Sable Offshore Corp
For the period ended Dec 31, 2023. Filed Mar 28, 2024.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 28, 2024
SOC$0.88-54.4%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 16. Form 10-K Summary
None.
EXHIBIT INDEX
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit No. | Description | Form | Exhibit | Filing Date |
| 2.1† | Agreement and Plan of Merger, dated as of November 2, 2022, by and among Flame Acquisition Corp., Sable Offshore Corp. and Sable Offshore Holdings LLC as amended by the First Amendment to Agreement and Plan of Merger, dated as of December 22, 2022 and the Second Amendment to Agreement and Plan of Merger, dated as of June 30, 2024. | 8-K | 2.1 | 2/14/24 |
| 3.1 | Second Amended and Restated Certificate of Incorporation, dated February 14, 2024. | 8-K | 3.1 | 2/14/24 |
| 3.2 | Amended and Restated Bylaws of Sable Offshore Corp. | 8-K | 3.2 | 2/14/24 |
| 4.1 | Specimen Common Stock Certificate. | S-1 | 4.2 | 7/2/20 |
| 4.2 | Specimen Warrant Certificate. | S-1 | 4.3 | 7/2/20 |
| 4.3 | Warrant Agreement, dated February 24, 2021, between the Company and American Stock Transfer & Trust Company, as warrant agent. | 8-K | 4.1 | 3/2/21 |
| 4.4 | Description of registered securities. | — | — | — |
| 10.1 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated November 25, 2020. | S-1 | 10.12 | 2/5/21 |
| 10.2 | Promissory Note issued in favor of FL Co-Investment LLC, dated November 25, 2020. | S-1 | 10.13 | 2/5/21 |
| 10.3 | Promissory Note issued in favor of Intrepid Financial Partners, L.L.C., dated November 25, 2020. | S-1 | 10.14 | 2/5/21 |
| 10.4 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated March 1, 2021. | 8-K | 10.1 | 3/8/21 |
| 10.5 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated December 27, 2021. | 8-K | 10.1 | 12/28/21 |
| 10.6 | Letter Agreement, dated February 24, 2021, among the Company, Flame Acquisition Sponsor LLC, FL Co-Investment LLC, Intrepid Financial Partners, L.L.C. and certain security holders named therein. | 8-K | 10.1 | 3/2/21 |
| 10.7^ | Senior Secured Term Loan Agreement, dated as of February 14, 2024, by and among the Company, Exxon Mobil Corporation and Alter Domus Products Corp. | 8-K | 10.1 | 2/14/24 |
| 10.8 | Registration Rights Agreement, dated as of February 14 2024, by and among the Company and the undersigned party listed under Holder on the signature page thereto. | 8-K | 10.31 | 2/14/24 |
| 10.14 | Private Placement Warrants Purchase Agreement, dated February 24, 2021,, between the Company and Flame Acquisition Sponsor LLC. | 8-K | 10.4 | 3/2/21 |
| 10.15 | Private Placement Warrants Purchase Agreement, dated February 24, 2021, between the Company and FL Co-Investment LLC. | 8-K | 10.5 | 3/2/21 |
| 10.16 | Private Placement Warrants Purchase Agreement, dated February 24, 2021, between the Company and Intrepid Financial Partners, L.L.C. | 8-K | 10.6 | 3/2/21 |
| 10.17 | Private Placement Warrants Purchase Agreement, dated February 24, 2021, between the Company and Gregory D. Patrinely | 8-K | 10.7 | 3/2/21 |
| 10.18 | Private Placement Warrants Purchase Agreement, dated February 24, 2021, between the Company and Michael E. Dillard. | 8-K | 10.8 | 3/2/21 |
| 10.19 | Private Placement Warrants Purchase Agreement, dated February 24, 2021, between the Company and Gregory P. Pipkin. | 8-K | 10.9 | 3/2/21 |
| 10.20 | Private Placement Warrants Purchase Agreement, dated February 24, 2021, between the Company and Christopher B. Sarofim. | 8-K | 10.10 | 3/2/21 |
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit No. | Description | Form | Exhibit | Filing Date |
| 10.21 | Private Placement Warrants Purchase Agreement, dated February 24, 2021, between the Company and Caldwell Flores. | 8-K | 10.11 | 3/2/21 |
| 10.22 | Securities Subscription Agreement, dated November 18, 2020, between the Company and Flame Acquisition Sponsor LLC. | S-1 | 10.4 | 2/5/21 |
| 10.23 | Securities Subscription Agreement, dated November 18, 2020, between the Company and FL Co-Investment LLC. | S-1 | 10.5 | 2/5/21 |
| 10.24 | Securities Subscription Agreement, dated November 18, 2020, between the Company and Intrepid Financial Partners, L.L.C. | S-1 | 10.6 | 2/5/21 |
| 10.25 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated March 29, 2022. | 8-K | 10.1 | 4/1/22 |
| 10.26 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated September 30, 2022. | 8-K | 10.1 | 9/30/22 |
| 10.27 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated October 31, 2022. | 8-K | 10.1 | 11/1/22 |
