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Talos Energy Announces Upsized Proposed Offering of $1,250 Million of Second-Priority Senior Secured Notes

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HOUSTON, Jan. 25, 2024 /PRNewswire/ — Talos Energy Inc. (“Talos”) (NYSE: TALO) today announced that Talos Production Inc. (the “Company”), a wholly owned subsidiary of Talos, has upsized its previously announced offering (the “Offering”) of $1,250 million in aggregate principal amount of new Second-Priority Senior Secured Notes, consisting of Second-Priority Senior Secured Notes due 2029 and Second-Priority Senior Secured Notes due 2031 (collectively, the “New Notes”). The Offering has been upsized from the previously announced $1,000 million in aggregate principal amount of New Notes. The Company intends to use the net proceeds from the Offering to (i) fund a portion of the cash consideration for the Company’s recently announced pending acquisition of QuarterNorth Energy, Inc. (“QuarterNorth,” and such acquisition, the “Acquisition”), (ii) fund the redemption (the “Redemptions”) of all of the outstanding 12.00% Second-Priority Senior Secured Notes due 2026 issued by the Company (the “12.00% Notes”) and all of the outstanding 11.750% Senior Secured Second Lien Notes due 2026 issued by Talos Energy Ventures GOM LLC (f/k/a Energy Ventures GoM LLC) and Talos Finance Corporation (f/k/a EnVen Finance Corporation), each a wholly owned subsidiary of the Company (the “11.750% Notes,” and collectively with the 12.00% Notes, the “Existing Notes”), and (iii) pay any premiums, fees and expenses related to the Redemptions and the issuance of the New Notes. The Company intends to use any remaining net proceeds for general corporate purposes, which may include the repayment of a portion of the outstanding borrowings under its senior reserves-based revolving credit facility (the “Credit Facility”). The Company intends to redeem all outstanding 11.750% Notes on or after April 15, 2024 at a redemption price of 102.938% of the principal amount of 11.750% Notes to be redeemed, plus accrued and unpaid interest to, but excluding, such redemption date. Pending such redemption, the Company intends to deposit sufficient funds with the trustee under the indenture governing the 11.750% Notes to satisfy and discharge the 11.750% Notes and such governing indenture.

An aggregate of $340 million principal amount of the New Notes will be subject to a “special mandatory redemption” in the event that the transactions contemplated by the definitive agreement to acquire QuarterNorth (the “QuarterNorth Merger Agreement”) are not consummated on or before May 31, 2024 (or up to September 30, 2024 solely in the event the parties require additional time to satisfy certain requirements under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, pursuant to the terms of the QuarterNorth Merger Agreement), or if the Company notifies the trustee of the New Notes that it will not pursue the consummation of the Acquisition.

It is expected that the New Notes will be guaranteed on a senior basis by Talos and certain of the Company’s existing and future subsidiaries and will initially be secured on a second-priority basis by substantially the same collateral as the Company’s existing first-priority obligations under its Credit Facility.

The New Notes are being offered in the United States only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to persons outside the United States only in compliance with Regulation S under the Securities Act. The New Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any sale of the New Notes or any other security of the Company, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. This press release does not constitute a notice of redemption under the optional redemption provisions of the indentures governing the Existing Notes.

ABOUT TALOS ENERGY

Talos Energy (NYSE: TALO) is a technically driven, innovative, independent energy company focused on safely and efficiently maximizing long-term value through its Upstream Exploration & Production and Low Carbon Solutions businesses. We currently operate in the United States and offshore Mexico. We leverage decades of technical and offshore operational expertise to acquire, explore, and produce assets in key geological trends while developing opportunities to reduce industrial emissions through carbon capture and storage projects along the U.S. Gulf Coast. For more information, visit www.talosenergy.com .

INVESTOR RELATIONS CONTACT

[email protected]

CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS

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This communication contains “forward-looking statements” within the meaning of U.S. Private Securities Litigation Reform Act of 1995. When used in this communication, the words “will,” “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “forecast,” “may,” “objective,” “plan” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. All statements, other than statements of historical fact included in this communication, are forward-looking statements, including, but not limited to, statements regarding the Company’s plans to issue the New Notes and the intended use of the net proceeds therefrom, and the pending Acquisition. These forward-looking statements are based on our current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events.

We caution you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond our control. These risks include, but are not limited to, our ability to consummate the Acquisition on the terms currently contemplated, the anticipated future performance of the combined company, risks and uncertainties related to economic, market or business conditions, satisfaction of customary closing conditions related to the Offering, and the other risks discussed in “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the U.S. Securities and Exchange Commission (the “SEC”), our Quarterly Reports on Forms 10-Q filed with the SEC and our other filings with the SEC, all of which can be accessed at the SEC’s website at www.sec.gov .

