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(Mark One)
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þ
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QUARTERLY REPORT PURSUANT TO
SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended March 31, 2019
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OR
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¨
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TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
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Delaware
(State or other jurisdiction of
incorporation or organization)
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61-1512186
(I.R.S. Employer
Identification No.) |
Large accelerated filer
o
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Accelerated filer
þ
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Non-accelerated filer
o
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Smaller reporting company
o
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Emerging growth company
o
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PART I. Financial Information
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PART II. Other Information
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||||||
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Condensed Consolidated Balance Sheets - March 31, 2019 and December 31, 2018
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||||
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Condensed Consolidated Statements of Operations - Three
Months Ended March 31, 2019 and 2018
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Condensed Consolidated Statements of Cash Flows -
Three Months Ended March 31, 2019 and 2018
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Notes to the Condensed Consolidated Financial Statements -
March 31, 2019
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||||||
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•
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volatile margins in the refining and nitrogen fertilizer industries and exposure to risks associated with the pricing and availability of crude oil, other feedstocks, pet coke, utilities, refined products, urea ammonium nitrate (“UAN”), ammonia, Renewable Identification Numbers (“RIN”) and environmental credits;
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•
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the availability of adequate cash, credit and other sources of liquidity including volatility in the capital and credit markets and changes to our capital requirements;
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•
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changes in the expected value of, benefits derived from, and our ability to successfully implement, business strategies, transactions and capital projects;
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•
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the effects of transactions involving forward and derivative instruments;
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•
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changes in (and in the application of) local, state and federal laws, rules, regulations and policies, including with respect to environmental matters (including climate change), health and safety, exports, transportation (including pipeline and trucking transportation of crude oil and other products), alternative energy or fuel sources, the end-use and application of fertilizers and taxes (including the tax status of CVR Partners);
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•
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changes in economic conditions impacting our business and the business of our suppliers, customers, counterparties and lenders;
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•
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interruption of or changes in the cost, availability or regulation of pipelines, vessels, trucks and other means of transporting crude oil, feedstocks, refined products, pet coke, UAN, ammonia and other products relating to our businesses;
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•
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changes in competition in the petroleum and nitrogen fertilizer businesses including to our competitive advantages;
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•
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the cyclical and/or seasonal nature of the nitrogen fertilizer and petroleum businesses;
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•
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weather conditions, fires, tornadoes, floods or other natural disasters affecting our operations or the areas in which our feedstocks or refined products and fertilizers are marketed or sold;
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•
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risks associated with governmental policies affecting the agricultural and petroleum refining industries;
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•
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direct or indirect effects from actual or threatened terrorist incidents, security or cyber-security breaches or acts of war;
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•
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dependence on significant customers and suppliers and the creditworthiness and performance by counterparties;
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•
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our ability to license the technology used in or secure permits required for the petroleum business and nitrogen fertilizer business operations;
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•
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adverse rulings, judgments or settlements in litigation or other legal or tax matters, including unexpected environmental remediation costs in excess of any reserves;
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•
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refinery and nitrogen fertilizer facilities’ operating hazards and interruptions or production declines, including unscheduled maintenance or downtime and the availability and recoverability of adequate insurance coverage; and
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•
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the factors described in greater detail under “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2018 and our other filings with the SEC.
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(in millions)
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March 31, 2019
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December 31, 2018
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||||
ASSETS
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|||||||
Current assets:
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|
||||
Cash and cash equivalents (CVR Partners LP (“CVR Partners”): $97 and $62, respectively)
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$
|
467
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$
|
668
|
|
Accounts receivable (CVR Partners: $17 and $62, respectively)
|
193
|
|
|
169
|
|
||
Due from parent
|
4
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|
|
4
|
|
||
Inventories (CVR Partners: $72 and $64, respectively)
|
403
|
|
|
380
|
|
||
Prepaid expenses and other current assets
|
58
|
|
|
72
|
|
||
Total current assets
|
1,125
|
|
|
1,293
|
|
||
Property, plant and equipment, net of accumulated depreciation (CVR Partners: $997 and $1,015, respectively)
|
2,418
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|
2,430
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||
Other long-term assets
|
331
|
|
|
277
|
|
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Total assets
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$
|
3,874
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$
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4,000
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LIABILITIES AND EQUITY
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|||||||
Current liabilities:
|
|
|
|
||||
Accounts payable (CVR Partners: $23 and $27, respectively)
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$
|
359
|
|
|
$
|
320
|
|
Other current liabilities (CVR Partners: $102 and $96, respectively)
|
221
|
|
|
176
|
|
||
Total current liabilities
|
580
|
|
|
496
|
|
||
Long-term liabilities:
|
|
|
|
||||
Long-term debt and finance lease obligations, net of current portion (CVR Partners: $630 and $629, respectively)
|
1,191
|
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|
1,167
|
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||
Deferred income taxes
|
395
|
|
|
380
|
|
||
Other long-term liabilities
|
50
|
|
|
14
|
|
||
Total long-term liabilities
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1,636
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|
|
1,561
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||
Commitments and contingencies (See Note 12)
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|
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|
||||
Equity:
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|
||||
CVR stockholders’ equity:
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|
||||
Common stock $0.01 par value per share, 350,000,000 shares authorized, 100,629,209 shares issued
|
1
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|
1
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|
||
Additional paid-in-capital
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1,506
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1,474
|
|
||
Retained deficit
|
(162
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)
|
|
(187
|
)
|
||
Treasury stock, 98,610 shares at cost
|
(2
|
)
|
|
(2
|
)
|
||
Total CVR stockholders’ equity
|
1,343
|
|
|
1,286
|
|
||
Noncontrolling interest
|
315
|
|
|
657
|
|
||
Total equity
|
1,658
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|
|
1,943
|
|
||
Total liabilities and equity
|
$
|
3,874
|
|
|
$
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4,000
|
|
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Three Months Ended March 31,
|
||||||
(in millions, except per share data)
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|
2019
|
|
2018
|
||||
Net sales
|
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$
|
1,486
|
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$
|
1,537
|
|
Operating costs and expenses:
|
|
|
|
|
||||
Cost of materials and other
|
|
1,101
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|
1,180
|
|
||
Direct operating expenses (exclusive of depreciation and amortization as reflected below)
|
|
126
|
|
|
130
|
|
||
Depreciation and amortization
|
|
65
|
|
|
64
|
|
||
Cost of sales
|
|
1,292
|
|
|
1,374
|
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||
Selling, general and administrative expenses (exclusive of depreciation and amortization as reflected below)
|
|
30
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|
|
24
|
|
||
Depreciation and amortization
|
|
2
|
|
|
3
|
|
||
Loss on asset disposals
|
|
2
|
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—
|
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||
Operating income
|
|
160
|
|
|
136
|
|
||
Other income (expense):
|
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|
|
||||
Interest expense, net
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(26
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)
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|
(27
|
)
|
||
Other income, net
|
|
3
|
|
|
2
|
|
||
Income before income tax expense
|
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137
|
|
|
111
|
|
||
Income tax expense
|
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35
|
|
|
18
|
|
||
Net income
|
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102
|
|
|
93
|
|
||
Less: Net income attributable to noncontrolling interest
|
|
1
|
|
|
33
|
|
||
Net income attributable to CVR Energy stockholders
|
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$
|
101
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$
|
60
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Basic and diluted earnings per share
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$
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1.00
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$
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0.69
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Dividends declared per share
|
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$
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0.75
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$
|
0.50
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|
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|
||||
Weighted-average common shares outstanding:
|
|
|
|
|
||||
Basic and diluted
|
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100.5
|
|
|
86.8
|
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Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
102
|
|
|
$
|
93
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
67
|
|
|
67
|
|
||
Deferred income tax expense (benefit)
|
15
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(2
|
)
|
||
Other non-cash items
|
8
|
|
|
2
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Current assets and liabilities
|
34
|
|
|
(133
|
)
|
||
Non-current assets and liabilities
|
2
|
|
|
(1
|
)
|
||
Net cash provided by operating activities
|
228
|
|
|
26
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Capital expenditures
|
(29
|
)
|
|
(20
|
)
|
||
Turnaround expenditures
|
(13
|
)
|
|
(1
|
)
|
||
Net cash used in investing activities
|
(42
|
)
|
|
(21
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Acquisition of CVR Refining common units
|
(301
|
)
|
|
—
|
|
||
Dividends to CVR Energy’s stockholders
|
(75
|
)
|
|
(43
|
)
|
||
Distributions to CVR Refining or CVR Partners’ noncontrolling interest holders
|
(9
|
)
|
|
(23
|
)
|
||
Other financing activities
|
(2
|
)
|
|
(1
|
)
|
||
Net cash used in financing activities
|
(387
|
)
|
|
(67
|
)
|
||
Net decrease in cash and cash equivalents
|
(201
|
)
|
|
(62
|
)
|
||
Cash and cash equivalents, beginning of period
|
668
|
|
|
482
|
|
||
Cash and cash equivalents, end of period
|
$
|
467
|
|
|
$
|
420
|
|
|
|
|
|
|
|
•
|
Under the short-term lease exception provided for in Topic 842, only ROU assets and related lease liabilities for leases with a term greater than one year were and will be recognized;
|
•
|
The accounting treatment for existing land easements was carried forward;
|
•
|
Lease and non-lease components were and will not be bifurcated for all of the Company’s asset groups, respectively; and
|
•
|
The portfolio approach was and will be used in the selection of the discount rate used to calculate minimum lease payments and the related ROU asset and operating lease liability amounts.