| 10.28 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated February 6, 2023. | 8-K | 10.1 | 2/7/23 |
| 10.29 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated May 12, 2023. | 8-K | 10.1 | 5/16/23 |
| 10.30 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated June 22, 2023. | 8-K | 10.1 | 6/26/23 |
| 10.31 | Promissory Note issued in favor of Flame Acquisition Sponsor LLC, dated August 30, 2023. | 8-K | 10.1 | 8/31/23 |
| 10.32^ | Purchase and Sale Agreement between Exxon Mobil Corporation, Mobil Pacific Pipeline Company and Sable Offshore Corp., dated as of November 1, 2022, as amended by the First Amendment to Purchase and Sale Agreement, dated as of June 13, 2023 and the Second Amendment to Purchase and Sale Agreement, dated as of December 15, 2023. | 8-K | 10.27 | 2/14/24 |
| 10.33 | Form of Holdco PIPE Subscription Agreement. | 8-K | 10.1 | 11/2/22 |
| 10.34 | Form of Holdco PIPE Subscription Agreement Amendment. | 8-K | 10.1 | 1/16/24 |
| 10.35 | Form of Additional Holdco PIPE Subscription Agreement. | 8-K | 10.2 | 1/16/24 |
| 10.36 | Form of Flame PIPE Subscription Agreement. | 8-K | 10.3 | 1/16/24 |
| 10.37# | Sable Offshore Corp. 2023 Incentive Award Plan. | 8-K | 10.32 | 2/14/24 |
| 10.38 | Form of Indemnity Agreement. | 8-K | 10.33 | 2/14/24 |
| 10.39# | Employment Agreement by and between Sable Offshore Corp. and James C. Flores | — | — | — |
| 10.40# | Employment Agreement by and between Sable Offshore Corp. and Gregory Patrinely | — | — | — |
| 10.41# | Employment Agreement by and between Sable Offshore Corp. and J. Caldwell Flores | — | — | — |
| 10.42# | Employment Agreement by and between Sable Offshore Corp. and Doss R. Bourgeois | — | — | — |
| 10.43# | Employment Agreement by and between Sable Offshore Corp. and Anthony C. Duenner | — | — | — |
| 21.1 | Subsidiaries of the Company. | 8-K | 21.1 | 2/14/24 |
| 31.1 | Certification of the Principal Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a). | — | — | — |
| 31.2 | Certification of the Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a). | — | — | — |
| 32.1 | Certification of the Principal Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350* | — | — | — |
| 32.2 | Certification of the Principal Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350* | — | — | — |
| 97.1 | Sable Offshore Corp. Policy for Recovery of Erroneously Awarded Compensation. | — | — | — |
| 101.INS | Inline XBRL Instance Document – the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema | |||
| 101.CAL | Inline XBRL Taxonomy Calculation Linkbase | |||
| 101.LAB | Inline XBRL Taxonomy Label Linkbase | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation | |||
| 101.DEF | Inline XBRL Definition Linkbase Document | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | |||
| * | Furnished herewith |
|---|
| # | Indicates a management contract or compensatory plan. |
|---|
| † | Certain exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(b)(2). The Registrant agrees to furnish supplementally a copy of all omitted exhibits and schedules to the Securities and Exchange Commission upon its request. |
|---|
| ^ | Certain portions of this exhibit (indicated by “[***]”) have been omitted pursuant to Regulation S-K, Item 601(b)(10). |
|---|
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| March 28, 2024 | Sable Offshore Corp. | |
|---|---|---|
| By: | /s/ James C. Flores | |
| Name: | James C. Flores | |
| Title: | Chairman and Chief Executive Officer | |
| (Principal Executive Officer) | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Name | Position | Date |
|---|---|---|
| /s/ James C. Flores James C. Flores | Chairman and Chief Executive Officer (Principal Executive Officer) | March 28, 2024 |
| /s/ Gregory D. Patrinely Gregory D. Patrinely | Executive Vice President and Chief Financial Officer(Principal Financial and Accounting Officer) | March 28, 2024 |
| /s/ Michael E. Dillard Michael E. Dillard | Director | March 28, 2024 |
| /s/ Gregory P. Pipkin Gregory P. Pipkin | Director | March 28, 2024 |
| /s/ Christopher B. Sarofim Christopher B. Sarofim | Director | March 28, 2024 |
INDEX TO FINANCIAL STATEMENTS
| Report of Independent Registered Public Accounting Firm (PCAOB ID Number 688 ) | F-2 |
|---|---|
| Financial Statements: | |
| Balance Sheets | F-3 |
| Statements of Operations | F-4 |
| Statements of Changes in Stockholders’ Deficit | F-5 |
| Statements of Cash Flows | F-6 |
| Notes to Financial Statements | F-7 to F-24 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.