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Acquisitions and Divestitures | 6 Months Ended
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Jun. 30, 2026
Business Combination [Abstract] |
Acquisitions and Divestitures | Note 2 — Acquisitions and Divestitures Asset Acquisitions Acquisitions accounted for as asset acquisitions require, among other items, the cost of the acquisition to be allocated to the assets acquired and liabilities assumed based on relative fair value basis. Acquisition of Incremental Working Interest in Monument Oil Discovery — On March 7, 2025, the Company completed the acquisition of an additional 8.3% non-operated working interest in the Monument oil discovery in the Deepwater U.S. Gulf of America located on certain Walker Ridge lease blocks for $14.8 million, substantially all of which was allocated to its proved properties. As of June 30, 2026, an additional $3.2 million contingent payment will be recognized upon the achievement of certain milestones defined in the agreement. This incremental acquisition brought the Company’s total non-operated working interest in the Monument oil discovery to 29.7%. Subsequent Events — On July 22, 2026, the Company entered into a definitive agreement to farm into the Block 29 development offshore Mexico. The Company will acquire a 50% working interest for a contingent $30.0 million payment at final investment decision, a cash carry of up to $20.0 million on the next exploration well, and reimbursement of certain pre-closing costs (the “Offshore Mexico Farm-In Transaction”). Additionally, on July 29, 2026, the Company entered into agreements to acquire an 80% operated working interest in an early-phase offshore Honduras project and related seismic evaluation (the “Honduras Transaction”). The Company closed on a 45% working interest and assumed operatorship. The acquisition of the remaining 35% working interest is subject to Honduran regulatory approval. Consideration for the Honduras Transactions includes a reimbursement of sunk costs, a seismic carry, and a contingent discovery bonus. Pending Acquisition On June 30, 2026, the Company and a third party entered into a purchase and sale agreement (“Shell Purchase Agreement”) with Shell Offshore Inc. (“Shell”) to acquire certain oil and gas properties and related assets in the Mississippi Canyon area of the Gulf of America, including interests in the Na Kika and Coulomb Deepwater producing assets (the “PSA Assets”). The Shell Purchase Agreement has an economic effective date of July 1, 2025, and is subject to customary purchase price adjustments and closing conditions. Pursuant to the Shell Purchase Agreement, the Company expects to acquire an undivided 50% interest in the PSA Assets comprising a 50% working interest and operatorship in the Coulomb Field as well as a 25% working interest in the BP-operated Na Kika platform and related Kepler, Ariel, Fourier and Herschel Fields (collectively, the “Coulomb and Na Kika Acquisition”). Shell’s working interests in the Kepler, Ariel, Fourier and Herschel Fields were subject to a preferential purchase right held by BP, which BP waived. The Company’s share of the unadjusted cash purchase price is $850.0 million. Concurrently with entry into the Shell Purchase Agreement, the Company deposited $42.5 million into escrow, which will be credited against the purchase price payable at closing. The escrow deposit is reflected as “Prepaid assets” on the Condensed Consolidated Balance Sheets. Assuming the Coulomb and Na Kika Acquisition closes on September 1, 2026, the Company estimates that its cash consideration payable at closing will range between $407.5 million and $457.5 million after customary purchase price adjustments and application of the deposit paid at signing. The Company expects to fund the closing cash consideration with a portion of the net proceeds from its offering of the 8.000% Notes, as defined in Note 7 — Debt, together with cash on hand. The Shell Purchase Agreement also provides for (i) a price-based upside sharing arrangement and a commitment of 100% of oil volumes through December 31, 2027 via a crude oil purchase agreement with a Shell affiliate, (ii) a 1.25% overriding royalty interest granted to Shell for production from certain new leases utilizing the Na Kika platform that may be entered into in the future, (iii) contingent payments to Shell of up to $10.0 million if certain future events occur related to third-party production handling agreements at the Na Kika platform and (iv) Talos to provide financial assurance for future abandonment obligations. Divestitures During the six months ended June 30, 2026, the Company sold a portion of its equity method investment in Talos Energy Mexico 7, S. de R.L. de C.V. (“TEM 7”). See Note 6 – Equity Method Investments for additional information. Subsequent Event — On July 15, 2026, the Company divested a wholly-owned subsidiary holding non-core, gas-weighted and predominantly non-operated Shelf and Gulf Coast properties pursuant to a purchase and sale agreement. The total consideration received for the transaction was approximately $22.6 million, inclusive of liabilities divested and $31.5 million cash paid to the buyer.

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/205-20/tableOfContent Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent + Details
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