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8-K - 8-K - SM Energy Coform8-k022515.htm
Exhibit 99.1


FOR IMMEDIATE RELEASE


SM ENERGY PROVIDES 2015 GUIDANCE, OPERATIONAL UPDATE, AND REPORTS RESULTS FOR FOURTH QUARTER AND FULL-YEAR 2014



2015 capital budget of $1.2 billion, a 43% reduction from 2014 CAPEX excluding acquisitions.

Production guidance of 60.4 - 63.5 MMBOE, or 12% production growth year over year at the midpoint.

Fourth quarter GAAP net income of $331.7 million or $4.91 per diluted share; adjusted net income of $70.9 million, or $1.05 per diluted share.

Fourth quarter GAAP net cash provided by operating activities of $381.5 million; quarterly adjusted EBITDAX of $419.0 million.


DENVER, CO February 24, 2015 - SM Energy Company (NYSE: SM) ("SM Energy" or the "Company") provides 2015 capital, production, and performance guidance, provides an update on the Company's operating activities, and reports financial results for the fourth quarter of 2014. In addition, a presentation regarding the aforementioned items has been posted on the Company's website at www.sm-energy.com. This presentation will be referenced during the conference call scheduled for 8:00 a.m. Mountain Time (10:00 a.m. Eastern time) on February 25, 2015. Information concerning access to the Company's earnings call can be found below.


MANAGEMENT COMMENTARY

Jay Ottoson, President and CEO, remarked, "SM Energy had a strong finish to 2014 as we continued to deliver on improvements in the productivity of our core development assets. We entered 2015 with a strong balance sheet and ample liquidity. Our entire focus now is to translate these competitive advantages into differential returns for our shareholders in what we believe will be a period of dramatic transition in our industry. We intend to accomplish this by rapidly reducing our activity level and positioning ourselves to generate strong, peer leading returns after costs adjust to the lower oil price environment."
 

1



CAPITAL, PRODUCTION, AND PERFORMANCE GUIDANCE

In the table below, SM Energy provides 2015 capital expenditure guidance:

2015 Capital guidance
 
 
 
 
 
 
(in millions)
 
 
 
 
 
 
 
 
 
 
 
 
 
Program
 
Operated
 
Non-operated
 
Total
Eagle Ford
 
$
470

 
$
135

 
$
605

Bakken/Three Forks
 
195

 
60

 
255

Other
 
170

 
15

 
185

Drilling and Completion Subtotal
 
$
835

 
$
210

 
$
1,045

 
 
 
 
 
 
 
Non-drilling & New Ventures
 
 
 
 
 
185

 
 
 
 
 
 
 
Total
 
 
 
 
 
$
1,230

 

In 2015, the Company plans to invest approximately $1.0 billion in drilling and completion ("D&C") capital, an approximately 44% reduction from $1.9 billion of D&C expenditures in 2014. SM Energy began 2015 with 17 operated rigs running and plans to reduce operated rig activity throughout the year, exiting 2015 with an expected 7 rigs. The capital allocation for the year focuses on minimizing outspend to protect the balance sheet and maintaining a level of activity that preserves the value of the Company's asset base. In its capital budget, the Company has assumed D&C cost reductions of 15% to 20% by year-end, depending on the basin. At recent strip pricing, the Company expects its 2015 capital expenditures to exceed 2015 adjusted EBITDAX by approximately $150 million and exit 2015 with a debt to trailing adjusted EBITDAX ratio of approximately 2.5 times without consideration for proceeds related to the previously announced Mid-Continent asset divestiture, which is expected to occur later this year.

Eagle Ford
The Company made 90 flowing completions in its operated Eagle Ford shale program in 2014, 23 of which were in the fourth quarter. At year-end 2014, SM Energy had 334 net wells producing. The Company's recent wells in this program, which have incorporated longer laterals and larger sand loadings, continue to meet or exceed Company expectations. In 2015, the Company plans to make approximately 75 flowing completions on its operated Eagle Ford shale acreage. Nearly all of the planned activity in 2015 will take advantage of enhanced well design, similar to wells drilled and completed in the second half of 2014.

In the Company's non-operated Eagle Ford program, the operator completed 86 gross wells in the fourth quarter of 2014. SM Energy has assumed a reduced level of activity in 2015.

Bakken/Three Forks
SM Energy made 46 gross flowing completions in its operated Bakken/Three Forks program in 2014, 13 of which were completed in the fourth quarter. At year-end 2014, SM Energy had 205

2


net wells producing. The Company's recent Three Forks and Bakken wells in its Gooseneck asset continue to meet or exceed Company expectations. In 2015, the Company plans to make approximately 40 gross flowing completions on its operated Bakken/Three Forks acreage in the Williston Basin, with approximately 70% of the activity focused on its Gooseneck asset in Divide County, North Dakota.

Other
Of the remaining D&C capital for 2015, a majority will be allocated early in the year to the Company's operated PRB Frontier program. The capital allocated to this program will allow SM Energy to retain essentially all of its acreage.

Production
Based on the capital budget and program discussed above, SM Energy anticipates full-year 2015 production to range from 60.4 to 63.5 MMBOE (165 - 174 MBOE/d). The midpoint of the Company's provided guidance represents annual production growth of approximately 12% year over year. Production for the first quarter of 2015 is expected to be essentially flat to the fourth quarter of 2014, with production declining approximately 1% per quarter for the remainder of the year due to the reduction in rig activity and deferral of well completions throughout the year. The Company's production mix for 2015 is expected to be similar to that of 2014.

