Talos Energy, Inc. · NYSE:TALO

Talos Energy — Merger or Acquisition (September 2022)

14 slides from Talos Energy's merger presentation, Sep 22, 2022

1. Slide 1: Acquisition of EnVen Energy

   September 2022 Acquisition of EnVen Energy

2. Slide 2: Important Information for Investors and Shareholders

   Important Information for Investors and Shareholders Important Information for Investors and Shareholders This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. In connection with the proposed Merger, T

3. Slide 3: Cautionary Statement

   Cautionary Statement Cautionary Statement Regarding Forward-Looking Statements This presentation contains “forward-looking statements” for purposes of the federal securities laws. All statements, other than statements of historical fact included in this presentation, regarding the proposed transacti

4. Slide 4: Acquisition Of EnVen Energy Accelerates Value Creation With Attractive In-Basin Expansion

   Transaction Overview Acquisition Of EnVen Energy Accelerates Value Creation With Attractive In-Basin Expansion Consideration and Highlights EnVen Statistics (2022E) ~$460 24  $1.1 billion enterprise valuation ― 43.8 million new TALO shares, $212.5 million of cash and assumption of net debt at closi

5. Slide 5: Acquisition Further Solidifies Talos As A Leading Independent In The Gulf of Mexico

   Strategic Rationale Acquisition Further Solidifies Talos As A Leading Independent In The Gulf of Mexico  40% increase in production; increased diversity of key producing fields Scale and Diversity  ~$30mm annual synergies  Improves optionality for Upstream reinvestment, CCS growth, de-leveraging

6. Slide 6: Compelling Overlap in Core Deepwater Areas

   Compelling Overlap in Core Deepwater Areas Petronius Contiguous operated asset portfolio Pompano provides hand-in-glove fit in deepwater Amberjack Gulf of Mexico core areas Ram Powell Cognac Transaction Impact Lobster 40% 35% Prince Talos Acreage/Facility GC18 EnVen Acreage/Facility Phoenix HP-1 CCS

7. Slide 7: Key EnVen Deepwater Facilities

   Key EnVen Deepwater Facilities Brutus / Glider Neptune (Operator, 100% WI) (Operator, 65% WI)  Gross oil capacity: 120,000 bbl/d  Gross oil capacity: 50,000 bbl/d  Water depth: 2,900’ / 3,243’  Water depth: 4,250’ Lobster Prince (Operator, 67% WI) (Operator, 100% WI)  Gross oil capacity: 80,000

8. Slide 8: Optimization Through Scale

   Optimization Through Scale ~$30MM + Expect additional synergies from operational cost optimization and capital primarily investment high-grading G&A Synergies Expect to fully realize in 2023 Q2 2022 Unhedged EBITDA Margins vs. Peers ($/boe) $100 $80 $73.46 $69.04 $60 $40 $20 $0 PRO FORMA STANDALONE

9. Slide 9: Enhanced Free Cash Flow

   Enhanced Free Cash Flow Combined Profile Improves Capital Allocation Flexibility Cash Flow Priorities Remain Unchanged  Achieve standing leverage reduction target at year end  High-grade pro forma inventory for value-accelerating drilling opportunities  Accelerate ambition for return of capital t

10. Slide 10: De-Leveraging Transaction Bolsters Conservative Balance Sheet

    De-Leveraging Transaction Bolsters Conservative Balance Sheet Commentary Pro Forma Leverage Profile 2.0x 1.7x  Accelerates de-leveraging, maintains conservative strategy 1.5x 1.0x <0.8x ― PF leverage of <0.8x by YE 2022E; No near-term maturities 0.5x ― Hedging approach remains unchanged, but adds o

11. Slide 11: Advancing ESG Commitments

    Advancing ESG Commitments Growing in GOM Deepwater – A Global Leader for Cleaner, Environmentally Responsible Energy Supply Favorable to Scope 1 GHG Intensity Sustainability Initiatives (Gross Operated Production, MT CO2 Equivalent/MBoe) ESG Reporting Assets moving to public ESG Reporting standard 3

12. Slide 12: Enhanced Corporate Governance

    Enhanced Corporate Governance Catalyst to Optimize Long-Term Board Independence and Structure Pro Forma Board and Management Pro Forma Share Ownership  Fully Independent Board of Directors Top 2 EnVen Holders Riverstone ― Riverstone director proactively resigning in conjunction with closing 20% Pub

13. Slide 13: A Highly Compelling Strategic Transaction

    A Highly Compelling Strategic Transaction Solid Transaction Satisfies All Company Criteria for Strategic M&A Strategic Fit Financial Merits Builds Scale Through Attractive In-Basin 2.4x 2022E hedged Adj. EBITDA Expansion 1.7x 2022E unhedged Adj. EBITDA Enhances Deepwater Focus FCFPS Accretive to Tal

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