false 0001831481 0001831481 2024-05-15 2024-05-15 0001831481 us-gaap:CommonStockMember 2024-05-15 2024-05-15 0001831481 us-gaap:WarrantMember 2024-05-15 2024-05-15

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 15, 2024

 

 

Sable Offshore Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-40111   85-3514078

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

845 Texas Avenue, Suite 2920

Houston, Texas

  77002
(Address of Principal Executive Offices)   (Zip Code)

(713) 579-6106

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.0001 per share   SOC   The New York Stock Exchange
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share   SOC.WS   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 


Item 2.02

Results of Operations and Financial Condition.

On May 15, 2024, Sable Offshore Corp. (the “Company”) issued a press release announcing results for the quarter ended March 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, 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.

 

Item 7.01

Regulation FD Disclosure.

On May 15, 2024, the Company posted presentation materials on its website, www.sableoffshore.com. 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 one or more presentations with analysts, investors or other stakeholders.

The information contained in the attached presentation materials is 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 99.2, shall not be deemed “filed” for purposes of Section 18 of 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 or the Exchange Act.

 

Item 9.01

Financial Statements and Exhibits

 

  (d)

Exhibits

 

Exhibit
No.

  

Description of Exhibits

99.1    Press Release of Sable Offshore Corp., dated May 15, 2024, announcing results for the quarter ended March 31, 2024.
99.2    Presentation materials for the quarter ended March 31, 2024.
104    Cover page Interactive data file (embedded within the inline XBRL document).

 

2


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: May 15, 2024     By:  

/s/ Gregory D. Patrinely

    Name:   Gregory D. Patrinely
    Title:   Executive Vice President and Chief Financial Officer

 

3

EXHIBIT 99.1

Sable Offshore Corp. Reports First Quarter 2024 Financial Results and Provides Operational Updates

Houston, May 15, 2024 – Sable Offshore Corp. (NYSE: SOC, “Sable,” or the “Company”) today announced its first quarter 2024 financial and operational results and near-term operational plans.

First Quarter 2024 Financial Highlights

 

   

Completed business combination with Flame Acquisition Corp (the “Business Combination”), including the acquisition of the Santa Ynez Unit (“SYU”) comprising 16 Outer Continental Shelf leases covering approximately 76,000 acres, associated pipelines, the Las Flores Canyon Processing Facility, export pipelines Line 324 and Line 325 (formerly known as Line 901 and Line 903) and associated pump stations.

 

   

Raised aggregate PIPE investments of $440.2 million, plus $62.2 million in trust from the initial public offering, for a total of $502.4 million to complete the Business Combination.

 

   

Reported a net loss of $180.1 million for the quarter, primarily attributable to the Stipulation and Agreement of Settlement (described below) and expenditures related to the Business Combination.

 

   

Ended the quarter with outstanding debt of $771.2 million, inclusive of paid-in-kind interest, and cash balance of $209.1 million.

First Quarter 2024 Operational Highlights

 

   

Completed asset handover with ExxonMobil (“EM”), hired 48 former EM field employees and added 24 additional employees as of May 15, 2024.

 

   

Entered into a Stipulation and Agreement of Settlement with respect to the release of certain claims related to the Sable-owned pipelines, including claims impacting the rights of way for the pipelines, which we expect will allow Sable to perform key pipeline repairs and promote cooperation from landowners for the production restart process. On May 1, 2024, the Court entered an order approving the settlement on a preliminary basis. A fairness hearing for final approval of the settlement has been set for September 13, 2024.

 

   

After evaluating new data, enhancing development planning, and updating pricing, we now estimate Total Net Estimated Contingent Resources of 646 MMboe and a PV-10 value of $10.0 billion, compared to 533 MMboe and $4.9 billion in December 2023, representing a 21% increase in Total Net Estimated Contingent Resources. Updated estimates now reflect a revised Electric Submersible Pump (“ESP”) Installations Low Estimate balance of 47 MMBoe, compared to December 2023 balance of 29 MMBoe. Additionally, we updated the Development Drilling Program Best Estimate balance to 354 MMBoe, compared to December 2023 balance of 256 MMBoe.


