate that equates the revised cash flows to the carrying amount of the 11.00% Senior Secured Notes is computed and applied prospectively. Costs incurred with third parties directly related to the modification are expensed as incurred. The Company incurred approximately $3.9 million and $4.5 million of transaction fees related to the modification which were expensed and reflected in general and administrative expense during the three months and six months ended June 30, 2018, respectively. The Company also paid $9.3 million in work fees to debt holders, which are reflected as debt discount reducing long-term debt on the condensed consolidated balance sheet. 11.00% Second-Priority Senior Secured Notes – due April 2022 . The 11.00% Senior Secured Notes were issued pursuant to an indenture dated May 10, 2018, between the Talos Issuers, the subsidiary guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent. The 11.00% Senior Secured Notes mature April 3, 2022 and have interest payable semi-annually each April 15 and October 15, commencing October 15, 2018. Prior to May 10, 2019, the Company may, at its option, redeem all or a portion of the 11.00% Senior Secured Notes at 100% of the principal amount plus accrued and unpaid interest and a make-whole premium. Thereafter, the Company may redeem all or a portion of the 11.00% Senior Secured Notes at redemption prices decreasing annually from 105.5% to 100.0% plus accrued and unpaid interest. The indenture governing the 11.00% Senior Secured Notes applies certain limitations on the Company’s ability and the ability of its subsidiaries to, among other things, (i) incur additional indebtedness or issue certain preferred shares; (ii) pay dividends and make certain other restricted payments; (iii) create restrictions on the payment of dividends or other distributions to the Company from its restricted subsidiaries; (iv) create liens on certain assets to secure debt; (v) make certain investments; (vi) engage in sales of assets and subsidiary stock; (vii) transfer all or substantially all of its assets or enter into merger or consolidation transactions; and (viii) engage in transactions with affiliates. The 11.00% Senior Secured Notes contain customary quarterly and annual reporting, financial and administrative covenants. The Company was in compliance with all debt covenants at June 30, 2018. 7.50% Senior Secured Notes – due May 2022 . The 7.50% Stone Senior Notes represent the remaining $6.1 million of long-term debt assumed in the Stone Combination that were not exchanged for 11.00% Senior Secured Notes pursuant to the exchange offer and consent solicitation, and thus remain outstanding. As a result of the exchange offer and consent solicitation, substantially all of the restrictive covenants relating to the 7.50% Stone Senior Notes have been removed and collateral securing the 7.50% Stone Senior Notes have been released. The 7.50% Stone Senior Notes mature May 31, 2022 and have interest payable semiannually each May 31 and November 30. Prior to May 31, 2020, the Company may, at its option, redeem all or a portion of the 7.50% Stone Senior Notes at 100% of the principal amount plus accrued and unpaid interest and a make-whole premium. Thereafter, the Company may redeem all or a portion of the 7.50% Stone Senior Notes at redemption prices decreasing annually from 105.625% to 100.0% plus accrued and unpaid interest. Bank Credit Facility – due May 2022. The Company executed the Bank Credit Facility in conjunction with the Stone Combination with a syndicate of financial institutions, with an initial borrowing base of $600.0 million. The Bank Credit Facility matures on May 10, 2022. The Bank Credit Facility bears interest based on the borrowing base usage, at the applicable London InterBank Offered Rate, plus applicable margins ranging from 2.75% to 3.75% or an alternate base rate, based on the federal funds effective rate plus applicable margins ranging from 1.75% to 2.75%. In addition, the Company is obligated to pay a commitment fee of 0.50% on the unfunded portion of the commitments under the Bank Credit Facility. The Bank Credit Facility has certain debt covenants, the most restrictive of which is that the Company must maintain a total debt to EBITDAX Ratio (as defined in the Bank Credit Facility) of no greater than 3.00 to 1.00 each quarter beginning on or after September 30, 2018. The Company must also maintain a current ratio no less than 1.00 to 1.00 each quarter beginning on or after September 30, 2018. According to the Bank Credit Facility, undrawn commitments are included in current assets in the current ratio calculation. The Bank Credit Facility is secured by substantially all of the oil and natural gas assets of the Company. The Bank Credit Facility is fully and unconditionally guaranteed by certain of the Company’s wholly-owned subsidiaries and each direct parent of the Company. The Bank Credit Facility provides for determination of the borrowing base based on the Company’s proved producing reserves and a portion of its proved undeveloped reserves. The borrowing base is redetermined by the lenders at least semi-annually during the second quarter and fourth quarter. In June 2018, the Company completed the first redetermination and the borrowing base was reaffirmed at $600.0 million. The next redetermination will occur in October 2018 and scheduled redeterminations will occur each April and October thereafter. As of June 30, 2018, the Company’s borrowing base was set at $600.0 million, of which no more than $200 million can be used as letters of credit. The amount the Company is able to borrow with respect to the borrowing base is subject to compliance with the financial covenants and other provisions of the Bank Credit Facility. The Company was in compliance with all debt covenants at June 30, 2018. As of June 30, 2018, the Bank Credit Facility had approximately $354.0 million of undrawn commitments (taking into account $6.0 million letters of credit and $240.0 million drawn from the Bank Credit Facility). The $294.0 million in cash received from the Company’s initial drawdown under the Bank Credit Facility was used to partially repay outstanding borrowings under the Old Bank Credit Facility upon its termination in connection with the Stone Combination. Building Loan – due November 2030 . In connection with the Stone Combination, the Company assumed Stone’s 4.20% term loan maturing on November 20, 2030 (the “Building Loan”). The Building Loan bears interest at a rate of 4.20% per annum and is to be repaid in 180 equal monthly installments of approximately $0.1 million. As of June 30, 2018, the outstanding balance under the Building Loan totaled $10.8 million. The Building Loan is collateralized by the Company’s two Lafayette, Louisiana office buildings. Under the financial covenants of the Building Loan, the Company must maintain a ratio of EBITDA to Net Interest Expense of not less than 2.00 to 1.00. In addition, the Building Loan contains certain customary restrictions or requirements with respect to change of control and reporting responsibilities. The Company is in compliance with all covenants under the Building Loan as of June 30, 2018. 9.75% Senior Notes – due February 2018 . The 9.75% Senior Notes were issued pursuant to an indenture dated February 6, 2013 among the Talos Issuers, the subsidiaries, as issuers, the subsidiary guarantors party thereto and the trustee. On February 15, 2018, the Talos Issuers redeemed the remaining $25.0 million principal amount of the 9.75% Senior Notes at par. |
Employee Benefits Plans and Sha
Employee Benefits Plans and Share-Based Compensation | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Employee Benefits Plans and Share-Based Compensation | Note 7 — Employee Benefits Plans and Share-Based Compensation Stone Change of Control and Severance Plans In connection with the Transactions, the Company maintains the Stone Energy Corporation Executive Severance Plan and Stone Energy Corporation Employee Severance Plan, which provides for the payment of severance and change in control benefits to certain individuals who, prior to the transaction, were executive officers of Stone and all full-time employees of Talos Petroleum LLC (f/k/a Stone Energy Corporation), in each case upon an involuntary termination within twelve months of Closing. The Company incurred $7.5 million of severance expense reflected in general and administrative expense on the condensed consolidated statement of operations for the three and six months ended June 30, 2018. Approximately $5.1 million of such expense remained unpaid at June 30, 2018. Long Term Incentive Plan Overview . In connection with the Closing, the Company adopted the Talos Energy Inc. Long Term Incentive Plan (the “LTIP”), pursuant to which the Company may issue to its employees, directors and consultants various forms of share-based compensation including stock options, stock appreciation rights, restricted stock, restricted stock units, stock awards, dividend equivalents, other stock-based awards, cash awards, substitute awards or any combination of the foregoing. The Company is authorized to grant awards of up to 5,415,576 shares of the Company’s common stock for awards under the LTIP. As of June 30, 2018, no shares have been issued. Restricted Stock Units. On May 21, 2018, the Company granted 22,963 restricted stock units (“RSUs”) to non-employee directors. These RSUs will vest on May 19, 2019, subject to such non-employee director’s continued service. These RSUs represent a contingent right to receive 60% in Common Stock and the remaining 40% in cash following vesting. The total unrecognized compensation cost related to these RSUs at June 30, 2018 was approximately $0.7 million, which is expected to be recognized over a weighted average period of eleven months. Of the $0.7 million in unrecognized compensation cost, $0.3 million relates to liability awards and will be subsequently remeasured at each reporting period. Talos Energy LLC Series B Units Prior to the Stone Combination, the Limited Liability Company Agreement of Talos Energy LLC (the “LLC Agreement”) established Series A, Series B and Series C Units. Series B Units were generally intended to