Production and cost guidance for full-year 2015 is provided in the table below:

 
FY 2015
Production (MMBOE)
60.4 – 63.5
Average daily production (MBOE/d)
165 – 174
 
 
LOE ($/BOE)
$4.40 – $4.65
Ad Valorem ($/BOE)
$0.50 – $0.55
Transportation ($/BOE)
$6.25 – $6.55
Production Taxes (% of pre-derivative O&G revenue)
4.5% – 5.0%
 
 
G&A - cash ($/BOE)
$2.50 – $2.80
G&A - non-cash ($/BOE)
$0.30 – $0.40
G&A Total ($/BOE)
$2.80 – $3.20
 
 
DD&A ($/BOE)
$13.00 – $13.80
 
 
Effective income tax rate range
36.3% - 37.5%
% of income tax that is current
<3%

General and administrative - cash for 2015 includes approximately $12.5 million, or $0.20/BOE, of non-recurring costs related to the expected mid-year closure of the Company's office in Tulsa, Oklahoma.


FOURTH QUARTER 2014 RESULTS

SM Energy posted GAAP net income for the fourth quarter of 2014 of $331.7 million, or $4.91 per diluted share, compared to net income of $7.0 million, or $0.10 per diluted share, for the

3


same period of 2013. Adjusted net income for the fourth quarter was $70.9 million, or $1.05 per diluted share, compared to adjusted net income of $85.9 million, or $1.26 per adjusted diluted share, in the same period of 2013. Adjusted net income excludes certain items that the Company believes affect the comparability of operating results. Items excluded are generally one-time items or are items whose timing and/or amount cannot be reasonably estimated. Earnings before interest, taxes, depreciation, depletion, amortization, accretion, and exploration expense ("adjusted EBITDAX") were $419.0 million for the fourth quarter of 2014, an increase of 6% from $395.5 million for the same period in 2013.

Adjusted net income and adjusted EBITDAX are non-GAAP financial measures; please refer to the reconciliations in the accompanying Financial Highlights section at the end of this release for additional information about these measures.
 
SM Energy had average daily production of 176 MBOE/d for the fourth quarter of 2014. The production mix for the quarter was 32% oil/condensate, 45% gas, and 23% NGLs.

The table below presents actual production and per BOE cost metrics for the fourth quarter and full-year 2014, along with previously issued guidance for the fourth quarter and full-year 2014:

Guidance Comparison
For the Three Months
 
For the Twelve Months
 
Ended December 31, 2014
 
Ended December 31, 2014
 
 Actual
 
Guidance
 
 Actual
 
Guidance
Production
 
 
 
 
 
 
 
 
 
 
 
Average daily production (MBOE/d)
175.8

 
152

-
159
 
151.1

 
145

-
147
Total production (MMBOE)
16.17

 
13.9
-
14.7
 
55.14

 
52.9

-
53.6
 
 
 
 
 
 
 
 
 
 
 
 
Costs
 
 
 
 
 
 
 
 
 
 
 
Lease operating expense ($/BOE)
$4.66
 
$4.95
-
$5.20
 
$4.74
 
$4.85
-
$4.90
Transportation expense ($/BOE)
$5.77
 
$6.05
-
$6.35
 
$6.11
 
$6.20
-
$6.30
Production taxes, as a percentage of pre-derivative oil, gas, and NGL revenue
4.7
%
 
5.0
%
-
5.5%
 
4.7
%
 
5.0
%
-
5.5%
 
 
 
 
 
 
 
 
 
 
 
 
General and administrative - cash ($/BOE)
$2.80
 
$2.25
-
$2.45
 
$2.43
 
$2.26
-
$2.31
General and administrative - cash related to Net Profits Plan ($/BOE)
$0.05
 
$0.15
-
$0.30
 
$0.15
 
$0.18
-
$0.22
General and administrative - non-cash ($/BOE)
$0.38
 
$0.35
-
$0.55
 
$0.45
 
$0.44
-
$0.50
General and administrative - Total ($/BOE)
$3.23
 
$2.75
-
$3.30
 
$3.03
 
$2.88
-
$3.03
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation, depletion, and amortization ($/BOE)
$13.56
 
$14.00
-
$14.75
 
$13.92
 
$14.05
-
$14.25
 
 
 
 
 
 
 
 
 
 
 
 
Taxes
 
 
 
 
 
 
 
 
 
 
 
Effective income tax rate
 
 
 
 
 
 
37.4
%
 
37.0
%
-
37.5%
% of income tax that is current
 
 
 
 
 
 
0.2
%
 
<3%

In the fourth quarter of 2014, cash G&A expenses per unit were higher than guidance due to performance-based bonus compensation, which was better than projected for the year as a result of Company performance exceeding its 2014 targets.

  

4


PROVED RESERVES AND COSTS INCURRED

SM Energy's estimate of proved reserves as of December 31, 2014, was 547.7 MMBOE, which is an increase of 28% from 428.7 MMBOE at the end of 2013. These reserves are comprised of 169.7 MMBbl of oil/condensate, 1,466.5 Bcf of natural gas, and 133.5 MMBbl of NGLs.