Should one or more of the risks or uncertainties described herein occur, or should underlying assumptions prove incorrect, our actual results and plans could differ materially from those expressed in any forward-looking statements. All forward-looking statements, expressed or implied, included in this communication are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this communication.

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Fintech

Fintech Pulse: Your Daily Industry Brief – Breaking Trends and Insights in Fintech

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In the fast-paced world of financial technology, shifts occur daily as companies strive for innovation, customer satisfaction, and enhanced market reach. Today’s briefing covers a spectrum of developments, from Visa Direct’s groundbreaking integration in Korea to challenges plaguing the app economy. We’ll also touch on recent acquisitions, strategic partnerships, and expansions in fintech ecosystems. Here’s what you need to know about today’s most pressing fintech trends.


Visa Direct’s Milestone in South Korea: SentBe’s Card Transfer Service Launch

South Korea’s fintech ecosystem has taken a notable leap forward with SentBe’s implementation of Visa Direct’s Card Transfer Service. This collaboration marks a milestone, positioning SentBe as the first Korean fintech company to offer card-to-card international money transfers, a feature in high demand given the rise in cross-border financial activities. Visa Direct’s real-time card-to-card transfers are a potential game-changer for consumers and businesses alike, facilitating faster and more secure global transactions.

The collaboration exemplifies Visa’s larger strategy of partnering with regional fintech players to broaden its influence across Asia’s dynamic fintech markets. By tapping into SentBe’s growing customer base and extensive user insights, Visa is embedding itself deeper into local markets, simultaneously offering Korean users a more streamlined and efficient money transfer experience.

The service’s design allows individuals and small businesses alike to benefit from quicker transaction processing times, marking a significant evolution from traditional remittance processes that rely on intermediary banks. The move is especially critical in a digital age where customer expectations lean heavily towards instant, seamless financial interactions.

Source: Electronic Payments International


Fintech App ‘Trap’ Enrages Consumers Struggling to Cancel Subscriptions

In the modern subscription-based economy, some fintech companies are facing backlash over what customers perceive as the ‘trap’ of endlessly renewable subscriptions that are nearly impossible to cancel. A recent expose revealed mounting frustrations among consumers who signed up for digital services but later found themselves locked into subscriptions they could not easily terminate. The piece highlights the darker side of user retention strategies deployed by some companies to mitigate churn by making cancellation processes intentionally convoluted.

The app-based economy relies on recurring revenue, which remains a vital lifeline for startups and established firms alike. However, industry insiders argue that lack of transparency and difficult cancellation processes have an adverse impact on customer trust, leading to a growing dissatisfaction that may ultimately backfire on these companies. As consumers grow more savvy, fintechs relying on these practices could risk higher attrition rates, regulatory scrutiny, and brand erosion.

This emerging issue has raised questions about ethical standards and customer-centric models in fintech. As competition intensifies, companies must balance growth with transparent practices that foster customer loyalty, rather than coercion.

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Source: Forbes


Pinwheel and Terafina Partner to Streamline Omnichannel Customer Onboarding

Pinwheel, a fintech infrastructure company known for its payroll and income data connectivity solutions, recently announced a partnership with Terafina, a leader in omnichannel sales and service platforms for financial institutions. This collaboration aims to simplify and enhance the onboarding process for new customers, providing them with seamless experiences across multiple channels, whether online, mobile, or in-branch.

The partnership combines Pinwheel’s data integration capabilities with Terafina’s expertise in customer onboarding, allowing financial institutions to create more personalized and flexible account opening processes. With consumer expectations evolving towards instant service and mobile-first access, this integration empowers banks and credit unions to meet these needs by delivering cohesive and smooth digital onboarding journeys.

In an industry where customer acquisition and retention are increasingly dependent on first impressions, the significance of streamlined onboarding cannot be overstated. By improving access to real-time employment and income data, this partnership enhances user verification and compliance while also allowing institutions to better assess applicants’ creditworthiness, which is crucial in today’s lending environment.

Source: PR Newswire


nCino Acquires FullCircl in $135 Million Deal: Expanding the Scope of Relationship Management

Fintech giant nCino recently completed its acquisition of FullCircl, a move that underscores its ambition to broaden its reach in the financial services sector. FullCircl, known for its focus on customer relationship management (CRM) solutions tailored to financial institutions, brings a robust set of tools that will allow nCino to enhance its cloud-based banking platform. The acquisition, valued at $135 million, positions nCino as a stronger player in the relationship management space, especially crucial for institutions looking to build deep, long-term client relationships.

