Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 01, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
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 Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 54,155,768 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 89,920 | $ 32,191 |
Restricted cash | 1,245 | 1,242 |
Accounts receivable | ||
Trade, net | 119,019 | 62,871 |
Joint interest, net | 16,809 | 13,613 |
Other | 9,686 | 12,486 |
Assets from price risk management activities | 314 | 1,563 |
Prepaid assets | 50,508 | 17,931 |
Inventory | 840 | |
Income tax receivable | 10,701 | |
Other current assets | 8,342 | 2,148 |
Total current assets | 306,544 | 144,885 |
Property and equipment: | ||
Proved properties | 3,532,353 | 2,440,811 |
Unproved properties, not subject to amortization | 108,735 | 72,002 |
Other property and equipment | 32,683 | 8,857 |
Total property and equipment | 3,673,771 | 2,521,670 |
Accumulated depreciation, depletion and amortization | (1,635,464) | (1,430,890) |
Total property and equipment, net | 2,038,307 | 1,090,780 |
Other long-term assets: | ||
Assets from price risk management activities | 199 | 345 |
Other well equipment | 10,038 | 2,577 |
Other assets | 2,059 | 706 |
Total assets | 2,357,147 | 1,239,293 |
Current liabilities: | ||
Accounts payable | 37,814 | 72,681 |
Accrued liabilities | 138,456 | 87,973 |
Accrued royalties | 42,817 | 24,208 |
Current portion of long-term debt | 439 | 24,977 |
Current portion of asset retirement obligations | 78,170 | 39,741 |
Liabilities from price risk management activities | 173,477 | 49,957 |
Accrued interest payable | 18,188 | 8,742 |
Other current liabilities | 21,347 | 15,188 |
Total current liabilities | 510,708 | 323,467 |
Long-term liabilities: | ||
Long-term debt, net of discount and deferred financing costs | 654,320 | 672,581 |
Asset retirement obligations | 348,062 | 174,992 |
Liabilities from price risk management activities | 25,374 | 18,781 |
Other long-term liabilities | 118,919 | 103,559 |
Total liabilities | 1,657,383 | 1,293,380 |
Commitments and contingencies (Note 11) | ||
Stockholders' Equity: | ||
Preferred stock, $0.01 par value; 30,000,000 shares authorized; no shares issued or outstanding as of September 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 September 30, 2018 and December 31, 2017, respectively | 542 | 312 |
Additional paid-in capital | 1,324,269 | 489,870 |
Accumulated deficit | (625,047) | (544,269) |
Total stockholders' equity (deficit) | 699,764 | (54,087) |
Total liabilities and stockholders' equity | $ 2,357,147 | $ 1,239,293 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 30,000,000 | 30,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 270,000,000 | 270,000,000 |
Common stock, shares issued | 54,155,768 | 31,244,085 |
Common stock, shares outstanding | 54,155,768 | 31,244,085 |
CONSOLIDATED STATEMENT OF OPERA
CONSOLIDATED STATEMENT OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Revenues: | |||||
Total revenue | $ 282,868 | $ 99,962 | $ 632,624 | $ 297,212 | |
Operating expenses: | |||||
Direct lease operating expense | 42,090 | 25,516 | 101,065 | 82,251 | |
Insurance | 4,125 | 2,657 | 11,059 | 8,066 | |
Production taxes | 578 | 393 | 1,533 | 1,038 | |
Total lease operating expense | 46,793 | 28,566 | 113,657 | 91,355 | |
Workover and maintenance expense | 25,084 | 6,359 | 49,703 | 23,406 | |
Depreciation, depletion and amortization | 87,808 | 37,746 | 204,574 | 113,834 | |
Accretion expense | 10,162 | 4,299 | 24,414 | 14,808 | |
General and administrative expense | 21,660 | 9,663 | 61,120 | 26,879 | |
Total operating expenses | 191,507 | 86,633 | 453,468 | 270,282 | |
Operating income | 91,361 | 13,329 | 179,156 | 26,930 | |
Interest expense | (24,837) | (21,464) | (66,257) | (61,041) | |
Price risk management activities income (expense) | [1] | (53,330) | (28,086) | (196,482) | 56,802 |
Other income (expense) | (85) | 44 | (1,163) | 201 | |
Total other expense | (78,252) | (49,506) | (263,902) | (4,038) | |
Income (loss) before income taxes | 13,109 | (36,177) | (84,746) | 22,892 | |
Net income (loss) | $ 13,109 | $ (36,177) | $ (84,746) | $ 22,892 | |
Net income (loss) per common share: | |||||
Basic | $ 0.24 | $ (1.16) | $ (1.96) | $ 0.73 | |
Diluted | $ 0.24 | $ (1.16) | $ (1.96) | $ 0.73 | |
Weighted average common shares outstanding: | |||||
Basic | 54,156 | 31,244 | 43,329 | 31,244 | |
Diluted | 54,164 | 31,244 | 43,329 | 31,244 | |
Oil Revenue | |||||
Revenues: | |||||
Revenue | $ 248,100 | $ 84,032 | $ 555,954 | $ 246,519 | |
Natural Gas Revenue | |||||
Revenues: | |||||
Revenue | 20,193 | 11,177 | 49,364 | 37,239 | |
NGL Revenue | |||||
Revenues: | |||||
Revenue | $ 14,575 | 4,290 | $ 27,306 | 11,359 | |
Other | |||||
Revenues: | |||||
Revenue | $ 463 | $ 2,095 | |||
[1] | The Company paid $40.7 million and received $8.6 million in net cash settlements for the three months ended September 30, 2018 and 2017, respectively, and paid $94.8 million and received $22.3 million in net cash settlements for the nine months ended September 30, 2018 and 2017, respectively. |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - 9 months ended Sep. 30, 2018 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) |
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 | 4,958 | 665 | 4,293 | |
Net loss | (84,746) | (84,746) | ||
Balance at Sep. 30, 2018 | $ 699,764 | $ 542 | $ 1,324,269 | $ (625,047) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | ||
Cash flows from operating activities: | |||
Net income (loss) | $ (84,746) | $ 22,892 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities | |||
Depreciation, depletion, amortization and accretion expense | 228,988 | 128,642 | |
Amortization of deferred financing costs and original issue discount | 3,589 | 2,005 | |
Equity based compensation, net of amounts capitalized | 2,129 | 770 | |
Price risk management activities (income) expense | [1] | 196,482 | (56,802) |
Net cash receipts (payments) on settled derivative instruments | (94,802) | 22,287 | |
Settlement of asset retirement obligations | (85,674) | (25,884) | |
Changes in operating assets and liabilities (net of impacts of acquisitions): | |||
Accounts receivable | (4,460) | 8,215 | |
Other current assets | (14,524) | (424) | |
Accounts payable | (54,029) | 3,123 | |
Other current liabilities | 40,410 | 22,277 | |
Other non-current assets and liabilities, net | 10,324 | (2,669) | |
Net cash provided by operating activities | 143,687 | 124,432 | |
Cash flows from investing activities: | |||
Exploration, development and other capital expenditures | (174,349) | (91,957) | |
Cash received (paid) for acquisitions | 278,409 | (2,243) | |
Net cash provided by (used in) investing activities | 104,060 | (94,200) | |
Cash flows from financing activities: | |||
Redemption of Senior Notes and other long-term debt | (25,151) | (1,000) | |
Proceeds from Bank Credit Facility | 319,000 | ||
Repayment of Bank Credit Facility | (54,000) | ||
Deferred financing costs | (16,990) | ||
Payments of capital lease | (9,874) | (9,053) | |
Net cash used in financing activities | (190,015) | (15,053) | |
Net increase in cash, cash equivalents and restricted cash | 57,732 | 15,179 | |
Cash, cash equivalents and restricted cash: | |||
Balance, beginning of period | 33,433 | 33,433 | |
Balance, end of period | 91,165 | 48,612 | |
Supplemental Non-Cash Transactions: | |||
Capital expenditures included in accounts payable and accrued liabilities | 36,775 | 48,800 | |
Supplemental Cash Flow Information: | |||
Interest paid, net of amounts capitalized | 27,307 | 34,229 | |
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 $40.7 million and received $8.6 million in net cash settlements for the three months ended September 30, 2018 and 2017, respectively, and paid $94.8 million and received $22.3 million in net cash settlements for the nine months ended September 30, 2018 and 2017, respectively. |
Formation and Basis of Presenta
Formation and Basis of Presentation | 9 Months Ended |
Sep. 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. 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. On Closing Date, the following transactions, among others, occurred: (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, funds and other alternative investment vehicles managed by Apollo Management VII, L.P. and Apollo Commodities Management, L.P. with respect to Series I (“Apollo Funds”), and entities related to 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 that 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. Substantially concurrent therewith, we consummated the Exchange Offer and Consent Solicitation, pursuant to which the holders of the 7.50% Stone Senior Notes, excluding the 7.50% Stone Senior Notes held by the Franklin Noteholders and the MacKay Noteholders, exchanged their 7.50% Stone Senior Notes for 11.00% Senior Secured Notes and a cash payment, and a solicitation of consents to proposed amendments to the 7.50% Stone Senior Notes. Approximately $81.5 million in aggregate principal amount of the 7.50% Stone Senior Notes were validly tendered, and approximately $6.1 million in aggregate principal amount of 7.50% Stone Senior Notes remained outstanding as of the Closing Date. 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 consolidated format, it does not include all of the annual disclosures required by GAAP. 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. 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 covers periods prior to the Closing Date, reflects the assets, liabilities and results of operations of Talos Energy LLC and does not reflect the assets, liabilities and results of operations of Stone. These condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and the notes thereto for the year ended December 31, 2017, which were filed by the Company on September 20, 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 Stockholders’ Equity and the weighted average shares used in determining earnings per share to reflect the number of shares Talos Energy LLC received in the Stone Combination. Beginning on May 10, 2018, common stock is presented to reflect the legal capital of Talos Energy Inc. 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 that of the United States and are reported as one segment. See additional information in Note 4 – Property, Plant and Equipment Recently Adopted Accounting Standards Revenue Recognition 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 applied the practical expedient in ASC 606 exempting the disclosure of the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Each unit of product typically represents a separate performance obligation, therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required. 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 stockholders’ 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 nine months ended September 30, 2018 was immaterial. Recently Issued Accounting Standards Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). Leases |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 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 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 condensed 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, 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 units (“RSUs”), performance share units (“PSUs”) and outstanding warrants. See Note 9 – Earnings Per Share Share-Based Compensation Subsequent to May 10, 2018, the Company issued RSUs and PSUs to certain employees and non-employee directors. The fair value of the stock-based awards is determined at the date of grant and is not remeasured for awards classified as equity, but is remeasured at each reporting period for awards classified as a liability. The Company records share-based compensation, net of actual forfeitures, for the RSUs and PSUs in general and administrative expense on the condensed consolidated statement of operations, net of amounts capitalized to oil and gas properties. See Note 7 – Employee Benefits Plans and Share-Based Compensation RSUs. Share-based compensation is based on the market price of the Company’s Common Stock on the grant date and recognized over the vesting period using the straight-line method as the requisite service period is fulfilled. PSUs. Share-based compensation is based on the grant date fair value determined using a Monte Carlo valuation model and recognized over the vesting period using the straight-line method. Estimates used in the Monte Carlo valuation model are considered highly-complex and subjective. The number of shares of Common Stock issuable upon vesting ranges from zero to 200% of the number of PSUs granted based on the Company’s total shareholder return (“TSR”) relative to the TSR achieved by a specified industry peer group. Share-based compensation related to PSUs is recognized as the requisite service period is fulfilled, even if the market condition is not achieved. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Note 3 — Acquisitions Mexico Exchange On September 11, 2018, the Company entered into a transaction with Hokchi Energy, S.A. de C.V., ("Hokchi"), a subsidiary of Pan American Energy LLC, to cross assign the Company's Participating Interest ("PI") in Block 2 and Hokchi's PI in Block 31, both in the Sureste Basin offshore Mexico. Under the agreed conditions for the swap, Talos will assign a 25% PI in Block 2 to Hokchi in exchange for a 25% PI in Block 31, which is immediately to the south of Block 2. Once the transaction is completed, Hokchi will be the operator of both blocks and Talos will own a 25% PI on Block 2 and a 25% PI on Block 31. On October 30, 2018, the Mexican oil & gas regulator, the National Hydrocarbons Commission (“CNH”) approved the PI transfer to Hokchi, subject to the approval from the CNH of the transfer of operatorship. The exploration campaign will begin on Block 2 during the second quarter of 2019, where two wells will be drilled, starting with the Acan prospect. Soon thereafter, Talos plans to participate in two wells in Block 31. Acquisition of Whistler Energy II, LLC On August 31, 2018, the Company completed the acquisition of all the issued and outstanding membership interests of Whistler Energy II, LLC (“Whistler”) from Whistler Energy II Holdco, LLC, an affiliate of Apollo Funds, for $52.3 million ($14.5 million net of $37.8 million of cash acquired). The $37.8 million of cash acquired consists of $30.8 million of cash collateral posted by Whistler released by third party surety companies at closing and $7.0 million of cash on hand for working capital purposes. Through the acquisition, the Company acquired all of Whistler’s oil and natural gas assets located in Green Canyon Block 18, Green Canyon Block 69 and Ewing Bank Block 988, including a fixed production platform on Green Canyon Block 18. The Company also assumed the associated asset retirement obligations. We refer to the acquisition as the “Whistler Acquisition.” The Whistler Acquisition qualified as an asset acquisition that requires, among other items, that the cost of the assets acquired and liabilities assumed be recognized on the condensed consolidated balance sheet by allocating the asset cost on a relative fair value basis. 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. Transaction costs incurred on an asset acquisition are capitalized as a component of the assets acquired. The following table presents the allocation of the purchase price to the assets acquired and liabilities assumed, based on their relative fair values, on August 31, 2018 (in thousands): Current assets (1) $ 45,337 Property and equipment 35,071 Other long-term assets 66 Current liabilities (4,261 ) Other long-term liabilities (23,862 ) Allocated purchase price $ 52,351 (1) Includes $37.8 million of cash acquired. The fair values of current assets acquired includes trade receivables of $3.2 million, which the Company expects all to be realizable. 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 concurrently 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 $83.7 million of transaction related costs, of which, $27.6 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. During the third quarter of 2018, certain adjustments were recorded to reflect new information obtained subsequent to recording the preliminary allocation of the purchase price. Income tax receivable was decreased by $5.5 million, trade receivables were increased by $1.0 million and unproved properties were increased by $4.5 million. Had these adjustments been recorded as of the acquisition date, May 10, 2018, there would have been no corresponding impact to net income subsequent to the acquisition. These adjustments are reflected in the preliminary purchase price allocation table below. 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) $ 372,666 Property and equipment 880,989 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. Revenue attributable to the assets acquired in the Stone Combination during the three and nine months ended September 30, 2018 was $135.0 million and $204.3 million, respectively. Net income attributable to the assets acquired in the Stone Combination during the three and nine months ended September 30, 2018 was $76.0 million and $120.4 million, respectively. 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 nine months ended September 30, 2018 and 2017 as if the Stone Combination had occurred on January 1, 2017. The unaudited pro forma 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 September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenue $ 282,868 $ 179,766 $ 754,520 $ 520,705 Net income (loss) $ 20,566 $ (43,497 ) $ (30,645 ) $ 23,021 Basic and diluted net income (loss) per common share $ 0.38 $ (1.39 ) $ (0.71 ) $ 0.74 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 | 9 Months Ended |
