SM ENERGY COMPANY, as Issuer AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 21, 2015Indenture • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas • New York
THIS INDENTURE, dated as of May 21, 2015, is between SM Energy Company, a Delaware corporation (the “Company”), and U.S. Bank National Association, a national banking association (the “Trustee”).
Wells Fargo Bank, National AssociationBase Call Option Transaction • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Wells Fargo Bank, National Association (“Dealer”) and SM Energy Company (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
Bank of America, N.A. c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 Attn: Gary Rosenblum, Managing Director, Associate General Counsel Tel: 646-855-3684 Fax: 704-208-2869Base Call Option Transaction • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Bank of America, N.A. (“Dealer”) and SM Energy Company (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
SM ENERGY COMPANY AND U.S. BANK NATIONAL ASSOCIATION, as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of August 12, 2016 1.50% Convertible Senior Notes due 2021Second Supplemental Indenture • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas
SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) dated as of August 12, 2016 between SM ENERGY COMPANY, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.02) and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee,” as more fully set forth in Section 1.02).
UNDERWRITING AGREEMENTUnderwriting Agreement • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas • New York
Wells Fargo Bank, National Association August 10, 2016Call Option Transaction • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Wells Fargo Bank, National Association (“Dealer”) and SM Energy Company (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP EnglandCall Option Transaction • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“Dealer”) and SM Energy Company (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
UNDERWRITING AGREEMENTUnderwriting Agreement • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas • New York
Bank of America, N.A. c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 Attn: Gary Rosenblum, Managing Director, Associate General Counsel Tel: 646-855-3684 Fax: 704-208-2869Confirmation of Call Option Transaction • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Bank of America, N.A. (“Dealer”) and SM Energy Company (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
JPMorgan Chase Bank, National Association London Branch 25 Bank Street Canary Wharf London E14 5JP England August 8, 2016Base Call Option Transaction • August 12th, 2016 • SM Energy Co • Crude petroleum & natural gas
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“Dealer”) and SM Energy Company (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