be used as incentives for Company employees. Series B Units do not participate in distributions prior to vesting or until Series A Units have received cumulative distributions equal to (i) the original cash contributed to the Company for such Series A Units and (ii) an 8% return, compounded annually (the “Aggregate Series A Payout”), and Series C Units have received $25.0 million in distributions. In connection with the Transactions, the Series A, Series B and Series C Units were exchanged for an equivalent number of units in each of an entity affiliated with the Apollo Funds and an entity affiliated with the Riverstone Funds, each of which hold Common Stock of the Company. The modification did not result in incremental value to the Series B Units. For accounting and financial reporting purposes, the Series B Units are deemed to be equity awards, and the compensation expense related to these awards is recorded on a straight-line basis over the vesting period in the Company’s consolidated financial statements and is reflected as a corresponding credit to “Accumulated deficit” on the condensed consolidated balance sheet. During the six months ended June 30, 2018 and 2017, the Company recognized approximately $0.2 million and $0.5 million, respectively, as compensation expense included in general and administrative expense on the condensed consolidated statement of operations and capitalized approximately $0.2 million and $0.5 million, respectively, into its oil and natural gas properties on the condensed consolidated balance sheet. The Company’s unrecognized compensation expense at June 30, 2018 is approximately $2.9 million. Of this amount, approximately $0.7 million of the unrecognized compensation expense will continue to be recognized on a straight-line basis over the remainder of the four year requisite service period. The remaining $2.2 million will be recognized upon an Aggregate Series A Payout. The weighted-average period over which the unrecognized compensation expense for the Series B Units will be recognized is 21 months. New Talos Energy LLC Series B Units In connection with the transactions contemplated in the Exchange Agreement on May 10, 2018, an entity affiliated with the Apollo Funds and an entity affiliated with the Riverstone Funds, each of which hold Common Stock in the Company as a result of the Sponsor debt modification, established new Series A Units (“New Series A Units”) and new Series B Units (“New Series B Units”). The New Series B Units are generally intended to be used as incentives for Company employees. The New Series B Units do not participate in distributions prior to vesting or until the New Series A Units have received cumulative distributions of $102.0 million. After issuance, 80% of the New Series B Units vest on a monthly basis over a four year period based on the initial vesting schedule of the original Series B Units, subject to continued employment. All unvested New Series B Units fully vest upon the cumulative distribution of $102.0 million. For accounting and financial reporting purposes, the New Series B Units are deemed to be equity awards, and the compensation expense related to these awards is recorded on a straight-line basis over the vesting period in the Company’s consolidated financial statements and is reflected as a corresponding credit to “Accumulated deficit”. Accelerated vesting was recognized in May 2018 to account for months between the grant date of the original Series B Units and the grant date of the New Series B Units. For the six months ended June 30, 2018 and 2017, the Company recognized approximately $1.3 million and nil, respectively, of compensation expense included in general and administrative expense on the condensed consolidated statement of operations and capitalized approximately $2.3 million and nil, respectively, into its oil and natural gas properties on the condensed consolidated balance sheet. The New Series B Units issued were valued using the option pricing method for valuing securities. In this method, the rights and claims of each security are modeled as a portfolio of Black-Scholes-Merton call options written on the total equity of the entities affiliated with the Apollo Funds and Riverstone Funds. The total value of the equity is calculated in an iterative process that results in the New Series A Units being valued at par. The risk-free rate of interest is based on the U.S. Treasury yield curve on the grant date. The expected time to a liquidity event is based on a weighted average calculation of management’s estimate considering market conditions and expectations. The expected volatility of equity is based on the volatility of the assets of similar publicly traded companies using a Black-Scholes-Merton model. The discount for lack of marketability is based on the restrictions on the New Series B Units and the volatility of the New Series B Units using a Black-Scholes-Merton model. The Company’s unrecognized compensation expense at June 30, 2018 is approximately $2.4 million. Of this amount, approximately $0.3 million of the unrecognized compensation expense will continue to be recognized on a straight-line basis over the remainder of the four year requisite service period. The remaining $2.1 million will be recognized upon the New Series A Units receiving the cumulative distribution. The weighted-average period over which the unrecognized compensation expense will be recognized is eleven months. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 8 — Income Taxes Prior to the Stone Combination, Talos Energy LLC was a partnership for federal income tax purposes and was not subject to federal income tax or state income tax (in most states). As such, Talos Energy LLC was not a taxpaying entity for federal income tax purposes and accordingly, did not recognize any expense for such states. Talos Energy LLC’s operations in the shallow waters off the coast of Mexico are conducted under a different legal form and are subject to foreign income taxes. In connection with completing the Stone Combination, Talos Energy LLC was contributed to the Company, which is subject to federal and state income taxes. The Company is also subject to foreign income taxes. Due to the change in tax status, deferred taxes are recorded for differences in book and tax basis. The Company’s differences in its book and tax basis in its assets and liabilities is primarily related to different cost recovery periods utilized for book and tax purposes for the Company’s oil and natural gas properties, asset retirement obligation and net operating loss carryforwards. The Company’s tax basis in assets exceeds its book basis in assets, resulting in a deferred tax asset. A valuation allowance is established to reduce deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company believes it is more likely than not that the net deferred tax asset will not be realized and therefore has recorded a valuation allowance. Due to the valuation allowance, the tax expense resulting from the initial book and tax basis difference from the change in tax status is zero. The Company accounted for the book and tax basis difference from the Stone Combination in acquisition accounting. Due to the valuation allowance, the net income tax impact is zero. As part of the Stone Combination, entities related to the Apollo Funds and Riverstone Funds contributed entities that were under common control to the Company. At June 30, 2018, the Company also estimated a net deferred tax asset related to tax loss carryforwards and differences in book and tax basis of assets. The net deferred tax asset and valuation allowance from the contribution is accounted for in equity. The Company believes it is more likely than not that the net deferred tax asset will not be realized and therefore has recorded a valuation allowance. The deferred tax balance is based on preliminary calculations and on information available to management at the time such estimates were made. Further analysis will be made upon filing the tax returns that will result in a change to the net deferred tax impact recorded. Due to the valuation allowance, the net result is expected to be zero. A summary of deferred tax balances as of June 30, 2018 is presented in the table below (in thousands): Deferred tax asset $ 213,029 Deferred tax liability (82,805 ) Net deferred tax asset 130,224 Valuation allowance (130,224 ) Net deferred tax asset $ — As a result of the Stone Combination, the Company acquired a current income tax receivable of $16.2 million primarily related to the carryback of specified liability losses. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 9 — Earnings Per Share Basic earnings per share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Except when the effect would be antidilutive, diluted earnings per share include the impact of restricted stock unit grants and outstanding warrants. For the three and six months ended June 30, 2018, the Company incurred net losses and accordingly excluded all potentially dilutive securities from the determination of diluted earnings per share as their impact on loss per common share was antidilutive. As of June 30, 2018, the Company had approximately 3.5 million of outstanding warrants. These warrants have an exercise price of $42.04 per share and a term of four years. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 10 — Related Party Transactions Contributions and Distributions . During the six months ended June 30, 2018 and 2017, the Company did not receive any cash contributions or make any distributions to Apollo Global Management LLC and Riverstone Holdings, LLC (the “Sponsors”). Transaction Fee Agreement . As part of the agreements with Sponsors, the Company paid a transaction fee equal to 2% of capital contributions made by each Sponsor. For the six months ended June 30, 2018 and 2017, the Sponsors did not make any capital contributions and thus the Company did not incur or pay transaction fees related to capital contributions. In connection with the Stone Combination on May 10, 2018, the Transaction Fee Agreement was terminated. Service Fee Agreement. The Company entered into service fee agreements with each of its Sponsors for the provision of certain management consulting and advisory services. Under each agreement, the Company pays a fee equal to the higher of (i) a certain percentage of earnings before interest, income taxes, depletion, depreciation and amortization and (ii) a fixed fee payable quarterly, provided, however, such fees shall not exceed in each case $0.5 million, in aggregate, for any calendar year. For the six months ended June 30, 2018 and 2017, the Company incurred approximately $0.5 million and $0.3 million, respectively, for these services. For the three months ended June 30, 2018 and 2017, the Company incurred $0.4 million and $0.2 million, respectively, for these services. These fees are recognized in general and administrative expense on the condensed consolidated statements of operations. In connection with the Stone Combination on May 10, 2018, the Service Fee Agreement was terminated. Debt Modification Work Fees. The Company paid $9.3 million in work fees to holders of the 11.00% Bridge Loans and 7.50% Stone Senior Notes to exchange into 11.00% Senior Secured Notes. The Sponsors received $4.1 million and the Franklin Noteholders and McKay Noteholders received $3.3 million, respectively, as a result of the work fees paid. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 11 — Commitments and Contingencies Capital Lease As of June 30, 2018, the balance of the capital lease obligation on the condensed consolidated balance sheet was $99.7 million, of which $12.7 million is included in “other current liabilities” and $87.0 million is included in “other long-term liabilities”. Performance Obligations As of June 30, 2018, the Company had secured performance bonds primarily related to plugging and abandonment of wells, removal of facilities and to guarantee the completion of the minimum work program related to the Mexico Production Sharing Contracts (“PSCs”) totaling approximately $569.3 million. The Mexico PSCs govern the exploration and extraction of the hydrocarbons in Mexico with the CNH. As of June 30, 2018, the Company has not posted any collateral on the outstanding performance bonds. Legal Proceedings The Company is named as a party in certain lawsuits and regulatory proceedings arising in the ordinary course of business. The Company does not expect that these matters, individually or in the aggregate, will have a material adverse effect on its financial condition. Other Commitments On February 8, 2018, the Company amended a previous agreement to use the Ensco 75, a jackup drilling rig, to execute a portion of its 2018 drilling program. Under the terms of the amended agreement, the Company will pay Ensco a base vessel day work rate based on the number of days contracted for a minimum of 120 days during 2018, for approximately $7.8 million. On June 1, 2018, the Company exercised its option for an additional 90 days during 2018 for approximately $6.3 million. Total commitments for 2018 for the Ensco 75 are $14.1 million. On June 18, 2018, the Company entered into an agreement for the Ensco 8503 drilling rig to execute a portion of its 2018 deepwater drilling program commencing November 1, 2018. Under the terms of the agreement, the Company will pay Ensco an operating day work rate based on the number of days contracted for a minimum of 100 days. Total commitments for 2018 and 2019 are $7.9 million and $5.1 million, respectively. In connection with the Stone Combination, the Company entered into seismic use agreements totaling $46.8 million. As of June 30, 2018, the outstanding payments due are approximately $29.8 million consisting of $6.6 million, $10.9 million, $9.9 million and $2.4 million for the remainder of 2018, 2019, 2020 and 2021, respectively. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Formation and Nature of Business | Formation and Nature of Business Talos Energy Inc. (“Talos” or the “Company”) is a technically driven independent exploration and production company with operations in the United States Gulf of Mexico and in the shallow waters off the coast of Mexico. The Company’s focus in the Gulf of Mexico is the exploration, acquisition, exploitation and development of deep and shallow water assets near existing infrastructure. The shallow waters off the coast of Mexico provide the Company high impact exploration opportunities in an emerging basin. The Company uses its access to an extensive seismic database and its deep technical expertise to identify, acquire and exploit attractive assets with robust economic profiles. The Company’s management and technical teams have a long history working together and have made significant discoveries in the deep and shallow waters in the Gulf of Mexico and in the shallow waters off the coast of Mexico. On May 10, 2018 (the “Closing Date”), the Company (f/k/a Sailfish Energy Holdings Corporation) consummated the transactions contemplated by that certain Transaction Agreement, dated as of November 21, 2017 (the “Transaction Agreement”), among Stone Energy Corporation (“Stone”), the Company, Sailfish Merger Sub Corporation (“Merger Sub”), Talos Energy LLC and Talos Production LLC, pursuant to which, among other items, each of Stone, Talos Production LLC and Talos Energy LLC became wholly-owned subsidiaries of the Company (the “Stone Combination”). Prior to the Closing Date, Sailfish Energy Holdings Corporation did not conduct any material activities other than those incident to its formation and the matters contemplated by the Transaction Agreement. Substantially concurrent with the consummation of the transactions, the name of the Company was changed from Sailfish Energy Holdings Corporation to Talos Energy Inc. Pursuant to the Transaction Agreement, a series of transactions occurred on the Closing Date (the “Closing”), including the following: (i) Stone underwent a reorganization pursuant to which Merger Sub merged with and into Stone, with Stone continuing as the surviving corporation and a direct wholly-owned subsidiary of the Company (the “Merger”) and each share of Stone’s common stock outstanding immediately prior to the Merger (other than treasury shares held by Stone, which were cancelled for no consideration) was converted into the right to receive one share of the Company’s common stock, par value $0.01 (the “Common Stock”) and (ii) in a series of contributions, entities related to Apollo Management VII, L.P. and Apollo Commodities Management, L.P. with respect to Series I (“Apollo Funds”), and Riverstone Energy Partners V, L.P. (“Riverstone Funds”) contributed all of the equity interests in Talos Production LLC (which at that time owned 100% of the equity interests in Talos Energy LLC) to the Company in exchange for an aggregate of 31,244,085 shares of Common Stock (the “Sponsor Equity Exchange”). Concurrently with the consummation of the Transaction Agreement, the Company consummated the transactions contemplated by the certain Exchange Agreement, dated as of November 21, 2017 (the “Exchange Agreement”), among the Company, Stone, the Talos Issuers (defined below), the various lenders and noteholders of the Talos Issuers listed therein, certain funds controlled by Franklin Advisers, Inc. (“Franklin”) (such controlled noteholders, the “Franklin Noteholders”), and certain clients of MacKay Shields LLC (“MacKay Shields”) (such noteholders, the “MacKay Noteholders”), pursuant to which (i) the Apollo Funds and Riverstone Funds contributed $102.0 million in aggregate principal amount of 9.75% senior notes due 2022 (“9.75% Senior Notes”) issued by Talos Production LLC and Talos Production Finance, Inc. (together, the “Talos Issuers”) to the Company in exchange for an aggregate of 2,874,049 shares of Common Stock (the “Sponsor Debt Exchange”); (ii) the holders of second lien bridge loans (“11.00% Bridge Loans”) issued by the Talos Issuers exchanged such 11.00% Bridge Loans for $172.0 million aggregate principal amount of 11.00% Second-Priority Senior Secured Notes due 2022 of the Talos Issuers (“11.00% Senior Secured Notes”) and (iii) Franklin Noteholders and MacKay Noteholders exchanged their 7.50% Senior Secured Notes due 2022 issued by Stone (“7.50% Stone Senior Notes”) for $137.4 million aggregate principal amount of 11.00% Senior Secured Notes. As a result of the closing of the transactions contemplated by the Transaction Agreement and the Exchange Agreement (the “Transactions”) the former stakeholders of Talos Energy LLC held approximately 63% of the Company’s outstanding Common Stock and the former stockholders of Stone held approximately 37% of the Company’s outstanding Common Stock as of the Closing Date. Unless otherwise indicated or the context otherwise requires, references in this report to “us,” “we,” “our” or the “Company” are to Talos Energy Inc. and its wholly-owned subsidiaries. |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as applied to interim financial statements and include each subsidiary from the date of inception. Because this is an interim periodic report presented using a condensed format, it does not include all of the annual disclosures required by GAAP. Talos Energy LLC was considered the accounting acquirer in the Stone Combination under GAAP. Accordingly, the historical financial and operating data of Talos Energy Inc., which cover periods prior to the Closing Date, reflects the assets, liabilities and operations of Talos Energy LLC prior to the Closing Date and does not reflect the assets, liabilities and operations of Stone prior to the Closing Date. These condensed consolidated financial statements should be read in conjunction with Talos Energy LLC’s audited financial statements and the notes thereto for the year ended December 31, 2017, which were filed by the Company on May 18, 2018 with the SEC on a Current Report on Form 8-K. For the periods prior to May 10, 2018, the Company retrospectively adjusted its Statement of Changes in Equity and the weighted average shares used in determining earnings per share to reflect the number of shares Talos Energy LLC received in the business combination. Beginning on May 10, 2018, common stock is presented to reflect the legal capital of Talos. All intercompany transactions have been eliminated. All adjustments that are of a normal, recurring nature and are necessary to fairly present the financial position, results of operations and cash flows for the interim periods are reflected herein. The results for any interim period are not necessarily indicative of the expected results for the entire year. The Company has evaluated subsequent events through the date the condensed consolidated financial statements were issued. For presentation purposes, as of June 30, 2018, certain balances previously disclosed as “Accounts payable” and “Other current assets” have been reclassified to “Accrued liabilities” and “Prepaid assets”, respectively. The corresponding balances as of December 31, 2017 of $73.5 million and $7.3 million were reclassified to “Accrued liabilities” and “Prepaid assets”, respectively. The balance reclass between “Accounts payable” and “Accrued liabilities” is related to estimates of operating costs incurred but not yet invoiced. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, the reported amounts of revenues and expenses during the reporting periods and the reported amounts of proved oil and natural gas reserves. Actual results could differ from those estimates. During September 2015, the Company expanded its acreage position to include two shallow water exploration blocks off the coast of Mexico and drilled its first well in those blocks in July 2017. The business activities in Mexico, which are currently deemed immaterial, have been combined with the United States and reported as one segment. See additional information in Note 4 – Property, Plant and Equipment |
Recently Adopted Or Issued Accounting Standards | Recently Adopted Accounting Standards Impact of the Adoption of ASC 606 – Revenue from Contracts with Customers On January 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers Revenue Recognition Extractive Activities – Oil and Gas – Revenue Recognition. The Company records revenues from the sale of oil, natural gas and NGLs based on quantities of production sold to purchasers under short-term contracts (less than twelve months) at market prices when delivery to the customer has occurred, title has transferred, prices are fixed and determinable and collection is reasonably assured. This occurs when production has been delivered to a pipeline or when a barge lifting has occurred. The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less or contracts for which variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Gas Imbalances. Under previous accounting guidance, the Company used the entitlement method to account for sales and production. Under the entitlement method, revenue was recorded based on the Company’s entitled share of production with any difference recorded as an imbalance on the condensed consolidated balance sheet. Upon the adoption of ASC 606, revenues are recorded based on the actual sales volumes sold to purchasers. An imbalance receivable or payable is recorded only to the extent the imbalance is in excess of its share of remaining proved developed reserves in an underlying property. The change in accounting method from the entitlements method to the sales method resulted in an immaterial cumulative-effect adjustment to members’ deficit on the date of adoption. Production Handling Fees. Under previous accounting guidance, the Company presented certain reimbursements for costs from certain third parties as other revenue on the condensed consolidated statement of operations. Upon the adoption of ASC 606, the reimbursements are presented as a reduction of direct lease operating expense on the condensed consolidated statement of operations. The impact of the reclassification for the three and six months ended June 30, 2018 was immaterial. Recently Issued Accounting Standards In February 2016, the Financial Accounting Standards Boards (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842). Leases |
Income Taxes | Income Taxes Prior to the Stone Combination, Talos Energy LLC was a partnership for federal income tax purposes and was not subject to federal income tax or state income tax (in most states). As such, Talos Energy LLC was not a taxpaying entity for federal income tax purposes and accordingly, did not recognize any expenses for such states. In connection with completing the Stone Combination, Talos Energy LLC was contributed to the Company, which is subject to federal and state income taxes. The Company records current income taxes based on estimates of current taxable income and provides for deferred income taxes to reflect estimated future income tax payments and receipts. Changes in tax laws are recorded in the period they are enacted. Deferred taxes represent the tax impacts of differences between the financial statement and tax bases of assets and liabilities and carryovers at each year end. The Company classifies all deferred tax assets and liabilities, along with any related valuation allowance, as long-term on the consolidated balance sheets. The realization of deferred tax assets depends on recognition of sufficient future taxable income during periods in which those temporary differences are deductible. The Company reduces deferred tax assets by a valuation allowance when, based on estimates, it is more likely than not that a portion of those assets will not be realized in a future period. The estimates utilized in recognition of deferred tax assets are subject to revision, either up or down, in future periods based on new facts or circumstances. In evaluating our valuation allowances, the Company considers cumulative book losses, the reversal of existing temporary differences, and the existence of taxable income in carryback years, tax planning strategies and future taxable income for each of its taxable jurisdictions, the latter two of which involve the exercise of significant judgment. Changes to the Company’s valuation allowances could materially impact its results of operations. The Company’s policy is to classify interest and penalties associated with underpayment of income taxes as interest expense and general and administrative expenses, respectively. |
Earnings Per Common Share | Earnings Per Common Share Basic earnings per common share (“EPS”) is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Except when the effect would be antidilutive, diluted EPS includes the impact of restricted stock unit grants and outstanding warrants. See Note 9 – Earnings Per Share |
Share-Based Compensation | Share-Based Compensation The Company records share-based compensation associated with restricted stock units in general and administrative expense on the condensed consolidated statement of operations, net of amounts capitalized to oil and gas properties. Share-based compensation expense is based on the grant date fair value of issued restricted stock units recognized over the vesting period of the instrument. For each restricted stock unit grant, the Company determines whether the awards represent equity or liability based awards. The fair value of equity awards are determined based on the close price of the stock on the grant date. The fair value of the liability awards are remeasured at each reporting date based on the close price of the stock at such date, until the date of settlement. See Note 7 – Employee Benefits Plans and Share Based Compensation . |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Summary of Purchase Price | The following table summarizes the purchase price (in thousands, except per share data): Stone Energy common stock - issued and outstanding as of May 9, 2018 20,038 Stone Energy common stock price $ 35.49 Common stock value $ 711,149 Stone Energy common stock warrants - issued and outstanding as of May 9, 2018 3,528 Stone Energy common stock warrants price $ 5.90 Common stock warrants value $ 20,815 Total consideration and fair value $ 731,964 |
Summary of Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed | The following table presents the preliminary allocation of the purchase price to the assets acquired and liabilities assumed, based on their fair values on May 10, 2018 (in thousands): Current assets (1) $ 377,155 Property and equipment 876,500 Other long-term assets 18,928 Current liabilities (130,121 ) Long-term debt (235,416 ) Other long-term liabilities (175,082 ) Allocated purchase price $ 731,964 (1) Includes $293.0 million of cash acquired. The fair values of current assets acquired includes trade receivables and joint interest receivables of $43.3 million and $3.5 million, respectively, which the Company expects all to be realizable. |
Supplemental Proforma Information | The following supplemental pro forma information (in thousands, except per common share amounts), presents the condensed consolidated results of operations for the three and six months ended June 30, 2018 and 2017 as if the Stone Combination had occurred on January 1, 2017. The unaudited proforma information was derived from historical combined statements of operations of the Company and Stone and adjusted to include (i) depletion and accretion expense applied to the adjusted basis of the oil and natural gas properties acquired (ii) interest expense to reflect the debt transactions contemplated by the Exchange Agreement and (iii) general and administrative expense adjusted for transaction related costs incurred. This information does not purport to be indicative of results of operations that would have occurred had the Stone Combination occurred on January 1, 2017, nor is such information indicative of any expected future results of operations. Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Revenue $ 244,453 $ 166,669 $ 471,652 $ 340,939 Net income (loss) $ (45,696 ) $ 19,032 $ (51,211 ) $ 66,518 Basic and diluted net income (loss) per common share $ (0.84 ) $ 0.35 $ (0.95 ) $ 1.23 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Oil And Gas Property [Abstract] | |
Schedule of Asset Retirement Obligations | Asset retirement obligations at January 1, 2018 $ 214,733 Fair value of asset retirement obligations assumed 220,637 Obligations settled (43,896 ) Accretion expense 14,252 Obligations incurred 120 Changes in estimate 8,532 Asset retirement obligations at June 30, 2018 $ 414,378 Less: Current portion 94,334 Long-term portion $ 320,044 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Financial Instruments [Abstract] | |