Sep. 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 less related income tax effects. The Company performs this ceiling test calculation each quarter utilizing SEC pricing. At September 30, 2018, the Company’s ceiling test computation of its U.S. oil and natural gas properties was based on SEC pricing of $66.43 per Bbl of oil, $2.89 per Mcf of natural gas and $29.18 per Bbl of NGLs. During the three and nine months ended September 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 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 September 30, 2018 and 2017 was $8.7 million and $3.6 million, respectively. Capitalized overhead for the nine months ended September 30, 2018 and 2017 was $16.2 million and $10.1 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 nine months ended September 30, 2018 were as follows (in thousands): Asset retirement obligations at January 1, 2018 $ 214,733 Fair value of asset retirement obligations assumed (1) 244,499 Obligations settled (85,674 ) Accretion expense 24,414 Obligations incurred 229 Changes in estimate 28,031 Asset retirement obligations at September 30, 2018 $ 426,232 Less: Current portion 78,170 Long-term portion $ 348,062 (1) Included $220.6 million and $23.9 million of asset retirement obligations assumed in the Stone Combination and the Whistler Acquisition, respectively. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 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): September 30, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value 11.00% Second-Priority Senior Secured Notes – due April 2022 (1) $ 380,606 $ 420,183 $ — $ — 7.50% Senior Secured Notes – due May 2022 $ 6,060 $ 5,469 $ — $ — Bank Credit Facility – due May 2022 (1) $ 257,419 $ 265,000 $ — $ — 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 $ (198,338 ) $ (198,338 ) $ (66,830 ) $ (66,830 ) (1) The carrying amounts are net of discount and deferred financing costs. As of September 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 September 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 September 30, 2018 at their carrying value (see Note 6 – ). The fair value of the 7.50% Stone Senior 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 September 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, costless collars and put contracts. 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 a sold call option with no net premiums paid to or received from counterparties. Collar contracts typically require payments by the Company if the NYMEX average closing price is above the ceiling price or payments to the Company if the NYMEX average closing price is below the floor price. Put contracts are purchased at a rate per unit of hedged production that fluctuates with the commodity futures market. The historical cost of the put contract represents the maximum cash exposure to the Company. Under put contracts, monthly payments are made to the Company if the NYMEX prices fall below the agreed upon floor price, while allowing the Company to fully participate in commodity prices above the floor. 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 September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Price risk management activities income (expense) (1) $ (53,330 ) $ (28,086 ) $ (196,482 ) $ 56,802 (1) The Company paid $40.7 million and received $8.6 million in net cash settlements for the three months ended September 30, 2018 and 2017, respectively, and paid $94.8 million and received $22.3 million in net cash settlements for the nine months ended September 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 September 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) October 2018 - December 2018 Swap 31,340 $ 54.07 $ — $ — October 2018 - December 2018 Collar 1,000 $ — $ 45.00 $ 55.35 October 2018 - December 2018 Puts 2,000 $ — $ 49.50 $ — January 2019 - December 2019 Swap 24,558 $ 55.01 $ — $ — Natural Gas – Henry Hub NYMEX: (MMBtu) (per MMBtu) (per MMBtu) (per MMBtu) October 2018 - December 2018 Swap 29,165 $ 3.01 $ — $ — October 2018 - December 2018 Collar 6,000 $ — $ 2.75 $ 3.24 January 2019 - December 2019 Swap 10,146 $ 2.99 $ — $ — Subsequent event. The following table reflects the contracted volumes and weighted average prices the Company will receive under its derivative contracts entered into subsequent to September 30, 2018, which are not reflected in the table above: Production Period Instrument Type Average Daily Volumes Weighted Average Swap Price Crude Oil – WTI: (Bbls) (per Bbl) April 2019 - June 2019 Swap 1,000 $ 74.12 July 2019 - September 2019 Swap 1,000 $ 73.10 The Company’s commodity derivative instruments are measured at fair value based on third-party industry-standard models using various inputs substantially observable in active markets, including forward oil and natural gas price curves, and are therefore classified as Level 2 in the required fair value hierarchy for the periods presented. The following tables provide additional information related to financial instruments measured at fair value on a recurring basis (in thousands): September 30, 2018 Level 1 Level 2 Level 3 Total Assets: Oil and natural gas derivatives $ — $ 513 $ — $ 513 Liabilities: Oil and natural gas derivatives — (198,851 ) — (198,851 ) Total net liability $ — $ (198,338 ) $ — $ (198,338 ) 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 September 30, 2018 and December 31, 2017 (in thousands): September 30, 2018 December 31, 2017 Assets from price risk management activities – current: Oil and natural gas derivatives $ 314 $ 1,563 Assets from price risk management activities – non-current: Oil and natural gas derivatives $ 199 $ 345 Liabilities from price risk management activities – current: Oil and natural gas derivatives $ 173,477 $ 49,957 Liabilities from price risk management activities – non-current: Oil and natural gas derivatives $ 25,374 $ 18,781 Credit Risk. |
Debt
Debt | 9 Months Ended |
Sep. 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 September 30, 2018 December 31, 2017 11.00% Second-Priority Senior Secured Notes – due April 2022 Principal $ 390,868 $ — Original issue discount, net of amortization (8,427 ) — Deferred financing costs, net of amortization (1,835 ) — 7.50% Senior Secured Notes – due May 2022 Principal 6,060 — Bank Credit Facility – due May 2022 Principal 265,000 — Deferred financing costs, net of amortization (7,581 ) — 4.20% Building Loan – due November 2030 Principal 10,674 — 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 Principal — 403,000 Deferred financing costs, net of amortization — (938 ) Total debt $ 654,759 $ 697,558 Less: current portion of long-term debt (439 ) (24,977 ) Long-term debt, net of discount and deferred financing costs $ 654,320 $ 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 $0.1 million and $4.6 million of transaction fees related to the modification which were expensed and reflected in general and administrative expense on the condensed consolidated statements of operations during the three and nine months ended September 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 September 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 has been released. The 7.50% Stone Senior Notes mature May 31, 2022 and have interest payable semi-annually 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. Talos Production LLC, a subsidiary of 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 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 the Company and certain of its wholly-owned subsidiaries. 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. On October 31, 2018, the Company held the semi-annual redetermination and the results are expected during November of 2018. The next redetermination is scheduled for April 2019. As of September 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 September 30, 2018. As of September 30, 2018, the Bank Credit Facility had approximately $329.0 million of undrawn commitments (taking into account $6.0 million letters of credit and $265.0 million drawn from the Bank Credit Facility). 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 September 30, 2018, the outstanding balance under the Building Loan totaled $10.7 million. The Building Loan is collateralized by the Company’s two office buildings in Lafayette, Louisiana. 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 was in compliance with all covenants under the Building Loan as of September 30, 2018. 9.75% Senior Notes – due February 2018 . The 2018 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 | 9 Months Ended |
Sep. 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 T he Company maintains the Stone Energy Corporation Executive Severance Plan and Stone Energy Corporation Employee Severance Plan, each a legacy plan of Stone Energy Corporation. The plans provide for the payment of severance and change in control benefits to certain individuals who, prior to the transaction, were executive officers or employees of Talos Petroleum LLC (f/k/a Stone Energy Corporation), in each case upon an involuntary termination within twelve months of Closing. For the three and nine months ended September 30, 2018 the Company incurred nil and $7.5 million of severance expense, respectively, reflected in general and administrative expense on the condensed consolidated statement of operations. Approximately $1.7 million of such expense remained unpaid at September 30, 2018. Talos Energy Inc. Long Term Incentive Plan 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, subject to Board approval, grants of 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 to employees, directors and consultants. The LTIP authorizes the Company to grant awards of up to 5,415,576 shares of the Company’s Common Stock. Restricted Stock Units – On May 21, 2018, the Company granted 22,963 RSUs under the LTIP to non-employee directors. These RSUs had a grant date fair value of $0.8 million and vest on May 19, 2019, subject to such non-employee director’s continued service through the vesting date. Upon vesting, these RSUs represent a contingent right to receive one share of Common Stock for each RSU for 60% or 13,778 of these RSUs, and cash for the remaining 40% or 9,185 of these RSUs. The Company recognized $0.2 million and $0.3 million of share-based compensation expense for the three and nine months ended September 30, 2018, respectively. The total unrecognized share-based compensation expense related to these RSUs at September 30, 2018 was approximately $0.5 million, which is expected to be recognized over a weighted average period of 0.6 years. Of the unrecognized share-based compensation expense, $0.2 million relates to liability awards and will be subsequently remeasured at each reporting period. Restricted Stock Units – Employees . During the three months ended September 30, 2018, the Company granted 116,448 RSUs under the LTIP to employees. These RSUs had a grant date fair value of $3.9 million and vest ratably over an approximate three year period beginning on May 14, 2018, subject to such employee’s continued service through the vesting date. Upon vesting, each RSU represents a contingent right to receive one share of Common Stock. The Company recognized $0.1 million of share-based compensation expense, net of $0.1 million capitalized to oil and natural gas properties, for the three and nine months ended September 30, 2018. The total unrecognized share-based compensation expense related to these RSUs at September 30, 2018 was approximately $3.7 million, which is expected to be recognized over a weighted average period of 2.6 years. The following table summarizes RSU activity for the nine months ended September 30, 2018: Restricted Stock Units Weighted Average Grant Date Fair Value Unvested RSUs at December 31, 2017 — $ — Granted 139,411 $ 33.85 Vested — $ — Forfeited — $ — Unvested RSUs at September 30, 2018 139,411 $ 33.85 Performance Share Units – Employees. During the three months ended September 30, 2018, the Company granted 232,891 PSUs to employees with each PSU representing the contingent right to receive one share of Common Stock. However, the number of Common Stock shares issuable upon vesting ranges from zero to 200% of the number of PSUs granted based on the total shareholder return (“TSR”) of the Common Stock relative to the TSR achieved by a specific industry peer group over an approximate three-year performance period, the last day of which is also the vesting date. The Company recognized $0.2 million of share-based compensation expense, net of $0.2 million capitalized to oil and natural gas properties, for the three and nine months ended September 30, 2018. The total unrecognized share-based compensation expense related to these PSUs at September 30, 2018 was approximately $10.0 million, which is expected to be recognized over a weighted average period of 2.6 years. The following table summarizes PSU activity for the nine months ended September 30, 2018: Performance Share Units Weighted Average Grant Date Fair Value Unvested PSUs at December 31, 2017 — $ — Granted 232,891 $ 44.47 Vested — $ — Forfeited — $ — Unvested PSUs at September 30, 2018 232,891 $ 44.47 The grant date fair value of the PSUs, calculated using a Monte Carlo simulation, was $10.4 million. The following table summarizes the assumptions used to calculate the grant date fair value of the PSUs granted August 29, 2018 and September 28, 2018: August 29, 2018 Grant Date Fair Value Assumptions September 28, 2018 Grant Date Fair Value Assumptions Number of simulations 100,000 100,000 Expected term (in years) 2.7 2.6 Expected volatility 50.6 % 47.4 % Risk-free interest rate 2.7 % 2.9 % Dividend yield — % — % 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 three months ended September 30, 2018 and 2017, the Company recognized approximately $0.4 million and $0.3 million, respectively, as share-based compensation expense included in general and administrative expense on the condensed consolidated statement of operations and capitalized approximately $0.1 million and $0.3 million, respectively, into its oil and natural gas properties on the condensed consolidated balance sheet. During the nine months ended September 30, 2018 and 2017, the Company recognized approximately $0.6 million and $0.8 million, respectively, as share-based compensation expense included in general and administrative expense on the condensed consolidated statement of operations and capitalized approximately $0.3 million and $0.8 million, respectively, into its oil and natural gas properties on the condensed consolidated balance sheet. The Company’s unrecognized compensation expense at September 30, 2018 is approximately $2.7 million. Of this amount, approximately $0.5 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 1.7 years. 