|
|
|
|
(in millions)
|
As Previously Reported
|
|
Effect of Turnaround Accounting Change
(Unaudited)
|
|
As Stated
(Unaudited)
|
||||||
Property, plant and equipment, net of accumulated depreciation (CVR Partners: $997 and $1,015, respectively)
|
$
|
2,445
|
|
|
$
|
(15
|
)
|
|
$
|
2,430
|
|
Other long-term assets
|
169
|
|
|
108
|
|
(1)
|
277
|
|
|||
Total assets
|
$
|
3,907
|
|
|
$
|
93
|
|
|
$
|
4,000
|
|
Long-term liabilities:
|
|
|
|
|
|
||||||
Deferred income taxes
|
$
|
362
|
|
|
$
|
18
|
|
(2)
|
$
|
380
|
|
Total long-term liabilities
|
1,543
|
|
|
18
|
|
|
1,561
|
|
|||
Equity:
|
|
|
|
|
|
||||||
CVR stockholders’ equity:
|
|
|
|
|
|
||||||
Additional paid-in-capital
|
1,473
|
|
|
1
|
|
|
1,474
|
|
|||
Retained deficit
|
(226
|
)
|
|
39
|
|
|
(187
|
)
|
|||
Total CVR stockholders’ equity
|
1,246
|
|
|
40
|
|
|
1,286
|
|
|||
Noncontrolling interest
|
622
|
|
|
35
|
|
|
657
|
|
|||
Total equity
|
1,868
|
|
|
75
|
|
|
1,943
|
|
|||
Total liabilities and equity
|
$
|
3,907
|
|
|
$
|
93
|
|
|
$
|
4,000
|
|
|
|
|
|
(in millions)
|
December 31, 2018
As Stated (1)
(Unaudited)
|
|
Effect of Adoption of
Topic 842 - Leases (Unaudited)
|
|
January 1, 2019
As Adjusted
|
||||||
Current assets:
|
|
|
|
|
|
||||||
Prepaid expenses and other current assets
|
$
|
72
|
|
|
$
|
(3
|
)
|
(2)
|
$
|
69
|
|
Total currents assets
|
1,293
|
|
|
(3
|
)
|
|
1,290
|
|
|||
Property, plant and equipment, net of accumulated depreciation (CVR Partners: $997 and $1,015, respectively)
|
2,430
|
|
|
26
|
|
(3)
|
2,456
|
|
|||
Other long-term assets
|
277
|
|
|
56
|
|
(4)
|
333
|
|
|||
Total assets
|
$
|
4,000
|
|
|
$
|
79
|
|
|
$
|
4,079
|
|
Current liabilities:
|
|
|
|
|
|
||||||
Other current liabilities (CVR Partners: $102 and $96, respectively)
|
$
|
176
|
|
|
$
|
16
|
|
(5)
|
$
|
192
|
|
Total current liabilities
|
496
|
|
|
16
|
|
|
512
|
|
|||
Long-term liabilities:
|
|
|
|
|
|
||||||
Long-term debt and finance lease obligations, net of current portion (CVR Partners: $630 and $629, respectively)
|
1,167
|
|
|
23
|
|
(3)
|
1,190
|
|
|||
Other long-term liabilities
|
14
|
|
|
40
|
|
(5)
|
54
|
|
|||
Total long-term liabilities
|
1,561
|
|
|
63
|
|
|
1,624
|
|
|||
Equity:
|
|
|
|
|
|
||||||
Total liabilities and equity
|
$
|
4,000
|
|
|
$
|
79
|
|
|
$
|
4,079
|
|
|
(1)
|
Represents the retrospectively adjusted balance sheet amounts upon reflection of the turnaround accounting change prior to the adoption of Topic 842.
|
(2)
|
Represents lease prepayments reclassified to right-of-use assets.
|
(3)
|
The additional
$26 million
right-of-use asset and
$23 million
in lease liability represents a lease with a third-party that met the definition of a finance lease under ASC 842 as compared to an operating lease under ASC 840.
|
(4)
|
Represents recognition of initial right-of-use assets for operating leases, including the reclassification of certain lease prepayments as noted above.
|
(5)
|
Represents the initial recognition of lease liabilities.