The standardized measure of discounted future net cash flows at December 31, 2014, was $5.7 billion. The PV-10 of the Company's estimated proved reserves at December 31, 2014, was $7.6 billion, which was 38% greater than the prior year PV-10 of $5.5 billion. More than 80% of SM Energy's estimated proved reserves by value were audited by an independent reserve engineering firm. The Company believes its use of an independent reserve auditor is a matter of interest to current and potential shareholders, as well as investment professionals who follow the Company. More information on these items are included in the Company's Form 10-K for the year ended December 31, 2014, which is to be filed with the Securities and Exchange Commission on or around February 25, 2015.

Total costs incurred for 2014 were $2.7 billion and were unchanged from the Company's previous release dated February 2, 2015. See the financial highlights section at the end of this release for details concerning costs incurred.


FINANCIAL POSITION AND LIQUIDITY

As of December 31, 2014, SM Energy had total long-term debt of $2.4 billion, which included $166.0 million of outstanding borrowings on its revolving credit facility. At year-end, SM Energy's debt to trailing twelve month adjusted EBITDAX was 1.4 times and debt-to-book capitalization ratio was 51%. As of the end of the fourth quarter, SM Energy was in compliance with all covenants associated with its long-term debt.


EARNINGS CALL INFORMATION

The Company has scheduled a teleconference to discuss these results and other operational matters on February 25, 2015 at 8:00 a.m. Mountain Time (10:00 a.m. Eastern Time). Conference dial-in information is included below. A telephonic replay of the call will be available approximately two hours after the call through March 11, 2015.
Call Type
 
Phone Number
 
Conference ID
Domestic Participant
 
877-303-1292
 
70918598
Domestic Replay
 
855-859-2056
 
70918598
International Participant
 
315-625-3086
 
70918598
International Replay
 
404-537-3406
 
70918598

This call is being webcast live and can be accessed at SM Energy Company's website at www.sm-energy.com. An audio recording of the conference call will be available at that site through March 11, 2015.



5


INFORMATION ABOUT 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 and uncertainties related to the costs of such 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 2014 Annual Report on Form 10-K, as such risk factors may be updated from time to time in the Company's other periodic reports filed with the Securities and Exchange Commission. 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.

INFORMATION ABOUT PROVED RESERVES

This press release contains references to certain items pertaining to the process used to estimate the Company's proved reserves and their PV-10, which is equal to the standardized measure of discounted future net cash flows from proved reserves on the applicable date, before deducting future income taxes, discounted at 10 percent. SM Energy believes that the presentation of pre-tax PV-10 is relevant and useful to investors because it presents the discounted future net cash flows attributable to the Company's proved reserves prior to taking into account future corporate income taxes and the Company's current tax structure. The Company further believes investors and creditors use pre-tax PV-10 as a basis for comparison of the relative size and value of the Company's proved reserves to other peer companies. SM Energy's pre-tax PV-10 for estimated proved reserves as of December 31, 2014, may be reconciled to its standardized measure of discounted future net cash flows as of December 31, 2014, by reducing the Company's pre-tax PV-10 by the discounted future income taxes associated with such reserves. A reconciliation of these adjustments is provided below.


6


Reconciliation of standardized measure (GAAP) to PV-10 (Non-GAAP):
 
 
 
As of December 31,
 
2014
 
(in millions)
Standardized measure of discounted future net cash flows (GAAP)
$
5,698.8

Add: 10 percent annual discount, net of income taxes
3,407.2

Add: future undiscounted income taxes
3,511.4

Undiscounted future net cash flows
12,617.4

Less: 10 percent annual discount without tax effect
(5,000.5
)
PV-10 (Non-GAAP)
$
7,616.9



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.


SM ENERGY CONTACTS:
MEDIA:
Patty Errico, perrico@sm-energy.com, 303-830-5052

INVESTORS:
Brent Collins, ir@sm-energy.com, 303-863-4326
James Edwards, ir@sm-energy.com, 303-837-2444



7


SM ENERGY COMPANY
FINANCIAL HIGHLIGHTS
December 31, 2014
 
 
 
 
 
 
 
 
 
 
 
 
 
For the Three Months Ended December 31,
 
For the Twelve Months Ended December 31,
Production Data:
2014
 
2013
 
Percent Change
 
2014
 
2013
 
Percent Change
 
 
 
 
 
 
 
 
 
 
 
 
Average realized sales price, before the effects
 
 
 
 
 
 
 
 
 
 
 
of derivative settlements:
 
 
 
 
 
 
 
 
 
 
 
Oil (per Bbl)
$
62.60

 
$
86.48

 
(28
)%
 
$
80.97

 
$
91.19

 
(11
)%
Gas (per Mcf)
3.87

 
3.98

 
(3
)%
 
4.58

 
3.93

 
17
 %
NGL (per Bbl)
25.97

 
38.63

 
(33
)%
 
33.34

 
35.95

 
(7
)%
Equivalent (per BOE)
$
36.27

 
$
44.86

 
(19
)%
 
$
45.01

 
$
45.50

 
(1
)%
 
 
 
 
 
 
 
 
 
 
 
 
Average realized sales price, including the
 
 
 
 
 
 
 
 
 
 
 
effects of derivative settlements:
 
 
 
 
 
 
 
 
 
 
 
