Sable Offshore (SOC) Registration Filing summary

Company overview and business model

• Operates oil and gas assets in California, including three offshore platforms and an onshore processing facility, previously known as the Santa Ynez Unit (SYU), acquired from Exxon Mobil Corporation.

• Assets have been shut in since 2015 due to a pipeline incident; facilities are maintained in an operation-ready state pending regulatory approvals for restart.

• Business model centers on restarting production, leveraging existing infrastructure, and potentially pursuing carbon sequestration opportunities.

Financial performance and metrics

• As of June 30, 2024, cash and cash equivalents were $112.1 million; total assets $1.24 billion; total liabilities $1.12 billion.

• For the period February 14–June 30, 2024, reported a net loss of $345.5 million; for the year ended December 31, 2023, predecessor net loss was $93.7 million.

• Operations and maintenance expenses increased significantly in 2024 due to restart efforts; general and administrative expenses rose sharply post-Business Combination, driven by share-based compensation, legal, and settlement costs.

• No substantial revenues since 2015; future cash flows depend on successful restart of production.

Use of proceeds and capital allocation

• Proceeds from the Second PIPE Investment ($150 million) and First PIPE Investment ($440.2 million) are allocated to regulatory approvals, pipeline repairs, and asset restart.

• Estimated $197 million required to restart production, primarily for regulatory compliance and repairs, targeted for Q4 2024.

• Company will not receive proceeds from the resale of shares by Selling Holders; all such proceeds go to the Selling Holders.