     Net Estimated Contingent Resources(1)(2)(3)      Estimated Cash Flows ($MM)  
     Oil      Gas      NGL      Total      Capex      PV-10  
Category    (MMBbls)      (MMcf)      (MMBbls)      (MMBoe)      ($MM)      SEC Pricing  

NSAI Adjusted Low Estimate Base Forecast (4)

     111        121        2        133        —       $ 2,285  

ESP Installations Low Estimate(5)

     41        33        1        47      $ 100        1,013  

Total Low Estimate Contingent Resources

     151        154        2        179      $ 100      $ 3,298  

Development Drilling Program Best Estimate(6)

     308        251        4        354      $ 1,997      $ 4,810  

Development Workover Program Best Estimate(7)

     98        80        1        113        245        1,921  

Total Best Estimate Contingent Resources

     406        332        5        467      $ 2,242      $ 6,731  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Net Estimated Contingent Resources & Blended NAV

     557        486        7        646      $ 2,342      $ 10,029  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

1.

Assumes SEC pricing as of April 2024 and effective date of May 1, 2024. April 2024 SEC Pricing: Oil $83.14 / Bbl; Gas $2.40 / MMBtu; NGL $64.85 / Bbl.

2.

Management estimates are inherently uncertain. Actual results may differ in a material amount from management estimates and projections.

3.

Net quantities shown herein are unrisked volumes and may represent levels of uncertainty as to their technical and commercial recovery.

4.

Estimated using NSAI Report Resources at SEC Brent Pricing and Sable management estimated lease operating expenses; low estimate contingent resources with 90% probability of delivering unrisked remaining recoverable volumes from field-wide individual historical well performance. Assumes the wells and facilities will resume operation under similar production and sales conditions present at the time production was suspended.

5.

Low estimate contingent resources with 90% probability of delivering unrisked incremental recoverable volumes from statistical field-wide historical well performance driven by the installation of ESPs.

6.

Best estimate contingent resources with 50% probability of delivering unrisked remaining recoverable volumes from statistical field-wide historical new drill locations in untested fault compartments or sub-accumulations within test fault compartments.

7.

Best estimate contingent resources with 50% probability of delivering unrisked remaining recoverable volumes from existing wellbores calculated from statistical field-wide historical work-over well performance.

Production Restart Guidance

 

   

We expect to restart production at SYU in September 2024. Upon restart, we anticipate an initial net production rate of approximately 28 MBOE/D once all wells are producing.

 

   

Additional guidance provided below:

 

     4Q24 Guidance  

Production

                  

Net Average Daily Production (BOE/D)

     23,000       —        28,000  

Working Interest (%)

       100.0  

Average Net Revenue Interest (%)

       83.6  

Cash Costs ($ / BOE)

      

Lease Operating Expense

   $ 17.00       —      $ 19.00  

Gathering, Processing & Transportation

   $ 2.50       —      $ 3.50  

Cash General and Administrative

   $ 4.50       —      $ 5.50  

Severance and Ad Valorem Taxes (% of revenue)

     0.5     —        1.0

Management Commentary

Sable’s Chairman and Chief Executive Officer, Jim Flores said, “After closing the acquisition of the Santa Ynez Unit and completing our Business Combination transaction, the Sable team has continued working tirelessly to unlock the value of our assets. Our geoscience and reservoir engineering management has been focused on reservoir development optimization and we believe this asset development planning has resulted in significant resource addition. Our onshore pipeline repair program is well underway after entering into the legal settlement related to the Sable-owned pipelines.

Sable is currently contracting repair crews with expected start dates in late May or early June. We have also initiated maintenance, construction, and repairs at the Las Flores Canyon Processing Facility and offshore platforms Harmony, Hondo, and Heritage to support safe and reliable operations. Externally, we have collaboratively partnered with regulatory agencies and other stakeholders to progress towards production restart in September 2024. To that end, Sable is working closely with the Bureau of Ocean Energy Management and the Bureau of Safety and Environmental Enforcement towards the approval of our assignment of ownership and operatorship of SYU. We submitted our September 2024 Pipeline 324/325 restart notification to the California Office of the State Fire Marshal and filed an enhanced AB-864 Risk Analysis and Implementation Plan regarding pipeline safety to the California Office of the State Fire Marshal on April 11, 2024.