Schedule of Contracted Volumes and Weighted Average Prices and will Receive Under Derivative Contracts | The following table reflects the contracted volumes and weighted average prices the Company will receive under its derivative contracts as of June 30, 2018: Production Period Instrument Type Average Daily Volumes Weighted Average Swap Price Weighted Average Put Price Weighted Average Call Price Crude Oil – WTI: (Bbls) (per Bbl) (per Bbl) (per Bbl) July 2018 - December 2018 Swap 29,615 $ 54.06 $ — $ — July 2018 - December 2018 Collar 1,000 $ — $ 45.00 $ 55.35 July 2018 - December 2018 Put 2,000 $ — $ 49.50 $ — January 2019 - December 2019 Swap 23,130 $ 54.14 $ — $ — Natural Gas – Henry Hub NYMEX: (MMBtu) (per MMBtu) (per MMBtu) (per MMBtu) July 2018 - December 2018 Swap 23,747 $ 3.01 $ — $ — July 2018 - December 2018 Collar 6,000 $ — $ 2.75 $ 3.24 January 2019 - December 2019 Swap 10,146 $ 2.99 $ — $ — |
Schedule of Carrying Amounts and Estimated Fair Values of Financial Instruments | The following table presents the carrying amounts and estimated fair values of financial instruments (in thousands): June 30, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value 11.00% Second-Priority Senior Secured Notes – due April 2022 (1) $ 380,042 $ 410,411 $ — $ — 7.50% Senior Secured Notes – due May 2022 $ 6,060 $ 5,999 $ — $ — Bank Credit Facility – due May 2022 (1) $ 231,522 $ 240,000 $ — $ — 11.00% Bridge Loans – due April 2022 (1) $ — $ — $ 169,838 $ 172,023 9.75% Senior Notes – due July 2022 (1) $ — $ — $ 100,681 $ 102,000 9.75% Senior Notes – due February 2018 $ — $ — $ 24,977 $ 24,977 Old Bank Credit Facility - due February 2019 (1) $ — $ — $ 402,062 $ 403,000 Oil and Natural Gas Derivatives $ (185,755 ) $ (185,755 ) $ (66,830 ) $ (66,830 ) (1) The carrying amounts are net of discount and deferred financing costs. |
Schedule of Impact that Derivatives not Qualifying as Hedging Instruments in Condensed Consolidated Statements of Operations | The following table presents the impact that derivatives not qualifying as hedging instruments had on the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Price risk management activities income (expense) (1) $ (91,176 ) $ 38,995 $ (143,152 ) $ 84,888 (1) The Company paid $33.6 million and received $9.2 million in net cash settlements for the three months ended June 30, 2018 and 2017, respectively, and paid $54.1 million and received $13.7 million in net cash settlements for the six months ended June 30, 2018 and 2017, respectively. |
Summary of Additional Information Related to Financial Instruments Measured at Fair Value on Recurring Basis | The following tables provide additional information related to financial instruments measured at fair value on a recurring basis (in thousands): June 30, 2018 Level 1 Level 2 Level 3 Total Assets: Oil and natural gas derivatives $ — $ 733 $ — $ 733 Liabilities: Oil and natural gas derivatives — (186,488 ) — (186,488 ) Total net liability $ — $ (185,755 ) $ — $ (185,755 ) December 31, 2017 Level 1 Level 2 Level 3 Total Assets: Oil and natural gas derivatives $ — $ 1,908 $ — $ 1,908 Liabilities: Oil and natural gas derivatives — (68,738 ) — (68,738 ) Total net liability $ — $ (66,830 ) $ — $ (66,830 ) |
Schedule of Fair Value of Derivative Financial Instruments | The following table presents the fair value of derivative financial instruments at June 30, 2018 and December 31, 2017 (in thousands): June 30, 2018 December 31, 2017 Assets from price risk management activities – current: Oil and natural gas derivatives $ 499 $ 1,563 Assets from price risk management activities – non-current: Oil and natural gas derivatives $ 234 $ 345 Liabilities from price risk management activities – current: Oil and natural gas derivatives $ 154,722 $ 49,957 Liabilities from price risk management activities – non-current: Oil and natural gas derivatives $ 31,766 $ 18,781 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Summary of Detail Comprising Debt and Related Book Values | A summary of the detail comprising the Company’s debt and the related book values for the respective periods presented is as follows (in thousands): Description June 30, 2018 December 31, 2017 11.00% Second-Priority Senior Secured Notes – due April 2022 Principal $ 390,868 $ — Original issue discount, net of amortization (8,906 ) — Deferred financing costs, net of amortization (1,920 ) — 7.50% Senior Secured Notes – due May 2022 Principal 6,060 — Bank Credit Facility – due May 2022 Principal 240,000 — Deferred financing costs, net of amortization (8,478 ) — 4.20% Building Loan – due November 2030 Principal 10,778 — 11.00% Bridge Loans – due April 2022 Principal — 172,023 Deferred financing costs, net of amortization — (2,185 ) 9.75% Senior Notes – due July 2022 Principal — 102,000 Deferred financing costs, net of amortization — (1,319 ) 9.75% Senior Notes – due February 2018 Principal — 24,977 Old Bank Credit Facility – due February 2019 — 403,000 Deferred financing costs, net of amortization — (938 ) Total debt $ 628,402 $ 697,558 Less: current portion of long-term debt (434 ) (24,977 ) Long-term debt, net of discount and deferred financing costs $ 627,968 $ 672,581 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Summary of Deferred Tax Balances | A summary of deferred tax balances as of June 30, 2018 is presented in the table below (in thousands): Deferred tax asset $ 213,029 Deferred tax liability (82,805 ) Net deferred tax asset 130,224 Valuation allowance (130,224 ) Net deferred tax asset $ — |
Formation and Basis of Presen24
Formation and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Millions | May 10, 2018$ / sharesshares | Nov. 21, 2017USD ($)shares | Jun. 30, 2018Segment | Dec. 31, 2017USD ($) |
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Common stock par value | $ / shares | $ 0.01 | |||
Percentage of voting interest acquired | 63.00% | |||
Senior notes, maturity date | Feb. 28, 2019 | Feb. 28, 2019 | ||
Reclassification from accounts payable to accrued liabilities | $ 73.5 | |||
Reclassification from other current assets to prepaid assets | $ 7.3 | |||
Number of reportable segment | Segment | 1 | |||
9.75% Senior Notes – due July 2022 | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Debt instrument interest rate | 9.75% | 9.75% | ||
Senior notes, maturity date | Jul. 5, 2022 | Jul. 5, 2022 | ||
Senior Notes | 9.75% Senior Notes | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Proceeds from issuance of senior notes | $ 102 | |||
Debt instrument interest rate | 9.75% | 9.75% | ||
Shares issued on exchange agreement | shares | 2,874,049 | |||
Senior Notes | 9.75% Senior Notes – due July 2022 | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Debt instrument interest rate | 9.75% | |||
Senior notes, maturity date | Jul. 31, 2022 | |||
Senior Notes | 7.50% Senior Secured Notes due 2022 | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Debt instrument interest rate | 7.50% | |||
Proceeds from Issuance of senior secured notes in exchange of 11% senior secured notes | $ 137.4 | |||
Bridge Loan | 11.00% Bridge Loans | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Debt instrument interest rate | 11.00% | |||
Proceeds from issuance of bridge loans in exchange of 11% senior secured notes | $ 172 | |||
Stone Energy Corporation | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Closing date of merger agreement | May 10, 2018 | |||
Percentage of voting interest acquired | 37.00% | |||
Talos Production LLC | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Percentage of voting interest acquired | 100.00% | |||
Share issed on merger | shares | 31,244,085 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | May 10, 2018 | Jun. 30, 2018 |
Business Acquisition [Line Items] | ||
Percentage of voting interest acquired | 63.00% | |
Senior Notes | Second Priority Senior Secured Notes | ||
Business Acquisition [Line Items] | ||
Debt instrument interest rate | 11.00% | |
Stone Energy Corporation | ||
Business Acquisition [Line Items] | ||
Percentage of voting interest acquired | 37.00% | |
Acquisition, transaction related cost | $ 76,200 | |
Acquisition, transaction related fees to note holders and for seismic use agreements | 56,100 | |
Acquisition, transaction related fees paid to note holders | 9,300 | |
Acquisition, transaction related fees for seismic use agreements | 46,800 | |
Purchase price | $ 731,964 | |
Stone Energy Corporation | General and Administrative Expense | ||
Business Acquisition [Line Items] | ||
Acquisition, transaction related cost | $ 20,100 | |
Talos Energy | ||
Business Acquisition [Line Items] | ||
Percentage of voting interest acquired | 63.00% |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchase Price (Details) - USD ($) $ / shares in Units, $ in Thousands | May 10, 2018 | Jun. 30, 2018 | May 09, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Common stock value | $ 542 | $ 312 | ||
Stone Energy Corporation | ||||
Business Acquisition [Line Items] | ||||
Stone Energy common stock - issued and outstanding as of May 9, 2018 | 20,038,000 | |||
Stone Energy common stock price | $ 35.49 | |||
Common stock value | $ 711,149 | |||
Stone Energy common stock warrants - issued and outstanding as of May 9, 2018 | 3,528,000 | |||
Stone Energy common stock warrants price | $ 5.90 | |||
Common stock warrants value | $ 20,815 | |||
Total consideration and fair value | $ 731,964 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed (Details) - Stone Energy Corporation $ in Thousands | May 10, 2018USD ($) |
Business Acquisition [Line Items] | |
Current assets | $ 377,155 |
Property and equipment | 876,500 |
Other long-term assets | 18,928 |
Current liabilities | (130,121) |
Long-term debt | (235,416) |
Other long-term liabilities | (175,082) |
Allocated purchase price | $ 731,964 |
Acquisitions - Summary of Pre28
Acquisitions - Summary of Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed (Parenthetical) (Details) - Stone Energy Corporation $ in Millions | May 10, 2018USD ($) |
Business Acquisition [Line Items] | |
Cash acquired | $ 293 |
Trade Accounts Receivable | |
Business Acquisition [Line Items] | |
