UNDERWRITING AGREEMENTUnderwriting Agreement • September 12th, 2016 • SM Energy Co • Crude petroleum & natural gas • New York
Introductory. SM Energy Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $500,000,000 aggregate principal amount of the Company’s 6.75% Senior Notes due 2026 ( the “Securities”). The Securities will be issued pursuant to an indenture dated as of May 21, 2015 (the “Base Indenture”), between the Company and U.S. Bank National Association, as trustee (the “Trustee”). Certain terms of the Securities will be established pursuant to a supplemental indenture to the Base Indenture dated as of the Closing Date (as defined in Section 3(a) hereof) (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). To the extent there are no additional underwriters listed on Schedule A other than you, the term Representatives as used herein shall mean you as the Underwriters, and the terms Representatives and Underwr
THIRD SUPPLEMENTAL INDENTURE Dated as of September 12, 2016Third Supplemental Indenture • September 12th, 2016 • SM Energy Co • Crude petroleum & natural gas • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 12, 2016, by and between SM Energy Company, a Delaware corporation (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”) under the Indenture, dated as of May 21, 2015, among the Company and the Trustee (the “Base Indenture” and, as amended and supplemented by this Supplemental Indenture in respect of the Notes, the “Indenture”).