We’ve also initiated the planning and permitting phase of our carbon sequestration business where we intend to utilize Sable-owned infrastructure to sequester carbon offshore at SYU.”

Mr. Flores continued, “We look forward to continuing our positive momentum towards the September restart of the Santa Ynez Unit and Las Flores Canyon Processing Facility and to realizing the potential of both the oil and gas and carbon sequestration assets.”

About Sable

Sable Offshore Corp. is an independent oil and gas company, headquartered in Houston, Texas, focused on responsibly developing the Santa Ynez Unit in federal waters offshore California. The Sable team has extensive experience safely operating in California.

Forward-Looking Statements

The information in this press release include “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,” “predict,” “potential,” “future,” “outlook,” and “target,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements will contain such identifying words. These statements are based on the current beliefs and expectations of Sable’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those described in the forward-looking statements. Factors that could cause Sable’s actual results to differ materially from those described in the forward-looking statements include: the ability to recommence production of the SYU assets and the cost and time required therefor, production levels once recommenced; commodity price volatility; low prices for oil and/or natural gas; global economic conditions and inflation; increased operating costs; lack of availability of drilling and production equipment, supplies, services and qualified personnel; processing volumes and pipeline throughput; geographical concentration of operations; environmental and weather risks; regulatory changes and uncertainties; the uncertainty inherent in estimating oil and natural gas resources and in projecting future rates of production; reductions in cash flow and lack of access to capital; restrictions in existing or future debt agreements or structured or other financing arrangements; managing growth and integration of acquisitions, and failure to realize the expected value of acquisitions; the ability to recognize the anticipated benefits of the business combination; developments relating to our competitors and our industry; litigation, complaints and/or adverse publicity; privacy and data protection laws, privacy or data breaches, or loss of data; our ability to comply with laws and regulations applicable to our business; and other one-time events and other factors that can be found in Sable’s Annual Report on Form 10-K for the year ended December 31, 2023, and any subsequent Quarterly Report on Form 10-Q or Current Report on Form 8-K, which are filed with the Securities and Exchange Commission and are available on Sable’s website (www.sableoffshore.com) and on the Securities and Exchange Commission’s website (www.sec.gov). Except as required by applicable law, Sable undertakes no obligation to publicly release the result of any revisions to these forward-looking statements to reflect the impact of events or circumstances that may arise after the date of this press release.

Disclaimers

Non-Producing Assets

The SYU assets have not produced commercial quantities of hydrocarbons since such assets were shut in during May of 2015 when the only pipeline transporting hydrocarbons produced from such assets to market ceased operations. We estimate in this press release that production can be recommenced the third quarter of 2024, but there can be no assurance that the necessary permits will be obtained that would allow the pipeline to recommence transportation and allow the assets to recommence production by that date or at all. If production is not recommenced by January 1, 2026, the terms of the asset acquisition with EM would result in the assets being reverted to EM without any compensation to Sable therefor.

Oil and Gas Resource Information

This press release includes information regarding estimates of oil and natural gas resources attributable to SYU. None of the oil and gas resources attributable to SYU are currently classifiable as proved or other reserves because, since the cessation of operations on the pipeline transporting production from the assets, there has been no means to deliver production from the assets to market. Sable has obtained a report (the “NSAI Report”) from Netherland, Sewell & Associates, Inc. (“NSAI”), independent petroleum consultants, with respect to the net estimated


