Past year: ▼ 65%(3.08 – 16.52 USD)
Each one in plain English, with the numbers worked through for a shareholder.
13 July 2026auditor change▼ Bad
Sable changed auditors from Ham, Langston and Brezina to CohnReznick after CohnReznick acquired HL&B's business -- a routine accounting-industry consolidation, not a dismissal for cause. The filing notes HL&B's prior audit opinions (fiscal 2023-2025) included a going-concern explanatory paragraph.
2 July 2026debt financing▲ GoodMajor
Sable refinanced its way out of the expensive Exxon loan: it issued $345 million of 6.5% convertible notes due 2031 (convertible at roughly $4.00/share, reflecting how far the stock has fallen from its original $10 SPAC/PIPE price) and combined that with a concurrent stock offering and a new Term Loan B to fully repay the Exxon secured term loan.
22 June 2026material agreement▼ BadMajor
With the Exxon term loan still outstanding and production apparently still not restarted, Sable and Exxon extended the loan again -- this time by only about a month, to July 24, 2026 -- for a $30 million fee, while Exxon temporarily waived Sable's minimum-liquidity covenant. The filing signals a permanent refinancing was being arranged before the new deadline.
3 Feb 2026material agreement● Neutral
Sable set up a $250 million at-the-market stock sale program, giving it a standing option to raise more equity opportunistically as it worked to shore up its balance sheet.
25 Nov 2025material agreement● NeutralMajor
Sable raised $250 million in a private stock placement, clearing the $225 million bar Exxon had set, and the term-loan amendment (extended maturity, 15% rate) took effect.
3 Nov 2025material agreement▼ BadMajor
Nearly two years after buying the Santa Ynez assets, Sable still had not restarted production. Exxon agreed to extend its secured term loan's maturity (to March 2027, or 90 days after oil first flows again, if sooner) but raised the interest rate from 10% to 15% and required Sable to raise at least $225 million in new equity plus keep a $25 million minimum cash cushion -- conditions Sable was not yet guaranteed to meet.
23 May 2025material agreement▲ GoodMajor
Sable raised about $283 million in a follow-on stock offering, its first major capital raise since the merger closed a year earlier.
4 Nov 2024listing compliance notice● NeutralMajor
Sable Offshore Corp.'s exchange filed to remove a class of its securities from listing.
24 Sept 2024capital raising announcement● NeutralMajor
On September 19, 2024, Sable Offshore Corp. agreed to sell about 7.5 million new shares of common stock to private investors for about $150 million, and the sale was completed on September 23, 2024. This is new money raised after the February 2024 closing of the Exxon SYU purchase. It adds shares for existing holders to be diluted by, at roughly $20 a share (my arithmetic from the stated figures).
15 Feb 2024listing compliance notice● NeutralMajor
Sable Offshore Corp.'s exchange filed to remove a class of its securities from listing.
14 Feb 2024business combination▼ BadMajor
The merger closed: Flame renamed itself Sable Offshore Corp and simultaneously completed the $625 million purchase of ExxonMobil's Santa Ynez Unit assets, taking on a $606.25 million, 10%-interest, 5-year secured term loan from Exxon to help pay for it. At the last minute, one PIPE investor failed to fund its $125 million commitment (citing its own investors' capital-call problems); other investors, including CEO James Flores personally, covered $55 million of the gap, but the PIPE still closed about $80 million short of its original $520 million target.
9 Feb 2024business combination▲ GoodMajor
Flame set its shareholder vote for February 12, 2024. At the redemption deadline, holders of only 2.47% of public shares chose to cash out, leaving about $62.2 million in the trust account -- a strong sign that most shareholders wanted to stay in for the Sable deal rather than take their money back.
31 Jan 2024business combination● NeutralMajor
Flame filed its final proxy statement calling a special shareholder meeting for February 12, 2024 to vote on the Sable merger and related items (new charter, incentive plan, NYSE share-issuance approval, adjournment). The board unanimously recommends voting for all of them. Holdco has $520,000,000 of PIPE commitments at $10.00 a share, including $7M from Chairman and CEO James C. Flores, $3M from JCF Capital (managed by President J. Caldwell Flores) and $30M from Victorious Angel Group (managed by director Christopher Sarofim). Existing Flame shares are not affected by the merger, and Sable's own shares are cancelled for no payment.