Primary fair values of receivables acquired | 43.3 |
Joint Interest Receivables | |
Business Acquisition [Line Items] | |
Primary fair values of receivables acquired | $ 3.5 |
Acquisitions - Summary of Suppl
Acquisitions - Summary of Supplemental Proforma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Business Acquisition Pro Forma Information [Abstract] | ||||
Revenue | $ 244,453 | $ 166,669 | $ 471,652 | $ 340,939 |
Net income (loss) | $ (45,696) | $ 19,032 | $ (51,211) | $ 66,518 |
Basic and diluted net income (loss) per common share | $ (0.84) | $ 0.35 | $ (0.95) | $ 1.23 |
Property, Plant and Equipment -
Property, Plant and Equipment - Additional Information (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)$ / bbl$ / Mcf | Jun. 30, 2017USD ($) | Sep. 04, 2015LeaseBlock | |
Oil And Gas Property [Line Items] | |||||
Unweighted average first day of month commodity price for crude oil for prior twelve months | $ / bbl | 60.03 | ||||
Unweighted average first day of month commodity price for natural gas for prior twelve months | $ / Mcf | 2.90 | ||||
Unweighted average first day of month commodity price for natural gas liquids for prior twelve months | $ / bbl | 28.26 | ||||
Write-down of oil and natural gas properties under ceiling test | $ | $ 0 | $ 0 | $ 0 | $ 0 | |
Unproved properties, number of lease blocks awarded | LeaseBlock | 2 | ||||
Capitalized overhead costs | $ | $ 4,500,000 | $ 3,100,000 | $ 7,500,000 | $ 6,500,000 | |
Measurement Input Discount Rate | |||||
Oil And Gas Property [Line Items] | |||||
Present value of future net revenues from proved reserves, discounted rate | 10.00% |
Property, Plant and Equipment31
Property, Plant and Equipment - Schedule of Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Oil And Gas Property [Abstract] | |||||
Asset retirement obligations at January 1, 2018 | $ 214,733 | ||||
Fair value of asset retirement obligations assumed | 220,637 | ||||
Obligations settled | (43,896) | ||||
Accretion expense | $ 9,492 | $ 5,321 | 14,252 | $ 10,509 | |
Obligations incurred | 120 | ||||
Changes in estimate | 8,532 | ||||
Asset retirement obligations at June 30, 2018 | 414,378 | 414,378 | |||
Current portion of asset retirement obligations | 94,334 | 94,334 | $ 39,741 | ||
Long-term portion | $ 320,044 | $ 320,044 | $ 174,992 |
Financial Instruments - Schedul
Financial Instruments - Schedule of Carrying Amounts and Estimated Fair Values of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Carrying Amount | $ 402,062 | ||
Fair Value | 403,000 | ||
Oil and Natural Gas Derivatives | |||
Debt Instrument [Line Items] | |||
Carrying Amount | $ (185,755) | (66,830) | |
Fair Value | (185,755) | (66,830) | |
11.00% Second-Priority Senior Secured Notes – due April 2022 | |||
Debt Instrument [Line Items] | |||
Carrying Amount | [1] | 380,042 | |
Fair Value | [1] | 410,411 | |
7.50% Senior Secured Notes – due May 2022 | |||
Debt Instrument [Line Items] | |||
Carrying Amount | 6,060 | ||
Fair Value | 5,999 | ||
11.00% Bridge Loans – due April 2022 | |||
Debt Instrument [Line Items] | |||
Carrying Amount | [1] | 169,838 | |
Fair Value | [1] | 172,023 | |
9.75% Senior Notes – due February 2018 | |||
Debt Instrument [Line Items] | |||
Carrying Amount | 24,977 | ||
Fair Value | 24,977 | ||
9.75% Senior Notes – due July 2022 | |||
Debt Instrument [Line Items] | |||
Carrying Amount | [1] | 100,681 | |
Fair Value | [1] | $ 102,000 | |
Bank Credit Facility – due May 2022 | |||
Debt Instrument [Line Items] | |||
Carrying Amount | [1] | 231,522 | |
Fair Value | [1] | $ 240,000 | |
[1] | The carrying amounts are net of discount and deferred financing costs. |
Financial Instruments - Sched33
Financial Instruments - Schedule of Carrying Amounts and Estimated Fair Values of Financial Instruments (Parenthetical) (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Senior notes, maturity date | Feb. 28, 2019 | Feb. 28, 2019 |
11.00% Second-Priority Senior Secured Notes – due April 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 11.00% | 11.00% |
Senior notes, maturity date | Apr. 30, 2022 | Apr. 30, 2022 |
7.50% Senior Secured Notes – due May 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 7.50% | 7.50% |
Senior notes, maturity date | May 31, 2022 | May 31, 2022 |
11.00% Bridge Loans – due April 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 11.00% | 11.00% |
Senior notes, maturity date | Apr. 3, 2022 | Apr. 3, 2022 |
9.75% Senior Notes – due July 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 9.75% | 9.75% |
Senior notes, maturity date | Jul. 5, 2022 | Jul. 5, 2022 |
9.75% Senior Notes – due February 2018 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 9.75% | 9.75% |
Senior notes, maturity date | Feb. 15, 2018 | Feb. 15, 2018 |
Bank Credit Facility – due May 2022 | ||
Debt Instrument [Line Items] | ||
Senior notes, maturity date | May 10, 2022 | May 10, 2022 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2018USD ($)counterparty | Dec. 31, 2017 | May 10, 2018USD ($) | |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Senior notes, maturity date | Feb. 28, 2019 | Feb. 28, 2019 | |
Credit facility, maximum borrowing capacity | $ 600,000,000 | ||
Bank Credit Facility | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Number of counterparties | counterparty | 6 | ||
Investment Grade Credit Rating | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Number of counterparties | counterparty | 8 | ||
11.00% Second-Priority Senior Secured Notes – due April 2022 | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument interest rate | 11.00% | 11.00% | |
Senior notes, maturity date | Apr. 30, 2022 | Apr. 30, 2022 | |
7.50% Senior Secured Notes – due May 2022 | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument interest rate | 7.50% | 7.50% | |
Senior notes, maturity date | May 31, 2022 | May 31, 2022 | |
Senior notes, principal amount | $ 6,100,000 | ||
New Bank Credit Facility | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Senior notes, maturity date | May 10, 2022 | ||
New Bank Credit Facility | Old Bank Credit Facility | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 600,000,000 | ||
Stone Energy Corporation | 11.00% Second-Priority Senior Secured Notes – due April 2022 | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument interest rate | 11.00% | ||
Senior notes, maturity date | Apr. 30, 2022 | ||
Senior notes, principal amount | $ 390,900,000 | ||
Stone Energy Corporation | 7.50% Senior Secured Notes – due May 2022 | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument interest rate | 7.50% | ||
Senior notes, maturity date | May 31, 2022 | ||
Senior notes, principal amount | $ 6,100,000 |
Financial Instruments - Sched35
Financial Instruments - Schedule of Impact that Derivatives not Qualifying as Hedging Instruments in Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | ||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |||||
Price risk management activities income (expense) | [1] | $ (91,176) | $ 38,995 | $ (143,152) | $ 84,888 |
[1] | The Company paid $33.6 million and received $9.2 million in net cash settlements for the three months ended June 30, 2018 and 2017, respectively, and paid $54.1 million and received $13.7 million in net cash settlements for the six months ended June 30, 2018 and 2017, respectively. |
Financial Instruments - Sched36
Financial Instruments - Schedule of Impact that Derivatives not Qualifying as Hedging Instruments in Condensed Consolidated Statements of Operations (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||||
Received net cash settlements | $ 9.2 | $ 13.7 | ||
Cash paid on settlement | $ 33.6 | $ 54.1 |
Financial Instruments - Sched37
Financial Instruments - Schedule of Contracted Volumes and Weighted Average Prices and will Receive Under Derivative Contracts (Details) | 6 Months Ended |
Jun. 30, 2018MMBTU$ / bbl$ / MMBTUbbl | |
July Two Thousand Eighteen To December Two Thousand Eighteen Production | Henry Hub | NYMEX | Swap | |
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | |
Instrument Type | Swap |
Average Daily Volumes | MMBTU | 23,747 |
Weighted Average Swap Price | $ / MMBTU | 3.01 |
July Two Thousand Eighteen To December Two Thousand Eighteen Production | Henry Hub | NYMEX | Collar | |
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | |
Instrument Type | Collar |
Average Daily Volumes | MMBTU | 6,000 |
Weighted Average Put Price | 2.75 |
Weighted Average Call Price | 3.24 |
January 2019 - December 2019 | Henry Hub | NYMEX | Swap | |
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | |
Instrument Type | Swap |
Average Daily Volumes | bbl | 10,146 |
Weighted Average Swap Price | 2.99 |
Crude Oil | WTI | July Two Thousand Eighteen To December Two Thousand Eighteen Production | Swap | |
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | |
Instrument Type | Swap |
Average Daily Volumes | bbl | 29,615 |
Weighted Average Swap Price | 54.06 |
Crude Oil | WTI | July Two Thousand Eighteen To December Two Thousand Eighteen Production | Collar | |
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | |
Instrument Type | Collar |
Average Daily Volumes | bbl | 1,000 |
Weighted Average Put Price | 45 |
Weighted Average Call Price | 55.35 |
Crude Oil | WTI | July Two Thousand Eighteen To December Two Thousand Eighteen Production | Put | |
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | |
Instrument Type | Put |
Average Daily Volumes | bbl | 2,000 |
Weighted Average Put Price | 49.50 |
Crude Oil | WTI | January 2019 - December 2019 | Swap | |
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | |
Instrument Type | Swap |
Average Daily Volumes | bbl | 23,130 |
Weighted Average Swap Price | 54.14 |
Financial Instruments - Summary
Financial Instruments - Summary of Additional Information Related to Financial Instruments Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Oil And Natural Gas Swaps | ||
Liabilities: | ||
Total net liability | $ (185,755) | $ (66,830) |
Fair Value on Recurring Basis | ||
Liabilities: | ||
Total net liability | (185,755) | (66,830) |
Fair Value on Recurring Basis | Oil And Natural Gas Swaps | ||
Assets: | ||
Oil and natural gas derivatives | 733 | 1,908 |
Liabilities: | ||