|
|
|
|
(in millions)
|
As Previously Reported
|
|
Effect of Turnaround Accounting Change
(Unaudited)
|
|
As Stated
|
||||||
Condensed Consolidated Statement of Operations
|
|
|
|
|
|
||||||
Direct operating expenses (exclusive of depreciation and amortization as reflected below)
|
$
|
132
|
|
|
$
|
(2
|
)
|
|
$
|
130
|
|
Depreciation and amortization
|
49
|
|
|
15
|
|
|
64
|
|
|||
Income tax expense
|
21
|
|
|
(3
|
)
|
|
18
|
|
|||
Net income
|
103
|
|
|
(10
|
)
|
|
93
|
|
|||
Less: Net income attributable to noncontrolling interest
|
37
|
|
|
(4
|
)
|
|
33
|
|
|||
Net income attributable to CVR Energy stockholders
|
$
|
66
|
|
|
$
|
(6
|
)
|
|
$
|
60
|
|
|
|
|
|
|
|
||||||
Condensed Consolidated Statement of Cash Flows
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
$
|
24
|
|
|
$
|
2
|
|
|
$
|
26
|
|
Net cash used by investing activities
|
$
|
(20
|
)
|
|
$
|
(1
|
)
|
|
$
|
(21
|
)
|
(in millions)
|
March 31, 2019
|
|
December 31, 2018
|
||||
Finished goods
|
$
|
184
|
|
|
$
|
186
|
|
Raw materials
|
103
|
|
|
105
|
|
||
In-process inventories
|
36
|
|
|
12
|
|
||
Parts, supplies and other
|
80
|
|
|
77
|
|
||
Total inventories
|
$
|
403
|
|
|
$
|
380
|
|
|
|
|
(in millions)
|
March 31, 2019
|
|
December 31, 2018
|
||||
Machinery and equipment
|
$
|
3,830
|
|
|
$
|
3,785
|
|
Buildings
|
83
|
|
|
82
|
|
||
Construction in progress
|
73
|
|
|
102
|
|
||
Land and improvements
|
44
|
|
|
43
|
|
||
Furniture and fixtures
|
33
|
|
|
33
|
|
||
ROU finance leases
|
27
|
|
|
—
|
|
||
Other
|
17
|
|
|
22
|
|
||
|
4,107
|
|
|
4,067
|
|
||
Less: Accumulated depreciation
|
1,689
|
|
|
1,637
|
|
||
Total property, plant and equipment, net
|
$
|
2,418
|
|
|
$
|
2,430
|
|
(in millions)
|
January 1, 2019
(initial recognition)
|
||
Pipeline and storage agreements (1)
|
$
|
29
|
|
Railcar leases (2)
|
15
|
|
|
Real Estate and other leases (3)
|
35
|
|
|
Total ROU assets
|
$
|
79
|
|
|
|
|
|
(in millions)
|
Consolidated Balance Sheet Classification
|
January 1, 2019
(initial recognition)
|
||
Current liabilities:
|
|
|
||
Operating leases
|
Other current liabilities
|
$
|
14
|
|
Finance leases
|
Other current liabilities
|
2
|
|
|
Long-term liabilities:
|
|
|
||
Operating leases
|
Other long-term liabilities
|
40
|
|
|
Finance leases
|
Long-term debt and finance lease obligations, net of current portion
|
23
|
|
|
Total lease liabilities
|
|
$
|
79
|
|
(in millions)
|
March 31, 2019
|
||
Operating Leases:
|
|
||
ROU assets, net
|
|
||
Pipeline and storage
|
$
|
26
|
|
Railcars
|
14
|
|
|
Real estate and other
|
11
|
|
|
Lease liability
|
|
||
Pipelines and storage
|
$
|
27
|
|
Railcars
|
14
|
|
|
Real estate and other
|
9
|
|
(in millions)
|
March 31, 2019
|
||
Financing Leases:
|
|
||
ROU assets, net
|
|
||
Pipeline and storage
|
$
|
31
|
|
Real estate and other
|
27
|
|
|
Lease liability
|
|
||
Pipelines and storage
|
$
|
42
|
|
Real estate and other
|
27
|
|
(in millions)
|
March 31, 2019
|
||
Operating lease expense
|
$
|
4
|
|
Financing lease expense:
|
|
||
Amortization of ROU
|
$
|
2
|
|
Interest expense on lease liability
|
2
|
|
|
|
|
|
March 31, 2019
|
|
January 1, 2019
|
||
Weighted-average remaining lease term (years)
|
|
|
|
||
Operating Leases
|
4
|
|
|
4
|
|
Finance Leases
|
10
|
|
|
10
|
|
Weighted-average discount rate
|
|
|
|
||
Operating Leases
|
5.8
|
%
|
|
5.8
|
%
|
Finance Leases
|
9.6
|
%
|
|
9.8
|
%
|
(in millions)
|
Operating Leases
|
|
Financing
Leases
|
||||
Remainder of 2019
|
$
|
13
|
|
|
$
|
8
|
|
2020
|
14
|
|
|
11
|
|
||
2021
|
12
|
|
|
11
|
|
||
2022
|
9
|
|
|
11
|
|
||
2023
|
6
|
|
|
10
|
|
||
Thereafter
|
4
|
|
|
53
|
|
||
Total lease payments
|
58
|
|
|
104
|
|
||
Less: imputed interest
|
(8
|
)
|
|
(35
|
)
|
||
Total lease liability
|
$
|
50
|
|
|
$
|
69
|
|
|
|
|
(in millions)
|
March 31, 2019
|
|
December 31, 2018
|
||||
CVR Partners:
|
|
|
|
||||
9.25% Senior Secured Notes due 2023 (1)
|
$
|
645
|
|
|
$
|
645
|
|
6.50% Senior Notes due 2021
|
2
|
|
|
2
|
|
||
Unamortized discount and debt issuance costs
|
(17
|
)
|
|
(18
|
)
|
||
Total CVR Partners Debt
|
$
|
630
|
|
|
$
|
629
|
|
|
|
|
|
|
|
||
6.50% Senior Notes due 2022 (2)
|
$
|
500
|
|
|
$
|
500
|
|
Finance lease obligations
|
69
|
|
|
44
|
|
||
Unamortized debt issuance cost
|
(3
|
)
|
|
(3
|
)
|
||
Current portion of finance lease obligations
|
(5
|
)
|
|
(3
|
)
|
||
Total Other Debt
|
$
|
561
|
|
|
$
|
538
|
|
|
|
|
|
||||
Total Long-Term Debt
|
$
|
1,191
|
|
|
$
|
1,167
|
|
|
(1)
|
This debt was issued at a
$16 million
discount which is being amortized, as interest expense, over the remaining term of the debt. Debt issuance costs associated with this debt totaled
$9 million
.
|
(2)
|
Debt issuance costs associated with this debt totaled
$9 million
. On January 29, 2019, the 2022 Senior Notes were amended such that the CVR Refining was replaced by CVR Energy Inc. as the primary guarantor, on a senior unsecured basis, of the 2022 Senior Notes. The CVR Energy Inc. guarantee is full and unconditional and joint and several. See
Note 14 ("Supplemental Cash Flow Information")
for further discussion and implications of this change to guarantor.
|
|
|
|
|
|
|
|
|
|
|
||||||||
(in millions)
|
Total Capacity
|
|
Amount Borrowed as of March 31, 2019
|
|
Outstanding Letters of Credit
|
|
Available Capacity as of March 31, 2019
|
|
Maturity Date
|
||||||||
|
|
||||||||||||||||
Amended and Restated Asset Based (ABL) Credit Facility (3)
|
$
|
400
|
|
|
$
|
—
|
|
|
$
|
7
|
|
|
$
|
393
|
|
|
November 14, 2022
|
Asset Based (ABL) Credit Facility (4)
|
50
|
|
|
—
|
|
|
—
|
|
|
50
|
|
|
September 30, 2021
|
|
(3)
|
Loans under the Amended and Restated ABL Credit Facility initially bear interest at an annual rate equal to (i)
1.50%
plus LIBOR or (ii)
0.50%
plus a base rate, subject to quarterly excess availability.
|
(4)
|
Loans under the ABL Credit Facility initially bear interest at an annual rate equal to (i)
2.00%
plus LIBOR or (ii)
1.00%
plus a base rate, subject to a
0.50%
step-down based on the previous quarter’s excess availability.
