SM Energy Announces Early Tender Results, Upsizes and Extends Note Repurchase Offer
SM Energy Announces Early Tender Results, Upsizes and Extends Note Repurchase Offer
Date: March 18, 2026
SM Energy Company (NYSE: SM) has announced significant updates concerning its cash tender offer for the outstanding 8.375% Senior Notes due 2028, originally issued by Civitas Resources, Inc. and assumed by SM Energy after its recent merger with Civitas.
Key Points from the Announcement
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Early Tender Results: As of 5:00 p.m. New York City time on March 17, 2026, \$783,605,000 in principal amount of the 8.375% Senior Notes due 2028 have been validly tendered and not validly withdrawn. This represents approximately 58.04% of the \$1.35 billion aggregate outstanding principal amount.
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Upsizing the Offer: SM Energy increased the maximum aggregate principal amount of notes it will repurchase from \$750 million to \$1 billion, reflecting strong investor participation.
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Extension of Early Tender Premium: The company is extending the \$50 per \$1,000 Early Tender Premium to all notes tendered up until the final expiration date, not just those tendered by the early tender deadline.
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Consideration: Holders whose notes are accepted will receive the “Total Consideration” of \$1,031.75 per \$1,000 principal amount, which includes the \$50 Early Tender Premium, plus any accrued and unpaid interest up to, but not including, the settlement date.
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Settlement Dates:
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Early Settlement Date: Notes tendered at or prior to the early tender deadline and accepted will settle on March 19, 2026.
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Final Settlement Date: For notes tendered after the early deadline, but by the offer’s expiration, settlement is expected by April 3, 2026.
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Offer Expiration: The tender offer expires at 5:00 p.m. New York City time on April 1, 2026, unless extended.
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Noteholder Rights: Withdrawal rights expired at the early tender deadline and have not been extended. Notes tendered after this point may not be withdrawn except where required by law.
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Proration Risk: If tenders exceed the \$1 billion cap, acceptances after the early deadline may be subject to proration.
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No Minimum Tender Condition: The offer is not conditioned on any minimum amount being tendered.
Price-Sensitive & Shareholder-Relevant Information
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Balance Sheet Impact: The tender offer and upsize will reduce SM Energy’s outstanding debt, potentially improving its leverage ratios and balance sheet flexibility. This could positively affect credit ratings and investor perception.
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Transaction Linked to Merger: These notes were assumed as part of the Civitas merger, and the tender offer is a direct consequence, providing insight into post-merger integration and capital management.
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Forward-Looking Statements: The company has issued forward-looking statements about the tender offer’s completion, subject to risks and uncertainties, including those detailed in its latest SEC filings.
Dealers, Contacts, and Additional Information
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Dealer Manager & Solicitation Agent: BofA Securities, Inc.
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Information Agent: D.F. King & Co., Inc.
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Investor Contacts:
Company Background
SM Energy Company is an independent energy company engaged in the acquisition, development, and production of crude oil, natural gas, and natural gas liquids, with operations in Colorado, New Mexico, Texas, and Utah.
Potential Share Price Impact
The upsize and extension of the tender offer, along with a strong early participation rate, signal proactive debt management and post-merger integration. These actions may be viewed positively by investors and analysts, as they indicate improved financial flexibility and a commitment to optimizing the company’s capital structure. The results and final outcomes of this tender offer could be price-sensitive, depending on market perception and subsequent changes to SM Energy’s leverage profile.
Disclaimer: This article is for informational purposes only and does not constitute investment advice or an offer to buy or sell securities. Forward-looking statements are subject to risks and uncertainties. Investors should review official filings and consult with financial advisors before making investment decisions.
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