Oil (per Bbl)
$
73.55

 
$
86.12

 
(15
)%
 
$
82.68

 
$
89.92

 
(8
)%
Gas (per Mcf)
3.91

 
4.27

 
(8
)%
 
4.40

 
4.14

 
6
 %
NGL (per Bbl)
30.71

 
38.34

 
(20
)%
 
34.18

 
36.66

 
(7
)%
Equivalent (BOE)
$
40.94

 
$
45.57

 
(10
)%
 
$
45.23

 
$
45.92

 
(2
)%
 
 
 
 
 
 
 
 
 
 
 
 
Production:
 
 
 
 
 
 
 
 
 
 
 
Oil (MMBbls)
5.1

 
3.8

 
36
 %
 
16.7

 
13.9

 
19
 %
Gas (Bcf)
43.9

 
39.5

 
11
 %
 
152.9

 
149.3

 
2
 %
NGL (MMBbls)
3.8

 
2.9

 
30
 %
 
13.0

 
9.5

 
37
 %
MMBOE (6:1)
16.2

 
13.2

 
22
 %
 
55.1

 
48.3

 
14
 %
 
 
 
 
 
 
 
 
 
 
 
 
Average daily production:
 
 
 
 
 
 
 
 
 
 
 
Oil (MBbls/d)
55.4

 
40.8

 
36
 %
 
45.6

 
38.2

 
19
 %
Gas (MMcf/d)
476.9

 
429.3

 
11
 %
 
419.0

 
409.2

 
2
 %
NGL (MBbls/d)
40.9

 
31.5

 
30
 %
 
35.6

 
26.0

 
37
 %
MBOE/d (6:1)
175.8

 
143.8

 
22
 %
 
151.1

 
132.4

 
14
 %
 
 
 
 
 
 
 
 
 
 
 
 
Per BOE Data:
 
 
 
 
 
 
 
 
 
 
 
Realized price before the effects of derivative settlements
$
36.27

 
$
44.86

 
(19
)%
 
$
45.01

 
$
45.50

 
(1
)%
Lease operating expense
4.66

 
4.62

 
1
 %
 
4.74

 
4.82

 
(2
)%
Transportation costs
5.77

 
5.67

 
2
 %
 
6.11

 
5.34

 
14
 %
Production taxes
1.70

 
2.01

 
(15
)%
 
2.13

 
2.19

 
(3
)%
General and administrative
3.23

 
3.63

 
(11
)%
 
3.03

 
3.09

 
(2
)%
Operating profit, before the effects of derivative settlements
$
20.91

 
$
28.93

 
(28
)%
 
$
29.00

 
$
30.06

 
(4
)%
Derivative settlement gain
4.67

 
0.71

 
558
 %
 
0.22

 
0.42

 
(48
)%
Operating profit, including the effects of derivative settlements
$
25.58

 
$
29.64

 
(14
)%
 
$
29.22

 
$
30.48

 
(4
)%
 
 
 
 
 
 
 
 
 
 
 
 
Depletion, depreciation, amortization, and asset retirement obligation liability accretion
$
13.56

 
$
15.31

 
(11
)%
 
$
13.92

 
$
17.02

 
(18
)%

8


SM ENERGY COMPANY
FINANCIAL HIGHLIGHTS (UNAUDITED)
December 31, 2014
 
 
 
 
 
 
 
 
Consolidated Statements of Operations
(in thousands, except per share amounts)
For the Three Months Ended December 31,
 
For the Twelve Months Ended December 31,
 
2014
 
2013
 
2014
 
2013
Operating revenues and other income:
 
 
 
 
 
 
 
Oil, gas, and NGL production revenue
$
586,567

 
$
593,668

 
$
2,481,544

 
$
2,199,550

Gain on divestiture activity
594

 
28,484

 
646

 
27,974

Marketed gas system revenue
7,200

 
11,590

 
24,897

 
60,039

Other operating revenues
1,460

 
2,985

 
15,220

 
5,811

Total operating revenues and other income
595,821

 
636,727

 
2,522,307

 
2,293,374


 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
Oil, gas, and NGL production expense
196,181

 
162,754

 
715,878

 
597,045

Depletion, depreciation, amortization, and asset retirement obligation liability accretion
219,277

 
202,640

 
767,532

 
822,872

Exploration
49,696

 
21,769

 
129,857

 
74,104

Impairment of proved properties
84,480

 
110,935

 
84,480

 
172,641

Abandonment and impairment of unproved properties
57,151

 
37,646

 
75,638

 
46,105

General and administrative
52,241

 
47,977

 
167,103

 
149,551

Change in Net Profits Plan liability
(14,569
)
 
(15,419
)
 
(29,849
)
 
(21,842
)
Derivative (gain) loss
(616,734
)
 
11,605

 
(583,264
)
 
(3,080
)
Marketed gas system expense
6,759

 
11,642

 
24,460

 
57,647

Other operating expenses
2,854

 
4,889

 
4,658

 
30,076

Total operating expenses
37,336

 
596,438

 
1,356,493

 
1,925,119

 
 
 
 
 
 
 
 
Income from operations
558,485

 
40,289

 
1,165,814

 
368,255

 
 
 
 
 
 
 
 
Non-operating income (expense):
 
 
 
 
 
 
 
Other, net
(68
)
 
3

 
(2,561
)
 
67

Interest expense
(27,703
)
 
(24,541
)
 
(98,554
)
 
(89,711
)
 
