0000899243-18-012389.txt : 20180510 0000899243-18-012389.hdr.sgml : 20180510 20180510173735 ACCESSION NUMBER: 0000899243-18-012389 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180510 FILED AS OF DATE: 20180510 DATE AS OF CHANGE: 20180510 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wassenaar Olivia C CENTRAL INDEX KEY: 0001566371 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 333-222341 FILM NUMBER: 18824241 MAIL ADDRESS: STREET 1: 170 EAST 79TH STREET CITY: NEW YORK STATE: NY ZIP: 10075 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TALOS ENERGY INC. CENTRAL INDEX KEY: 0001724965 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 823532642 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 500 DALLAS STREET CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-328-3000 MAIL ADDRESS: STREET 1: 500 DALLAS STREET CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: SAILFISH ENERGY HOLDINGS Corp DATE OF NAME CHANGE: 20171211 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-05-10 1 0001724965 TALOS ENERGY INC. TALO 0001566371 Wassenaar Olivia C 500 DALLAS STREET, SUITE 2000 HOUSTON TX 77002 1 0 0 0 Exhibit List Exhibit 24 - Power of Attorney On May 10, 2018, pursuant to a Transaction Agreement, dated November 21, 2017, by and among Talos Energy Inc. (the "Issuer"), Stone Energy Corporation ("Stone"), Talos Energy LLC, Saiflish Merger Sub Corporation, a direct wholly owned subsidiary of the Issuer ("Merger Sub"), and Talos Production LLC, Merger Sub merged with and into Stone, with Stone surviving the merger as a direct wholly owned subsidiary of the Issuer (the "Merger"). This report reflects the beneficial ownership of the reporting person(s) at the time of the consummation of the Merger and does not include any securities received by the reporting person upon consummation of the Merger. The reporting person will file a Form 4 reflecting any acquisition or disposition of the Issuer's securities in connection with the Merger. /s/ William S. Moss III, attorney-in-fact 2018-05-10 EX-24 2 attachment1.htm EX-24 DOCUMENT
                                   POWER OF ATTORNEY
                  FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144

The undersigned hereby constitutes and appoints William S. Moss III and Deborah
S. Huston or any of them acting without the other, with full power of
substitution, as the undersigned's true and lawful attorney-in-fact to:

        1.  prepare, execute in the undersigned's name and on the undersigned's
            behalf, and submit to the U.S. Securities and Exchange Commission
            (the "SEC") a Form ID, including amendments thereto, and any other
            documents necessary or appropriate to obtain codes and passwords
            enabling the undersigned to make electronic filings with the SEC of
            reports required by Section 16(a) of the Securities Exchange Act of
            1934, as amended (the "Exchange Act") or any rule or regulation of
            the SEC;

        2.  execute for and on behalf of the undersigned any Form 3, Form 4,
            Form 5 and Form 144 (including any amendments, corrections,
            supplements or other changes thereto) in accordance with Section
            16(a) of the Exchange Act, and the rules thereunder, but only to the
            extent each form or schedule relates to the undersigned's beneficial
            ownership of securities of Talos Energy Inc. or any of its
            subsidiaries;

        3.  do and perform any and all acts for and on behalf of the undersigned
            that may be necessary or desirable to complete and execute any Form
            3, Form 4, Form 5 or Form 144 (including any amendments,
            corrections, supplements or other changes thereto) and timely file
            the forms or schedules with the SEC and any stock exchange or
            quotation system, self-regulatory association or any other
            authority, and provide a copy as required by law or advisable to
            such persons as the attorney-in-fact deems appropriate; and

        4.  take any other action in connection with the foregoing that, in the
            opinion of the attorney-in-fact, may be of benefit to, in the best
            interest of or legally required of the undersigned, it being
            understood that the documents executed by the attorney- in-fact on
            behalf of the undersigned pursuant to this Power of Attorney shall
            be in the form and shall contain the terms and conditions as the
            attorney-in-fact may approve in the attorney-in-fact's discretion.

The undersigned hereby grants to the attorney-in-fact full power and authority
to do and perform all and every act requisite, necessary or proper to be done in
the exercise of any of the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could do if personally present,
with full power of substitution or revocation, hereby ratifying and confirming
all that the attorney-in-fact shall lawfully do or cause to be done by virtue of
this Power of Attorney and the rights and powers granted herein.  The
undersigned acknowledges that the attorneys-in-fact, in serving in such capacity
at the request of the undersigned, are not assuming (nor is Talos Energy Inc.
assuming) any of the undersigned's responsibilities to comply with Section 16 of
the Exchange Act.

The undersigned agrees that the attorney-in-fact may rely entirely on
information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact.  The undersigned also agrees to indemnify
and hold harmless Talos Energy Inc. and the attorney-in- fact against any
losses, claims, damages or liabilities (or actions in these respects) that arise
out of or are based upon any untrue statements or omissions of necessary facts
in the information provided by or at the direction of the undersigned, or upon
the lack of timeliness in the delivery of information by or at the direction of
the undersigned, to the attorney-in fact for purposes of executing,
acknowledging, delivering or filing a Form 3, Form 4, Form 5 or Form 144
(including any amendments, corrections, supplements or other changes thereto)
with respect to the undersigned's holdings of and transactions in securities
issued by Talos Energy Inc., and agrees to reimburse Talos Energy Inc. and the
attorney-in-fact on demand for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability or action.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Form 3, Form 4, Form 5 and Form 144
(including any amendments, corrections, supplements or other changes thereto)
with respect to the undersigned's holdings of and transactions in securities
issued by Talos Energy Inc., unless earlier revoked by the undersigned in a
signed writing delivered to the attorney-in-fact.  This Power of Attorney does
not revoke any other power of attorney that the undersigned has previously
granted.


                               [Signature page follows.]


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.

/s/ Olivia C. Wassenaar
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Signature

Olivia C. Wassenaar
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Type or Print Name

May 2, 2018
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Date