contingent resources attributable to the acquired assets and the related pre-tax discounted (at 10%) future net contingent cash flow from such contingent resources, as of December 31, 2021, based on 12-month unweighted arithmetic average of the first-day-of-the-month prices for each month in the period from January to December 2021. As defined by the Society of Petroleum Engineers and used in the NSAI Report, “contingent resources” are those quantities of petroleum which are estimated, on a given date, to be potentially recoverable from known accumulations, but which are not currently considered to be commercially recoverable. Contingent resource estimates may be characterized further as 1C (low estimate), 2C (best estimate) and 3C (high estimate). The contingent resources reflected in the NSAI Report are, as stated in the report, category 1C (low estimate). The NSAI Report states that the estimates included in the report are contingent on (1) approval from federal, state and local regulators to restart production, (2) reestablishment of oil transportation systems to deliver production to market, and (3) commitment to restart the wells and facilities. The NSAI Report states that, if these contingencies are successfully addressed, some portion of the contingent resources estimated in the report may be reclassified as reserves but notes that the estimates have not been risked to account for the possibility that the contingencies are not successfully addressed. The NSAI Report does not address (1) the portion of the contingent resources that could be reclassified as reserves if the contingencies are successfully addressed or (2) whether or to what extent any of the contingent resources that could be so reclassified would be classified as proved, probable or possible reserves. As defined in the Society of Petroleum Engineers’ Petroleum Resources Management System (“PRMS”), “best estimate” is the most realistic assessment of recoverable quantities if only a single result were reported. There is at least a 50% probability that the quantities actually recovered will equal or exceed the “best estimate.” As defined in the PRMS, “low estimate” is a conservative estimate of the quantity that will actually be recovered from the accumulation by a project. There is at least a 90% probability that the quantities actually recovered will equal or exceed the “low estimate.” The resource estimates and related future cash flow information included in this press release reflect management’s estimates, based in part on the contingent resources estimated in the NSAI Report and supplemented by management’s own estimates of contingent resources attributable to the acquired assets and using the pricing and other assumptions noted in this press release, of the contingent resources and cash flow that may have been attributable to the acquired assets if the contingencies had been addressed successfully on the date as of which the information is presented. Resource engineering is a process of estimating underground accumulations of hydrocarbons that cannot be measured in an exact way. The accuracy of any resource or reserve estimate depends on the quality of available data, the interpretation of such data, and price and cost assumptions made by reserve engineers. In addition, the results of drilling, testing, and production activities may justify revisions of estimates that were made previously. If significant, such revisions could impact the combined company’s strategy and change the schedule of any production and development drilling. Accordingly, resource estimates may differ significantly from the quantities of oil and natural gas that are ultimately recovered.

Use of Projections

This press release contains financial projections for Sable. Sable’s auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this press release, and, accordingly, no such auditors have expressed an opinion or provided any other form of assurance with respect thereto for the purpose of this press release. These projections are for illustrative purposes only and should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying the projected information are inherently uncertain and are subject to a wide variety of significant business, regulatory, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the projected information. Even if the assumptions and estimates are correct, projections are inherently uncertain due to a number of factors outside Sable’s control. Accordingly, there can be no assurance that the projected results are indicative of Sable’s future performance or that actual results will not differ materially from those presented in the projected information. Inclusion of the projected information in this press release should not be regarded as a representation by any person, including, without limitation, Sable, that the results contained in the projected information will be achieved.

Contacts

Investor Contact:

Harrison Breaud

Director, Finance & Investor Relations

IR@sableoffshore.com

713-579-8111

Slide 1

Investor Presentation May 2024 Exhibit 99.2


Slide 2

FORWARD LOOKING STATEMENTS The information in this presentation includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this presentation, the words “could,” “should,” “will,” “ may,” “ believe,” “ anticipate,” “ intend,” “ estimate,” “expect,” “project,” “continue,” “plan,” forecast,” “predict,” “potential,” “future,” “outlook,” and “target,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements will contain such identifying words. These statements are based on the current beliefs and expectations of Sable’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those described in the forward-looking statements. Factors that could cause Sable’s actual results to differ materially from those described in the forward-looking statements include: the ability to recommence production of the SYU assets and the cost and time required therefor, production levels once recommenced; commodity price volatility; low prices for oil and/or natural gas; global economic conditions and inflation; increased operating costs; lack of availability of drilling and production equipment, supplies, services and qualified personnel; processing volumes and pipeline throughput; geographical concentration of operations; environmental and weather risks; regulatory changes and uncertainties; the uncertainty inherent in estimating oil and natural gas resources and in projecting future rates of production; reductions in cash flow and lack of access to capital; restrictions in existing or future debt agreements or structured or other financing arrangements; managing growth and integration of acquisitions, and failure to realize the expected value of acquisitions; the ability to recognize the anticipated benefits of the business combination; developments relating to our competitors and our industry; litigation, complaints and/or adverse publicity; privacy and data protection laws, privacy or data breaches, or loss of data; our ability to comply with laws and regulations applicable to our business; and other one-time events and other factors that can be found in Sable’s Annual Report on Form 10-K for the year ended December 31, 2023, and any subsequent Quarterly Report on Form 10-Q or Current Report on Form 8-K, which are filed with the Securities and Exchange Commission and are available on Sable’s website (www.sableoffshore.com) and on the Securities and Exchange Commission’s website (www.sec.gov). Except as required by applicable law, Sable undertakes no obligation to publicly release the result of any revisions to these forward-looking statements to reflect the impact of events or circumstances that may arise after the date of this presentation. NON-PRODUCING ASSETS The SYU assets discussed in this presentation have not produced commercial quantities of hydrocarbons since such assets were shut in during May of 2015 when the only pipeline transporting hydrocarbons produced from such assets to market ceased operations. We estimate in this presentation that production can be recommenced the third quarter of 2024, but there can be no assurance that the necessary permits will be obtained that would allow the pipeline to recommence transportation and allow the assets to recommence production by that date or at all. If production is not recommenced by January 1, 2026, the terms of the asset acquisition with EM would result in the assets being reverted to EM without any compensation to Sable therefor. OIL AND GAS RESOURCE INFORMATION This presentation includes information regarding estimates of oil and natural gas resources attributable to the SYU. None of the oil and gas resources attributable to the SYU are currently classifiable as proved or other reserves because, since the cessation of operations on the pipeline transporting production from the assets, there has been no means to deliver production from the assets to market. Sable has obtained a report (the “NSAI Report”) from Netherland, Sewell & Associates, Inc. (“NSAI”), independent petroleum consultants, with respect to the net estimated contingent resources attributable to the acquired assets and the related pre-tax discounted (at 10%) future net contingent cash flow from such contingent resources, as of December 31, 2021, based on 12-month unweighted arithmetic average of the first-day-of-the-month prices for each month in the period from January to December 2021. As defined by the Society of Petroleum Engineers and used in the NSAI Report, “contingent resources” are those quantities of petroleum which are estimated, on a given date, to be potentially recoverable from known accumulations, but which are not currently considered to be commercially recoverable. Contingent resource estimates may be characterized further as 1C (low estimate), 2C (best estimate) and 3C (high estimate). The contingent resources reflected in the NSAI Report are, as stated in the report, category 1C (low estimate). The NSAI Report states that the estimates included in the report are contingent on (1) approval from federal, state and local regulators to restart production, (2) reestablishment of oil transportation systems to deliver production to market, and (3) commitment to restart the wells and facilities. The NSAI Report states that, if these contingencies are successfully addressed, some portion of the contingent resources estimated in the report may be reclassified as reserves but notes that the estimates have not been risked to account for the possibility that the contingencies are not successfully addressed. The NSAI Report does not address (1) the portion of the contingent resources that could be reclassified as reserves if the contingencies are successfully addressed or (2) whether or to what extent any of the contingent resources that could be so reclassified would be classified as proved, probable or possible reserves. As defined in the Society of Petroleum Engineers’ Petroleum Resources Management System (“PRMS”), "best estimate" is the most realistic assessment of recoverable quantities if only a single result were reported. There is at least a 50% probability that the quantities actually recovered will equal or exceed the “best estimate.” As defined in the PRMS, "low estimate" is a conservative estimate of the quantity that will actually be recovered from the accumulation by a project. There is at least a 90% probability that the quantities actually recovered will equal or exceed the “low estimate.” The resource estimates and related future cash flow information included in this presentation reflect management's estimates, based in part on the contingent resources estimated in the NSAI Report and supplemented by management's own estimates of contingent resources attributable to the acquired assets and using the pricing and other assumptions noted in this presentation, of the contingent resources and cash flow that may have been attributable to the acquired assets if the contingencies had been addressed successfully on the date as of which the information is presented. Resource engineering is a process of estimating underground accumulations of hydrocarbons that cannot be measured in an exact way. The accuracy of any resource or reserve estimate depends on the quality of available data, the interpretation of such data, and price and cost assumptions made by reserve engineers. In addition, the results of drilling, testing, and production activities may justify revisions of estimates that were made previously. If significant, such revisions could impact the combined company’s strategy and change the schedule of any production and development drilling. Accordingly, resource estimates may differ significantly from the quantities of oil and natural gas that are ultimately recovered. USE OF PROJECTIONS This presentation contains financial projections for Sable, including with respect to its future capital expenditures. Sable’s auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this presentation, and, accordingly, no such auditors have expressed an opinion or provided any other form of assurance with respect thereto for the purpose of this presentation. These projections are for illustrative purposes only and should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying the projected information are inherently uncertain and are subject to a wide variety of significant business, regulatory, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the projected information. Even if the assumptions and estimates are correct, projections are inherently uncertain due to a number of factors outside Sable’s control. Accordingly, there can be no assurance that the projected results are indicative of Sable’s future performance or that actual results will not differ materially from those presented in the projected information. Inclusion of the projected information in this presentation should not be regarded as a representation by any person, including, without limitation, Sable, that the results contained in the projected information will be achieved. Disclaimer