16 Jan 2024capital raising announcement▲ GoodMajor
On January 12, 2024, Flame and Sable's holding company amended some of the earlier PIPE subscription agreements, and the filing states total PIPE commitments of $520,000,000 for 52,000,000 Flame Class A shares at $10.00, to be bought when the merger closes. That is well above the roughly $254.95M of commitments in the previous summary (December 2023), so the PIPE has grown sharply. The text shown is cut off before the details of the amendments, so what exactly changed is not stated here.
20 Dec 2023business combination▼ BadMajor
Sable and Exxon amended their asset-purchase agreement again, this time targeting a February 1, 2024 closing (outside date February 29, 2024) -- the deal's third timeline reset.
18 Dec 2023capital raising announcement▲ GoodMajor
On December 12, 2023, Sable's holding company signed additional PIPE subscription agreements for 18,045,000 shares at $10.00, about $180.45M. Together with the earlier PIPE of 7,450,000 shares (about $74.5M), that totals about $254.95M of commitments (my arithmetic). The investors become Flame shareholders if the merger closes. Metamorphic Pecan, LLC gets the right to nominate one director while it holds at least 10% of Flame's Class A shares. This raises the PIPE well above the $71.5M initial figure in the 2022 proxy, though the merger had still not closed.
What it means for a shareholder
18.0m new shares at US$10.00 to raise about US$180m. That's 58% dilution: every existing holder's slice gets 58% smaller. If you held US$1,000 of shares (100 at the issue price), your slice goes from 0.000752% to 0.000319% of the company. To keep it you'd need 136 more shares - about US$1,360 at the issue price.
Create a free account to see this worked out for your own holding.
13 Dec 2023business combination● Neutral
Flame and Sable posted another investor presentation to attract new PIPE investors ahead of the deal's expected early-2024 close.
31 Aug 2023debt financing● Neutral
Flame issued two more, larger sponsor notes -- $635,000 and $495,000 -- as the sponsor continued bankrolling the now-extended process.
23 Aug 2023capital raising announcement● Neutral
On August 22, 2023, Flame converted 7,187,500 founder Class B shares into Class A shares held by the sponsor, affiliates, independent directors and some officers. That leaves 15,620,245 Class A shares outstanding and no Class B, with the sponsor holding about 27.3%. The converted shares keep their restrictions, including waived redemption rights and a duty to vote for a business combination. The filing also notifies shareholders of an August 29, 2023 meeting to vote on extending the deadline to complete a deal, a sign the Sable merger had not closed in time. The share count of 15,620,245 is after the conversion, and the filing does not say what redemptions had already happened.
10 Aug 2023business combination● Neutral
Flame and Sable posted a further investor presentation for potential PIPE investors, working to raise additional capital beyond the original $74.5 million ahead of closing.
3 Aug 2023material agreement▲ Good
The last remaining PIPE investor signed on, so all $74.5 million of the original PIPE commitments were now extended to the new March 2024 deadline.
27 July 2023material agreement● Neutral
More PIPE investors signed on to the extension, bringing the total to $64.5 million of the $74.5 million committed.
21 July 2023material agreement● Neutral
PIPE investors holding $57 million of the $74.5 million in committed Sable private-placement funding agreed to extend their own funding deadlines to match the new March 2024 merger deadline.
30 June 2023material agreement▼ BadMajor
Flame and Sable extended their merger agreement's outside date from June 30, 2023 to March 1, 2024, the second such extension, as the deal continued to take longer than planned.
26 June 2023debt financing● Neutral
Flame issued two more small sponsor notes, $50,000 and $100,000.
16 June 2023business combination▼ BadMajor
Sable and Exxon amended their asset-purchase agreement, pushing the target closing date to June 30, 2023 (with an outside date of December 31, 2023) and lowering the minimum cash Sable must hold to close the deal to $150 million -- a sign the timeline was slipping and the cash bar was being eased to keep the deal alive.
16 May 2023debt financing● Neutral
Flame issued two more sponsor notes, $395,000 and $355,000, to cover Flame's and Sable's respective expenses.
30 Mar 2023debt financing▼ Bad
With the deal dragging on, Flame's sponsor won more room to turn its support into equity: the ceiling on sponsor loans convertible into warrants at $1.00 each rose from $1.5 million to $3.5 million, and the $905,000 already lent was amended to carry that conversion right.
21 Mar 2023business combination● Neutral
Flame and Sable posted another investor presentation aimed at potential PIPE investors, continuing to court additional capital commitments ahead of closing.
7 Feb 2023debt financing● Neutral
Flame issued a $535,000 sponsor note, continuing to fund itself while the Sable merger was pending.
