EnVen Energy $1.1 billion acquisition by Talos Energy

Davis Polk is advising EnVen Energy Corporation on its $1.1 billion acquisition by Talos Energy Inc. Consideration payable to the EnVen shareholders for the transaction consists of 43.8 million Talos shares and $212.5 million in cash. Following the transaction, Talos shareholders will own approximately 66% of the pro forma company and EnVen’s equity holders will own the remaining 34%. The transaction has been unanimously approved by each company’s board of directors. The transaction, which is expected to close around year end 2022, is subject to customary closing conditions, including the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and the approval of Talos and EnVen shareholders.

EnVen is an independent energy company engaged in development, exploitation, exploration and acquisition of strategic infrastructure in the deepwater region of the U.S. Gulf of Mexico.

Talos Energy is a technically driven independent exploration and production company focused on safely and efficiently maximizing long-term value through its operations, currently in the United States and offshore Mexico, both through upstream oil and gas exploration and production and the development of carbon capture and sequestration opportunities.

The Davis Polk corporate team includes partners William J. Chudd and Darren M. Schweiger, counsel Jason Bassetti, and associates Mark Keohane and Elsie Cheang. The capital markets team includes partner Byron B. Rooney and counsel Joseph S. Payne. The tax team includes partner Michael Mollerus. The executive compensation team includes partner Jeffrey P. Crandall and associate Justin Alexander Kasprisin. Members of the Davis Polk team are based in the New York and Northern California offices.