Oil and natural gas derivatives | (186,488) | (68,738) |
Fair Value on Recurring Basis | Level 2 | ||
Liabilities: | ||
Total net liability | (185,755) | (66,830) |
Fair Value on Recurring Basis | Level 2 | Oil And Natural Gas Swaps | ||
Assets: | ||
Oil and natural gas derivatives | 733 | 1,908 |
Liabilities: | ||
Oil and natural gas derivatives | $ (186,488) | $ (68,738) |
Financial Instruments - Sched39
Financial Instruments - Schedule of Fair Value of Derivative Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Price Risk Derivatives [Line Items] | ||
Assets from price risk management activities – current | $ 499 | $ 1,563 |
Assets from price risk management activities – non-current | 234 | 345 |
Liabilities from price risk management activities – current | 154,722 | 49,957 |
Liabilities from price risk management activities – non-current | 31,766 | 18,781 |
Oil and Natural Gas Derivatives | ||
Price Risk Derivatives [Line Items] | ||
Assets from price risk management activities – current | 499 | 1,563 |
Assets from price risk management activities – non-current | 234 | 345 |
Liabilities from price risk management activities – current | 154,722 | 49,957 |
Liabilities from price risk management activities – non-current | $ 31,766 | $ 18,781 |
Debt - Summary of Detail Compri
Debt - Summary of Detail Comprising Debt and Related Book Values (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Principal | $ 240,000 | |
Original issue discount, net of amortization | (8,906) | |
Total debt | 628,402 | $ 697,558 |
Less: current portion of long-term debt | (434) | (24,977) |
Long-term debt, net of discount and deferred financing costs | 627,968 | 672,581 |
4.20% Building Loan - due November 2030 | ||
Debt Instrument [Line Items] | ||
Principal | 10,800 | |
Senior Notes | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||
Debt Instrument [Line Items] | ||
Principal | 390,868 | |
Deferred financing costs, net of amortization | (1,920) | |
Senior Notes | 7.50% Senior Secured Notes – due May 2022 | ||
Debt Instrument [Line Items] | ||
Principal | 6,060 | |
Senior Notes | 9.75% Senior Notes – due July 2022 | ||
Debt Instrument [Line Items] | ||
Principal | 102,000 | |
Deferred financing costs, net of amortization | (1,319) | |
Senior Notes | 9.75% Senior Notes – due February 2018 | ||
Debt Instrument [Line Items] | ||
Principal | 24,977 | |
Bank Credit Facility | Bank Credit Facility – due May 2022 | ||
Debt Instrument [Line Items] | ||
Deferred financing costs, net of amortization | (8,478) | |
Bank Credit Facility | Old Bank Credit Facility – due February 2019 | ||
Debt Instrument [Line Items] | ||
Principal | 403,000 | |
Deferred financing costs, net of amortization | (938) | |
Building Loan | 4.20% Building Loan - due November 2030 | ||
Debt Instrument [Line Items] | ||
Principal | 10,778 | |
Bridge Loan | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||
Debt Instrument [Line Items] | ||
Principal | $ 172,000 | |
Bridge Loan | 11.00% Bridge Loans – due April 2022 | ||
Debt Instrument [Line Items] | ||
Principal | 172,023 | |
Deferred financing costs, net of amortization | $ (2,185) |
Debt - Summary of Detail Comp41
Debt - Summary of Detail Comprising Debt and Related Book Values (Parenthetical) (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Senior notes, maturity date | Feb. 28, 2019 | Feb. 28, 2019 |
11.00% Second-Priority Senior Secured Notes – due April 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 11.00% | 11.00% |
Senior notes, maturity date | Apr. 30, 2022 | Apr. 30, 2022 |
7.50% Senior Secured Notes – due May 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 7.50% | 7.50% |
Senior notes, maturity date | May 31, 2022 | May 31, 2022 |
Bank Credit Facility – due May 2022 | ||
Debt Instrument [Line Items] | ||
Senior notes, maturity date | May 10, 2022 | |
4.20% Building Loan - due November 2030 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 4.20% | |
Senior notes, maturity date | Nov. 20, 2030 | |
11.00% Bridge Loans – due April 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 11.00% | 11.00% |
Senior notes, maturity date | Apr. 3, 2022 | Apr. 3, 2022 |
9.75% Senior Notes – due July 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 9.75% | 9.75% |
Senior notes, maturity date | Jul. 5, 2022 | Jul. 5, 2022 |
9.75% Senior Notes – due February 2018 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 9.75% | 9.75% |
Senior notes, maturity date | Feb. 15, 2018 | Feb. 15, 2018 |
Senior Notes | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 11.00% | |
Senior notes, maturity date | Apr. 30, 2022 | |
Senior Notes | 7.50% Senior Secured Notes – due May 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 7.50% | |
Senior notes, maturity date | May 31, 2022 | |
Senior Notes | 9.75% Senior Notes – due July 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 9.75% | |
Senior notes, maturity date | Jul. 31, 2022 | |
Senior Notes | 9.75% Senior Notes – due February 2018 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 9.75% | |
Senior notes, maturity date | Feb. 28, 2018 | |
Bank Credit Facility | Bank Credit Facility – due May 2022 | ||
Debt Instrument [Line Items] | ||
Senior notes, maturity date | May 31, 2022 | |
Bank Credit Facility | Old Bank Credit Facility – due February 2019 | ||
Debt Instrument [Line Items] | ||
Senior notes, maturity date | Feb. 28, 2019 | |
Building Loan | 4.20% Building Loan - due November 2030 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 4.20% | |
Senior notes, maturity date | Nov. 30, 2030 | |
Bridge Loan | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 11.00% | |
Bridge Loan | 11.00% Bridge Loans – due April 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 11.00% | |
Senior notes, maturity date | Apr. 30, 2022 |
Debt - Additional information (
Debt - Additional information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Sep. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | May 10, 2018 | Nov. 21, 2017 | |
Debt Instrument [Line Items] | ||||||
Principal | $ 240,000,000 | $ 240,000,000 | ||||
Payments of debt issuance costs | 3,900,000 | 4,500,000 | ||||
Work fees to debt holders | $ 9,300,000 | |||||
Debt instrument redemption, description | The indenture governing the 11.00% Senior Secured Notes applies certain limitations on the Company’s ability and the ability of its subsidiaries to, among other things, (i) incur additional indebtedness or issue certain preferred shares; (ii) pay dividends and make certain other restricted payments; (iii) create restrictions on the payment of dividends or other distributions to the Company from its restricted subsidiaries; (iv) create liens on certain assets to secure debt; (v) make certain investments; (vi) engage in sales of assets and subsidiary stock; (vii) transfer all or substantially all of its assets or enter into merger or consolidation transactions; and (viii) engage in transactions with affiliates. The 11.00% Senior Secured Notes contain customary quarterly and annual reporting, financial and administrative covenants. The Company was in compliance with all debt covenants at June 30, 2018. | |||||
Debt instrument maturity date | Feb. 28, 2019 | Feb. 28, 2019 | ||||
Credit facility, maximum borrowing capacity | 600,000,000 | $ 600,000,000 | ||||
Proceeds from Bank Credit Facility | 294,000,000 | |||||
Debt amount outstanding | $ 240,000,000 | $ 240,000,000 | ||||
11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | 11.00% | |||
Long-term debt, interest rate | 11.00% | 11.00% | 11.00% | |||
Debt instrument maturity date | Apr. 30, 2022 | Apr. 30, 2022 | ||||
7.50% Senior Secured Notes – due May 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 7.50% | 7.50% | 7.50% | |||
Long-term debt, interest rate | 7.50% | 7.50% | 7.50% | |||
Debt instrument frequency of periodic payment | semiannually | |||||
Debt instrument payment terms | semiannually each May 31 and November 30 | |||||
Debt instrument, face amount | $ 6,100,000 | |||||
Debt instrument maturity date | May 31, 2022 | May 31, 2022 | ||||
7.50% Senior Secured Notes – due May 2022 | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption price, percentage | 105.625% | |||||
7.50% Senior Secured Notes – due May 2022 | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption price, percentage | 100.00% | |||||
4.20% Building Loan - due November 2030 | ||||||
Debt Instrument [Line Items] | ||||||
Principal | $ 10,800,000 | $ 10,800,000 | ||||
Debt instrument, interest rate, stated percentage | 4.20% | 4.20% | ||||
EBITDA to net interest | 2.00% | |||||
Long-term debt, interest rate | 4.20% | 4.20% | ||||
Debt instrument frequency of periodic payment | 180 equal monthly installments | |||||
Debt instrument maturity date | Nov. 20, 2030 | |||||
Debt instrument, periodic payment | $ 0.1 | |||||
Debt amount outstanding | $ 10,800,000 | $ 10,800,000 | ||||
11.00% Bridge Loans – due April 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | 11.00% | |||
Long-term debt, interest rate | 11.00% | 11.00% | 11.00% | |||
Debt instrument maturity date | Apr. 3, 2022 | Apr. 3, 2022 | ||||
Bank Credit Facility – due May 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument maturity date | May 10, 2022 | |||||
Credit facility, maximum borrowing capacity | $ 600,000,000 | $ 600,000,000 | ||||
Bank Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | 600,000,000 | $ 600,000,000 | ||||
Commitment fee percentage | 0.50% | |||||
Undrawn commitment under credit facility | 354,000,000 | $ 354,000,000 | ||||
Letters of credit outstanding amount | 6,000,000 | 6,000,000 | ||||
Line of credit outstanding amount | 240,000,000 | 240,000,000 | ||||
Proceeds from Bank Credit Facility | 294,000,000 | |||||
Bank Credit Facility | Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | $ 200,000,000 | $ 200,000,000 | ||||
Bank Credit Facility | Maximum | Scenario, Forecast | ||||||
Debt Instrument [Line Items] | ||||||
Debt covenant to EBITDAX | 100.00% | |||||
Bank Credit Facility | Maximum | London Interbank Offered Rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable rate percentage | 3.75% | |||||
Bank Credit Facility | Maximum | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable rate percentage | 2.75% | |||||
