SM Energy Prices $500 Million Private Offering of Senior Notes Due 2024

  SM Energy Prices $500 Million Private Offering of Senior Notes Due 2024

Business Wire

DENVER -- May 15, 2013

SM Energy Company (NYSE: SM) today announces that it has priced a private
offering of $500 million of 5% senior unsecured notes due 2024. The company
increased the size of the offering from the previously announced $400 million
to $500 million. These senior notes will be issued at par. The offering is
expected to close on May 20, 2013, subject to customary closing conditions.
The company intends to use the net proceeds from the offering to repay
outstanding borrowings under its credit facilityand for general corporate
purposes.

The notes have not been registered under the Securities Act of 1933 (the
“Securities Act”) or applicable state securities laws and may not be offered
or sold in the United States absent registration or an applicable exemption
from the registration requirements of the Securities Act and applicable state
securities laws. The notes may be resold by the initial purchasers pursuant to
Rule144A and Regulation S under the Securities Act.

This press release is being issued pursuant to Rule 135c under the Securities
Act, and is neither an offer to sell any of these securities, nor a
solicitation of an offer to buy, nor shall there be any sale of these
securities in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.

ABOUT THE COMPANY

SM Energy Company is an independent energy company engaged in the acquisition,
exploration, development, and production of crude oil, natural gas, and
natural gas liquids in onshore North America. SM Energy routinely posts
important information about the company on its website. For more information
about SM Energy, please visit its website at www.sm-energy.com.

INFORMATION ON FORWARD-LOOKING STATEMENTS

This release contains forward-looking statements within the meaning of
securities laws, including forecasts and projections. The words “anticipate,”
“assume,” “believe,” “budget,” “estimate,” “expect,” “forecast,” “intend,”
“plan,” “project,” “will” and similar expressions are intended to identify
forward-looking statements. These statements involve known and unknown risks,
which may cause SM Energy's actual results to differ materially from results
expressed or implied by the forward-looking statements. These risks include
factors such as the availability, proximity and capacity of gathering,
processing and transportation facilities; the uncertainty of negotiations to
result in an agreement or a completed transaction; the uncertain nature of
announced acquisition, divestiture, joint venture, farm down or similar
efforts and the ability to complete any such transactions; the uncertain
nature of expected benefits from the actual or expected acquisition,
divestiture, joint venture, farm down or similar efforts; the volatility and
level of oil, natural gas, and natural gas liquids prices; uncertainties
inherent in projecting future rates of production from drilling activities and
acquisitions; the imprecise nature of estimating oil and gas reserves; the
availability of additional economically attractive exploration, development,
and acquisition opportunities for future growth and any necessary financings;
unexpected drilling conditions and results; unsuccessful exploration and
development drilling results; the availability of drilling, completion, and
operating equipment and services; the risks associated with the Company's
commodity price risk management strategy; uncertainty regarding the ultimate
impact of potentially dilutive securities; and other such matters discussed in
the “Risk Factors” section of SM Energy's 2012 Annual Report on Form 10-K. The
forward-looking statements contained herein speak as of the date of this
announcement. Although SM Energy may from time to time voluntarily update its
prior forward-looking statements, it disclaims any commitment to do so except
as required by securities laws.

Contact:

SM Energy Company
James R. Edwards, 303-861-8140