Slide 3

Premier offshore California asset paired with experienced management team Sable Offshore Corp. (NYSE: SOC) Santa Ynez Unit Las Flores Canyon Processing Facility Santa Ynez is a massive oil-weighted resource Three offshore platforms located in federal waters north of Santa Barbara, California Wholly-owned onshore production treatment facilities Discovered in 1968 with significant production history >100 identified infill drilling and step-out opportunities, along with workovers and ESP(1) installation on existing wellbores High Quality Asset Sable management are well-qualified to operate Santa Ynez Exemplary track record of operating safely in California and offshore(2) Demonstrated expertise via numerous awards from state and federal agencies Developing strategy for carbon capture and underground storage (“CCUS”) leveraging existing infrastructure and access Highly-Qualified Stewards of the Asset Electric Submersible Pump. While at Plains Exploration & Production, current Sable management team operated platforms included Irene at Point Pedernales and Hidalgo, Harvest and Hermosa at Point Arguello.


Slide 4

SYU History Premier offshore project developed by Exxon over 40+ years Discovered in 1968, over the course of 14 years Exxon consolidated more than a dozen offshore federal oil leases into a streamlined production unit known as SYU SYU construction began in 1976 with Platform Hondo, with first production in 1981, followed by Platform Harmony and Platform Heritage (both online in 1994); both Harmony and Heritage have dedicated rigs for future development SYU includes 112 wells (90 producers, 12 injectors, 10 idle); sizable inventory of infill drilling and additional step-out drilling opportunities(1) Platforms located 5 to 9 miles offshore Santa Barbara County in shallow water depths of 900-1,200’(2) Wholly-owned onshore oil and natural gas processing facility at Las Flores Canyon (not visible from highway) Shut in since June 2015 due to pipeline issue (Plains All-American Pipeline (“AAPL”) operated) Production at all Exxon platforms and facilities was safely suspended. SYU was placed into a preserved preserved state with regular inspections and maintenance AAPL received Consent Decree and began work to restart Exxon acquired pipeline from AAPL Sable targeting potential SYU restart in September 2024 Sable actively evaluating strategy for CCUS utilizing existing infrastructure and access SYU Development Background Sable management have identified >100 infill drilling and step-out opportunities. Primary Reservoir: Miocene Monterey formation (Sour low-gravity oil (4-26 API); Secondary Reservoirs: Oligocene and Eocene oil/gas sandstone (Sweet high-gravity oil (35 API). Sable: POPCO: Pacific Pipeline Company crude oil transmission line to oil refineries state-wide Consumer natural gas to the Southern California Gas Company


Slide 5

3 miles Santa Ynez Unit Overview Technical Overview Significant production history and massive resource potential SYU Reservoir Characterization Massive Resource 1,700’ Original Oil Column (300’) Depleted Oil (400’) Gas Cap Expansion 1,000’ Oil Column Remaining 1,207 MMBoe of Net Recoverable Total Resources (561) MMBoe of Net Cum. Prod. 646 MMBoe of Remaining Total Net Estimated Contingent Resources Robust Production Prior to Pipeline Closure Between 1981 and 2014, SYU produced over 671 MMBoe Production averaged 29 MBbl/d and 27 MMcf/d in 2014 (gross), the last full year when the asset was online Low, stable decline anticipated of ~8% on average annually from existing NSAI Low Estimate Base Contingent Resources over the next five years(1) Sable has also identified >100 additional infill development and step-out opportunities across the leasehold In 2010, Exxon drilled the world’s longest extended-reach well from an existing fixed platform drilling rig, increasing the ability to produce more oil from existing facilities; the well extends more than six miles horizontally 1 Billion + Barrels Recoverable Note: Management estimates are inherently uncertain. Actual results may differ in a material amount from management estimates and projections. 5-year period begins after expected production re-start date in September 2024.