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 Exchange, 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 on the condensed consolidated balance sheet. During the three months ended September 30, 2018 and 2017, the Company recognized $0.1 million and nil, respectively, as share-based compensation expense included in general and administrative expense on the condensed consolidated statement of operations and capitalized approximately $0.1 million and nil, respectively, into its oil and natural gas properties on the condensed consolidated balance sheet. During the nine months ended September 30, 2018 and 2017, the Company recognized approximately $1.3 million and nil, respectively, as share-based compensation expense included in general and administrative expense on the condensed consolidated statement of operations and capitalized approximately $2.4 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 September 30, 2018 is approximately $2.3 million. Of this amount, approximately $0.2 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. Share-based Compensation Expense, net For the three and nine months ended September 30, 2018, the Company recognized total share-based compensation expense of $1.0 million and $2.5 million, net of amounts capitalized to oil and gas properties of $0.5 million and $3.0 million, respectively. For the three and nine months ended September 30, 2017, the Company recognized total share-based compensation of $0.3 and $0.8 million, net of amounts capitalized to oil and gas properties of $0.3 and $0.8 million, respectively. Because of the non-cash nature of share-based compensation, the expensed portion of share-based compensation is added back to net income in arriving at net cash used in / provided by operating activities in our condensed consolidated statement of cash flows. For the three and nine months ended September 30, 2018, share-based compensation expense did not have any associated income tax benefit. Prior to the Stone Combination, the Company was not subject to income taxes. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 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 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 obligations 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 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 was zero. The Company accounted for the book and tax basis difference from the Stone Combination in acquisition method accounting. Due to the valuation allowance, the net income tax impact was zero. As part of the Stone Combination, entities related to the Apollo Funds and Riverstone Funds contributed entities to the Company that were under common control. At September 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 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. As a result of the Stone Combination, the Company acquired a current income tax receivable of $10.7 million primarily related to the carryback of specified liability losses. Tax Cuts and Jobs Act. On December 22, 2017, the U.S. government enacted the Tax Act, which made broad and complex changes to the U.S. tax code. Due to the complexities involved in the accounting for the enactment of the new law, the SEC issued SAB 118, which provides guidance on the accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date to complete the accounting under ASC 740, "Income Taxes." In accordance with SAB 118, the Company was able to make reasonable estimates on certain effects of the Tax Act in the financial statements. In assessing the need for a valuation allowance on our deferred tax assets , we consider whether it is more likely than not that some portion or all of them will not be realized. Although our net deferred tax assets and the related valuation allowance reflect the provisions of the Tax Cuts and Jobs Act (“TCJA”), due to the timing and the complexity of the provisions of the TCJA, further adjustments may be required during 2018 in determination of the final effect in our financial statements. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 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 RSUs, PSUs and outstanding warrants. For the nine months ended September 30, 2018, the Company incurred a net loss and accordingly excluded all potentially dilutive securities from the determination of diluted earnings per share for such period as their impact on loss per common share would be antidilutive. As of September 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 ending February 28, 2021. As of September 30, 2018, the Company had 130,226 and 232,891 outstanding RSUs and PSUs, respectively, which settle in shares of Common Stock. For the three months ended September 30, 2018, dilutive weighted average shares for RSUs and PSUs totaled 8,241 shares resulting in an increase to basic weighted average common shares of 54,155,768 to arrive at diluted weighted average common shares outstanding of 54,164,009. For the three months ended September 30, 2018, 10,190 of weighted-average antidilutive RSUs were excluded from the computation of diluted net income per common share. Additionally, for the three months ended September 30, 2018, all outstanding warrants were considered antidilutive due to the exercise price of the warrants exceeding the average market price of Common Stock. For the periods prior to May 10, 2018, the Company retrospectively adjusted the weighted average shares used in determining earnings per share to reflect the number of shares Talos Energy LLC received in the Stone Combination. There is no impact in fiscal year 2017 on diluted net income (loss) per common share from the RSUs and PSUs as these instruments didn’t exist throughout such period. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 10 — Related Party Transactions Whistler Acquisition . On August 31, 2018, the Company acquired Whistler from Whistler Energy II Holdco, LLC, an affiliate of the Apollo Funds, for $52.3 million ($14.5 million net of $37.8 million of cash acquired). Included in current assets acquired on August 31, 2018 is $2.1 million in receivables from an affiliate of the Apollo Funds to reimburse the Company for certain payments made or to be made post closing. See additional details in Note 3 – Acquisitions. Equity Registration Rights Agreement . On the Closing Date, the Company entered into an Equity Registration Rights Agreement with each of the Apollo Funds, Riverstone Funds, Franklin and MacKay Shields relating to the registered resale of our Common Stock owned by such parties as of Closing. The Company will bear all of the expenses incurred in connection with the offer and sale, while the Apollo Funds, Riverstone Funds, Franklin and MacKay Shields will be responsible for paying underwriting fees, discounts and commissions or similar charges. Fees incurred by the Company in conjunction with the Equity Registration Rights Agreement were $0.1 million for the three and nine months ended September 30, 2018. Legal Fees. We have engaged the law firm Vinson & Elkins L.L.P. to provide legal services to the Company. An immediate family member of William S. Moss III, our Executive Vice President and General Counsel and one of our executive officers, is a partner at Vinson & Elkins L.L.P. For the three and nine months ended September 30, 2018, we paid fees of approximately $5.0 million and $5.3 million, respectively, and for the three and nine months ended September 30, 2017, we paid fees of approximately $0.1 million and $ 0.1 million, respectively, for legal services performed by Vinson & Elkins L.L.P. Contributions and Distributions . During the nine months ended September 30, 2018 and 2017, the Company did not receive any cash contributions or make any distributions to Apollo Funds and Riverstone Funds. Transaction Fee Agreement . As part of the agreements with Apollo Funds and Riverstone Funds, the Company paid a transaction fee equal to 2% of capital contributions made by Apollo Funds and Riverstone Funds. For the nine months ended September 30, 2018 and 2017, there were no capital contributions and thus the Company did not incur or pay transaction fees related to capital contributions. In connection with the Stone Combination, the Transaction Fee Agreement was terminated on May 10, 2018. Service Fee Agreement. The Company entered into service fee agreements with Apollo Funds and Riverstone Funds for the provision of certain management consulting and advisory services. Under each agreement, the Company paid 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 did not exceed in each case $0.5 million, in aggregate, for any calendar year. For the nine months ended September 30, 2018 and 2017, the Company incurred approximately $0.5 million and $0.4 million, respectively, for these services. For the three months ended September 30, 2017 the Company incurred $0.1 million, 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 as a result of the Stone Combination. The Apollo Funds and Riverstone Funds 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 | 9 Months Ended |
Sep. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 11 — Commitments and Contingencies Capital Lease As of September 30, 2018, the balance of the capital lease obligation on the condensed consolidated balance sheet was $96.8 million, of which $13.4 million is included in other current liabilities and $83.4 million is included in other long-term liabilities. Performance Obligations As of September 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 $647.0 million. The Mexico PSCs govern the exploration and extraction of the hydrocarbons in Mexico with the CNH. As of September 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 shelf drilling program. On July 30, 2018, the Company extended this contract nine months for a total of 278 days. 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 91 days during 2018, for approximately $6.8 million, and 187 days during 2019, for approximately $14.6 million. Total commitments for the Ensco 75 are $21.4 million. On June 18, 2018, the Company entered into an agreement for the Ensco 8503, a semi-submersible drilling rig. 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 $6.0 million and $6.5 million, respectively. The Ensco 8503 will be used to execute the appraisal of the Zama discovery in Mexico. In connection with the Stone Combination, the Company entered into seismic use agreements totaling $46.8 million. As of September 30, 2018, the outstanding payments due are approximately $33.4 million consisting of $3.7 million, $9.9 million, $11.9 million and $7.9 million for the remainder of 2018, 2019, 2020 and 2021, respectively. Subsequent Events On October 8, 2018, the Company entered into a contract for Ensco 87, a jackup drilling rig, for the plugging and abandonment of two wells for a total of 40 days for a total commitment of $2.6 million during 2018. On October 4, 2018, the Company entered into a contract for Noble Don Taylor, a drill ship, to execute a portion of its 2018 deepwater drilling program. Under the terms of the contract, the Company will pay a day rate of $130,000 for a minimum of 70 days. Total commitments for 2018 and 2019 are $7.9 million and $1.2 million, respectively. The total contract commitment for Noble Don Taylor is $9.1 million. The Company plans to drill and complete two deepwater wells in the Phoenix Field with an initial spud date planned for November 2018. |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 9 Months Ended |
Sep. 30, 2018 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Financial Information | Note 12 — Condensed Consolidating Financial Information The Company owns no operating assets and has no operations independent of its subsidiaries and owns 100% of the Talos Issuers. The Talos Issuers issued 11.00% Senior Secured Notes on May 10, 2018, which are fully and unconditionally guaranteed, jointly and severally, by the Company and certain of its 100% owned subsidiaries (“Guarantors”) on a senior unsecured basis. Certain of the Company’s subsidiaries which are accounted for on a consolidated basis do not guarantee the 11.00% Senior Secured Notes (“Non-Guarantors”). The following condensed consolidating financial information presents the financial information of the Company on an unconsolidated stand-alone basis and its combined subsidiary issuers, combined guarantor and combined non-guarantor subsidiaries as of and for the periods indicated. As described in Note 1 – Formation and Basis of Presentation TALOS ENERGY INC. CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2018 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 22,635 $ 61,898 $ 5,387 $ — $ 89,920 Restricted cash — — 1,245 — — 1,245 Accounts receivable, net Trade, net — — 119,019 — — 119,019 Joint interest, net — — 14,219 2,590 — 16,809 Other — — 3,341 6,345 — 9,686 Assets from price risk management activities — 313 1 — — 314 Prepaid assets — — 50,408 100 — 50,508 Income tax receivable — — 10,701 — — 10,701 Other current assets — — 8,342 — — 8,342 Total current assets — 22,948 269,174 14,422 — 306,544 Property and equipment: Proved properties — — 3,532,353 — — 3,532,353 Unproved properties, not subject to amortization — — 74,669 34,066 — 108,735 Other property and equipment — 20,232 12,440 11 — 32,683 Total property and equipment — 20,232 3,619,462 34,077 — 3,673,771 Accumulated depreciation, depletion and amortization — (7,536 ) (1,627,918 ) (10 ) — (1,635,464 ) Total property and equipment, net — 12,696 1,991,544 34,067 — 2,038,307 Other long-term assets: Assets from price risk management activities — 199 — — — 199 Other well equipment inventory — — 10,038 — — 10,038 Investments in subsidiaries 699,764 1,513,165 — — (2,212,929 ) — Other assets — 364 1,654 41 — 2,059 Total assets $ 699,764 $ 1,549,372 $ 2,272,410 $ 48,530 $ (2,212,929 ) $ 2,357,147 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current liabilities: Accounts payable $ — $ 12,387 $ 24,761 $ 666 $ — $ 37,814 Accrued liabilities — 2,559 133,963 1,934 — 138,456 Accrued royalties — — 42,817 — — 42,817 Current portion of long-term debt — — 439 — — 439 Current portion of asset retirement obligations — — 78,170 — — 78,170 Liabilities from price risk management activities — 156,824 16,653 — — 173,477 Accrued interest payable — 18,036 152 — — 18,188 Other current liabilities — — 21,347 — — 21,347 Total current liabilities — 189,806 318,302 2,600 — 510,708 Long-term debt, net of discount and deferred financing costs — 638,024 16,296 — — 654,320 Asset retirement obligations — — 348,062 — — 348,062 Liabilities from price risk management activities — 21,778 3,596 — — 25,374 Other long-term liabilities — — 118,919 — — 118,919 Total liabilities — 849,608 805,175 2,600 — 1,657,383 Commitments and Contingencies (Note 11) Stockholders' equity (deficit) 699,764 699,764 1,467,235 45,930 (2,212,929 ) 699,764 Total liabilities and stockholders' equity (deficit) $ 699,764 $ 1,549,372 $ 2,272,410 $ 48,530 $ (2,212,929 ) $ 2,357,147 TALOS ENERGY INC. CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2017 (In thousands) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 22,315 $ 7,806 $ 2,070 $ — $ 32,191 Restricted cash — — 1,242 — — 1,242 Accounts receivable, net Trade, net — — 62,871 — — 62,871 Joint interest, net — — 11,659 1,954 — 13,613 Other — 938 5,863 5,685 — 12,486 Assets from price risk management activities — 1,406 157 — — 1,563 Prepaid assets — — 17,919 12 — 17,931 Inventory — — 840 — — 840 Other current assets — — 2,148 — — 2,148 Total current assets — 24,659 110,505 9,721 — 144,885 Property and equipment: Proved properties — — 2,440,811 — — 2,440,811 Unproved properties, not subject to amortization — — 41,259 30,743 — 72,002 Other property and equipment — 7,266 1,580 11 — 8,857 Total property and equipment — 7,266 2,483,650 30,754 — 2,521,670 Accumulated depreciation, depletion and amortization — (6,355 ) (1,424,527 ) (8 ) — (1,430,890 ) Total property and equipment, net — 911 1,059,123 30,746 — 1,090,780 Other long-term assets: Assets from price risk management activities — 345 — — — 345 Other well equipment inventory — — 2,577 — — 2,577 Investments in subsidiaries (54,087 ) 697,663 — — (643,576 ) — Other assets — 364 326 16 — 706 Total assets $ (54,087 ) $ 723,942 $ 1,172,531 $ 40,483 $ (643,576 ) $ 1,239,293 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current liabilities: Accounts payable $ — $ 1,124 $ 70,458 $ 1,099 $ — $ 72,681 Accrued liabilities — 6,516 80,464 993 — 87,973 Accrued royalties — — 24,208 — — 24,208 Current portion of long-term debt — 24,977 — — — 24,977 Current portion of asset retirement obligations — — 39,741 — — 39,741 Liabilities from price risk management activities — 46,580 3,377 — — 49,957 Accrued interest payable — 8,742 — — — 8,742 Other current liabilities — — 15,188 — — 15,188 Total current liabilities — 87,939 233,436 2,092 — 323,467 Long-term debt, net of discount and deferred financing costs — 672,581 — — — 672,581 Asset retirement obligations — — 174,992 — — 174,992 Liabilities from price risk management activities — 17,509 1,272 — — 18,781 Other long-term liabilities — — 103,559 — — 103,559 Total liabilities — 778,029 513,259 2,092 — 1,293,380 Commitments and Contingencies (Note 11) Stockholders' equity (deficit) (54,087 ) (54,087 ) 659,272 38,391 (643,576 ) (54,087 ) Total liabilities and stockholders' equity (deficit) $ (54,087 ) $ 723,942 $ 1,172,531 $ 40,483 $ (643,576 ) $ 1,239,293 TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2018 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Revenues: Oil revenue $ — $ — $ 248,100 $ — $ — $ 248,100 Natural gas revenue — — 20,193 — — 20,193 NGL revenue — — 14,575 — — 14,575 Total revenue — — 282,868 — — 282,868 Operating expenses: Direct lease operating expense — — 42,090 — — 42,090 Insurance — — 4,125 — — 4,125 Production taxes — — 578 — — 578 Total lease operating expense — — 46,793 — — 46,793 Workover and maintenance expense — — 25,084 — — 25,084 Depreciation, depletion and amortization — 455 87,352 1 — 87,808 Accretion expense — — 10,162 — — 10,162 General and administrative expense — 12,942 8,274 444 — 21,660 Total operating expenses — 13,397 177,665 445 — 191,507 Operating income (loss) — (13,397 ) 105,203 (445 ) — 91,361 Interest expense — (15,580 ) (8,797 ) (460 ) — (24,837 ) Price risk management activities expense — (47,656 ) (5,674 ) — — (53,330 ) Other income (expense) — (356 ) 310 (39 ) — (85 ) Equity earnings from subsidiaries 13,109 90,098 — — (103,207 ) — Net income (loss) $ 13,109 $ 13,109 $ 91,042 $ (944 ) $ (103,207 ) $ 13,109 TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Revenues: Oil revenue $ — $ — $ 555,954 $ — — $ 555,954 Natural gas revenue — — 49,364 — — 49,364 NGL revenue — — 27,306 — — 27,306 Total revenue — — 632,624 — — 632,624 Operating expenses: Direct lease operating expense — — 101,065 — — 101,065 Insurance — — 11,059 — — 11,059 Production taxes — — 1,533 — — 1,533 Total lease operating expense — — 113,657 — — 113,657 Workover and maintenance expense — — 49,703 — — 49,703 Depreciation, depletion and amortization — 1,180 203,391 3 — 204,574 Accretion expense — — 24,414 — — 24,414 General and administrative expense — 31,340 28,841 939 — 61,120 Total operating expenses — 32,520 420,006 942 — 453,468 Operating income (loss) — (32,520 ) 212,618 (942 ) — 179,156 Interest expense — (42,207 ) (22,754 ) (1,296 ) — (66,257 ) Price risk management activities expense — (186,873 ) (9,609 ) — — (196,482 ) Other income (expense) — (1,564 ) 395 6 — (1,163 ) Equity earnings (loss) from subsidiaries (84,746 ) 178,418 — — (93,672 ) — Net income (loss) $ (84,746 ) $ (84,746 ) $ 180,650 $ (2,232 ) $ (93,672 ) $ (84,746 ) TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2017 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Revenues: Oil revenue $ — $ — $ 84,032 $ — $ — $ 84,032 Natural gas revenue — — 11,177 — — 11,177 NGL revenue — — 4,290 — — 4,290 Other — — 463 — — 463 Total revenue — — 99,962 — — 99,962 Operating expenses: Direct lease operating expense — — 25,516 — — 25,516 Insurance — — 2,657 — — 2,657 Production taxes — — 393 — — 393 Total lease operating expense — — 28,566 — — 28,566 Workover and maintenance expense — — 6,359 — — 6,359 Depreciation, depletion and amortization — 345 37,400 1 — 37,746 Accretion expense — — 4,299 — — 4,299 General and administrative expense — 6,284 3,477 (98 ) — 9,663 Total operating (income) expenses — 6,629 80,101 (97 ) — 86,633 Operating income (loss) — (6,629 ) 19,861 97 — 13,329 Interest expense — (12,631 ) (8,217 ) (616 ) — (21,464 ) Price risk management activities expense — (26,165 ) (1,921 ) — — (28,086 ) Other income (expense) — 150 (95 ) (11 ) — 44 Equity earnings (loss) from subsidiaries (36,177 ) 9,098 — — 27,079 — Net income (loss) $ (36,177 ) $ (36,177 ) $ 9,628 $ (530 ) $ 27,079 $ (36,177 ) TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2017 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Revenues: Oil revenue $ — $ — $ 246,519 $ — $ — $ 246,519 Natural gas revenue — — 37,239 — — 37,239 NGL revenue — — 11,359 — — 11,359 Other — — 2,095 — — 2,095 Total revenue — — 297,212 — — 297,212 Operating expenses: Direct lease operating expense — — 82,251 — — 82,251 Insurance — — 8,066 — — 8,066 Production taxes — — 1,038 — — 1,038 Total lease operating expense — — 91,355 — — 91,355 Workover and maintenance expense — — 23,406 — — 23,406 Depreciation, depletion and amortization — 1,067 112,764 3 — 113,834 Accretion expense — — 14,808 — — 14,808 General and administrative expense — 16,450 10,098 331 — 26,879 Total operating expenses — 17,517 252,431 334 — 270,282 Operating income (loss) — (17,517 ) 44,781 (334 ) — 26,930 Interest expense — (36,132 ) (22,940 ) (1,969 ) — (61,041 ) Price risk management activities income — 55,376 1,426 — — 56,802 Other income (expense) — 450 (257 ) 8 — 201 Equity earnings from subsidiaries 22,892 20,715 — — (43,607 ) — Net income (loss) $ 22,892 $ 22,892 $ 23,010 $ (2,295 ) $ (43,607 ) $ 22,892 TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ — $ (126,105 ) $ 269,841 $ (49 ) $ — $ 143,687 Cash flows from investing activities: Exploration, development, and other capital expenditures — (12,966 ) (159,368 ) (2,015 ) — (174,349 ) Cash received for acquisitions — — 278,409 — — 278,409 Investments in subsidiaries — (778,148 ) — — 778,148 — Distributions from subsidiaries — 1,097,505 (9 ) — (1,097,496 ) — Net cash provided by (used in) investing activities — 306,391 119,032 (2,015 ) (319,348 ) 104,060 Cash flows from financing activities: Redemption of Senior Notes and other long-term debt — (24,977 ) (174 ) — — (25,151 ) Proceeds from Bank Credit Facility — 319,000 — — — 319,000 Repayment of Bank Credit Facility — (54,000 ) — — — (54,000 ) Repayment of Old Bank Credit Facility — (403,000 ) — — — (403,000 ) Deferred financing costs — (16,990 ) — — — (16,990 ) Payments of capital lease — — (9,874 ) — — (9,874 ) Capital contributions — — 770,436 7,712 (778,148 ) — Distributions to subsidiary issuer — — (1,095,165 ) (2,331 ) 1,097,496 — Net cash provided by (used in) financing activities — (179,967 ) (334,777 ) 5,381 319,348 (190,015 ) Net increase in cash, cash equivalents and restricted cash — 319 54,096 3,317 — 57,732 Cash, cash equivalents and restricted cash: Balance, beginning of period — 22,315 9,048 2,070 — 33,433 Balance, end of period $ — $ 22,634 $ 63,144 $ 5,387 $ — $ 91,165 TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2017 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ — $ (17,105 ) $ 138,627 $ 2,910 $ — $ 124,432 Cash flows from investing activities: Exploration, development, and other capital expenditures — (252 ) (82,238 ) (9,467 ) — (91,957 ) Cash paid for acquisitions — — (2,243 ) — — (2,243 ) Investments in subsidiaries — (414,777 ) — — 414,777 — Distributions from subsidiaries — 437,331 2,315 — (439,646 ) — Net cash provided by (used in) investing activities — 22,302 (82,166 ) (9,467 ) (24,869 ) (94,200 ) Cash flows from financing activities: Redemption of Senior Notes — (1,000 ) — — — (1,000 ) Proceeds from Old Bank Credit Facility — 10,000 — — — 10,000 Repayment of Old Bank Credit Facility — (15,000 ) — — — (15,000 ) Payments of capital lease — — (9,053 ) — — (9,053 ) Capital contributions — — 399,777 15,000 (414,777 ) — Distributions to subsidiaries — — (437,331 ) (2,315 ) 439,646 — Net cash provided by (used in) financing activities — (6,000 ) (46,607 ) 12,685 24,869 (15,053 ) Net increase (decrease) in cash, cash equivalents and restricted cash — (803 ) 9,854 6,128 — 15,179 Cash, cash equivalents and restricted cash: Balance, beginning of period — 24,349 6,752 2,332 — 33,433 Balance, end of period $ — $ 23,546 $ 16,606 $ 8,460 $ — $ 48,612 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13 – Subsequent Events Derivative Contracts For additional information, see Note 5 – Financial Instruments Other Commitments For additional information, see Note 11 – Commitments and Contingencies |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 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. 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. On Closing Date, the following transactions, among others, occurred: (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, funds and other alternative investment vehicles managed by Apollo Management VII, L.P. and Apollo Commodities Management, L.P. with respect to Series I (“Apollo Funds”), and entities related to 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 that 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. Substantially concurrent therewith, we consummated the Exchange Offer and Consent Solicitation, pursuant to which the holders of the 7.50% Stone Senior Notes, excluding the 7.50% Stone Senior Notes held by the Franklin Noteholders and the MacKay Noteholders, exchanged their 7.50% Stone Senior Notes for 11.00% Senior Secured Notes and a cash payment, and a solicitation of consents to proposed amendments to the 7.50% Stone Senior Notes. Approximately $81.5 million in aggregate principal amount of the 7.50% Stone Senior Notes were validly tendered, and approximately $6.1 million in aggregate principal amount of 7.50% Stone Senior Notes remained outstanding as of the Closing Date. 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 consolidated format, it does not include all of the annual disclosures required by GAAP. 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. 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 covers periods prior to the Closing Date, reflects the assets, liabilities and results of operations of Talos Energy LLC and does not reflect the assets, liabilities and results of operations of Stone. These condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and the notes thereto for the year ended December 31, 2017, which were filed by the Company on September 20, 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 Stockholders’ Equity and the weighted average shares used in determining earnings per share to reflect the number of shares Talos Energy LLC received in the Stone Combination. Beginning on May 10, 2018, common stock is presented to reflect the legal capital of Talos Energy Inc. 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 that of the United States and are reported as one segment. See additional information in Note 4 – Property, Plant and Equipment |
Recently Adopted Or Issued Accounting Standards | Recently Adopted Accounting Standards Revenue Recognition 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 applied the practical expedient in ASC 606 exempting the disclosure of the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Each unit of product typically represents a separate performance obligation, therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required. 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 stockholders’ 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 nine months ended September 30, 2018 was immaterial. Recently Issued Accounting Standards Leases In February 2016, the FASB issued 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 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 condensed 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, 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 units (“RSUs”), performance share units (“PSUs”) and outstanding warrants. See Note 9 – Earnings Per Share |
Equity Based Compensation | Share-Based Compensation Subsequent to May 10, 2018, the Company issued RSUs and PSUs to certain employees and non-employee directors. The fair value of the stock-based awards is determined at the date of grant and is not remeasured for awards classified as equity, but is remeasured at each reporting period for awards classified as a liability. The Company records share-based compensation, net of actual forfeitures, for the RSUs and PSUs in general and administrative expense on the condensed consolidated statement of operations, net of amounts capitalized to oil and gas properties. See Note 7 – Employee Benefits Plans and Share-Based Compensation RSUs. Share-based compensation is based on the market price of the Company’s Common Stock on the grant date and recognized over the vesting period using the straight-line method as the requisite service period is fulfilled. PSUs. Share-based compensation is based on the grant date fair value determined using a Monte Carlo valuation model and recognized over the vesting period using the straight-line method. Estimates used in the Monte Carlo valuation model are considered highly-complex and subjective. The number of shares of Common Stock issuable upon vesting ranges from zero to 200% of the number of PSUs granted based on the Company’s total shareholder return (“TSR”) relative to the TSR achieved by a specified industry peer group. Share-based compensation related to PSUs is recognized as the requisite service period is fulfilled, even if the market condition is not achieved. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Summary of 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) $ 372,666 Property and equipment 880,989 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. |
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 |
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 nine months ended September 30, 2018 and 2017 as if the Stone Combination had occurred on January 1, 2017. The unaudited pro forma 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 September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenue $ 282,868 $ 179,766 $ 754,520 $ 520,705 Net income (loss) $ 20,566 $ (43,497 ) $ (30,645 ) $ 23,021 Basic and diluted net income (loss) per common share $ 0.38 $ (1.39 ) $ (0.71 ) $ 0.74 |
Whistler Energy II, LLC | |
Summary of Allocation of Purchase Price to Assets Acquired and Liabilities Assumed | The following table presents the allocation of the purchase price to the assets acquired and liabilities assumed, based on their relative fair values, on August 31, 2018 (in thousands): Current assets (1) $ 45,337 Property and equipment 35,071 Other long-term assets 66 Current liabilities (4,261 ) Other long-term liabilities (23,862 ) Allocated purchase price $ 52,351 (1) Includes $37.8 million of cash acquired. The fair values of current assets acquired includes trade receivables of $3.2 million, which the Company expects all to be realizable. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Oil And Gas Property [Abstract] | |
Schedule of Asset Retirement Obligations | 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 nine months ended September 30, 2018 were as follows (in thousands): Asset retirement obligations at January 1, 2018 $ 214,733 Fair value of asset retirement obligations assumed (1) 244,499 Obligations settled (85,674 ) Accretion expense 24,414 Obligations incurred 229 Changes in estimate 28,031 Asset retirement obligations at September 30, 2018 $ 426,232 Less: Current portion 78,170 Long-term portion $ 348,062 (1) Included $220.6 million and $23.9 million of asset retirement obligations assumed in the Stone Combination and the Whistler Acquisition, respectively. |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Financial Instruments [Abstract] | |
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): September 30, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value 11.00% Second-Priority Senior Secured Notes – due April 2022 (1) $ 380,606 $ 420,183 $ — $ — 7.50% Senior Secured Notes – due May 2022 $ 6,060 $ 5,469 $ — $ — Bank Credit Facility – due May 2022 (1) $ 257,419 $ 265,000 $ — $ — 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 $ (198,338 ) $ (198,338 ) $ (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 September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Price risk management activities income (expense) (1) $ (53,330 ) $ (28,086 ) $ (196,482 ) $ 56,802 (1) The Company paid $40.7 million and received $8.6 million in net cash settlements for the three months ended September 30, 2018 and 2017, respectively, and paid $94.8 million and received $22.3 million in net cash settlements for the nine months ended September 30, 2018 and 2017, respectively. |
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 September 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) October 2018 - December 2018 Swap 31,340 $ 54.07 $ — $ — October 2018 - December 2018 Collar 1,000 $ — $ 45.00 $ 55.35 October 2018 - December 2018 Puts 2,000 $ — $ 49.50 $ — January 2019 - December 2019 Swap 24,558 $ 55.01 $ — $ — Natural Gas – Henry Hub NYMEX: (MMBtu) (per MMBtu) (per MMBtu) (per MMBtu) October 2018 - December 2018 Swap 29,165 $ 3.01 $ — $ — October 2018 - December 2018 Collar 6,000 $ — $ 2.75 $ 3.24 January 2019 - December 2019 Swap 10,146 $ 2.99 $ — $ — Subsequent event. The following table reflects the contracted volumes and weighted average prices the Company will receive under its derivative contracts entered into subsequent to September 30, 2018, which are not reflected in the table above: Production Period Instrument Type Average Daily Volumes Weighted Average Swap Price Crude Oil – WTI: (Bbls) (per Bbl) April 2019 - June 2019 Swap 1,000 $ 74.12 July 2019 - September 2019 Swap 1,000 $ 73.10 |