 
 
 
 
 
 
 
Income before income taxes
530,714

 
15,751

 
1,064,699

 
278,611

Income tax expense
(198,988
)
 
(8,755
)
 
(398,648
)
 
(107,676
)
 
 
 
 
 
 
 
 
Net income
$
331,726

 
$
6,996

 
$
666,051

 
$
170,935

 
 
 
 
 
 
 
 
Basic weighted-average common shares outstanding
67,410

 
66,999

 
67,230

 
66,615

 
 
 
 
 
 
 
 
Diluted weighted-average common shares outstanding
67,535

 
68,354

 
68,044

 
67,998

 
 
 
 
 
 
 
 
Basic net income per common share
$
4.92

 
$
0.10

 
$
9.91

 
$
2.57

 
 
 
 
 
 
 
 
Diluted net income per common share
$
4.91

 
$
0.10

 
$
9.79

 
$
2.51

 
 
 
 
 
 
 
 

9


SM ENERGY COMPANY
FINANCIAL HIGHLIGHTS (UNAUDITED)
December 31, 2014
Consolidated Balance Sheets
 
 
(in thousands, except per share amounts)
December 31,
 
December 31,
ASSETS
2014

2013
 
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
120

 
$
282,248

Accounts receivable
322,630

 
318,371

Derivative asset
402,668

 
21,559

Deferred income taxes

 
10,749

Prepaid expenses and other
19,625

 
14,574

Total current assets
745,043

 
647,501

 
 
 
 
Property and equipment (successful efforts method):
 
 
 
Proved oil and gas properties
7,348,436

 
5,637,462

Less - accumulated depletion, depreciation, and amortization
(3,233,012
)
 
(2,583,698
)
Unproved oil and gas properties
532,498

 
271,100

Wells in progress
503,734

 
279,654

Oil and gas properties held for sale, net of accumulated depletion, depreciation and amortization of $22,482 and $7,390, respectively
17,891

 
19,072

Other property and equipment, net of accumulated depreciation of $37,079 and $28,775, respectively
334,356

 
236,202

Total property and equipment, net
5,503,903

 
3,859,792

 
 
 
 
Noncurrent assets:
 
 
 
Derivative asset
189,540

 
30,951

Restricted cash

 
96,713

Other noncurrent assets
78,214

 
70,208

Total other noncurrent assets
267,754

 
197,872

 
 
 
 
Total Assets
$
6,516,700

 
$
4,705,165

 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable and accrued expenses
$
640,684

 
$
606,751

Derivative liability

 
26,380

Deferred tax liability
142,976

 

Other current liabilities
1,000

 
6,000

Total current liabilities
784,660

 
639,131

 
 
 
 
Noncurrent liabilities:
 
 
 
Revolving credit facility
166,000

 

Senior Notes
2,200,000

 
1,600,000

Asset retirement obligation
120,867

 
118,692

Net Profits Plan liability
27,136

 
56,985

Deferred income taxes
891,681

 
650,125

Derivative liability
70

 
4,640

Other noncurrent liabilities
39,631

 
28,771

Total noncurrent liabilities
3,445,385

 
2,459,213

 
 
 
 
Stockholders' equity:
 
 
 
Common stock, $0.01 par value - authorized: 200,000,000 shares; issued: 67,463,060 and 67,078,853 shares outstanding, respectively; net of treasury shares: 67,463,060 and 67,056,441, respectively
675

 
671

Additional paid-in capital
283,295

 
257,720

Treasury stock, at cost: zero and 22,412 shares, respectively

 
(823
)
Retained earnings
2,013,997

 
1,354,669

Accumulated other comprehensive loss
(11,312
)
 
(5,416
)
Total stockholders' equity
2,286,655

 
1,606,821


 
 
 
Total Liabilities and Stockholders' Equity
$
6,516,700

 
$
4,705,165


10


SM ENERGY COMPANY
FINANCIAL HIGHLIGHTS (UNAUDITED)
December 31, 2014
 
 
 
 
 
 
 
 
Consolidated Statements of Cash Flows
 
 
 
 
 
 
(in thousands)
 For the Three Months
 
 For the Twelve Months
 
Ended December 31,
 
Ended December 31,
 
2014
 
2013
 
2014
 
2013
Cash flows from operating activities:
 
 
 
 
 
 
 
Net income
$
331,726

 
$
6,996

 
$
666,051

 
$
170,935

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
 
 
 
Gain on divestiture activity
(594
)
 
(28,484
)
 
(646
)
 
(27,974
)
Depletion, depreciation, amortization, and asset retirement obligation liability accretion
219,277

 
202,640

 
767,532

 
822,872

Exploratory dry hole expense
21,583

 
(32
)
 
44,427

 
5,846

Impairment of proved properties
84,480

 
110,935

 
84,480

 
172,641

Abandonment and impairment of unproved properties
57,151

 
37,646

 
75,638

 
46,105

Stock-based compensation expense
8,126

 
6,852

 
32,694

 
32,347

Change in Net Profits Plan liability
(14,569
)
 
(15,419
)
 
(29,849
)
 
(21,842
)
Derivative (gain) loss
(616,734
)
 
11,605

 
(583,264
)
 
(3,080
)
Derivative cash settlements
39,375

 
9,347

 
(28,419
)
 