Slide 6

Las Flores Canyon Cogeneration & Processing Facility Las Flores Canyon Infrastructure Wholly-owned infrastructure at Las Flores Canyon reduces cash costs Fully integrated oil and gas processing facilities acquired by Sable for managing 100% of the SYU produced volumes with additional capacity for future SYU development Gas and NGL volumes sold into the Southern California market to homes and businesses and oil volumes sold at Brent based pricing to local refineries Sable management believes that the facilities have been well maintained during the downtime Evaluating significant CCUS opportunity leveraging existing infrastructure and access Crude Storage Tanks Transportation Terminal Produced Water Pipeline Oil Treating Plant Co-Generation Power Plant Biologic Water Treating Plant Crude Dehydration Crude Stabilization Gas Separation & Compression Free Oil Removal Degassing Biological Treatment 540 kbbl capacity Gas Turbine (40 MW) Steam Generation Steam Turbine (10 MW) LPG Storage & Loading POPCO Gas Plant Gas Sweetening NGL Fractionation Sulfur Recovery Gas Compression Gas Processing Plant Gas Sweetening Sulfur Recovery NGL Fractionation Fuel Gas sent to Power Plant CCUS opportunities available through existing infrastructure


Slide 7

Santa Ynez Unit Overview SYU Acreage Overview SYU leases are all located in Federal waters Offshore Position 16 Federal Leases, ~76,000 acres First leased in 1969 Santa Ynez Unit Agreement Effective date: November 12, 1970 Unit blocks: OCS-P 180, 181, 182, 183, 187, 188, 189, 190, 191, 192, 193, 194, 195, 326, 329, 461 Exxon operated(1), 100% WI, 83.6% NRI Annual lease extensions granted by the Bureau of Safety and Environmental Enforcement since shut-in; supported by quarterly updates Onshore Position ~1,480 surface acres, facilities occupy ~135 acres Facilities 100% Sable owned Line 325: Permitted, Upgrades / Repairs Construction Underway (113 miles) Capitan Sable Offshore Las Flores Canyon Plant Los Angeles Refineries Bakersfield San Francisco Refineries Las Cruces Gaviota SLA Boundary State Waters Harmony Hondo Santa Ynez Unit Heritage Line 324: Permit Approval in Process (10.8 miles) Note: Line 324 and Line 325 were formerly known as Line 901 and Line 903, respectively. Application for SYU change in operator to SOC pending.


Slide 8

Undrilled Inventory SYU comprises several discrete fault bound accumulations; compartments defined by pressure compartments 2015 analysis identified step out potential for untested fault compartments or sub accumulations Technical opportunity inventory based on spacing assumptions range from 20–80 acres (102 total opportunities) For every platform, more opportunities exist than available donor wellbores at current spacing assumptions (i.e., slot-constrained) New Drill Inventory Overview Heritage Harmony Hondo 13⁰ API Elevation 2014/2015 Campaign Drillwell Infill / Step-Out Drilling Opportunity Success Case Step-Out Offset Opportunity Being Matured for Drilling Prior To Shut in


Slide 9

SYU is Primed for Cash Flow Generation Projected Development Plan Note: Management estimates are inherently uncertain. Actual results may differ in a material amount from management estimates and projections. Proposed development plan is based on market conditions and subject to annual Board approval.