With this acquisition, nCino aims to expand its footprint in Europe and boost its offerings in the CRM space, providing banks and credit unions with innovative tools for client engagement and retention. The integration of FullCircl’s CRM capabilities will also support nCino’s existing portfolio, which includes loan origination and digital banking solutions, strengthening its position as a one-stop platform for financial institutions.

This acquisition is part of a growing trend of consolidation in the fintech sector, where larger firms acquire specialized players to fill critical service gaps and offer more comprehensive solutions. By building a holistic platform that spans multiple functionalities, nCino is better equipped to compete in the increasingly crowded digital banking software market.

Source: The Paypers


DriveWealth’s European Expansion: A Strategic Base in Lithuania

DriveWealth, a digital brokerage technology firm, has chosen Lithuania as the launchpad for its European operations. By establishing a base within Lithuania’s burgeoning fintech hub, DriveWealth is strategically positioning itself to tap into the European market, leveraging the country’s favorable regulatory environment and proximity to major EU economies.

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The expansion is particularly significant given the increasing demand in Europe for retail investing platforms that provide accessible and affordable market entry. DriveWealth’s solutions enable digital brokers and financial platforms to offer customers fractional shares and real-time trading experiences, which have proven highly popular in markets like the U.S. This move aligns with DriveWealth’s long-term growth strategy and its commitment to democratizing access to investing across the globe.

Lithuania’s supportive regulatory framework and well-developed fintech infrastructure make it an ideal location for DriveWealth’s entry into Europe. The country’s fintech-friendly policies allow innovative financial service providers to set up and scale efficiently. DriveWealth’s presence in Lithuania not only adds to the growing cluster of fintech firms but also reinforces the country’s reputation as a rising fintech powerhouse within the EU.

Source: Finance Magnates


Key Takeaways and Strategic Insights

As seen from today’s top stories, several overarching themes shape the fintech landscape:

  1. Global Partnerships and Local Expansion: Visa’s collaboration with SentBe exemplifies how partnerships enable fintech firms to break into regional markets by addressing specific customer needs.
  2. Transparency in Subscription Models: The customer backlash against difficult-to-cancel fintech services raises concerns about the sustainability of current subscription models.
  3. Innovation in Customer Onboarding: Pinwheel and Terafina’s partnership highlights the importance of streamlined onboarding processes as a means to increase customer satisfaction and improve retention.
  4. Mergers and Acquisitions to Fill Service Gaps: nCino’s acquisition of FullCircl illustrates a broader trend of consolidation, where fintech companies acquire specialized players to broaden their product portfolios.
  5. Regional Hubs as Strategic Launch Pads: DriveWealth’s decision to establish a base in Lithuania underscores the importance of regional fintech hubs in providing a supportive environment for global expansion.

Today’s roundup underscores the adaptability of fintech companies as they navigate emerging challenges and opportunities. From addressing regional financial needs to innovating customer experience, fintech firms continue to redefine what it means to engage in modern finance. As the industry grows, so too does the necessity for ethical practices, robust infrastructure, and agile customer solutions. In this competitive environment, the companies that prioritize transparency, customer satisfaction, and strategic expansion will set the standard for the future of finance.

 

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MANTRA and Libre Open Onchain Access to BlackRock Money Market Fund

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HONG KONG, Oct. 31, 2024  MANTRA, a layer 1 blockchain purpose-built for tokenized real-world assets (RWAs) has partnered with Libre Capital, a UAE-headquartered financial instruments tokenization and issuance platform, to provide investors with onchain access to a diverse range of attractive investment funds. This partnership will provide those MANTRA users that are institutional or accredited investors with investment opportunities across a number of notable onchain funds, including leading hedge funds, private credit funds and the BlackRock ICS Money Market fund.

By leveraging Libre’s capabilities and MANTRA’s robust ecosystem, the partnership will facilitate the issuance of a tokenized BlackRock ICS Money Market Fund, and expand investment horizons for institutional and accredited investors seeking to diversify their portfolios within the digital asset landscape. The initiative underscores MANTRA’s commitment to leading the development of a comprehensive and diverse digital asset infrastructure, and strengthens MANTRA’s position in the growing digital asset spectrum within the financial services industry.

Libre operates backbone infrastructure that allows investors to access tokenized versions of real world assets such as money market funds, private credit and hedge funds and other alternative asset products on public blockchains. Libre does this through the on-chain Libre Gateway DeFi dApps (decentralized applications) deployed on each public chain. This enables accredited, professional and institutional investors to directly access top-tier funds on MANTRA Chain in a fully compliant manner. 