Summary of Additional Information Related to Financial Instruments Measured at Fair Value on Recurring Basis | The Company’s commodity derivative instruments are measured at fair value based on third-party industry-standard models using various inputs substantially observable in active markets, including forward oil and natural gas price curves, and are therefore classified as Level 2 in the required fair value hierarchy for the periods presented. The following tables provide additional information related to financial instruments measured at fair value on a recurring basis (in thousands): September 30, 2018 Level 1 Level 2 Level 3 Total Assets: Oil and natural gas derivatives $ — $ 513 $ — $ 513 Liabilities: Oil and natural gas derivatives — (198,851 ) — (198,851 ) Total net liability $ — $ (198,338 ) $ — $ (198,338 ) 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 September 30, 2018 and December 31, 2017 (in thousands): September 30, 2018 December 31, 2017 Assets from price risk management activities – current: Oil and natural gas derivatives $ 314 $ 1,563 Assets from price risk management activities – non-current: Oil and natural gas derivatives $ 199 $ 345 Liabilities from price risk management activities – current: Oil and natural gas derivatives $ 173,477 $ 49,957 Liabilities from price risk management activities – non-current: Oil and natural gas derivatives $ 25,374 $ 18,781 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 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 September 30, 2018 December 31, 2017 11.00% Second-Priority Senior Secured Notes – due April 2022 Principal $ 390,868 $ — Original issue discount, net of amortization (8,427 ) — Deferred financing costs, net of amortization (1,835 ) — 7.50% Senior Secured Notes – due May 2022 Principal 6,060 — Bank Credit Facility – due May 2022 Principal 265,000 — Deferred financing costs, net of amortization (7,581 ) — 4.20% Building Loan – due November 2030 Principal 10,674 — 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 Principal — 403,000 Deferred financing costs, net of amortization — (938 ) Total debt $ 654,759 $ 697,558 Less: current portion of long-term debt (439 ) (24,977 ) Long-term debt, net of discount and deferred financing costs $ 654,320 $ 672,581 |
Employee Benefits Plans and S_2
Employee Benefits Plans and Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Restricted Stock Units | |
Schedule of Restricted Stock and Performance Share Units Activity | The following table summarizes RSU activity for the nine months ended September 30, 2018: Restricted Stock Units Weighted Average Grant Date Fair Value Unvested RSUs at December 31, 2017 — $ — Granted 139,411 $ 33.85 Vested — $ — Forfeited — $ — Unvested RSUs at September 30, 2018 139,411 $ 33.85 |
Performance Share Units | |
Schedule of Restricted Stock and Performance Share Units Activity | The following table summarizes PSU activity for the nine months ended September 30, 2018: Performance Share Units Weighted Average Grant Date Fair Value Unvested PSUs at December 31, 2017 — $ — Granted 232,891 $ 44.47 Vested — $ — Forfeited — $ — Unvested PSUs at September 30, 2018 232,891 $ 44.47 |
Summary of Assumptions Used to Calculate the Grant Date Fair Value of PSUs Granted | The following table summarizes the assumptions used to calculate the grant date fair value of the PSUs granted August 29, 2018 and September 28, 2018: August 29, 2018 Grant Date Fair Value Assumptions September 28, 2018 Grant Date Fair Value Assumptions Number of simulations 100,000 100,000 Expected term (in years) 2.7 2.6 Expected volatility 50.6 % 47.4 % Risk-free interest rate 2.7 % 2.9 % Dividend yield — % — % |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Summary of Condensed Consolidating Financial Information | The following condensed consolidating financial information presents the financial information of the Company on an unconsolidated stand-alone basis and its combined subsidiary issuers, combined guarantor and combined non-guarantor subsidiaries as of and for the periods indicated. As described in Note 1 – Formation and Basis of Presentation TALOS ENERGY INC. CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2018 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 22,635 $ 61,898 $ 5,387 $ — $ 89,920 Restricted cash — — 1,245 — — 1,245 Accounts receivable, net Trade, net — — 119,019 — — 119,019 Joint interest, net — — 14,219 2,590 — 16,809 Other — — 3,341 6,345 — 9,686 Assets from price risk management activities — 313 1 — — 314 Prepaid assets — — 50,408 100 — 50,508 Income tax receivable — — 10,701 — — 10,701 Other current assets — — 8,342 — — 8,342 Total current assets — 22,948 269,174 14,422 — 306,544 Property and equipment: Proved properties — — 3,532,353 — — 3,532,353 Unproved properties, not subject to amortization — — 74,669 34,066 — 108,735 Other property and equipment — 20,232 12,440 11 — 32,683 Total property and equipment — 20,232 3,619,462 34,077 — 3,673,771 Accumulated depreciation, depletion and amortization — (7,536 ) (1,627,918 ) (10 ) — (1,635,464 ) Total property and equipment, net — 12,696 1,991,544 34,067 — 2,038,307 Other long-term assets: Assets from price risk management activities — 199 — — — 199 Other well equipment inventory — — 10,038 — — 10,038 Investments in subsidiaries 699,764 1,513,165 — — (2,212,929 ) — Other assets — 364 1,654 41 — 2,059 Total assets $ 699,764 $ 1,549,372 $ 2,272,410 $ 48,530 $ (2,212,929 ) $ 2,357,147 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current liabilities: Accounts payable $ — $ 12,387 $ 24,761 $ 666 $ — $ 37,814 Accrued liabilities — 2,559 133,963 1,934 — 138,456 Accrued royalties — — 42,817 — — 42,817 Current portion of long-term debt — — 439 — — 439 Current portion of asset retirement obligations — — 78,170 — — 78,170 Liabilities from price risk management activities — 156,824 16,653 — — 173,477 Accrued interest payable — 18,036 152 — — 18,188 Other current liabilities — — 21,347 — — 21,347 Total current liabilities — 189,806 318,302 2,600 — 510,708 Long-term debt, net of discount and deferred financing costs — 638,024 16,296 — — 654,320 Asset retirement obligations — — 348,062 — — 348,062 Liabilities from price risk management activities — 21,778 3,596 — — 25,374 Other long-term liabilities — — 118,919 — — 118,919 Total liabilities — 849,608 805,175 2,600 — 1,657,383 Commitments and Contingencies (Note 11) Stockholders' equity (deficit) 699,764 699,764 1,467,235 45,930 (2,212,929 ) 699,764 Total liabilities and stockholders' equity (deficit) $ 699,764 $ 1,549,372 $ 2,272,410 $ 48,530 $ (2,212,929 ) $ 2,357,147 TALOS ENERGY INC. CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2017 (In thousands) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ 22,315 $ 7,806 $ 2,070 $ — $ 32,191 Restricted cash — — 1,242 — — 1,242 Accounts receivable, net Trade, net — — 62,871 — — 62,871 Joint interest, net — — 11,659 1,954 — 13,613 Other — 938 5,863 5,685 — 12,486 Assets from price risk management activities — 1,406 157 — — 1,563 Prepaid assets — — 17,919 12 — 17,931 Inventory — — 840 — — 840 Other current assets — — 2,148 — — 2,148 Total current assets — 24,659 110,505 9,721 — 144,885 Property and equipment: Proved properties — — 2,440,811 — — 2,440,811 Unproved properties, not subject to amortization — — 41,259 30,743 — 72,002 Other property and equipment — 7,266 1,580 11 — 8,857 Total property and equipment — 7,266 2,483,650 30,754 — 2,521,670 Accumulated depreciation, depletion and amortization — (6,355 ) (1,424,527 ) (8 ) — (1,430,890 ) Total property and equipment, net — 911 1,059,123 30,746 — 1,090,780 Other long-term assets: Assets from price risk management activities — 345 — — — 345 Other well equipment inventory — — 2,577 — — 2,577 Investments in subsidiaries (54,087 ) 697,663 — — (643,576 ) — Other assets — 364 326 16 — 706 Total assets $ (54,087 ) $ 723,942 $ 1,172,531 $ 40,483 $ (643,576 ) $ 1,239,293 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current liabilities: Accounts payable $ — $ 1,124 $ 70,458 $ 1,099 $ — $ 72,681 Accrued liabilities — 6,516 80,464 993 — 87,973 Accrued royalties — — 24,208 — — 24,208 Current portion of long-term debt — 24,977 — — — 24,977 Current portion of asset retirement obligations — — 39,741 — — 39,741 Liabilities from price risk management activities — 46,580 3,377 — — 49,957 Accrued interest payable — 8,742 — — — 8,742 Other current liabilities — — 15,188 — — 15,188 Total current liabilities — 87,939 233,436 2,092 — 323,467 Long-term debt, net of discount and deferred financing costs — 672,581 — — — 672,581 Asset retirement obligations — — 174,992 — — 174,992 Liabilities from price risk management activities — 17,509 1,272 — — 18,781 Other long-term liabilities — — 103,559 — — 103,559 Total liabilities — 778,029 513,259 2,092 — 1,293,380 Commitments and Contingencies (Note 11) Stockholders' equity (deficit) (54,087 ) (54,087 ) 659,272 38,391 (643,576 ) (54,087 ) Total liabilities and stockholders' equity (deficit) $ (54,087 ) $ 723,942 $ 1,172,531 $ 40,483 $ (643,576 ) $ 1,239,293 TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2018 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Revenues: Oil revenue $ — $ — $ 248,100 $ — $ — $ 248,100 Natural gas revenue — — 20,193 — — 20,193 NGL revenue — — 14,575 — — 14,575 Total revenue — — 282,868 — — 282,868 Operating expenses: Direct lease operating expense — — 42,090 — — 42,090 Insurance — — 4,125 — — 4,125 Production taxes — — 578 — — 578 Total lease operating expense — — 46,793 — — 46,793 Workover and maintenance expense — — 25,084 — — 25,084 Depreciation, depletion and amortization — 455 87,352 1 — 87,808 Accretion expense — — 10,162 — — 10,162 General and administrative expense — 12,942 8,274 444 — 21,660 Total operating expenses — 13,397 177,665 445 — 191,507 Operating income (loss) — (13,397 ) 105,203 (445 ) — 91,361 Interest expense — (15,580 ) (8,797 ) (460 ) — (24,837 ) Price risk management activities expense — (47,656 ) (5,674 ) — — (53,330 ) Other income (expense) — (356 ) 310 (39 ) — (85 ) Equity earnings from subsidiaries 13,109 90,098 — — (103,207 ) — Net income (loss) $ 13,109 $ 13,109 $ 91,042 $ (944 ) $ (103,207 ) $ 13,109 TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Revenues: Oil revenue $ — $ — $ 555,954 $ — — $ 555,954 Natural gas revenue — — 49,364 — — 49,364 NGL revenue — — 27,306 — — 27,306 Total revenue — — 632,624 — — 632,624 Operating expenses: Direct lease operating expense — — 101,065 — — 101,065 Insurance — — 11,059 — — 11,059 Production taxes — — 1,533 — — 1,533 Total lease operating expense — — 113,657 — — 113,657 Workover and maintenance expense — — 49,703 — — 49,703 Depreciation, depletion and amortization — 1,180 203,391 3 — 204,574 Accretion expense — — 24,414 — — 24,414 General and administrative expense — 31,340 28,841 939 — 61,120 Total operating expenses — 32,520 420,006 942 — 453,468 Operating income (loss) — (32,520 ) 212,618 (942 ) — 179,156 Interest expense — (42,207 ) (22,754 ) (1,296 ) — (66,257 ) Price risk management activities expense — (186,873 ) (9,609 ) — — (196,482 ) Other income (expense) — (1,564 ) 395 6 — (1,163 ) Equity earnings (loss) from subsidiaries (84,746 ) 178,418 — — (93,672 ) — Net income (loss) $ (84,746 ) $ (84,746 ) $ 180,650 $ (2,232 ) $ (93,672 ) $ (84,746 ) TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2017 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Revenues: Oil revenue $ — $ — $ 84,032 $ — $ — $ 84,032 Natural gas revenue — — 11,177 — — 11,177 NGL revenue — — 4,290 — — 4,290 Other — — 463 — — 463 Total revenue — — 99,962 — — 99,962 Operating expenses: Direct lease operating expense — — 25,516 — — 25,516 Insurance — — 2,657 — — 2,657 Production taxes — — 393 — — 393 Total lease operating expense — — 28,566 — — 28,566 Workover and maintenance expense — — 6,359 — — 6,359 Depreciation, depletion and amortization — 345 37,400 1 — 37,746 Accretion expense — — 4,299 — — 4,299 General and administrative expense — 6,284 3,477 (98 ) — 9,663 Total operating (income) expenses — 6,629 80,101 (97 ) — 86,633 Operating income (loss) — (6,629 ) 19,861 97 — 13,329 Interest expense — (12,631 ) (8,217 ) (616 ) — (21,464 ) Price risk management activities expense — (26,165 ) (1,921 ) — — (28,086 ) Other income (expense) — 150 (95 ) (11 ) — 44 Equity earnings (loss) from subsidiaries (36,177 ) 9,098 — — 27,079 — Net income (loss) $ (36,177 ) $ (36,177 ) $ 9,628 $ (530 ) $ 27,079 $ (36,177 ) TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2017 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Revenues: Oil revenue $ — $ — $ 246,519 $ — $ — $ 246,519 Natural gas revenue — — 37,239 — — 37,239 NGL revenue — — 11,359 — — 11,359 Other — — 2,095 — — 2,095 Total revenue — — 297,212 — — 297,212 Operating expenses: Direct lease operating expense — — 82,251 — — 82,251 Insurance — — 8,066 — — 8,066 Production taxes — — 1,038 — — 1,038 Total lease operating expense — — 91,355 — — 91,355 Workover and maintenance expense — — 23,406 — — 23,406 Depreciation, depletion and amortization — 1,067 112,764 3 — 113,834 Accretion expense — — 14,808 — — 14,808 General and administrative expense — 16,450 10,098 331 — 26,879 Total operating expenses — 17,517 252,431 334 — 270,282 Operating income (loss) — (17,517 ) 44,781 (334 ) — 26,930 Interest expense — (36,132 ) (22,940 ) (1,969 ) — (61,041 ) Price risk management activities income — 55,376 1,426 — — 56,802 Other income (expense) — 450 (257 ) 8 — 201 Equity earnings from subsidiaries 22,892 20,715 — — (43,607 ) — Net income (loss) $ 22,892 $ 22,892 $ 23,010 $ (2,295 ) $ (43,607 ) $ 22,892 TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ — $ (126,105 ) $ 269,841 $ (49 ) $ — $ 143,687 Cash flows from investing activities: Exploration, development, and other capital expenditures — (12,966 ) (159,368 ) (2,015 ) — (174,349 ) Cash received for acquisitions — — 278,409 — — 278,409 Investments in subsidiaries — (778,148 ) — — 778,148 — Distributions from subsidiaries — 1,097,505 (9 ) — (1,097,496 ) — Net cash provided by (used in) investing activities — 306,391 119,032 (2,015 ) (319,348 ) 104,060 Cash flows from financing activities: Redemption of Senior Notes and other long-term debt — (24,977 ) (174 ) — — (25,151 ) Proceeds from Bank Credit Facility — 319,000 — — — 319,000 Repayment of Bank Credit Facility — (54,000 ) — — — (54,000 ) Repayment of Old Bank Credit Facility — (403,000 ) — — — (403,000 ) Deferred financing costs — (16,990 ) — — — (16,990 ) Payments of capital lease — — (9,874 ) — — (9,874 ) Capital contributions — — 770,436 7,712 (778,148 ) — Distributions to subsidiary issuer — — (1,095,165 ) (2,331 ) 1,097,496 — Net cash provided by (used in) financing activities — (179,967 ) (334,777 ) 5,381 319,348 (190,015 ) Net increase in cash, cash equivalents and restricted cash — 319 54,096 3,317 — 57,732 Cash, cash equivalents and restricted cash: Balance, beginning of period — 22,315 9,048 2,070 — 33,433 Balance, end of period $ — $ 22,634 $ 63,144 $ 5,387 $ — $ 91,165 TALOS ENERGY INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2017 (In thousands) (Unaudited) Talos Talos Issuers Guarantors Non-Guarantors Elimination Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ — $ (17,105 ) $ 138,627 $ 2,910 $ — $ 124,432 Cash flows from investing activities: Exploration, development, and other capital expenditures — (252 ) (82,238 ) (9,467 ) — (91,957 ) Cash paid for acquisitions — — (2,243 ) — — (2,243 ) Investments in subsidiaries — (414,777 ) — — 414,777 — Distributions from subsidiaries — 437,331 2,315 — (439,646 ) — Net cash provided by (used in) investing activities — 22,302 (82,166 ) (9,467 ) (24,869 ) (94,200 ) Cash flows from financing activities: Redemption of Senior Notes — (1,000 ) — — — (1,000 ) Proceeds from Old Bank Credit Facility — 10,000 — — — 10,000 Repayment of Old Bank Credit Facility — (15,000 ) — — — (15,000 ) Payments of capital lease — — (9,053 ) — — (9,053 ) Capital contributions — — 399,777 15,000 (414,777 ) — Distributions to subsidiaries — — (437,331 ) (2,315 ) 439,646 — Net cash provided by (used in) financing activities — (6,000 ) (46,607 ) 12,685 24,869 (15,053 ) Net increase (decrease) in cash, cash equivalents and restricted cash — (803 ) 9,854 6,128 — 15,179 Cash, cash equivalents and restricted cash: Balance, beginning of period — 24,349 6,752 2,332 — 33,433 Balance, end of period $ — $ 23,546 $ 16,606 $ 8,460 $ — $ 48,612 |
