Item 8.01. Other Events.
On
The Offering was completed on
The Underwriting Agreement contains customary representations and warranties, agreements and obligations, closing conditions and termination provisions. The Company and the Selling Stockholders have agreed to indemnify the Underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the "Securities Act").
The Offering was made pursuant to a prospectus supplement, dated
The foregoing summary of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, which is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated herein by reference.
This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of any securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description of Exhibit 1.1 Underwriting Agreement, datedNovember 8, 2021 , amongTalos Energy Inc. , the selling stockholders listed in Schedule A thereto andJ.P. Morgan Securities LLC . 5.1 Opinion ofKirkland & Ellis LLP . 23.1 Consent ofKirkland & Ellis LLP (included in exhibit 5.1). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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