|
|
|
|
(in millions)
|
|
Total CVR
Stockholders’
Equity
|
|
Noncontrolling
Interest
|
|
Total
Equity
|
||||||
Balance at December 31, 2018
|
|
$
|
1,286
|
|
|
$
|
657
|
|
|
$
|
1,943
|
|
Net income
|
|
101
|
|
|
1
|
|
|
102
|
|
|||
Dividends to CVR Energy stockholders
|
|
(75
|
)
|
|
—
|
|
|
(75
|
)
|
|||
Distributions to CVR Partners’ public unitholders
|
|
—
|
|
|
(9
|
)
|
|
(9
|
)
|
|||
Effect of turnaround accounting change
|
|
34
|
|
|
—
|
|
|
34
|
|
|||
Acquisition of CVR Refining common units (1)
|
|
(1
|
)
|
|
(334
|
)
|
|
(335
|
)
|
|||
Other
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|||
Balance at March 31, 2019
|
|
$
|
1,343
|
|
|
$
|
315
|
|
|
$
|
1,658
|
|
|
(in millions)
|
|
Total CVR
Stockholders’
Equity
|
|
Noncontrolling
Interest
|
|
Total
Equity
|
||||||
Balance at December 31, 2017
|
|
$
|
919
|
|
|
$
|
785
|
|
|
$
|
1,704
|
|
Net income
|
|
60
|
|
|
33
|
|
|
93
|
|
|||
Dividends to CVR Energy stockholders
|
|
(43
|
)
|
|
—
|
|
|
(43
|
)
|
|||
Distributions to CVR Refining public unitholders
|
|
—
|
|
|
(23
|
)
|
|
(23
|
)
|
|||
Effect of turnaround accounting change
|
|
68
|
|
|
50
|
|
|
118
|
|
|||
Balance at March 31, 2018
|
|
$
|
1,004
|
|
|
$
|
845
|
|
|
$
|
1,849
|
|
|
|
|
|
Three Months Ended March 31, 2019
|
||||||||||||||
(in millions)
|
Petroleum
|
|
Nitrogen Fertilizer
|
|
Other / Eliminations
|
|
Consolidated
|
||||||||
Major Product
|
|
|
|
|
|
|
|
||||||||
Gasoline
|
$
|
673
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
673
|
|
Distillates (1)
|
651
|
|
|
—
|
|
|
—
|
|
|
651
|
|
||||
Ammonia
|
—
|
|
|
13
|
|
|
—
|
|
|
13
|
|
||||
UAN
|
—
|
|
|
64
|
|
|
—
|
|
|
64
|
|
||||
Other urea products
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
||||
Freight revenue
|
6
|
|
|
8
|
|
|
—
|
|
|
14
|
|
||||
Other (2)
|
43
|
|
|
2
|
|
|
(3
|
)
|
|
42
|
|
||||
Revenue from product sales
|
1,373
|
|
|
92
|
|
|
(3
|
)
|
|
1,462
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Crude oil sales
|
23
|
|
|
—
|
|
|
—
|
|
|
23
|
|
||||
Other revenue (2)
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||
Total revenue
|
$
|
1,397
|
|
|
$
|
92
|
|
|
$
|
(3
|
)
|
|
$
|
1,486
|
|
|
Three Months Ended March 31, 2018
|
||||||||||||||
(in millions)
|
Petroleum
|
|
Nitrogen Fertilizer
|
|
Other / Eliminations
|
|
Consolidated
|
||||||||
Major Product
|
|
|
|
|
|
|
|
||||||||
Gasoline
|
$
|
712
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
712
|
|
Distillates (1)
|
652
|
|
|
—
|
|
|
—
|
|
|
652
|
|
||||
Ammonia
|
—
|
|
|
12
|
|
|
—
|
|
|
12
|
|
||||
UAN
|
—
|
|
|
53
|
|
|
—
|
|
|
53
|
|
||||
Other urea products
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
||||
Freight revenue
|
5
|
|
|
9
|
|
|
—
|
|
|
14
|
|
||||
Other (2)
|
56
|
|
|
—
|
|
|
(1
|
)
|
|
55
|
|
||||
Revenue from product sales
|
1,425
|
|
|
79
|
|
|
(1
|
)
|
|
1,503
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Crude oil sales
|
32
|
|
|
—
|
|
|
—
|
|
|
32
|
|
||||
Other revenue
|
1
|
|
|
1
|
|
|
—
|
|
|
2
|
|
||||
Total revenue
|
$
|
1,458
|
|
|
$
|
80
|
|
|
$
|
(1
|
)
|
|
$
|
1,537
|
|
|
(1)
|
Distillates consist primarily of diesel fuel, kerosene and jet fuel.
|
(2)
|
Other revenue consists primarily of feedstock and asphalt sales and Cushing, OK storage tank lease revenue. See Note 5 (“Property, Plant and Equipment”) for further discussion on the Cushing, OK storage tanks.
|
|
|
|
|
|
|
|
|
|
Gain (Loss) on Derivatives
|
|
|
|
||||
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Forward purchases
|
$
|
17
|
|
|
$
|
14
|
|
Swaps
|
—
|
|
|
45
|
|
||
Futures
|
(1
|
)
|
|
—
|
|
||
Total gain (loss) on derivatives, net
|
$
|
16
|
|
|
$
|
59
|
|
Open Commodity Derivative Instruments
|
|||||
|
Three Months Ended March 31,
|
||||
(in millions of barrels)
|
2019
|
|
2018
|
||
Commodity Swap Instruments:
|
|
|
|
||
2-1-1 Crack spreads
|
—
|
|
|
2
|
|
Distillate Crack spreads
|
—
|
|
|
1
|
|
Gasoline Crack spreads
|
—
|
|
|
1
|
|
Purchase and Sale Commitments - Futures Contracts:
|
|
|
|
||
Canadian crude oil
|
2
|
|
|
4
|
|
|
Derivative Assets
|
|
Derivative Liabilities
|
||||||||||||
(in millions)
|
March 31, 2019
|
|
December 31, 2018
|
|
March 31, 2019
|
|
December 31, 2018
|
||||||||
Commodity Derivatives
|
$
|
1
|
|
|
$
|
8
|
|
|
$
|
—
|
|
|
$
|
1
|
|
Less: Counterparty Netting
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
||||
Total Net Fair Value of Derivatives
|
$
|
1
|
|
|
$
|
7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
•
|
Level 1 — Quoted prices in active markets for identical assets or liabilities
|
•
|
Level 2 — Other significant observable inputs (including quoted prices in active markets for similar assets or liabilities)
|
•
|
Level 3 — Significant unobservable inputs (including the Company’s own assumptions in determining the fair value)
|
|
|
|
|
March 31, 2019
|
||||||||||||||
(in millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Location and Description
|
|
|
|
|
|
|
|
||||||||
Other current assets (investments)
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
||||
Total Assets
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
1
|
|
Other current liabilities (Renewable Fuel Standard “RFS” obligation)
|
—
|
|
|
(16
|
)
|
|
—
|
|
|
(16
|
)
|
||||
Total Liabilities
|
$
|
—
|
|
|
$
|
(16
|
)
|
|
$
|
—
|
|
|
$
|
(16
|
)
|
|
December 31, 2018
|
||||||||||||||
(in millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Location and Description
|
|
|
|
|
|
|
|
||||||||
Other current assets (investments)
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
||||
Total Assets
|
$
|
—
|
|
|
$
|
7
|
|
|
$
|
—
|
|
|
$
|
7
|
|
Other current liabilities (RFS obligation)
