Sable Offshore Corp. Files 8-K with Material Agreement Update

Ticker: SOC · Form: 8-K · Filed: Nov 3, 2025 · CIK: 1831481

Sentiment: neutral

Topics: material-agreement, corporate-action

TL;DR

Sable Offshore Corp. filed an 8-K on Nov 3, 2025, reporting a material definitive agreement.

AI Summary

Sable Offshore Corp. filed an 8-K on November 3, 2025, reporting an entry into a material definitive agreement. The filing also includes Regulation FD disclosures and financial statements/exhibits. Sable Offshore Corp. was formerly known as Flame Acquisition Corp. until November 5, 2020.

Why It Matters

This 8-K filing indicates a significant development for Sable Offshore Corp., potentially impacting its business operations and financial standing.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that may affect the company's future performance.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement filed by Sable Offshore Corp.?

The filing indicates an 'Entry into a Material Definitive Agreement' as an item of disclosure, but the specific details of the agreement are not provided in the provided text.

When was Sable Offshore Corp. formerly known as Flame Acquisition Corp.?

Sable Offshore Corp. was formerly known as Flame Acquisition Corp. until November 5, 2020.

What is the primary business of Sable Offshore Corp.?

Sable Offshore Corp. is in the 'CRUDE PETROLEUM & NATURAL GAS' industry, SIC code 1311.

Where is Sable Offshore Corp. headquartered?

Sable Offshore Corp. is headquartered in Houston, Texas, at 845 Texas Avenue, Suite 2920.

What other items are included in this 8-K filing besides the material agreement?

This 8-K filing also includes Regulation FD Disclosure and Financial Statements and Exhibits.

Filing Stats: 1,223 words · 5 min read · ~4 pages · Grade level 13.1 · Accepted 2025-11-03 09:16:25

Key Financial Figures

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On November 3, 2025, Sable Offshore Corp. (the "Company" or "Sable") and Exxon Mobil Corporation ("Exxon") entered into an amendment (the "Amendment") to the Senior Secured Term Loan Agreement (the "Existing Secured Term Loan" and, after the Amendment is effective, the "Senior Secured Term Loan"). The Amendment will become effective upon the satisfaction of certain conditions, including the Company receiving equity contributions in an amount of no less than $225.0 million, net of underwriting fees and other transaction costs and expenses, and other customary closing conditions. However, there is no guarantee that the Company will be able to satisfy the necessary conditions to effect the Amendment. The Amendment, once effective, extends the maturity date of the Existing Secured Term Loan to the earlier of (i) March 31, 2027 or (ii) the date falling 90 days after first sales of Hydrocarbons (as defined in the Existing Secured Term Loan). The Amendment increases the interest rate from ten percent (10%) per annum to fifteen percent (15%) per annum, compounded annually, payable in arrears on January 1st of each year. At the Company's election, accrued but unpaid interest may be deemed paid on each interest payment date by adding the amount of interest owed to the outstanding principal (paid-in-kind) amount under the Existing Senior Secured Term Loan. The Amendment also includes additional reporting covenants and a financial liquidity covenant that requires the Company to have not less than $25.0 million in unrestricted cash, measured at the end of each month.

01

Item 7.01 Regulation FD Disclosure. On November 3, 2025, the Company issued a press release providing a strategic update to investors and announcing the Company will be hosting a special conference call today, Monday, November 3, 2025 at 8:00am CST / 9:00am EST to discuss this strategic update. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Also, on November 3, 2025, the Company posted presentation materials on its website. The presentation materials are attached hereto as Exhibit 99.2 and incorporated herein by reference. These materials may also be used by the Company at today's special conference call, or at one or more presentations with analysts, investors or other stakeholders. The information contained in the attached press release and presentation are summary information that is intended to be considered in the context of the Company's Securities and Exchange Commission filings and other public announcements. The Company undertakes no duty or obligation to publicly update or revise this information, although it may do so from time to time. The information furnished pursuant to this Item 7.01, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act. Cautionary Statement Regarding Forward-Looking Statements The information in this Current Report on Form 8-K includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this press release, the words "could," "should," "will," "may," "believe," "anticipate," "intend," "estimate," "expect," "project," "continue," "plan," "forecast," "pred

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits: Exhibit No. Description 99.1 Press Release of Sable Offshore Corp., dated November 3, 2025, Sable Offshore Corp. Provides Strategic Update to Investors. 99.2 Presentation materials for the November 3, 2025 Strategic Update. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Sable Offshore Corp. Date: November 3, 2025 By: /s/ Gregory D. Patrinely Name: Gregory D. Patrinely Title: Executive Vice President and Chief Financial Officer

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