22,062

Amortization of debt discount and deferred financing costs
1,713

 
1,476

 
6,146

 
5,390

Deferred income taxes
199,600

 
6,936

 
397,780

 
105,555

Plugging and abandonment
(2,603
)
 
(2,493
)
 
(8,796
)
 
(9,946
)
Other, net
4,003

 
(154
)
 
1,069

 
2,775

Changes in current assets and liabilities:
 
 
 
 
 
 
 
Accounts receivable
14,705

 
(33,285
)
 
24,088

 
(78,494
)
Prepaid expenses and other
(2,056
)
 
2,559

 
(1,822
)
 
98

Accounts payable and accrued expenses
36,270

 
20,520

 
9,466

 
93,224

Net cash provided by operating activities
381,453

 
337,645

 
1,456,575

 
1,338,514


 
 
 
 
 
 
 
Cash flows from investing activities:
 
 
 
 
 
 
 
Net proceeds from sale of oil and gas properties
1,990

 
404,351

 
43,858

 
424,849

Capital expenditures
(656,936
)
 
(432,181
)
 
(1,974,798
)
 
(1,553,536
)
Acquisition of proved and unproved oil and gas properties
(85,276
)
 
404

 
(544,553
)
 
(61,603
)
Other, net
(2,542
)
 
896

 
(3,256
)
 
(2,613
)
Net cash used in investing activities
(742,764
)
 
(26,530
)
 
(2,478,749
)
 
(1,192,903
)

 
 
 
 
 
 
 
Cash flows from financing activities:
 
 
 
 
 
 
 
Proceeds from credit facility
749,000

 
226,500

 
1,285,500

 
1,203,000

Repayment of credit facility
(973,000
)
 
(254,500
)
 
(1,119,500
)
 
(1,543,000
)
Debt issuance costs related to credit facility
(3,388
)
 

 
(3,388
)
 
(3,444
)
Net proceeds from Senior Notes
589,991

 
(89
)
 
589,991

 
490,185

Repayment of 3.50% Senior Convertible Notes

 

 

 

Proceeds from sale of common stock
1,979

 
2,408

 
4,877

 
6,858

Dividends paid
(3,370
)
 
(3,349
)
 
(6,723
)
 
(6,663
)
Net share settlement from issuance of stock awards
(48
)
 
(17
)
 
(10,624
)
 
(16,220
)
Other, net
(2
)
 
4

 
(87
)
 
(5
)
Net cash provided by (used in) financing activities
361,162

 
(29,043
)
 
740,046

 
130,711


 
 
 
 
 
 
 
Net change in cash and cash equivalents
(149
)
 
282,072

 
(282,128
)
 
276,322

Cash and cash equivalents at beginning of period
269

 
176

 
282,248

 
5,926

Cash and cash equivalents at end of period
$
120

 
$
282,248

 
$
120

 
$
282,248

 
 
 
 
 
 
 
 

11


SM ENERGY COMPANY
FINANCIAL HIGHLIGHTS
December 31, 2014
 
 
 
 
 
 
 
 
Adjusted Net Income
 
 
 
 
 
 
 
(in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of net income (GAAP)
For the Three Months
 
For the Twelve Months
to adjusted net income (Non-GAAP):
Ended December 31,
 
Ended December 31,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
Actual net income (GAAP)
331,726

 
$
6,996

 
$
666,051

 
$
170,935

 
 
 
 
 
 
 
 
Adjustments net of tax: (1)
 
 
 
 
 
 
 
Change in Net Profits Plan liability
(9,164
)
 
(9,683
)
 
(18,775
)
 
(13,411
)
Derivative (gain) loss
(387,926
)
 
7,288

 
(366,873
)
 
(1,891
)
Derivative settlement gain
47,495

 
5,870

 
7,935

 
13,546

Gain on divestiture activity
(374
)
 
(17,888
)
 
(406
)
 
(17,176
)
Impairment of proved properties
53,138

 
69,667

 
53,138

 
106,002

Abandonment and impairment of unproved properties
35,948

 
23,642

 
47,576

 
28,309

Other (3)
68

 

 
(5,032
)
 

 
 
 
 
 
 
 
 
Adjusted net income (Non-GAAP) (2)
$
70,911

 
$
85,892

 
$
383,614

 
$
286,314

 
 
 
 
 
 
 
 
Adjusted net income per diluted common share
$
1.05

 
$
1.26

 
$
5.64

 
$
4.21

 
 
 
 
 
 
 
 
Diluted weighted-average shares outstanding
67,535


68,354

 
68,044

 
67,998

 



 
 
 
 
 
 
 
 
 
 
 
 