Formation and Basis of Presen_2
Formation and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Millions | May 10, 2018USD ($)$ / sharesshares | Nov. 21, 2017USD ($)shares | Sep. 30, 2018USD ($)Segment | Dec. 31, 2017 |
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 | ||
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 | ||
11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Debt instrument interest rate | 11.00% | 11.00% | ||
Senior notes, maturity date | Apr. 30, 2022 | Apr. 30, 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% | 7.50% | ||
Proceeds from Issuance of senior secured notes in exchange of 11% senior secured notes | $ 137.4 | |||
Senior notes, principal amount | $ 81.5 | |||
Senior notes, outstading amount | $ 6.1 | |||
Senior Notes | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Debt instrument interest rate | 11.00% | 11.00% | ||
Senior notes, maturity date | Apr. 30, 2022 | |||
Debt instrument interest rate exchanged percentage | 11.00% | |||
Bridge Loans | 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% | |||
Stone Energy Corporation | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||
Basis Of Presentation And Schedule Of Accounting Policy [Line Items] | ||||
Debt instrument interest rate | 11.00% | |||
Senior notes, maturity date | Apr. 30, 2022 | |||
Senior notes, principal amount | $ 390.9 | |||
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 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2018 | |
Minimum | |
Summary Of Significant Accounting Policies [Line Items] | |
Number of common stock issuable upon vesting, percentage range of PSUs granted | 0.00% |
Maximum | |
Summary Of Significant Accounting Policies [Line Items] | |
Number of common stock issuable upon vesting, percentage range of PSUs granted | 200.00% |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) $ in Thousands | Sep. 11, 2018 | Aug. 31, 2018USD ($) | May 10, 2018USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2019Well |
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% | 11.00% | ||||
Whistler Energy II, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price | $ 52,300 | |||||
Business acquisition purchase price net | 14,500 | |||||
Available cash acquired | 37,800 | |||||
Business combination cash collateral | 30,800 | |||||
Business combination cash on hand for working capital purpose | $ 7,000 | |||||
Stone Energy Corporation | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price | $ 731,964 | |||||
Percentage of voting interest acquired | 37.00% | |||||
Acquisition, transaction related cost | $ 83,700 | |||||
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 | |||||
Decrease in income tax receivable | $ 5,500 | |||||
Increase in trade receivables | 1,000 | |||||
Increase in unproved properties | 4,500 | |||||
Revenue attributable to the assets acquired | 135,000 | 204,300 | ||||
Net income attributable to the assets acquired | $ 76,000 | 120,400 | ||||
Stone Energy Corporation | General and Administrative Expense | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition, transaction related cost | $ 27,600 | |||||
Talos Energy | ||||||
Business Acquisition [Line Items] | ||||||
Percentage of voting interest acquired | 63.00% | |||||
Mexico | Block 2 | ||||||
Business Acquisition [Line Items] | ||||||
Participating interest percentage | 25.00% | |||||
Mexico | Block 2 | Scenario Forecast | ||||||
Business Acquisition [Line Items] | ||||||
Number of wells drilled | Well | 2 | |||||
Mexico | Block 31 | ||||||
Business Acquisition [Line Items] | ||||||
Participating interest percentage | 25.00% | |||||
Mexico | Block 31 | Scenario Forecast | ||||||
Business Acquisition [Line Items] | ||||||
Number of wells planned to participate in | Well | 2 | |||||
Mexico | Hokchi | Block 2 | ||||||
Business Acquisition [Line Items] | ||||||
Participating interest percentage | 25.00% | |||||
Mexico | Hokchi | Block 31 | ||||||
Business Acquisition [Line Items] | ||||||
Participating interest percentage | 25.00% |
Acquisitions - Summary of Alloc
Acquisitions - Summary of Allocation of Purchase Price to Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Aug. 31, 2018 | May 10, 2018 |
Whistler Energy II, LLC | ||
Business Acquisition [Line Items] | ||
Current assets | $ 45,337 | |
Property and equipment | 35,071 | |
Other long-term assets | 66 | |
Current liabilities | (4,261) | |
Other long-term liabilities | (23,862) | |
Allocated purchase price | $ 52,351 | |
Stone Energy Corporation | ||
Business Acquisition [Line Items] | ||
Current assets | $ 372,666 | |
Property and equipment | 880,989 | |
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 All_2
Acquisitions - Summary of Allocation of Purchase Price to Assets Acquired and Liabilities Assumed (Parenthetical) (Details) - USD ($) $ in Millions | Aug. 31, 2018 | May 10, 2018 |
Whistler Energy II, LLC | ||
Business Acquisition [Line Items] | ||
Cash acquired | $ 37.8 | |
Whistler Energy II, LLC | Trade Accounts Receivable | ||
Business Acquisition [Line Items] | ||
Primary fair values of receivables acquired | $ 3.2 | |
Stone Energy Corporation | ||
Business Acquisition [Line Items] | ||
Cash acquired | $ 293 | |
Stone Energy Corporation | Trade Accounts Receivable | ||
Business Acquisition [Line Items] | ||
Primary fair values of receivables acquired | 43.3 | |
Stone Energy Corporation | Joint Interest Receivables | ||
Business Acquisition [Line Items] | ||
Primary fair values of receivables acquired | $ 3.5 |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchase Price (Details) - USD ($) $ / shares in Units, $ in Thousands | May 10, 2018 | Sep. 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 Suppl
Acquisitions - Summary of Supplemental Proforma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Acquisition Pro Forma Information [Abstract] | ||||
Revenue | $ 282,868 | $ 179,766 | $ 754,520 | $ 520,705 |
Net income (loss) | $ 20,566 | $ (43,497) | $ (30,645) | $ 23,021 |
Basic and diluted net income (loss) per common share | $ 0.38 | $ (1.39) | $ (0.71) | $ 0.74 |
Property, Plant and Equipment -
Property, Plant and Equipment - Additional Information (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)$ / bbl$ / Mcf | Sep. 30, 2017USD ($) | Sep. 04, 2015LeaseBlock | |
Property, Plant and Equipment [Line Items] | |||||
Unproved properties, number of lease blocks awarded | LeaseBlock | 2 | ||||
Capitalized overhead costs | $ | $ 8,700,000 | $ 3,600,000 | $ 16,200,000 | $ 10,100,000 | |
US | |||||
Property, Plant and Equipment [Line Items] | |||||
Unweighted average first day of month commodity price for crude oil for prior twelve months | $ / bbl | 66.43 | ||||
Unweighted average first day of month commodity price for natural gas for prior twelve months | $ / Mcf | 2.89 | ||||
Unweighted average first day of month commodity price for natural gas liquids for prior twelve months | $ / bbl | 29.18 | ||||
Write-down of oil and natural gas properties under ceiling test | $ | $ 0 | $ 0 | $ 0 | $ 0 | |
Measurement Input Discount Rate | |||||
Property, Plant and Equipment [Line Items] | |||||
Present value of future net revenues from proved reserves, discounted rate | 10.00% |
Property, Plant and Equipment_2
Property, Plant and Equipment - Schedule of Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Oil And Gas Property [Abstract] | |||||
Asset retirement obligations | $ 214,733 | ||||
Fair value of asset retirement obligations assumed | 244,499 | ||||
Obligations settled | (85,674) | ||||
Accretion expense | $ 10,162 | $ 4,299 | 24,414 | $ 14,808 | |
Obligations incurred | 229 | ||||
Changes in estimate | 28,031 | ||||
Asset retirement obligations | 426,232 | 426,232 | |||
Current portion of asset retirement obligations | 78,170 | 78,170 | $ 39,741 | ||
Noncurrent portion | $ 348,062 | $ 348,062 | $ 174,992 |
Property, Plant and Equipment_3
Property, Plant and Equipment - Schedule of Asset Retirement Obligations (Parenthetical) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Property, Plant and Equipment [Line Items] | |
Fair value of asset retirement obligations assumed | $ 244,499 |
Stone Energy Corporation | |
Property, Plant and Equipment [Line Items] | |
Fair value of asset retirement obligations assumed | 220,600 |
Whistler Energy II, LLC | |
Property, Plant and Equipment [Line Items] | |
Fair value of asset retirement obligations assumed | $ 23,900 |
Financial Instruments - Schedul
Financial Instruments - Schedule of Carrying Amounts and Estimated Fair Values of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 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 | $ (198,338) | (66,830) | |
Fair Value | (198,338) | (66,830) | |
11.00% Second-Priority Senior Secured Notes – due April 2022 | |||
Debt Instrument [Line Items] | |||
Carrying Amount | [1] | 380,606 | |
Fair Value | [1] | 420,183 | |
7.50% Senior Secured Notes – due May 2022 | |||
Debt Instrument [Line Items] | |||
Carrying Amount | 6,060 | ||
Fair Value | 5,469 | ||
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] | 257,419 | |
Fair Value | [1] | $ 265,000 | |
[1] | The carrying amounts are net of discount and deferred financing costs. |
Financial Instruments - Sched_2
Financial Instruments - Schedule of Carrying Amounts and Estimated Fair Values of Financial Instruments (Parenthetical) (Details) | 9 Months Ended | 12 Months Ended |
Sep. 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) | 9 Months Ended | 12 Months Ended | |
Sep. 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 | |
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 - Sched_3
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 | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |||||
Price risk management activities income (expense) | [1] | $ (53,330) | $ (28,086) | $ (196,482) | $ 56,802 |
[1] | The Company paid $40.7 million and received $8.6 million in net cash settlements for the three months ended September 30, 2018 and 2017, respectively, and paid $94.8 million and received $22.3 million in net cash settlements for the nine months ended September 30, 2018 and 2017, respectively. |
Financial Instruments - Sched_4
Financial Instruments - Schedule of Impact that Derivatives not Qualifying as Hedging Instruments in Condensed Consolidated Statements of Operations (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||||
Net cash receipts (payments) on settled derivative instruments | $ (40.7) | $ 8.6 | $ (94.8) | $ 22.3 |
Financial Instruments - Sched_5
Financial Instruments - Schedule of Contracted Volumes and Weighted Average Prices and will Receive Under Derivative Contracts (Details) | 1 Months Ended | 9 Months Ended |
Nov. 07, 2018$ / bblbbl | Sep. 30, 2018MMBTU$ / bbl$ / MMBTUbbl | |
October 2018 - December 2018 | Henry Hub | NYMEX | Swap | ||
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | ||
Instrument Type | Swap | |
Average Daily Volumes | MMBTU | 29,165 | |
Weighted Average Swap Price | $ / MMBTU | 3.01 | |
October 2018 - December 2018 | 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 | October 2018 - December 2018 | Puts | ||
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | ||
Instrument Type | Puts | |
Average Daily Volumes | bbl | 2,000 | |
Weighted Average Put Price | 49.50 | |
Crude Oil | WTI | October 2018 - December 2018 | Swap | ||
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | ||
Instrument Type | Swap | |
Average Daily Volumes | bbl | 31,340 | |
Weighted Average Swap Price | 54.07 | |
Crude Oil | WTI | October 2018 - December 2018 | 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 | January 2019 - December 2019 | Swap | ||
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | ||
Instrument Type | Swap | |
Average Daily Volumes | bbl | 24,558 | |
Weighted Average Swap Price | 55.01 | |
Crude Oil | WTI | April 2019 - June 2019 | Swap | Subsequent Event | ||
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | ||
Instrument Type | Swap | |
Average Daily Volumes | bbl | 1,000 | |
Weighted Average Swap Price | 74.12 | |
Crude Oil | WTI | July 2019 - September 2019 | Swap | Subsequent Event | ||
Average Sales Price And Production Costs Per Unit Of Production [Line Items] | ||
Instrument Type | Swap | |
Average Daily Volumes | bbl | 1,000 | |
Weighted Average Swap Price | 73.10 |
Financial Instruments - Summary
Financial Instruments - Summary of Additional Information Related to Financial Instruments Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Oil And Natural Gas Swaps | ||
Liabilities: | ||
Total net liability | $ (198,338) | $ (66,830) |
Fair Value on Recurring Basis | ||
Liabilities: | ||
Total net liability | (198,338) | (66,830) |
Fair Value on Recurring Basis | Oil And Natural Gas Swaps | ||
Assets: | ||
Oil and natural gas derivatives | 513 | 1,908 |
Liabilities: | ||
Oil and natural gas derivatives | (198,851) | (68,738) |
Fair Value on Recurring Basis | Level 2 | ||
Liabilities: | ||
Total net liability | (198,338) | (66,830) |
Fair Value on Recurring Basis | Level 2 | Oil And Natural Gas Swaps | ||
Assets: | ||
Oil and natural gas derivatives | 513 | 1,908 |
Liabilities: | ||
Oil and natural gas derivatives | $ (198,851) | $ (68,738) |
Financial Instruments - Sched_6
Financial Instruments - Schedule of Fair Value of Derivative Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Price Risk Derivatives [Line Items] | ||
Assets from price risk management activities – current | $ 314 | $ 1,563 |
Assets from price risk management activities – non-current | 199 | 345 |
Liabilities from price risk management activities – current | 173,477 | 49,957 |
Liabilities from price risk management activities – non-current | 25,374 | 18,781 |
Oil and Natural Gas Derivatives | ||
Price Risk Derivatives [Line Items] | ||
Assets from price risk management activities – current | 314 | 1,563 |
Assets from price risk management activities – non-current | 199 | 345 |
Liabilities from price risk management activities – current | 173,477 | 49,957 |
Liabilities from price risk management activities – non-current | $ 25,374 | $ 18,781 |
Debt - Summary of Detail Compri
Debt - Summary of Detail Comprising Debt and Related Book Values (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Principal | $ 265,000 | |
Original issue discount, net of amortization | (8,427) | |
Total debt | 654,759 | $ 697,558 |
Less: current portion of long-term debt | (439) | (24,977) |
Long-term debt, net of discount and deferred financing costs | 654,320 | 672,581 |
4.20% Building Loan - due November 2030 | ||
Debt Instrument [Line Items] | ||
Principal | 10,700 | |
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 | (1,835) | |
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 | (7,581) | |
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 | 10,674 | |
Bridge Loans | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||
Debt Instrument [Line Items] | ||
Principal | $ 172,000 | |
Bridge Loans | 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 Comp_2
Debt - Summary of Detail Comprising Debt and Related Book Values (Parenthetical) (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | Nov. 21, 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% | 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 Loans | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rate | 11.00% | ||
Bridge Loans | 11.00% Second-Priority Senior Secured Notes – due April 2022 | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rate | 11.00% | ||
Bridge Loans | 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 | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | May 10, 2018 | Nov. 21, 2017 | |
Debt Instrument [Line Items] | |||||
Principal | $ 265,000,000 | $ 265,000,000 | |||
Payments of debt issuance costs | $ 100,000 | 4,600,000 | |||
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 September 30, 2018. | ||||
Debt instrument 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, stated percentage | 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% | ||
Debt instrument frequency of periodic payment | semi-annually | ||||
Debt instrument payment terms | semi-annually 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 | $ 10,700,000 | $ 10,700,000 | |||
Debt instrument, interest rate, stated percentage | 4.20% | 4.20% | |||
EBITDA to net interest | 2.00% | ||||
Debt instrument frequency of periodic payment | 180 equal monthly installments | ||||
Debt instrument maturity date | Nov. 20, 2030 | ||||
Debt instrument, periodic payment | $ 100,000 | ||||
11.00% Bridge Loans – due April 2022 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 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 – due February 2019 | |||||
