Simpson Thacher represented J.P. Morgan Securities LLC as sole underwriter in connection with the offerings by Sable Offshore Corp. of (i) $345.0 million aggregate principal amount of 6.5% Convertible Senior Notes due 2031 (the “Notes”), representing the full exercise of the option to purchase additional notes and (ii) 37,337,662 shares of common stock, with gross proceeds of approximately $115.0 million, representing the full exercise of the option to purchase additional shares.
Simpson Thacher also represented JPMorgan Chase Bank, N.A. as administrative agent and lead arranger in connection with (i) a senior secured reserve-based revolving credit facility in an initial aggregate maximum credit amount of $500.0 million and (ii) a senior secured term loan B credit facility providing term loans in an aggregate principal amount of $675.0 million.
Sable Offshore Corp. intends to use the proceeds of the offerings and the term loans to repay its senior secured term loan with Exxon Mobil Corporation, to pay fees and expenses in connection with the financing transactions and for general corporate purposes.
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 Simpson Thacher team included Brian Rosenzweig, Richie Ragusa, Ryan Poché, Andrew Scattergood and Ethan McGinty (Capital Markets); Matt Hart (Equity-Linked Capital Markets); Erland Modesto, Brandon Barton, Brian Flynn, Kaylee Yocum, Michael O’Rear, Owen Harrison and Erin Vogt (Banking and Credit); Tim Gallagher and Dennis Loiacono (Real Estate); Michael Mann and Preston Irace (Tax); George Gerstein and Christopher Torikoglu (Executive Compensation and Employee Benefits); Kate Mirino and Isabella Gonzalez (Intellectual Property); and Jennie Getsin (FINRA).