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
||||
Total Liabilities
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
CVR Energy LTIP
|
|
|
|
||||
Performance Unit Award
|
$
|
—
|
|
|
$
|
1
|
|
CVR Refining LTIP
|
|
|
|
||||
Phantom Units Award
|
1
|
|
|
1
|
|
||
CVR Partners LTIP
|
|
|
|
||||
Phantom Units Award
|
1
|
|
|
1
|
|
||
Incentive Unit Awards
|
3
|
|
|
(1
|
)
|
||
Total Share-Based Compensation Expense
|
$
|
5
|
|
|
$
|
2
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Net sales
|
|
|
|
||||
Petroleum
|
$
|
1,397
|
|
|
$
|
1,458
|
|
Nitrogen Fertilizer
|
92
|
|
|
80
|
|
||
Other
|
(3
|
)
|
|
(1
|
)
|
||
Total
|
$
|
1,486
|
|
|
$
|
1,537
|
|
Operating Income
|
|
|
|
||||
Petroleum
|
$
|
156
|
|
|
$
|
143
|
|
Nitrogen Fertilizer
|
9
|
|
|
(3
|
)
|
||
Other
|
(5
|
)
|
|
(4
|
)
|
||
Total operating income
|
160
|
|
|
136
|
|
||
Interest expense, net
|
(26
|
)
|
|
(27
|
)
|
||
Other income, net
|
3
|
|
|
2
|
|
||
Income before income taxes
|
$
|
137
|
|
|
$
|
111
|
|
Depreciation and amortization
|
|
|
|
||||
Petroleum
|
49
|
|
|
48
|
|
||
Nitrogen Fertilizer
|
16
|
|
|
16
|
|
||
Other
|
2
|
|
|
3
|
|
||
Total
|
$
|
67
|
|
|
$
|
67
|
|
Capital expenditures
|
|
|
|
||||
Petroleum
|
$
|
20
|
|
|
$
|
14
|
|
Nitrogen Fertilizer
|
3
|
|
|
4
|
|
||
Other
|
—
|
|
|
1
|
|
||
Total
|
$
|
23
|
|
|
$
|
19
|
|
(in millions)
|
March 31,
2019 |
|
December 31,
2018 |
||||
Petroleum
|
$
|
2,714
|
|
|
$
|
2,452
|
|
Nitrogen Fertilizer
|
1,247
|
|
|
1,254
|
|
||
Other (1)
|
(87
|
)
|
|
294
|
|
||
Total Assets
|
$
|
3,874
|
|
|
$
|
4,000
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Supplemental disclosures:
|
|
||||||
Cash paid for interest
|
2
|
|
|
3
|
|
||
Non-cash investing activities:
|
|
|
|
||||
Capital expenditure additions included in accounts payable
|
$
|
(6
|
)
|
|
$
|
(1
|
)
|
Turnaround expenditures included in accounts payable
|
(7
|
)
|
|
—
|
|
|
|
|
(in millions, except per share data)
|
December 31, 2018
|
|
Total Dividends Paid in 2019
|
||||
Amount paid to IEP
|
$
|
54
|
|
|
$
|
54
|
|
Amount paid to public stockholders
|
21
|
|
|
21
|
|
||
Total amount paid
|
$
|
75
|
|
|
$
|
75
|
|
|
|
|
|
||||
Per common share
|
$
|
0.75
|
|
|
$
|
0.75
|
|
Shares outstanding (in millions)
|
100.6
|
|
|
100.6
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Cost of materials and other
|
|
|
|
||||
Joint Venture Transportation Agreement:
|
|
|
|
||||
Enable
|
$
|
2
|
|
|
$
|
—
|
|
(in millions)
|
March 31, 2019
|
|
December 31, 2018
|
||||
Tax Allocation Agreement:
|
|
|
|
||||
American Entertainment Properties Corporation (“AEPC”)
|
$
|
4
|
|
|
$
|
4
|
|
|
|
|
|
March 31, 2019
|
||||||||||||||||||||||
(in millions)
|
Parent
|
|
Subsidiary Issuer
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Intercompany Elimination
|
|
Consolidated
|
||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
8
|
|
|
$
|
306
|
|
|
$
|
54
|
|
|
$
|
99
|
|
|
$
|
—
|
|
|
$
|
467
|
|
Accounts receivable
|
—
|
|
|
—
|
|
|
176
|
|
|
17
|
|
|
—
|
|
|
193
|
|
||||||
Due to/from parent
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
||||||
Intercompany receivable
|
(65
|
)
|
|
—
|
|
|
13
|
|
|
73
|
|
|
(21
|
)
|
|
—
|
|
||||||
Inventories
|
—
|
|
|
—
|
|
|
331
|
|
|
72
|
|
|
—
|
|
|
403
|
|
||||||
Prepaid expenses and other current assets
|
26
|
|
|
—
|
|
|
30
|
|
|
—
|
|
|
2
|
|
|
58
|
|
||||||
Total current assets
|
(27
|
)
|
|
306
|
|
|
604
|
|
|
261
|
|
|
(19
|
)
|
|
1,125
|
|
||||||
Property, plant and equipment, net of accumulated depreciation
|
—
|
|
|
—
|
|
|
1,418
|
|
|
1,000
|
|
|
—
|
|
|
2,418
|
|
||||||
Investment in and advances from subsidiaries
|
1,444
|
|
|
1,696
|
|
|
166
|
|
|
1,726
|
|
|
(5,032
|
)
|
|
—
|
|
||||||
Other long-term assets
|
—
|
|
|
1
|
|
|
278
|
|
|
52
|
|
|
—
|
|
|
331
|
|
||||||
Total assets
|
$
|
1,417
|
|
|
$
|
2,003
|
|
|
$
|
2,466
|
|
|
$
|
3,039
|
|
|
$
|
(5,051
|
)
|
|
$
|
3,874
|
|
LIABILITIES AND PARTNERS’ CAPITAL
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts payable
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
334
|
|
|
$
|
24
|
|
|
$
|
—
|
|
|
$
|
359
|
|
Intercompany payables
|
—
|
|
|
—
|
|
|
8
|
|
|
13
|
|
|
(21
|
)
|
|
—
|
|
||||||
Other current liabilities
|
49
|
|
|
14
|
|
|
76
|
|
|
80
|
|
|
2
|
|
|
221
|
|
||||||
Total current liabilities
|
50
|
|
|
14
|
|
|
418
|
|
|
117
|
|
|
(19
|
)
|
|
580
|
|
||||||
Long-term liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt and finance lease obligations, net of current portion
|
—
|
|
|
496
|
|
|
64
|
|
|
631
|
|
|
—
|
|
|
1,191
|
|
||||||
Investment and advances from subsidiaries
|
—
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|
(16
|
)
|
|
—
|
|
||||||
Deferred income taxes
|
20
|
|
|
—
|
|
|
—
|
|
|
375
|
|
|
—
|
|
|
395
|
|
||||||
Other long-term liabilities
|
4
|
|
|
—
|
|
|
35
|
|
|
11
|
|
|
—
|
|
|
50
|
|
||||||
Total long-term liabilities
|
24
|
|
|
496
|
|
|
99
|
|
|
1,033
|
|
|
(16
|
)
|
|
1,636
|
|
||||||
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total CVR stockholders’ equity
|
1,343
|
|
|
1,493
|
|
|
1,949
|
|
|
1,574
|
|
|
(5,016
|
)
|
|
1,343
|
|
||||||
Noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
315
|
|
|
—
|
|
|
315
|
|
||||||
Total equity
|
1,343
|
|
|
1,493
|
|
|
1,949
|
|
|
1,889
|
|
|
(5,016
|
)
|
|
1,658
|
|
||||||
Total liabilities and equity
|
$
|
1,417
|
|
|
$
|
2,003
|
|
|
$
|
2,466
|
|
|
$
|
3,039
|
|
|
$
|
(5,051
|
)
|
|
$
|
3,874
|
|
|
|
|
|
December 31, 2018
|
||||||||||||||||||||||
(in millions)
|
Parent
|
|
Subsidiary Issuer
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Intercompany Elimination
|
|
Consolidated
|
||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