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 | 329,000,000 | $ 329,000,000 | |||
Letters of credit outstanding amount | 6,000,000 | 6,000,000 | |||
Line of credit outstanding amount | 265,000,000 | 265,000,000 | |||
Bank Credit Facility – due February 2019 | Letter of Credit | |||||
Debt Instrument [Line Items] | |||||
Credit facility, maximum borrowing capacity | $ 200,000,000 | $ 200,000,000 | |||
Bank Credit Facility – due February 2019 | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt covenant to EBITDAX | 100.00% | ||||
Bank Credit Facility – due February 2019 | Maximum | London Interbank Offered Rate | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 3.75% | ||||
Bank Credit Facility – due February 2019 | Maximum | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||||
Bank Credit Facility – due February 2019 | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt covenant to EBITDAX | 300.00% | ||||
Bank Credit Facility – due February 2019 | Minimum | London Interbank Offered Rate | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||||
Bank Credit Facility – due February 2019 | Minimum | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 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% | ||
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% | ||
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% | 11.00% | ||
Debt instrument maturity date | Apr. 30, 2022 | ||||
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 | ||||
Debt instrument maturity date | May 31, 2022 | ||||
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% | |||
Debt instrument maturity date | Feb. 28, 2018 | ||||
Bridge Loans | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | |||
Bridge Loans | 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% | |||
Bridge Loans | 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% | |||
Debt instrument maturity date | Apr. 30, 2022 | ||||
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% |
Employee Benefits Plans and S_3
Employee Benefits Plans and Share-Based Compensation - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
May 21, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 1,000,000 | $ 300,000 | $ 2,500,000 | $ 800,000 | |
Capitalized costs, Oil and natural gas properties | $ 500,000 | 300,000 | $ 3,000,000 | 800,000 | |
Minimum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of common stock issuable upon vesting, percentage range of PSUs granted | 0.00% | ||||
Maximum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of common stock issuable upon vesting, percentage range of PSUs granted | 200.00% | ||||
Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation grants | 139,411 | ||||
Performance Share Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation grants | 232,891 | 232,891 | |||
Share-based compensation grant date fair value | $ 10,400,000 | $ 10,400,000 | |||
Options conversion in common stock shares | 100.00% | ||||
Share-based compensation expense | $ 200,000 | ||||
Share-based compensation expense recognized period | 2 years 7 months 6 days | ||||
Share based compensation grants, vesting period | 3 years | ||||
Capitalized costs, Oil and natural gas properties | $ 200,000 | $ 200,000 | |||
Share-based compensation expense unrecognized | $ 10,000,000 | $ 10,000,000 | |||
Performance Share Units | Minimum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of common stock issuable upon vesting, percentage range of PSUs granted | 0.00% | ||||
Performance Share Units | Maximum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of common stock issuable upon vesting, percentage range of PSUs granted | 200.00% | ||||
Executive Severance Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Termination period | 12 months | ||||
Compensation expense accrued | $ 1,700,000 | $ 1,700,000 | |||
Executive Severance Plan | General and Administrative Expense | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Compensation expense recognized | $ 0 | $ 7,500,000 | |||
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 | |||
Long Term Incentive Plan | Restricted Stock Units | Non-employee Directors | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation grants | 22,963 | ||||
Share-based compensation grant date fair value | $ 800,000 | ||||
Options conversion percentage in RSUs | 60.00% | ||||
Options conversion in common stock shares | 100.00% | ||||
Options conversion percentage in cash | 40.00% | ||||
Share-based compensation expense | $ 200,000 | $ 300,000 | |||
Share-based compensation expense recognized period | 7 months 6 days | ||||
Share-based compensation expense unrecognized | $ 500,000 | $ 500,000 | |||
Share-based compensation expense liabilities | 200,000 | ||||
Long Term Incentive Plan | Restricted Stock Units | Employees | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation grants | 116,448 | ||||
Share-based compensation grant date fair value | $ 3,900,000 | 3,900,000 | |||
Options conversion in common stock shares | 100.00% | ||||
Share-based compensation expense | $ 100,000 | ||||
Share-based compensation expense recognized period | 2 years 7 months 6 days | ||||
Share-based compensation expense unrecognized | $ 3,700,000 | $ 3,700,000 | |||
Share based compensation grants, vesting period | 3 years | ||||
Capitalized costs, Oil and natural gas properties | 100,000 | $ 100,000 | |||
Talos Energy LLC Series B Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Capitalized costs, Oil and natural gas properties | 100,000 | 300,000 | $ 300,000 | 800,000 | |
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 | $ 25,000,000 | ||||
Talos Energy LLC Series B Units | Series B Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation expense recognized period | 1 year 8 months 12 days | ||||
Share-based compensation expense unrecognized | 2,700,000 | $ 2,700,000 | |||
Unrecognized compensation expense to be recognized over remainder of requisite service period | 500,000 | $ 500,000 | |||
Requisite service period | 4 years | ||||
Unrecognized compensation expense to be recognized upon recoganization of Series A payout | 2,200,000 | $ 2,200,000 | |||
Talos Energy LLC Series B Units | General and Administrative Expense | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation expense | 400,000 | 300,000 | 600,000 | 800,000 | |
New Talos Energy LLC Series B Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation expense unrecognized | 2,300,000 | 2,300,000 | |||
Capitalized costs, Oil and natural gas properties | 100,000 | $ 0 | 2,400,000 | $ 0 | |
Unrecognized compensation expense to be recognized over remainder of requisite service period | 200,000 | $ 200,000 | |||
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] | |||||
Share based compensation grants, vesting period | 4 years | ||||
Distribution paid | $ 102,000,000 | ||||
Percentage of units to be vested covenant | 80.00% | ||||
New Talos Energy LLC Series B Units | New Series A Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation expense recognized period | 11 months | ||||
Unrecognized compensation expense to be recognized upon recoganization of Series A payout | 2,100,000 | $ 2,100,000 | |||
New Talos Energy LLC Series B Units | General and Administrative Expense | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 100,000 | $ 1,300,000 |
Employee Benefits Plans and S_4
Employee Benefits Plans and Share-Based Compensation - Schedule of Restricted Stock and Performance Share Units Activity (Details) - $ / shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Restricted Stock Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unvested restricted stock units and award, granted | 139,411 | |
Unvested restricted stock units and award, end of the period | 139,411 | 139,411 |
Unvested weighted average grant date fair value, granted | $ 33.85 | |
Unvested weighted average grante date fair value, end of the period | $ 33.85 | $ 33.85 |
Performance Share Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unvested restricted stock units and award, granted | 232,891 | 232,891 |
Unvested restricted stock units and award, end of the period | 232,891 | 232,891 |
Unvested weighted average grant date fair value, granted | $ 44.47 | |
Unvested weighted average grante date fair value, end of the period | $ 44.47 | $ 44.47 |
Employee Benefits Plans and S_5
Employee Benefits Plans and Share-Based Compensation - Summary of Assumptions Used to Calculate the Grant Date Fair Value (Details) - Performance Share Units - Simulation | Sep. 28, 2018 | Aug. 29, 2018 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of simulations | 100,000 | 100,000 |
Expected term (in years) | 2 years 8 months 12 days | |
Expected volatility | 47.40% | 50.60% |
Risk-free interest rate | 2.90% | 2.70% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | Sep. 30, 2018USD ($) |
Income Tax Disclosure [Abstract] | |
Net deferred tax balance | $ 0 |
Income taxes receivable, current | $ 10,700,000 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings Per Share [Line Items] | ||||
Warrants, Outstanding | 3,500,000 | 3,500,000 | ||
Warrants, exercise price | $ 42.04 | $ 42.04 | ||
Warrants, Term | 4 years | |||
Warrants, maturity date | Feb. 28, 2021 | Feb. 28, 2021 | ||
Weighted-average basic shares outstanding | 54,156,000 | 31,244,000 | 43,329,000 | 31,244,000 |
Weighted-average diluted shares outstanding | 54,164,000 | 31,244,000 | 43,329,000 | 31,244,000 |
Restricted Stock Units | ||||
Earnings Per Share [Line Items] | ||||
Number of units outstanding | 130,226 | 130,226 | ||
Number of units outstanding | 139,411 | 139,411 | ||
Number of weighted-average antidilutive units excluded from the computation of diluted net income per common share | 10,190 | |||
Performance Share Units | ||||
Earnings Per Share [Line Items] | ||||
Number of units outstanding | 232,891 | 232,891 | ||
Restricted Stock Units and Performance Share Units | ||||
Earnings Per Share [Line Items] | ||||
Effect of dilutive weighted average securities | 8,241 | |||
Weighted-average basic shares outstanding | 54,155,768 | |||
Weighted-average diluted shares outstanding | 54,164,009 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | Aug. 31, 2018 | Aug. 31, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Nov. 21, 2017 |
Related Party Transaction [Line Items] | ||||||||
Net of cash acquired | $ (278,409,000) | $ 2,243,000 | ||||||
Proceeds from contributions from affiliates for acquisition and other asset purchases | 0 | 0 | ||||||
Distributions to parent or sponsors | 0 | 0 | ||||||
Work fees to debt holders | $ 9,300,000 | |||||||
11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | 11.00% | |||||
Bridge Loans | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | ||||||
Bridge Loans | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | ||||||
Senior Notes | 7.50% Senior Secured Notes due 2022 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt instrument, interest rate, stated percentage | 7.50% | 7.50% | 7.50% | |||||
Senior Notes | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | 11.00% | |||||
Apollo and Riverstone Funds | ||||||||
Related Party Transaction [Line Items] | ||||||||
Work fees to debt holders | $ 4,100,000 | |||||||
Apollo and Riverstone Funds | Transaction Fee Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Transaction fee equal to percentage of capital contributions | 2.00% | |||||||
Transaction fees related to capital contributions | $ 0 | 0 | ||||||
Apollo and Riverstone Funds | Shareholder Service | Service Fee Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Service fee | $ 100,000 | 500,000 | 400,000 | |||||
Apollo and Riverstone Funds | Shareholder Service | Service Fee Agreement | Maximum | ||||||||
Related Party Transaction [Line Items] | ||||||||
Service fee | 500,000 | |||||||
Franklin and McKay Noteholders | ||||||||
Related Party Transaction [Line Items] | ||||||||
Work fees to debt holders | 3,300,000 | |||||||
Whistler Energy II, LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Available cash acquired | $ 37,800,000 | |||||||
Whistler Energy II, LLC | Equity Registration Rights Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees incurred in conjunction with agreement | $ 100,000 | 100,000 | ||||||
Whistler Energy II, LLC | Vinson & Elkins L.L.P. | ||||||||
Related Party Transaction [Line Items] | ||||||||
Legal fees paid | $ 5,000,000 | $ 100,000 | $ 5,300,000 | $ 100,000 | ||||
Whistler Energy II, LLC | Apollo Funds | Whistler Energy II Holdco, LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Business acquisition, date of acquisition agreement | Aug. 31, 2018 | |||||||
Cash acquired | $ 52,300,000 | |||||||
Net of cash acquired | 14,500,000 | |||||||
Available cash acquired | 37,800,000 | |||||||
Primary fair values of receivables acquired | $ 2,100,000 | $ 2,100,000 | ||||||
Stone Energy Corporation | ||||||||
Related Party Transaction [Line Items] | ||||||||
Closing date of merger agreement | May 10, 2018 | |||||||
Work fees to debt holders | $ 9,300,000 | |||||||
Stone Energy Corporation | 11.00% Second-Priority Senior Secured Notes – due April 2022 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt instrument, interest rate, stated percentage | 11.00% | 11.00% | ||||||
Stone Energy Corporation | Apollo and Riverstone Funds | Shareholder Service | Transaction Fee Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Closing date of merger agreement | May 10, 2018 | |||||||
Stone Energy Corporation | Apollo and Riverstone Funds | Shareholder Service | Service Fee Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Closing date of merger agreement | May 10, 2018 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | Nov. 07, 2018Well | Oct. 08, 2018USD ($)Well | Oct. 04, 2018USD ($) | Jul. 30, 2018 | Jun. 18, 2018 | Feb. 08, 2018USD ($) | Sep. 30, 2018USD ($) |
Loss Contingencies [Line Items] | |||||||
Capital lease obligations | $ 96,800,000 | ||||||
Stone Energy Corporation | |||||||
Loss Contingencies [Line Items] | |||||||
Performance obligations | 46,800,000 | ||||||
Agreement payments | 33,400,000 | ||||||
Agreement payments for remainder of 2018 | 3,700,000 | ||||||
Agreement payments for 2019 | 9,900,000 | ||||||
Agreement payments for 2020 | 11,900,000 | ||||||
Agreement payments for 2021 | 7,900,000 | ||||||
Ensco 75 Jackup Drilling Rig | |||||||
Loss Contingencies [Line Items] | |||||||
Extended number of days contracted | 278 days | ||||||
Minimum number of days contracted | 91 days | ||||||
Agreement payments | $ 6,800,000 | $ 21,400,000 | |||||
Minimum number of days contracted for next twelve months | 187 days | ||||||
Agreement payments due in 2019 | $ 14,600,000 | ||||||
Ensco 8503 Semi-submersible Drilling Rig | |||||||
Loss Contingencies [Line Items] | |||||||
Minimum number of days contracted | 100 days | ||||||
Agreement payments | 6,000,000 | ||||||
Agreement payments due in 2019 | 6,500,000 | ||||||
Ensco 87 Jackup Driling Rig Plugging | Subsequent Event | |||||||
Loss Contingencies [Line Items] | |||||||
Agreement payments | $ 2,600,000 | ||||||
Number of plugging and abandonment wells | Well | 2 | ||||||
Number of days contracted | 40 days | ||||||
Noble Don Taylor Drill Ship | Subsequent Event | |||||||
Loss Contingencies [Line Items] | |||||||
Minimum number of days contracted | 70 days | ||||||
Agreement payments | $ 9,100,000 | ||||||
Agreement payments for remainder of 2018 | 7,900,000 | ||||||
Agreement payments for 2019 | 1,200,000 | ||||||
Contract commitment day rate | $ 130,000 | ||||||
Phoenix Field | Ensco 8503 Semi-submersible Drilling Rig | Subsequent Event | |||||||
Loss Contingencies [Line Items] | |||||||
Number of deepwater wells to be drilled | Well | 2 | ||||||
Production Sharing Contracts | Mexico | |||||||
Loss Contingencies [Line Items] | |||||||
Performance obligations | 647,000,000 | ||||||
Other Current Liabilities | |||||||
Loss Contingencies [Line Items] | |||||||
Capital lease obligations | 13,400,000 | ||||||
Other Long-term Liabilities | |||||||
Loss Contingencies [Line Items] | |||||||
Capital lease obligations | $ 83,400,000 |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Information - Additional Information (Details) | 9 Months Ended | |
Sep. 30, 2018 | May 10, 2018 | |
Percentage of equity interest | 100.00% | |
11% Second-Priority Senior Secured Notes | ||
Debt instrument interest rate | 11.00% |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Information - Summary of Condensed Consolidating Financial Position (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 89,920 | $ 32,191 |