(1) For the three and twelve-month periods ended December 31, 2014, adjustments are shown net of tax and are calculated using a tax rate of 37.1%, which approximates the Company's statutory tax rate adjusted for ordinary permanent differences. For the three-month period ended December 31, 2013, adjustments are shown net of tax and are calculated using a tax rate of 37.2%, which approximates the Company's statutory tax rate adjusted for ordinary permanent differences. For the twelve-month period ended December 31, 2013, adjustments are shown net of tax using the Company's effective rate of 38.6%, as calculated by dividing income tax expense by income before income taxes shown on the consolidated statement of operations.
(2) Adjusted net income excludes certain items that the Company believes affect the comparability of operating results. Items excluded generally are non-recurring items or are items whose timing and/or amount cannot be reasonably estimated. These items include non-cash and other adjustments, such as the change in the Net Profits Plan liability, derivative (gain) loss, net of derivative settlement gains, impairment of proved properties, abandonment and impairment of unproved properties, and (gain) loss on divestiture activity. The non-GAAP measure of adjusted net income is presented because management believes it provides useful additional information to investors for analysis of SM Energy's fundamental business on a recurring basis. In addition, management believes that adjusted net income is widely used by professional research analysts and others in the valuation, comparison, and investment recommendations of companies in the oil and gas exploration and production industry, and many investors use the published research of industry research analysts in making investment decisions. Adjusted net income should not be considered in isolation or as a substitute for net income, income from operations, cash provided by operating activities, or other income, profitability, cash flow, or liquidity measures prepared under GAAP. Since adjusted net income excludes some, but not all, items that affect net income and may vary among companies, the adjusted net income amounts presented may not be comparable to similarly titled measures of other companies.
(3) For the three and twelve-month periods ended December 31, 2014, adjustments include items related to settlements from the previously disclosed litigation against Endeavour Operating Corporation. These items are included as a portion of other operating revenues and non-operating income (expense), other, net, on the Company's consolidated statement of operations.










12


SM ENERGY COMPANY
FINANCIAL HIGHLIGHTS
December 31, 2014
 
 
 
 
 
 
 
 
Adjusted EBITDAX (4)
 
 
 
 
 
 
 
(in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of net income (GAAP) to adjusted EBITDAX (non-GAAP) to net cash provided by operating activities (GAAP):
For the Three Months
 
For the Twelve Months
 
Ended December 31,
 
Ended December 31,
 
2014
 
2013
 
2014
 
2013
Net income (GAAP)
$
331,726

 
$
6,996

 
$
666,051

 
$
170,935

Interest expense
27,703

 
24,541

 
98,554

 
89,711

Other non-operating (income) expense, net
68

 
(3
)
 
2,561

 
(67
)
Income tax expense
198,988

 
8,755

 
398,648

 
107,676

Depletion, depreciation, amortization, and asset retirement obligation liability accretion
219,277

 
202,640

 
767,532

 
822,872

Exploration (5)
47,881

 
20,105

 
122,577

 
65,888

Impairment of proved properties
84,480

 
110,935

 
84,480

 
172,641

Abandonment and impairment of unproved properties
57,151

 
37,646

 
75,638

 
46,105

Stock-based compensation expense
8,126

 
6,852

 
32,694

 
32,347

Derivative (gain) loss
(616,734
)
 
11,605

 
(583,264
)
 
(3,080
)
Derivative settlement gain (6)
75,509

 
9,347

 
12,615

 
22,062

Change in Net Profits Plan liability
(14,569
)
 
(15,419
)
 
(29,849
)
 
(21,842
)
Gain on divestiture activity
(594
)
 
(28,484
)
 
(646
)
 
(27,974
)
Adjusted EBITDAX (Non-GAAP)
$
419,012

 
$
395,516

 
$
1,647,591

 
$
1,477,274

Interest expense
(27,703
)
 
(24,541
)
 
(98,554
)
 
(89,711
)
Other non-operating income (expense), net
(68
)
 
3

 
(2,561
)
 
67

Income tax expense
(198,988
)
 
(8,755
)
 
(398,648
)
 
(107,676
)
Exploration (5)
(47,881
)
 
(20,105
)
 
(122,577
)
 
(65,888
)
Exploratory dry hole expense
21,583

 
(32
)
 
44,427

 
5,846

Amortization of debt discount and deferred financing costs
1,713

 
1,476

 
6,146

 
5,390

Deferred income taxes
199,600

 
6,936

 
397,780

 
105,555

Plugging and abandonment
(2,603
)
 
(2,493
)
 
(8,796
)
 
(9,946
)
Other, net
4,003

 
(154
)
 
1,069

 
2,775

Changes in current assets and liabilities
12,785

 
(10,206
)
 
(9,302
)
 
14,828

Net cash provided by operating activities (GAAP)
$
381,453

 
$
337,645

 
$
1,456,575

 
$
1,338,514

 
 
 
 
 
 
 
 
(4) Adjusted EBITDAX represents income (loss) before interest expense, interest income, income taxes, depreciation, depletion, amortization, and accretion, exploration expense, property impairments, non-cash stock compensation expense, derivative gains and losses net of settlements, change in the Net Profits Plan liability, and gains and losses on divestitures. Adjusted EBITDAX excludes certain items that we believe affect the comparability of operating results and can exclude items that are generally one-time in nature or whose timing and/or amount cannot be reasonably estimated. Adjusted EBITDAX is a non-GAAP measure that is presented because we believe that it provides useful additional information to investors and analysts, as a performance measure, for analysis of our ability to internally generate funds for exploration, development, acquisitions, and to service debt. We are also subject to a financial covenant under our credit facility based on our debt to adjusted EBITDAX ratio. In addition, adjusted EBITDAX is widely used by professional research analysts and others in the valuation, comparison, and investment recommendations of companies in the oil and gas exploration and production industry, and many investors use the published research of industry research analysts in making investment decisions. Adjusted EBITDAX should not be considered in isolation or as a substitute for net income (loss), income (loss) from operations, net cash provided by operating activities, or profitability or liquidity measures prepared under GAAP. Because adjusted EBITDAX excludes some, but not all items that affect net income (loss) and may vary among companies, the adjusted EBITDAX amounts presented may not be comparable to similar metrics of other companies.
 
