SM Energy to Buy Civitas in $12.8B All-Stock Deal

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A New Era for Energy Independence

Upon completion, the Denver-headquartered company will continue trading on the New York Stock Exchange under the SM Energy name. Its 11-member board will include six representatives from SM Energy and five from Civitas, ensuring a balance of expertise and leadership continuity.

“Today marks a pivotal moment for Civitas and SM Energy,” said Wouter van Kempen, Civitas’ interim CEO. “By combining our strong technical teams and complementary assets, we gain scale, sharpen our competitive edge, and enhance our ability to responsibly produce energy that contributes to security and prosperity.”

The deal is expected to close in the first quarter of 2026, pending shareholder approval, regulatory clearance, and other customary conditions.

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The Legal Powerhouses Behind the Deal

The Kirkland & Ellis team advising Civitas includes transactional partners Doug Bacon, Kim Hicks, Julian Seiguer, Patrick Salvo, Ieuan List, Brittany Scheier, and Christian Mahre; executive compensation partners Stephen Jacobson and Brandon Newman; and tax partner Mark Dundon.

On the SM Energy side, Gibson Dunn’s corporate team was led by partner Jeffrey Chapman, alongside Jonathan Whalen and Robyn Zolman. Supporting partners included oil and gas experts Rahul Vashi and Adam Whitehouse, financing partner Doug Rayburn, tax partner Michael Cannon, antitrust partner Sophia Hansell, and benefits partner Krista Hanvey.

Evercore served as financial adviser to Civitas, with legal counsel from Fried Frank Harris Shriver & Jacobson LLP, led by partners Roy Tannenbaum and Philip Richter.