3
|
|
|
$
|
340
|
|
|
$
|
261
|
|
|
$
|
64
|
|
|
$
|
—
|
|
|
$
|
668
|
|
Accounts receivable
|
—
|
|
|
—
|
|
|
107
|
|
|
62
|
|
|
—
|
|
|
169
|
|
||||||
Due to/from parent
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
||||||
Intercompany receivable
|
6
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
||||||
Inventories
|
—
|
|
|
—
|
|
|
316
|
|
|
64
|
|
|
—
|
|
|
380
|
|
||||||
Prepaid expenses and other current assets
|
27
|
|
|
1
|
|
|
49
|
|
|
4
|
|
|
(9
|
)
|
|
72
|
|
||||||
Total current assets
|
40
|
|
|
341
|
|
|
737
|
|
|
194
|
|
|
(19
|
)
|
|
1,293
|
|
||||||
Property, plant and equipment, net of accumulated depreciation
|
—
|
|
|
—
|
|
|
1,413
|
|
|
1,017
|
|
|
—
|
|
|
2,430
|
|
||||||
Investment in and advances from subsidiaries
|
1,228
|
|
|
1,601
|
|
|
172
|
|
|
1,440
|
|
|
(4,441
|
)
|
|
—
|
|
||||||
Other long-term assets
|
—
|
|
|
1
|
|
|
231
|
|
|
45
|
|
|
—
|
|
|
277
|
|
||||||
Total assets
|
$
|
1,268
|
|
|
$
|
1,943
|
|
|
$
|
2,553
|
|
|
$
|
2,696
|
|
|
$
|
(4,460
|
)
|
|
$
|
4,000
|
|
LIABILITIES AND PARTNERS’ CAPITAL
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts payable
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
293
|
|
|
$
|
26
|
|
|
$
|
—
|
|
|
$
|
320
|
|
Intercompany payables
|
—
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
(10
|
)
|
|
—
|
|
||||||
Other current liabilities
|
6
|
|
|
7
|
|
|
74
|
|
|
97
|
|
|
(8
|
)
|
|
176
|
|
||||||
Total current liabilities
|
7
|
|
|
7
|
|
|
367
|
|
|
133
|
|
|
(18
|
)
|
|
496
|
|
||||||
Long-term liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt and finance lease obligations, net of current portion
|
—
|
|
|
496
|
|
|
42
|
|
|
629
|
|
|
—
|
|
|
1,167
|
|
||||||
Investment and advances from subsidiaries
|
—
|
|
|
—
|
|
|
106
|
|
|
—
|
|
|
(106
|
)
|
|
—
|
|
||||||
Deferred income taxes
|
(24
|
)
|
|
—
|
|
|
—
|
|
|
404
|
|
|
—
|
|
|
380
|
|
||||||
Other long-term liabilities
|
3
|
|
|
—
|
|
|
7
|
|
|
4
|
|
|
—
|
|
|
14
|
|
||||||
Total long-term liabilities
|
(21
|
)
|
|
496
|
|
|
155
|
|
|
1,037
|
|
|
(106
|
)
|
|
1,561
|
|
||||||
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total CVR stockholders’ equity
|
1,282
|
|
|
1,440
|
|
|
1,701
|
|
|
1,199
|
|
|
(4,336
|
)
|
|
1,286
|
|
||||||
Noncontrolling interest
|
—
|
|
|
—
|
|
|
330
|
|
|
327
|
|
|
—
|
|
|
657
|
|
||||||
Total equity
|
1,282
|
|
|
1,440
|
|
|
2,031
|
|
|
1,526
|
|
|
(4,336
|
)
|
|
1,943
|
|
||||||
Total liabilities and equity
|
$
|
1,268
|
|
|
$
|
1,943
|
|
|
$
|
2,553
|
|
|
$
|
2,696
|
|
|
$
|
(4,460
|
)
|
|
$
|
4,000
|
|
|
|
|
|
Three Months Ended March 31, 2019
|
||||||||||||||||||||||
(in millions)
|
Parent
|
|
Subsidiary Issuer
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||||||
Net sales
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,397
|
|
|
$
|
92
|
|
|
$
|
(3
|
)
|
|
$
|
1,486
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of materials and other
|
—
|
|
|
—
|
|
|
1,080
|
|
|
24
|
|
|
(3
|
)
|
|
1,101
|
|
||||||
Direct operating expenses (exclusive of depreciation and amortization as reflected below)
|
—
|
|
|
—
|
|
|
91
|
|
|
35
|
|
|
—
|
|
|
126
|
|
||||||
Depreciation and amortization
|
—
|
|
|
—
|
|
|
48
|
|
|
17
|
|
|
—
|
|
|
65
|
|
||||||
Cost of sales
|
—
|
|
|
—
|
|
|
1,219
|
|
|
76
|
|
|
(3
|
)
|
|
1,292
|
|
||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization as reflected below)
|
5
|
|
|
—
|
|
|
18
|
|
|
7
|
|
|
—
|
|
|
30
|
|
||||||
Depreciation and amortization
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||||
Loss on asset disposals
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||||
Operating income (loss)
|
(5
|
)
|
|
—
|
|
|
156
|
|
|
9
|
|
|
—
|
|
|
160
|
|
||||||
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest expense, net
|
(1
|
)
|
|
(7
|
)
|
|
(2
|
)
|
|
(16
|
)
|
|
—
|
|
|
(26
|
)
|
||||||
Other income, net
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
||||||
Income (loss) from subsidiaries
|
121
|
|
|
144
|
|
|
(9
|
)
|
|
(9
|
)
|
|
(247
|
)
|
|
—
|
|
||||||
Income (loss) before income taxes
|
115
|
|
|
137
|
|
|
148
|
|
|
(16
|
)
|
|
(247
|
)
|
|
137
|
|
||||||
Income tax expense (benefit)
|
14
|
|
|
—
|
|
|
—
|
|
|
21
|
|
|
—
|
|
|
35
|
|
||||||
Net income (loss)
|
101
|
|
|
137
|
|
|
148
|
|
|
(37
|
)
|
|
(247
|
)
|
|
102
|
|
||||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
5
|
|
|
(4
|
)
|
|
—
|
|
|
1
|
|
||||||
Net income (loss) attributable to CVR Energy stockholders
|
$
|
101
|
|
|
$
|
137
|
|
|
$
|
143
|
|
|
$
|
(33
|
)
|
|
$
|
(247
|
)
|
|
$
|
101
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2018
|
||||||||||||||||||||||
(in millions)
|
Parent
|
|
Subsidiary Issuer
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||||||
Net sales
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,458
|
|
|
$
|
80
|
|
|
$
|
(1
|
)
|
|
$
|
1,537
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of materials and other
|
—
|
|
|
—
|
|
|
1,158
|
|
|
23
|
|
|
(1
|
)
|
|
1,180
|
|
||||||
Direct operating expenses (exclusive of depreciation and amortization as reflected below)
|
—
|
|
|
—
|
|
|
91
|
|
|
39
|
|
|
—
|
|
|
130
|
|
||||||
Depreciation and amortization
|
—
|
|
|
—
|
|
|
48
|
|
|
16
|
|
|
—
|
|
|
64
|
|
||||||
Cost of sales
|
—
|
|
|
—
|
|
|
1,297
|
|
|
78
|
|
|
(1
|
)
|
|
1,374
|
|
||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization as reflected below)
|
3
|
|
|
—
|
|
|
15
|
|
|
6
|
|
|
—
|
|
|
24
|
|
||||||
Depreciation and amortization
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
||||||
Loss on asset disposals
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Operating income (loss)
|
(3
|