 
 
 
 
 
 
 
(5) Stock-based compensation expense is a component of exploration expense and general and administrative expense on the accompanying statements of operations. Therefore, the exploration line items shown in the reconciliation above will vary from the amount shown on the accompanying statements of operations for the component of stock-based compensation expense recorded to exploration.

 
 
 
 
 
 
 
 
(6) Derivative settlement gain represents the portion of derivatives which were settled as of December 31, 2014. This amount is comprised of derivative cash settlements and a portion of changes in the accounts receivable and changes in accounts payable and accrued expenses line items on the accompanying statements of cash flows. The portion of changes in accounts receivable and changes in accounts payable and accrued expenses included in Derivative settlement gain was $36.1 million and $41.0 million for the three and twelve-month periods ended December 31, 2014, respectively.

13




SM ENERGY COMPANY
FINANCIAL HIGHLIGHTS
December 31, 2014
 
 
 
 
 
 
 
 
 
 
 
 
Proved oil and gas reserve quantities:
 
 
 
 
 
 
 
 
 
 
 
For the Year Ended
 
December 31, 2014
 
Oil or Condensate
 
Gas
 
NGLs
 
Equivalents
 
Proved Developed
 
Proved Undeveloped
 
(MMBbl)
 
(Bcf)
 
(MMBbl)
 
(MMBOE)
 
(MMBOE)
 
(MMBOE)
Total proved reserves
 
 
 
 
 
 
 
 
 
 
 
Beginning of year
126.6

 
1,189.3

 
103.9

 
428.7

 
208.9

 
219.9

Revisions of previous estimates
(5.1
)
 
46.0

 
7.8

 
10.4

 
8.1

 
2.3

Discoveries and extensions
15.0

 
103.5

 
10.5

 
42.7

 
14.7

 
28.0

Infill
32.0

 
270.8

 
24.1

 
101.2

 
16.2

 
85.0

Sales of reserves
(1.9
)
 
(1.1
)
 

 
(2.1
)
 
(2.1
)
 

Purchases of minerals in place
19.8

 
10.9

 
0.2

 
21.9

 
7.9

 
13.9

Production
(16.7
)
 
(152.9
)
 
(13.0
)
 
(55.1
)
 
(55.1
)
 

Conversions

 

 

 

 
88.2

 
(88.2
)
End of year
169.7

 
1,466.5

 
133.5

 
547.7

 
286.8

 
260.9

 
 
 
 
 
 
 
 
 
 
 
 
PV-10 (in millions)
 
 
 
 
 
 
$
7,616.9

 
$
5,253.0

 
$
2,363.9

 
 
 
 
 
 
 
 
 
 
 
 
Proved developed reserves
 
 
 
 
 
 
 
 
 
 
 
Beginning of year
70.2

 
569.2

 
43.8

 
208.9

 
 
 
 
End of year
89.3

 
784.6

 
66.7

 
286.8

 
 
 
 
*Totals may not sum due to rounding.
 
 
 
 
 
 
 
 
 
 
 



 
 
 
 
 
 
 
 
 
 
 
Regional proved oil and gas reserve quantities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
South Texas & Gulf Coast
 
Rocky Mountain
 
Permian
 
Mid-Continent
 
Total
Year-end 2014 proved reserves
 
 
 
 
 
 
 
 
 
 
Oil (MMBbl)
 
64.5
 
91.5
 
13.5
 
0.2
 
169.7
Gas (Bcf)
 
1,193.3
 
89.6
 
38.9
 
144.8
 
1,466.5
NGL (MMBbl)
 
131.2
 
2.0
 

 
0.4
 
133.5
Total (MMBOE)
 
394.6
 
108.4
 
20.0
 
24.7
 
547.7
% Proved developed
 
48
%
 
56
%
 
76
%
 
83
%
 
52
%
 
 
 
 
 
 
 
 
 
 
 
Year-end 2013 proved reserves
 
 
 
 
 
 
 
 
 
 
Oil (MMBbl)
 
50.6
 
64.0
 
11.8
 
0.2
 
126.6
Gas (Bcf)
 
947.3
 
72.1
 
26.9
 
142.9
 
1,189.3
NGL (MMBbl)
 
102.7
 

 

 
1.2
 
103.9
Total (MMBOE)
 
311.2
 
76.0
 
16.3
 
25.2
 
428.7
% Proved developed
 
42
%
 
59
%
 
91
%
 
78
%
 
49
%
 
 
 
 
 
 
 
 
 
 
 
*Totals may not sum due to rounding.
 
 
 
 
 
 
 
 
 
 


14


SM ENERGY COMPANY
FINANCIAL HIGHLIGHTS
December 31, 2014
 
 
Costs incurred in oil and gas producing activities:
(in thousands)
 
 
For the Year Ended December 31, 2014
 
 
Development costs (1)
$
1,782,324

Exploration costs
288,270

Acquisition costs:
 
Proved properties
272,902

Unproved properties
368,208

Total, including asset retirement obligation (2)(3)
$
2,711,704

 
 
(1) Includes facility costs of $75.1 million.
 
(2) Includes capitalized interest of $16.0 million.
(3) Includes amounts relating to estimated asset retirement obligations of $11.4 million.


15