Sm Energy Company · NYSE:SM
Sm Energy — Merger or Acquisition (November 2025)
14 slides from Sm Energy's merger presentation, Nov 17, 2025
Slide 1: Merger Update
Merger Update November 17, 2025 NYSE: SM | SM-Energy.com NYSE: CIVI | CivitasResources.com
Slide 2: Disclaimer
2 Disclaimer Forward-Looking Statements This presentation and the oral statements made in connection therewith relate to, among other things, a proposed business combination between SM Energy and Civitas and contain “forward-looking statements” within the meaning of the federal securities laws, incl
Slide 3: Disclaimer (Cont'd)
3 Disclaimer (Cont’d) Non-GAAP Financial Measures This presentation includes financial information not prepared in conformity with generally accepted accounting principles (GAAP). Free Cash Flow is a non-GAAP measure. The companies are unable to provide a reconciliation of forward-looking non-GAAP F
Slide 4: SM Energy is… A Premier Operator Expanding Scale
4 SM Energy is… A PREMIER OPERATOR EXPANDING SCALE AND INCREASING VALUE OF TOP-TIER ASSETS (1) Dated as follows: Net acres (excludes acreage outside of core basins), 2025E CapEx (based on mid-point of full-year guidance range), and Q3’25 net production each as of September 30, 2025; YE24 estimated n
Slide 5: SM Energy Delivers Value-Enhancing Scale in the Highest Return U.S. Shale Basins
5 SM Energy Delivers… VALUE-ENHANCING SCALE IN THE HIGHEST RETURN U.S. SHALE BASINS South Texas Uinta Basin Permian Basin DJ Basin DJ Basin: • Low-cost, high-margin basin • Exceptional free cash flow generation • Sustainability leader South Texas: • Core high-return asset • Commodity mix optionality
Slide 6: Transformational Combination Delivering Superior Value
6 Transformational Combination Delivering Superior Value UNLOCKING STOCKHOLDER VALUE THROUGH SYNERGIES, ACCRETIVE DIVESTITURES, AND RETURN OF CAPITAL O v e r v i e w ✓ Significant free cash flow to drive balanced returns framework & acceleration to Investment Grade profile ✓ Immediately accretive to
Slide 7: Announcing the Leadership Team Upon Closing
7 Announcing the Leadership Team Upon Closing TRUSTED LEADERSHIP SUPPORTED BY A WORLD-CLASS TECHNICAL TEAM (1) Please visit each company’s website for biographies: sm-energy.com/about-us/leadership | civitasresources.com/leadership/. Civitas to appoint the Chair of the Governance and Sustainability
Slide 8: Synergy-Driven Accretion to Cash Flow and NAV
8 Synergy-Driven Accretion to Cash Flow and NAV ACCELERATING BALANCE SHEET STRENGTH AND RETURN OF CAPITAL (1) Source: Company generated models using 2026 NYMEX WTI/HH Strip as of 11/14/25, SM/CIVI 2025 published full-year guidance, pro forma for CIVI 2H25 divestitures and $200–$300 million of expect
Slide 9: Value-Driven Synergies Actioned in 2026
9 Value-Driven Synergies Actioned in 2026 NPV-10 OF SYNERGIES $1.0–$1.5 BILLION, 22%–32% OF PRO FORMA MARKET CAP(1) (1) Source: Company generated models. (2) “Actioned” synergies indicates that management will initiate the necessary steps in 2026, post anticipated Q1 2026 closing date, with full ann
Slide 10: Deeper Dive: D&C and Operational Synergies
10 Deeper Dive: D&C and Operational Synergies INCREASED SCALE TO DRIVE ACHIEVABLE SYNERGIES AT ONLY ~3% OF CATEGORY SPEND(2) Drilling and Completion (D&C): ✓ Rig & frac fleet optimization ✓ Service de-bundling ✓ Supply chain integration Facilities Design: ✓ Modular designs ✓ Standardized specs ✓ Sha
Slide 11: Deeper Dive: D&C/Operational Synergies
11 Deeper Dive: D&C/Operational Synergies EXPANDED DETAILS D&C/Operational Annual Synergies: $100–$150 million Ample opportunities exist to realize savings in all cost categories across the Company’s combined cornerstone Permian assets. ✓Best Practice Benefits: Apply long-standing and optimized oper
Slide 12: Accretive Divestitures
12 Accretive Divestitures AT LEAST $1.0 BILLION OF PLANNED DIVESTITURES WITHIN 1 YEAR OF CLOSING ✓Recently announced asset divestitures by public E&P peers demonstrate a robust A&D market trading at higher multiples. ✓Recent asset divestiture examples include: ✓SM is committed to executing on its pl
Slide 13: Balance Sheet Resilient Through the Cycle
13 Balance Sheet Resilient Through the Cycle ACCELERATED AND CLEAR PATH TO INVESTMENT GRADE CREDIT PROFILE (1) Based on Q3 2025 reported production of SM Energy and Civitas. (2) Based on YE 2024 reported estimated net proved reserves of SM Energy and Civitas. (3) Represents combined liquidity as of
Slide 14: SM Energy is… A Premier Operator
#21175A #136094 #117DAB #1AA2DE #77AA00 #595959 #F2F2F2 #ED7D31 14 SM Energy is… A PREMIER OPERATOR: Capital Efficiency OWNER OF TOP-TIER ASSETS: High-Quality Inventory with Long Runway A LEADER: Sustainability and Stewardship Focus on Operational Execution Return Capital to Stockholders Expand Port