“We’re honored to be partnering with Libre to give users access to this caliber of funds,” said MANTRA Co-Founder and CEO John Patrick Mullin, “with the addition of protocols like the Libre Gateway, MANTRA can better equip users with a best-in-class collection of tools to continue to grow the real-world asset economy.”

“The launch of the Libre Gateway on MANTRA Chain is a huge step forward to enable access to wealth and treasury management tools for users on MANTRA, and for Libre to take advantage of MANTRA’s RWA-specific infrastructure,” said Dr. Avtar Sehra, CEO and founder of Libre.

This partnership comes after MANTRA recently announced the launch of its mainnet, simplifying the process of bringing RWAs onchain and marking a significant step in the integration of traditional finance with blockchain technology. For more information about MANTRA and access to the money market funds, visit mantrachain.io.

About MANTRA Chain:

MANTRA Chain is a purpose-built Layer 1 blockchain for real-world assets, capable of adherence to real world regulatory requirements. As a permissionless chain, MANTRA Chain empowers developers and institutions to seamlessly participate in the evolving RWA tokenization space by offering advanced technology modules, compliance mechanisms, and cross-chain interoperability.

Website | Twitter | LinkedIn | Discord

About Libre Capital:
Libre is building the investment infrastructure to enable asset managers to seamlessly connect with distributors and enable unparalleled access to global alternatives investment funds. In addition, Libre is working on enabling access to value-add services in the alternative assets ecosystem such as collateralized lending and automated rebalancing. Currently, Libre only makes its tokenized funds available to institutional and accredited investors. https://www.librecapital.com

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Citrea Raises $14M to Expand Bitcoin Beyond Digital Gold

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Citrea is the first to expand Bitcoin from a passive store of value to an active, programmable asset by introducing a secondary layer solution using zero-knowledge technology.

GEORGE TOWN, Cayman Islands, Oct. 31, 2024 /PRNewswire/ — Citrea , the first solution to make it possible to build anything on Bitcoin, today announced its $14M Series A funding round, led by Peter Thiel’s Founders Fund, with participation from Erik Voorhees, Balaji Srinivasan, Jameson Lopp, Maven11, and other prominent angel and venture investors. Citrea has also launched its exclusive developer program, ‘Citrea Origins ‘, bringing together a select group of developers to build applications on Citrea—the only platform for expanding Bitcoin’s utility.

Bitcoin’s global adoption has solidified its role as “digital gold”, but its broader financial potential has remained untapped due to the lack of a scalability solution that maintains its core principles. This gap has forced users to either keep Bitcoin as a passive store of value or rely on custodians for broader use. This adoption undermines Bitcoin’s role in decentralized finance. Without a proper scalability solution, Bitcoin risks losing its relevance in decentralized finance and becoming obsolete as a network.

Citrea is the first Bitcoin scalability solution to expand Bitcoin’s utility without compromising its decentralization or security. Citrea enhances the capabilities of Bitcoin blockspace with zero-knowledge technology and enables the Bitcoin network to support diverse on-chain applications and platforms. By eliminating the need for intermediaries, Citrea allows users to trustlessly buy, leverage, lend, borrow, and use BTC—transforming Bitcoin from a passive store of value into an active financial tool.

“Citrea is a major milestone in the timeline of Bitcoin’s evolution and the first investment we’ve made in the Bitcoin ecosystem,” said Joey Krug , Partner at Founders Fund. “With the strongest team and best technical design we’ve seen in the Bitcoin L2 space, Citrea’s 0→1 technology enables Ethereum-like rollups for smart contracts on Bitcoin in a trust-minimized way.”

“For the past 18 months, we’ve been building the infrastructure Bitcoin needs to move beyond just a store of value and step into a new era of Bitcoin-backed decentralized finance,” said Orkun Kilic , co-founder and CEO of Chainway Labs. “Citrea combines breakthroughs in cryptography with rigorous engineering to make this vision a reality. Bitcoin not only enables a borderless economy but also serves as the foundation for a censorship-resistant monetary layer. Our mission is to lay the foundation and ecosystem required to drive global hyperbitcoinization.”

About Citrea

Citrea is the first rollup that increases BTC’s utility and activates Bitcoin blockspace for a new decentralized financial ecosystem. Citrea’s vision is to build scalable infrastructure that advances Bitcoin into its next phase: the foundation for the world’s finance.

Apply for the developer program ‘Citrea Origins ‘.

For more information, please visit: Citrea website   | Citrea X Account

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About Chainway Labs

Chainway Labs, the company building Citrea, was co-founded by four young computer scientists and entrepreneurs with a focus on Bitcoin, Ethereum, and zero-knowledge technology.

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