Restricted cash | 1,245 | 1,242 |
Accounts receivable, net | ||
Trade, net | 119,019 | 62,871 |
Joint interest, net | 16,809 | 13,613 |
Other | 9,686 | 12,486 |
Assets from price risk management activities | 314 | 1,563 |
Prepaid assets | 50,508 | 17,931 |
Inventory | 840 | |
Income tax receivable | 10,701 | |
Other current assets | 8,342 | 2,148 |
Total current assets | 306,544 | 144,885 |
Property and equipment: | ||
Proved properties | 3,532,353 | 2,440,811 |
Unproved properties, not subject to amortization | 108,735 | 72,002 |
Other property and equipment | 32,683 | 8,857 |
Total property and equipment | 3,673,771 | 2,521,670 |
Accumulated depreciation, depletion and amortization | (1,635,464) | (1,430,890) |
Total property and equipment, net | 2,038,307 | 1,090,780 |
Other long-term assets: | ||
Assets from price risk management activities | 199 | 345 |
Other well equipment inventory | 10,038 | 2,577 |
Other assets | 2,059 | 706 |
Total assets | 2,357,147 | 1,239,293 |
Current liabilities: | ||
Accounts payable | 37,814 | 72,681 |
Accrued liabilities | 138,456 | 87,973 |
Accrued royalties | 42,817 | 24,208 |
Current portion of long-term debt | 439 | 24,977 |
Current portion of asset retirement obligations | 78,170 | 39,741 |
Liabilities from price risk management activities | 173,477 | 49,957 |
Accrued interest payable | 18,188 | 8,742 |
Other current liabilities | 21,347 | 15,188 |
Total current liabilities | 510,708 | 323,467 |
Long-term debt, net of discount and deferred financing costs | 654,320 | 672,581 |
Asset retirement obligations | 348,062 | 174,992 |
Liabilities from price risk management activities | 25,374 | 18,781 |
Other long-term liabilities | 118,919 | 103,559 |
Total liabilities | 1,657,383 | 1,293,380 |
Commitments and Contingencies | ||
Stockholders' equity (deficit) \ Member’s equity (deficit) | 699,764 | (54,087) |
Total liabilities and stockholders' equity | 2,357,147 | 1,239,293 |
Talos | ||
Other long-term assets: | ||
Investments in subsidiaries | 699,764 | (54,087) |
Total assets | 699,764 | (54,087) |
Current liabilities: | ||
Commitments and Contingencies | ||
Stockholders' equity (deficit) \ Member’s equity (deficit) | 699,764 | (54,087) |
Total liabilities and stockholders' equity | 699,764 | (54,087) |
Talos Issuers | ||
Current assets: | ||
Cash and cash equivalents | 22,635 | 22,315 |
Accounts receivable, net | ||
Other | 938 | |
Assets from price risk management activities | 313 | 1,406 |
Total current assets | 22,948 | 24,659 |
Property and equipment: | ||
Other property and equipment | 20,232 | 7,266 |
Total property and equipment | 20,232 | 7,266 |
Accumulated depreciation, depletion and amortization | (7,536) | (6,355) |
Total property and equipment, net | 12,696 | 911 |
Other long-term assets: | ||
Assets from price risk management activities | 199 | 345 |
Investments in subsidiaries | 1,513,165 | 697,663 |
Other assets | 364 | 364 |
Total assets | 1,549,372 | 723,942 |
Current liabilities: | ||
Accounts payable | 12,387 | 1,124 |
Accrued liabilities | 2,559 | 6,516 |
Current portion of long-term debt | 24,977 | |
Liabilities from price risk management activities | 156,824 | 46,580 |
Accrued interest payable | 18,036 | 8,742 |
Total current liabilities | 189,806 | 87,939 |
Long-term debt, net of discount and deferred financing costs | 638,024 | 672,581 |
Liabilities from price risk management activities | 21,778 | 17,509 |
Total liabilities | 849,608 | 778,029 |
Commitments and Contingencies | ||
Stockholders' equity (deficit) \ Member’s equity (deficit) | 699,764 | (54,087) |
Total liabilities and stockholders' equity | 1,549,372 | 723,942 |
Guarantors | ||
Current assets: | ||
Cash and cash equivalents | 61,898 | 7,806 |
Restricted cash | 1,245 | 1,242 |
Accounts receivable, net | ||
Trade, net | 119,019 | 62,871 |
Joint interest, net | 14,219 | 11,659 |
Other | 3,341 | 5,863 |
Assets from price risk management activities | 1 | 157 |
Prepaid assets | 50,408 | 17,919 |
Inventory | 840 | |
Income tax receivable | 10,701 | |
Other current assets | 8,342 | 2,148 |
Total current assets | 269,174 | 110,505 |
Property and equipment: | ||
Proved properties | 3,532,353 | 2,440,811 |
Unproved properties, not subject to amortization | 74,669 | 41,259 |
Other property and equipment | 12,440 | 1,580 |
Total property and equipment | 3,619,462 | 2,483,650 |
Accumulated depreciation, depletion and amortization | (1,627,918) | (1,424,527) |
Total property and equipment, net | 1,991,544 | 1,059,123 |
Other long-term assets: | ||
Other well equipment inventory | 10,038 | 2,577 |
Other assets | 1,654 | 326 |
Total assets | 2,272,410 | 1,172,531 |
Current liabilities: | ||
Accounts payable | 24,761 | 70,458 |
Accrued liabilities | 133,963 | 80,464 |
Accrued royalties | 42,817 | 24,208 |
Current portion of long-term debt | 439 | |
Current portion of asset retirement obligations | 78,170 | 39,741 |
Liabilities from price risk management activities | 16,653 | 3,377 |
Accrued interest payable | 152 | |
Other current liabilities | 21,347 | 15,188 |
Total current liabilities | 318,302 | 233,436 |
Long-term debt, net of discount and deferred financing costs | 16,296 | |
Asset retirement obligations | 348,062 | 174,992 |
Liabilities from price risk management activities | 3,596 | 1,272 |
Other long-term liabilities | 118,919 | 103,559 |
Total liabilities | 805,175 | 513,259 |
Commitments and Contingencies | ||
Stockholders' equity (deficit) \ Member’s equity (deficit) | 1,467,235 | 659,272 |
Total liabilities and stockholders' equity | 2,272,410 | 1,172,531 |
Non-Guarantors | ||
Current assets: | ||
Cash and cash equivalents | 5,387 | 2,070 |
Accounts receivable, net | ||
Joint interest, net | 2,590 | 1,954 |
Other | 6,345 | 5,685 |
Prepaid assets | 100 | 12 |
Total current assets | 14,422 | 9,721 |
Property and equipment: | ||
Unproved properties, not subject to amortization | 34,066 | 30,743 |
Other property and equipment | 11 | 11 |
Total property and equipment | 34,077 | 30,754 |
Accumulated depreciation, depletion and amortization | (10) | (8) |
Total property and equipment, net | 34,067 | 30,746 |
Other long-term assets: | ||
Other assets | 41 | 16 |
Total assets | 48,530 | 40,483 |
Current liabilities: | ||
Accounts payable | 666 | 1,099 |
Accrued liabilities | 1,934 | 993 |
Total current liabilities | 2,600 | 2,092 |
Total liabilities | 2,600 | 2,092 |
Commitments and Contingencies | ||
Stockholders' equity (deficit) \ Member’s equity (deficit) | 45,930 | 38,391 |
Total liabilities and stockholders' equity | 48,530 | 40,483 |
Elimination | ||
Other long-term assets: | ||
Investments in subsidiaries | (2,212,929) | (643,576) |
Total assets | (2,212,929) | (643,576) |
Current liabilities: | ||
Commitments and Contingencies | ||
Stockholders' equity (deficit) \ Member’s equity (deficit) | (2,212,929) | (643,576) |
Total liabilities and stockholders' equity | $ (2,212,929) | $ (643,576) |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Information - Summary of Condensed Consolidating Results Of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | ||
Revenues: | |||||
Total revenue | $ 282,868 | $ 99,962 | $ 632,624 | $ 297,212 | |
Operating expenses: | |||||
Direct lease operating expense | 42,090 | 25,516 | 101,065 | 82,251 | |
Insurance | 4,125 | 2,657 | 11,059 | 8,066 | |
Production taxes | 578 | 393 | 1,533 | 1,038 | |
Total lease operating expense | 46,793 | 28,566 | 113,657 | 91,355 | |
Workover and maintenance expense | 25,084 | 6,359 | 49,703 | 23,406 | |
Depreciation, depletion and amortization | 87,808 | 37,746 | 204,574 | 113,834 | |
Accretion expense | 10,162 | 4,299 | 24,414 | 14,808 | |
General and administrative expense | 21,660 | 9,663 | 61,120 | 26,879 | |
Total operating expenses | 191,507 | 86,633 | 453,468 | 270,282 | |
Operating income | 91,361 | 13,329 | 179,156 | 26,930 | |
Interest expense | (24,837) | (21,464) | (66,257) | (61,041) | |
Price risk management activities income (expense) | [1] | (53,330) | (28,086) | (196,482) | 56,802 |
Other income (expense) | (85) | 44 | (1,163) | 201 | |
Net income (loss) | 13,109 | (36,177) | (84,746) | 22,892 | |
Talos | |||||
Operating expenses: | |||||
Equity earnings (loss) from subsidiaries | 13,109 | (36,177) | (84,746) | 22,892 | |
Net income (loss) | 13,109 | (36,177) | (84,746) | 22,892 | |
Talos Issuers | |||||
Operating expenses: | |||||
Depreciation, depletion and amortization | 455 | 345 | 1,180 | 1,067 | |
General and administrative expense | 12,942 | 6,284 | 31,340 | 16,450 | |
Total operating expenses | 13,397 | 6,629 | 32,520 | 17,517 | |
Operating income | (13,397) | (6,629) | (32,520) | (17,517) | |
Interest expense | (15,580) | (12,631) | (42,207) | (36,132) | |
Price risk management activities income (expense) | (47,656) | (26,165) | (186,873) | 55,376 | |
Other income (expense) | (356) | 150 | (1,564) | 450 | |
Equity earnings (loss) from subsidiaries | 90,098 | 9,098 | 178,418 | 20,715 | |
Net income (loss) | 13,109 | (36,177) | (84,746) | 22,892 | |
Guarantors | |||||
Revenues: | |||||
Total revenue | 282,868 | 99,962 | 632,624 | 297,212 | |
Operating expenses: | |||||
Direct lease operating expense | 42,090 | 25,516 | 101,065 | 82,251 | |
Insurance | 4,125 | 2,657 | 11,059 | 8,066 | |
Production taxes | 578 | 393 | 1,533 | 1,038 | |
Total lease operating expense | 46,793 | 28,566 | 113,657 | 91,355 | |
Workover and maintenance expense | 25,084 | 6,359 | 49,703 | 23,406 | |
Depreciation, depletion and amortization | 87,352 | 37,400 | 203,391 | 112,764 | |
Accretion expense | 10,162 | 4,299 | 24,414 | 14,808 | |
General and administrative expense | 8,274 | 3,477 | 28,841 | 10,098 | |
Total operating expenses | 177,665 | 80,101 | 420,006 | 252,431 | |
Operating income | 105,203 | 19,861 | 212,618 | 44,781 | |
Interest expense | (8,797) | (8,217) | (22,754) | (22,940) | |
Price risk management activities income (expense) | (5,674) | (1,921) | (9,609) | 1,426 | |
Other income (expense) | 310 | (95) | 395 | (257) | |
Net income (loss) | 91,042 | 9,628 | 180,650 | 23,010 | |
Non-Guarantors | |||||
Operating expenses: | |||||
Depreciation, depletion and amortization | 1 | 1 | 3 | 3 | |
General and administrative expense | 444 | (98) | 939 | 331 | |
Total operating expenses | 445 | (97) | 942 | 334 | |
Operating income | (445) | 97 | (942) | (334) | |
Interest expense | (460) | (616) | (1,296) | (1,969) | |
Other income (expense) | (39) | (11) | 6 | 8 | |
Net income (loss) | (944) | (530) | (2,232) | (2,295) | |
Elimination | |||||
Operating expenses: | |||||
Equity earnings (loss) from subsidiaries | (103,207) | 27,079 | (93,672) | (43,607) | |
Net income (loss) | (103,207) | 27,079 | (93,672) | (43,607) | |
Oil Revenue | |||||
Revenues: | |||||
Revenue | 248,100 | 84,032 | 555,954 | 246,519 | |
Oil Revenue | Guarantors | |||||
Revenues: | |||||
Revenue | 248,100 | 84,032 | 555,954 | 246,519 | |
Natural Gas Revenue | |||||
Revenues: | |||||
Revenue | 20,193 | 11,177 | 49,364 | 37,239 | |
Natural Gas Revenue | Guarantors | |||||
Revenues: | |||||
Revenue | 20,193 | 11,177 | 49,364 | 37,239 | |
NGL Revenue | |||||
Revenues: | |||||
Revenue | 14,575 | 4,290 | 27,306 | 11,359 | |
NGL Revenue | Guarantors | |||||
Revenues: | |||||
Revenue | $ 14,575 | 4,290 | $ 27,306 | 11,359 | |
Other | |||||
Revenues: | |||||
Revenue | 463 | 2,095 | |||
Other | Guarantors | |||||
Revenues: | |||||
Revenue | $ 463 | $ 2,095 | |||
[1] | The Company paid $40.7 million and received $8.6 million in net cash settlements for the three months ended September 30, 2018 and 2017, respectively, and paid $94.8 million and received $22.3 million in net cash settlements for the nine months ended September 30, 2018 and 2017, respectively. |
Condensed Consolidating Finan_6
Condensed Consolidating Financial Information - Summary of Condensed Consolidating Cash Flows (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | $ 143,687,000 | $ 124,432,000 |
Cash flows from investing activities: | ||
Exploration, development, and other capital expenditures | (174,349,000) | (91,957,000) |
Cash received (paid) for acquisitions | 278,409,000 | (2,243,000) |
Net cash provided by (used in) investing activities | 104,060,000 | (94,200,000) |
Cash flows from financing activities: | ||
Repayments of Senior Debt | (1,000,000) | |
Redemption of Senior Notes and other long-term debt | (25,151,000) | (1,000,000) |
Proceeds from Bank Credit Facility | 319,000,000 | |
Repayment of Bank Credit Facility | (54,000,000) | |
Deferred financing costs | (16,990,000) | |
Payments of capital lease | (9,874,000) | (9,053,000) |
Distributions to subsidiary issuer | 0 | 0 |
Net cash used in financing activities | (190,015,000) | (15,053,000) |
Net increase in cash, cash equivalents and restricted cash | 57,732,000 | 15,179,000 |
Cash, cash equivalents and restricted cash: | ||
Balance, beginning of period | 33,433,000 | 33,433,000 |
Balance, end of period | 91,165,000 | 48,612,000 |
Old Bank Credit Facility | ||
Cash flows from financing activities: | ||
Proceeds from Bank Credit Facility | 10,000,000 | |
Repayment of Bank Credit Facility | (403,000,000) | (15,000,000) |
Talos Issuers | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | (126,105,000) | (17,105,000) |
Cash flows from investing activities: | ||
Exploration, development, and other capital expenditures | (12,966,000) | (252,000) |
Investments in subsidiaries | (778,148,000) | (414,777,000) |
Distributions from subsidiaries | 1,097,505,000 | 437,331,000 |
Net cash provided by (used in) investing activities | 306,391,000 | 22,302,000 |
Cash flows from financing activities: | ||
Repayments of Senior Debt | (1,000,000) | |
Redemption of Senior Notes and other long-term debt | (24,977,000) | |
Proceeds from Bank Credit Facility | 319,000,000 | |
Repayment of Bank Credit Facility | (54,000,000) | |
Deferred financing costs | (16,990,000) | |
Net cash used in financing activities | (179,967,000) | (6,000,000) |
Net increase in cash, cash equivalents and restricted cash | 319,000 | (803,000) |
Cash, cash equivalents and restricted cash: | ||
Balance, beginning of period | 22,315,000 | 24,349,000 |
Balance, end of period | 22,634,000 | 23,546,000 |
Talos Issuers | Old Bank Credit Facility | ||
Cash flows from financing activities: | ||
Proceeds from Bank Credit Facility | 10,000,000 | |
Repayment of Bank Credit Facility | (403,000,000) | (15,000,000) |
Guarantors | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 269,841,000 | 138,627,000 |
Cash flows from investing activities: | ||
Exploration, development, and other capital expenditures | (159,368,000) | (82,238,000) |
Cash received (paid) for acquisitions | 278,409,000 | (2,243,000) |
Distributions from subsidiaries | (9,000) | 2,315,000 |
Net cash provided by (used in) investing activities | 119,032,000 | (82,166,000) |
Cash flows from financing activities: | ||
Redemption of Senior Notes and other long-term debt | (174,000) | |
Payments of capital lease | (9,874,000) | (9,053,000) |
Capital contributions | 770,436,000 | 399,777,000 |
Distributions to subsidiary issuer | (1,095,165,000) | (437,331,000) |
Net cash used in financing activities | (334,777,000) | (46,607,000) |
Net increase in cash, cash equivalents and restricted cash | 54,096,000 | 9,854,000 |
Cash, cash equivalents and restricted cash: | ||
Balance, beginning of period | 9,048,000 | 6,752,000 |
Balance, end of period | 63,144,000 | 16,606,000 |
Non-Guarantors | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | (49,000) | 2,910,000 |
Cash flows from investing activities: | ||
Exploration, development, and other capital expenditures | (2,015,000) | (9,467,000) |
Net cash provided by (used in) investing activities | (2,015,000) | (9,467,000) |
Cash flows from financing activities: | ||
Capital contributions | 7,712,000 | 15,000,000 |
Distributions to subsidiary issuer | (2,331,000) | (2,315,000) |
Net cash used in financing activities | 5,381,000 | 12,685,000 |
Net increase in cash, cash equivalents and restricted cash | 3,317,000 | 6,128,000 |
Cash, cash equivalents and restricted cash: | ||
Balance, beginning of period | 2,070,000 | 2,332,000 |
Balance, end of period | 5,387,000 | 8,460,000 |
Elimination | ||
Cash flows from investing activities: | ||
Investments in subsidiaries | 778,148,000 | 414,777,000 |
Distributions from subsidiaries | (1,097,496,000) | (439,646,000) |
Net cash provided by (used in) investing activities | (319,348,000) | (24,869,000) |
Cash flows from financing activities: | ||
Capital contributions | (778,148,000) | (414,777,000) |
Distributions to subsidiary issuer | 1,097,496,000 | 439,646,000 |
Net cash used in financing activities | $ 319,348,000 | $ 24,869,000 |