)
|
|
—
|
|
|
143
|
|
|
(4
|
)
|
|
—
|
|
|
136
|
|
||||||
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest expense, net
|
—
|
|
|
(8
|
)
|
|
(3
|
)
|
|
(16
|
)
|
|
—
|
|
|
(27
|
)
|
||||||
Other income, net
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
—
|
|
|
2
|
|
||||||
Income (loss) from subsidiaries
|
62
|
|
|
144
|
|
|
(15
|
)
|
|
(10
|
)
|
|
(181
|
)
|
|
—
|
|
||||||
Income (loss) before income taxes
|
59
|
|
|
136
|
|
|
126
|
|
|
(29
|
)
|
|
(181
|
)
|
|
111
|
|
||||||
Income tax expense (benefit)
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
19
|
|
|
—
|
|
|
18
|
|
||||||
Net income (loss)
|
60
|
|
|
136
|
|
|
126
|
|
|
(48
|
)
|
|
(181
|
)
|
|
93
|
|
||||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
46
|
|
|
(13
|
)
|
|
—
|
|
|
33
|
|
||||||
Net income (loss) attributable to CVR Energy stockholders
|
$
|
60
|
|
|
$
|
136
|
|
|
$
|
80
|
|
|
$
|
(35
|
)
|
|
$
|
(181
|
)
|
|
$
|
60
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2019
|
||||||||||||||||||||||
(in millions)
|
Parent
|
|
Subsidiary Issuer
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Intercompany Elimination
|
|
Consolidated
|
||||||||||||
Net cash provided by (used in) operating activities
|
$
|
40
|
|
|
$
|
1
|
|
|
$
|
176
|
|
|
$
|
12
|
|
|
$
|
(1
|
)
|
|
$
|
228
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Capital expenditures
|
—
|
|
|
—
|
|
|
(25
|
)
|
|
(4
|
)
|
|
—
|
|
|
(29
|
)
|
||||||
Turnaround expenditures
|
—
|
|
|
—
|
|
|
(13
|
)
|
|
—
|
|
|
—
|
|
|
(13
|
)
|
||||||
Investment in affiliates, net of return of investment
|
341
|
|
|
(28
|
)
|
|
(137
|
)
|
|
41
|
|
|
(217
|
)
|
|
—
|
|
||||||
Other investing activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net cash provided by (used in) investing activities
|
341
|
|
|
(28
|
)
|
|
(175
|
)
|
|
37
|
|
|
(217
|
)
|
|
(42
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Dividends to CVR Energy stockholders
|
(75
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(75
|
)
|
||||||
Acquisition of CVR Refining common units
|
(301
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(301
|
)
|
||||||
Distributions to CVR Partners’ noncontrolling interest holders
|
—
|
|
|
—
|
|
|
—
|
|
|
(9
|
)
|
|
—
|
|
|
(9
|
)
|
||||||
Distributions or intercompany advances to other CVR Energy subsidiaries
|
—
|
|
|
(7
|
)
|
|
(206
|
)
|
|
(5
|
)
|
|
218
|
|
|
—
|
|
||||||
Other financing activities
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||||
Net cash provided by (used in) financing activities
|
(376
|
)
|
|
(7
|
)
|
|
(208
|
)
|
|
(14
|
)
|
|
218
|
|
|
(387
|
)
|
||||||
Net increase (decrease) in cash and cash equivalents
|
5
|
|
|
(34
|
)
|
|
(207
|
)
|
|
35
|
|
|
—
|
|
|
(201
|
)
|
||||||
Cash and cash equivalents, beginning of period
|
3
|
|
|
340
|
|
|
261
|
|
|
64
|
|
|
—
|
|
|
668
|
|
||||||
Cash and cash equivalents, end of period
|
$
|
8
|
|
|
$
|
306
|
|
|
$
|
54
|
|
|
$
|
99
|
|
|
$
|
—
|
|
|
$
|
467
|
|
|
|
|
|
Three Months Ended March 31, 2018
|
||||||||||||||||||||||
(in millions)
|
Parent
|
|
Subsidiary Issuer
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Intercompany Elimination
|
|
Consolidated
|
||||||||||||
Net cash provided by (used in) operating activities
|
$
|
12
|
|
|
$
|
2
|
|
|
$
|
8
|
|
|
$
|
5
|
|
|
$
|
(1
|
)
|
|
$
|
26
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Capital expenditures
|
(1
|
)
|
|
—
|
|
|
(15
|
)
|
|
(4
|
)
|
|
—
|
|
|
(20
|
)
|
||||||
Turnaround expenditures
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
||||||
Investment in affiliates, net of return of investment
|
36
|
|
|
25
|
|
|
(221
|
)
|
|
(14
|
)
|
|
174
|
|
|
—
|
|
||||||
Other investing activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net cash provided by (used in) investing activities
|
35
|
|
|
25
|
|
|
(237
|
)
|
|
(18
|
)
|
|
174
|
|
|
(21
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
CVR Energy shareholder dividends
|
(43
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(43
|
)
|
||||||
Distributions to CVR Refining noncontrolling interest holders
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
—
|
|
|
—
|
|
|
(20
|
)
|
||||||
Distributions to CVR Partners’ noncontrolling interest holders
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
||||||
Distributions or intercompany advances to other CVR Energy subsidiaries
|
—
|
|
|
(92
|
)
|
|
238
|
|
|
27
|
|
|
(173
|
)
|
|
—
|
|
||||||
Other financing activities
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
1
|
|
|
—
|
|
|
(1
|
)
|
||||||
Net cash provided by (used in) financing activities
|
(43
|
)
|
|
(92
|
)
|
|
216
|
|
|
25
|
|
|
(173
|
)
|
|
(67
|
)
|
||||||
Net increase (decrease) in cash and cash equivalents
|
4
|
|
|
(65
|
)
|
|
(13
|
)
|
|
12
|
|
|
—
|
|
|
(62
|
)
|
||||||
Cash and cash equivalents, beginning of period
|
4
|
|
|
163
|
|
|
264
|
|
|
51
|
|
|
—
|
|
|
482
|
|
||||||
Cash and cash equivalents, end of period
|
$
|
8
|
|
|
$
|
98
|
|
|
$
|
251
|
|
|
$
|
63
|
|
|
$
|
—
|
|
|
$
|
420
|
|
|
|
|
•
|
Safety
- We always put safety first. The protection of our employees, contractors and communities is paramount. We have an unwavering commitment to safety above all else. If it’s not safe, then we don’t do it.
|
•
|
Environment
- We care for our environment. Complying with all regulations and minimizing any environmental impact from our operations is essential. We understand our obligation to the environment and that it’s our duty to protect it.
|
•
|
Integrity
- We require high business ethics. We comply with the law and practice sound corporate governance. We only conduct business one way—the right way with integrity.