Bank Credit Facility | Minimum | Scenario, Forecast | ||||||
Debt Instrument [Line Items] | ||||||
Debt covenant to EBITDAX | 300.00% | |||||
Bank Credit Facility | Minimum | London Interbank Offered Rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable rate percentage | 2.75% | |||||
Bank Credit Facility | Minimum | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable rate percentage | 1.75% | |||||
9.75% Senior Notes – due February 2018 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 9.75% | 9.75% | 9.75% | |||
Long-term debt, interest rate | 9.75% | 9.75% | 9.75% | |||
Debt instrument maturity date | Feb. 15, 2018 | Feb. 15, 2018 | ||||
Debt instrument, repurchase amount | $ 25,000,000 | $ 25,000,000 | ||||
Senior Notes | 9.75% Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal | $ 102,000,000 | $ 102,000,000 | ||||
Debt instrument, interest rate, stated percentage | 9.75% | 9.75% | 9.75% | |||
Long-term debt, interest rate | 9.75% | 9.75% | 9.75% | |||
Debt amount outstanding | $ 102,000,000 | $ 102,000,000 | ||||
Senior Notes | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Principal | $ 390,868,000 | $ 390,868,000 | ||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | ||||
Long-term debt, interest rate | 11.00% | 11.00% | ||||
Debt instrument maturity date | Apr. 30, 2022 | |||||
Debt amount outstanding | $ 390,868,000 | $ 390,868,000 | ||||
Senior Notes | 11.00% Second-Priority Senior Secured Notes – due April 2022 | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption price, percentage | 105.50% | |||||
Senior Notes | 11.00% Second-Priority Senior Secured Notes – due April 2022 | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, redemption price, percentage | 100.00% | |||||
Senior Notes | 7.50% Senior Secured Notes – due May 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Principal | $ 6,060,000 | $ 6,060,000 | ||||
Debt instrument, interest rate, stated percentage | 7.50% | 7.50% | ||||
Proceeds from Issuance of senior secured notes in exchange of 11% senior secured notes | $ 137,400,000 | |||||
Long-term debt, interest rate | 7.50% | 7.50% | ||||
Debt instrument maturity date | May 31, 2022 | |||||
Debt amount outstanding | $ 6,060,000 | $ 6,060,000 | ||||
Senior Notes | 9.75% Senior Notes – due February 2018 | ||||||
Debt Instrument [Line Items] | ||||||
Principal | $ 24,977,000 | |||||
Debt instrument, interest rate, stated percentage | 9.75% | 9.75% | ||||
Long-term debt, interest rate | 9.75% | 9.75% | ||||
Debt instrument maturity date | Feb. 28, 2018 | |||||
Debt amount outstanding | 24,977,000 | |||||
Bridge Loan | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Principal | $ 172,000,000 | $ 172,000,000 | ||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | ||||
Long-term debt, interest rate | 11.00% | 11.00% | ||||
Debt amount outstanding | $ 172,000,000 | $ 172,000,000 | ||||
Bridge Loan | 11.00% Bridge Loans – due April 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Principal | 172,023,000 | |||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | ||||
Long-term debt, interest rate | 11.00% | 11.00% | ||||
Debt instrument maturity date | Apr. 30, 2022 | |||||
Debt amount outstanding | $ 172,023,000 | |||||
Stone Notes | 7.50% Senior Secured Notes – due May 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Principal | $ 81,500,000 | $ 81,500,000 | ||||
Debt instrument, interest rate, stated percentage | 7.50% | 7.50% | ||||
Long-term debt, interest rate | 7.50% | 7.50% | ||||
Debt amount outstanding | $ 81,500,000 | $ 81,500,000 |
Employee Benefits Plans and S43
Employee Benefits Plans and Share-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
May 21, 2018 | Jun. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | |
Restricted Stock Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share based compensation grants | 22,963 | |||
Options conversion percentage in common stock shares | 60.00% | |||
Options conversion percentage in cash | 40.00% | |||
Compensation expense recognized period | 11 months | |||
Compensation expense unrecognized | $ 0.7 | $ 0.7 | ||
Compensation expense liabilities | $ 0.3 | |||
Executive Severance Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Termination period | 12 months | |||
Compensation expense accrued | 5.1 | $ 5.1 | ||
Executive Severance Plan | General and Administrative Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Compensation expense recognized | $ 7.5 | $ 7.5 | ||
Long Term Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-Based Compensation authorized to grant | 5,415,576 | 5,415,576 | ||
Share-Based Compensation issued | 0 | |||
Talos Energy LLC Series B Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Capitalized costs, Oil and natural gas properties | $ 0.2 | $ 0.2 | $ 0.5 | |
Talos Energy LLC Series B Units | Series A Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Percentage of compounded annual returns attained covenant | 8.00% | |||
Talos Energy LLC Series B Units | Series C Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Distribution paid | $ 25 | |||
Talos Energy LLC Series B Units | Series B Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Compensation expense recognized period | 21 months | |||
Unrecognized compensation expense | 2.9 | $ 2.9 | ||
Unrecognized compensation expense to be recognized over remainder of requisite service period | 0.7 | $ 0.7 | ||
Requisite service period | 4 years | |||
Unrecognized compensation expense to be recognized upon recoganization of Series A payout | 2.2 | $ 2.2 | ||
Talos Energy LLC Series B Units | General and Administrative Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Compensation expense | 0.2 | 0.5 | ||
New Talos Energy LLC Series B Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Capitalized costs, Oil and natural gas properties | 2.3 | 2.3 | ||
Unrecognized compensation expense | 2.4 | 2.4 | ||
Unrecognized compensation expense to be recognized over remainder of requisite service period | 0.3 | $ 0.3 | ||
Requisite service period | 4 years | |||
New Talos Energy LLC Series B Units | New Series B Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Distribution paid | $ 102 | |||
Percentage of units to be vested covenant | 80.00% | |||
Vesting period | 4 years | |||
New Talos Energy LLC Series B Units | New Series A Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Compensation expense recognized period | 11 months | |||
Unrecognized compensation expense to be recognized upon recoganization of Series A payout | $ 2.1 | $ 2.1 | ||
New Talos Energy LLC Series B Units | General and Administrative Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Compensation expense | $ 1.3 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | Jun. 30, 2018USD ($) |
Income Tax Disclosure [Abstract] | |
Net deferred tax balance | $ 0 |
Income taxes receivable, current | $ 16,200,000 |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Balances (Details) | Jun. 30, 2018USD ($) |
Income Tax Disclosure [Abstract] | |
Deferred tax asset | $ 213,029,000 |
Deferred tax liability | (82,805,000) |
Net deferred tax asset | 130,224,000 |
Valuation allowance | (130,224,000) |
Net deferred tax asset | $ 0 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) shares in Millions | 6 Months Ended |
Jun. 30, 2018$ / sharesshares | |
Earnings Per Share [Abstract] | |
Warrants, Outstanding | shares | 3.5 |
Warrants, exercise price | $ / shares | $ 42.04 |
Warrants, Term | 4 years |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Related Party Transaction [Line Items] | ||||
Cash contributions received | $ 0 | $ 0 | ||
Distributions to parent or sponsors | 0 | 0 | ||
Work fees to debt holders | $ 9,300,000 | |||
Stone Energy Corporation | ||||
Related Party Transaction [Line Items] | ||||
Closing date of merger agreement | May 10, 2018 | |||
Sponsors | ||||
Related Party Transaction [Line Items] | ||||
Work fees to debt holders | $ 4,100,000 | |||
Franklin and McKay Noteholders | ||||
Related Party Transaction [Line Items] | ||||
Work fees to debt holders | $ 3,300,000 | |||
Transaction Fee Agreement | Sponsors | ||||
Related Party Transaction [Line Items] | ||||
Transaction fee equal to percentage of capital contributions | 2.00% | |||
Transaction fees related to capital contributions | $ 0 | 0 | ||
Shareholder Service | Transaction Fee Agreement | Sponsors | Stone Energy Corporation | ||||
Related Party Transaction [Line Items] | ||||
Closing date of merger agreement | May 10, 2018 | |||
Shareholder Service | Service Fee Agreement | Sponsors | ||||
Related Party Transaction [Line Items] | ||||
Service fee | $ 400,000 | $ 200,000 | $ 500,000 | $ 300,000 |
Shareholder Service | Service Fee Agreement | Sponsors | Maximum | ||||
Related Party Transaction [Line Items] | ||||
Service fee | $ 500,000 | |||
Shareholder Service | Service Fee Agreement | Sponsors | Stone Energy Corporation | ||||
Related Party Transaction [Line Items] | ||||
Closing date of merger agreement | May 10, 2018 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | Jun. 18, 2018 | Jun. 01, 2018 | Feb. 08, 2018 | Jun. 30, 2018 |
Loss Contingencies [Line Items] | ||||
Capital lease obligation | $ 99.7 | |||
Stone Energy Corporation | ||||
Loss Contingencies [Line Items] | ||||
Performance obligations | 46.8 | |||
Agreement payments | 29.8 | |||
Agreement payments for remainder of 2018 | 6.6 | |||
Agreement payments for 2019 | 10.9 | |||
Agreement payments for 2020 | 9.9 | |||
Agreement payments for 2021 | 2.4 | |||
Ensco 75 Jackup Drilling Rig | ||||
Loss Contingencies [Line Items] | ||||
Minimum number of days contracted | 90 days | 120 days | ||
Agreement payments | $ 6.3 | $ 7.8 | 14.1 | |
Ensco 8503 Drilling Rig | ||||
Loss Contingencies [Line Items] | ||||
Minimum number of days contracted | 100 days | |||
Agreement payments | 7.9 | |||
Agreement payments due in 2019 | 5.1 | |||
Mexico | Production Sharing Contracts | ||||
Loss Contingencies [Line Items] | ||||
Performance obligations | 569.3 | |||
Other Current Liabilities | ||||
Loss Contingencies [Line Items] | ||||
Capital lease obligation | 12.7 | |||
Other Long-term Liabilities | ||||
Loss Contingencies [Line Items] | ||||
Capital lease obligation | $ 87 |