Slide 10

Contingent Resource Summary(1)(2)(3) Substantial Resource Base Assumes SEC pricing as of April 2024 and effective date of May 1, 2024. April 2024 SEC Pricing: Oil $83.14 / Bbl; Gas $2.40 / MMBtu; NGL $64.85 / Bbl. Management estimates are inherently uncertain. Actual results may differ in a material amount from management estimates and projections. Net quantities shown herein are unrisked volumes and may represent levels of uncertainty as to their technical and commercial recovery. Estimated using NSAI Report Resources at SEC Brent Pricing and Sable management estimated lease operating expenses; low estimate contingent resources with 90% probability of delivering unrisked remaining recoverable volumes from field-wide individual historical well performance. Assumes the wells and facilities will resume operation under similar production and sales conditions present at the time production was suspended. Low estimate contingent resources with 90% probability of delivering unrisked incremental recoverable volumes from statistical field-wide historical well performance driven by the installation of ESPs. Best estimate contingent resources with 50% probability of delivering unrisked remaining recoverable volumes from statistical field-wide historical new drill locations in untested fault compartments or sub-accumulations within test fault compartments. Best estimate contingent resources with 50% probability of delivering unrisked remaining recoverable volumes from existing wellbores calculated from statistical field-wide historical work-over well performance. Net Contingent Resources (MMBoe) PV-10 Contingent Resources ($MM) Contingent Resources by Commodity


Slide 11

Attractive Production & Resources Profile at a Discount Note: Management estimates are inherently uncertain. Actual results may differ in a material amount from management estimates and projections. Market data as of May 10, 2024. Enterprise Value (“TEV”) assumes market data as of May 10, 2024 and 1L Term Loan and cash balance as of March 31, 2024. 5-year period begins after expected production re-start in September 2024. Peer group includes: BRY, CHRD, CIVI, CRC, KOS, MGY, MUR, TALO and WTI. CRC reserves shown pro forma for Aera acquisition. Substantial production base that is ~80% oil with decades of productive history Large Production Base ~28 MBoe/d Net Production Forecast Once Online I Significant discount achieved in conjunction with the SYU acquisition Deep Discount to Intrinsic Value 1.8x NSAI Adjusted Low Estimate Base Forecast PV-10 / TEV III Versus peer group average of $24.49(2) ~62% Discount to Peer Group on PDP Reserves $9.35 TEV / NSAI Adjusted Low Estimate Base Forecast Resources ($/Boe) IV Highly economic oil development opportunities representing infill and step-out locations with decades of performance history Deep Inventory Opportunity V >100 Identified, Undrilled Opportunities Shallow decline profile reduces reinvestment rate required to maintain projected production Shallow Decline II ~8% YoY(1) 5-Year Annual Average Resource Decline


Slide 12

Key Investment Highlights Sable management targeting long-term leverage ratios of ~1.0x to maximize flexibility for distributions and development Conservative Leverage Profile ü Asset acquisition metrics are very favorable against intrinsic value and public benchmarking Attractive Returns ü Modest reinvestment required in the near-term as Sable capitalizes on ESP installations on existing wellbores Primed for Low-Cost Production Growth ü De-risked reservoir first discovered in the 1960’s Potential for substantial growth with accelerated development Substantial Upside ü Wholly-owned pipeline and processing helps preserve margin Oil sales contracts linked to Brent Crude Access to Infrastructure & End Markets ü 100% operated(1) with favorable 16.4% royalty burden High Operational Control ü Outstanding HS&E(2) and operational track record in California Significant opportunity for CCUS utilizing existing assets HS&E Stewardship ü Application for SYU change in operator to SOC pending Health, safety and environment. Santa Ynez Unit is a Differentiated, Value Driven Asset Premier Asset and Experienced Management Team Drive Shareholder Value

v3.24.1.1.u2
Document and Entity Information
May 15, 2024
Document And Entity Information [Line Items]  
Amendment Flag false
Entity Central Index Key 0001831481
Document Type 8-K
Document Period End Date May 15, 2024
Entity Registrant Name Sable Offshore Corp.
Entity Incorporation State Country Code DE
Entity File Number 001-40111
Entity Tax Identification Number 85-3514078
Entity Address, Address Line One 845 Texas Avenue
Entity Address, Address Line Two Suite 2920
Entity Address, City or Town Houston
Entity Address, State or Province TX
Entity Address, Postal Zip Code 77002
City Area Code (713)
Local Phone Number 579-6106
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Entity Ex Transition Period false
Common Stock [Member]  
Document And Entity Information [Line Items]  
Security 12b Title Common Stock, par value $0.0001 per share
Trading Symbol SOC
Security Exchange Name NYSE
Warrant [Member]  
Document And Entity Information [Line Items]  
Security 12b Title Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share
Trading Symbol SOC.WS
Security Exchange Name NYSE

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