|
•
|
Corporate Citizenship
- We are proud members of the communities where we operate. We are good neighbors and know that it’s a privilege we can’t take for granted. We seek to make a positive economic and social impact through our financial donations and the contributions of time, knowledge and talent of our employees to the places where we live and work.
|
•
|
Continuous Improvement
- We believe in both individual and team success. We foster accountability under a performance-driven culture that supports creative thinking, teamwork and personal development so that employees can
|
|
|
|
|
Safety
|
|
Reliability
|
|
Market Capture
|
|
Financial Discipline
|
Petroleum Segment:
|
|
|
|
|
|
|
|
Completion of the Wynnewood turnaround safely, on time and under budget
|
ü
|
|
ü
|
|
|
|
ü
|
Completed the Wynnewood refinery’s BenFree repositioning project, which is now in service.
|
ü
|
|
|
|
|
|
ü
|
Nitrogen Fertilizer:
|
|
|
|
|
|
|
|
Maintained high asset reliability during first quarter 2019
|
ü
|
|
ü
|
|
|
|
ü
|
Generated positive cash available for distribution despite the delay in the spring planting season due to wet weather
|
|
|
ü
|
|
ü
|
|
ü
|
Declared a first quarter 2019 cash distribution of 7 cents per unit
|
|
|
|
|
|
|
ü
|
|
|
|
|
|
|
|
(in $/bbl)
|
Average 2017
|
|
At December 31, 2017
|
|
Average 2018
|
|
At December 31, 2018
|
|
Average 2019
|
|
At March 31, 2019
|
||||||||||||
WTI
|
$
|
50.95
|
|
|
$
|
57.95
|
|
|
$
|
64.77
|
|
|
$
|
48.98
|
|
|
$
|
54.90
|
|
|
$
|
58.17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Petroleum
|
$
|
156
|
|
|
$
|
143
|
|
Nitrogen Fertilizer
|
9
|
|
|
(3
|
)
|
||
Other
|
(5
|
)
|
|
(4
|
)
|
||
Consolidated
|
$
|
160
|
|
|
$
|
136
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Petroleum
|
$
|
209
|
|
|
$
|
192
|
|
Nitrogen Fertilizer
|
26
|
|
|
13
|
|
||
Other
|
(5
|
)
|
|
—
|
|
||
Consolidated
|
$
|
230
|
|
|
$
|
205
|
|
|
Throughput Data
|
Three Months Ended March 31,
|
||||
(in bpd)
|
2019
|
|
2018
|
||
Coffeyville
|
|
|
|
||
Regional crude
|
41,591
|
|
|
29,698
|
|
WTI
|
67,016
|
|
|
50,829
|
|
Midland WTI
|
12,702
|
|
|
—
|
|
Condensate
|
5,293
|
|
|
17,714
|
|
Heavy Canadian
|
7,563
|
|
|
490
|
|
Other feedstocks and blendstocks
|
9,293
|
|
|
6,134
|
|
Wynnewood
|
|
|
|
||
Regional crude
|
44,363
|
|
|
48,520
|
|
WTI
|
—
|
|
|
6,947
|
|
Midland WTI
|
12,507
|
|
|
19,153
|
|
Condensate
|
7,754
|
|
|
4,349
|
|
Heavy Canadian
|
—
|
|
|
—
|
|
Other feedstocks and blendstocks
|
4,725
|
|
|
5,764
|
|
Total throughput
|
212,807
|
|
|
189,598
|
|
|
|
|
Production Data
|
Three Months Ended March 31,
|
||||
(in bpd)
|
2019
|
|
2018
|
||
Coffeyville
|
|
|
|
||
Gasoline
|
73,856
|
|
|
49,222
|
|
Distillate
|
59,529
|
|
|
44,245
|
|
Other liquid products
|
6,473
|
|
|
8,588
|
|
Solids
|
4,970
|
|
|
4,244
|
|
Wynnewood
|
|
|
|
||
Gasoline
|
34,312
|
|
|
43,595
|
|
Distillate
|
27,356
|
|
|
34,620
|
|
Other liquid products
|
6,123
|
|
|
4,510
|
|
Solids
|
28
|
|
|
54
|
|
Total production
|
212,647
|
|
|
189,078
|
|
Liquid volume yield (as % of total throughput)
|
97.6
|
%
|
|
97.5
|
%
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Net sales
|
$
|
1,397
|
|
|
$
|
1,458
|
|
Cost of materials and other
|
1,080
|
|
|
1,158
|
|
||
Direct operating expenses
|
91
|
|
|
92
|
|
||
Selling, general and administrative expenses
|
20
|
|
|
17
|
|
||
Depreciation and amortization
|
49
|
|
|
48
|
|
||
Loss on asset disposals
|
1
|
|
|
—
|
|
||
Petroleum Operating income
|
$
|
156
|
|
|
$
|
143
|
|
|
|
|
|
||||
Refining margin
|
$
|
317
|
|
|
$
|
300
|
|
Petroleum EBITDA (1)
|
$
|
209
|
|
|
$
|
192
|
|
|
|
|
|
||||
Key Operating Metrics per Total Throughput Barrel
|
|
|
|
||||
Refining Margin (1)
|
$
|
16.55
|
|
|
$
|
17.58
|
|
Refining Margin, excluding Inventory Valuation Impacts (1)
|
$
|
14.88
|
|
|
$
|
16.41
|
|
Direct Operating Expenses (1)
|
$
|
4.75
|
|
|
$
|
5.39
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
||||
(in thousands of tons)
|
2019
|
|
2018
|
||
|
|
|
|
||
Ammonia (gross produced)
|
179
|
|
|
199
|
|
Ammonia (net available for sale)
|
41
|
|
|
59
|
|
UAN
|
335
|
|
|
339
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Feedstock:
|
|
|
|
||||
Petroleum coke used in production (thousand tons)
|
132
|
|
|
118
|
|
||
Petroleum coke (dollars per ton)
|
$
|
38
|
|
|
$
|
18
|
|
Natural gas used in production (thousands of MMBtu)(1)
|
1,440
|
|
|
1,850
|
|
||
Natural gas used in production (dollars per MMBtu)(1)
|
$
|
3.83
|
|
|
$
|
3.24
|
|
Natural gas cost of materials and other (thousands of MMBtu)(1)
|
1,008
|
|
|
1,258
|
|
||
Natural gas cost of materials and other (dollars per MMBtu)(1)
|
$
|
3.87
|
|
|
$
|
3.48
|
|
|
|
|
|
||||
Reconciliation to net sales (dollars in millions):
|
|
|
|
||||
Sales net at gate
|
$
|
82
|
|
|
$
|
69
|
|
Freight in revenue
|
8
|
|
|
9
|
|
||
Other revenue
|
2
|
|
|
2
|
|
||
Total net sales
|
$
|
92
|
|
|
$
|
80
|
|
|
(1)
|
The feedstock natural gas shown above does not include natural gas used for fuel. The cost of fuel natural gas is included in direct operating expense (exclusive of depreciation and amortization).
|
|
|
|
|
(in millions)
|
Price
Variance
|
|
Volume
Variance
|
||||
UAN
|
$
|
20
|
|
|
$
|
(10
|
)
|
Ammonia
|
2
|
|
|
—
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Net income attributable to CVR Energy stockholders
|
$
|
102
|
|
|
$
|
93
|
|
Add:
|
|
|
|
||||
Interest expense, net
|
26
|
|
|
27
|
|
||
Income tax expense
|
35
|
|
|
18
|
|
||
Depreciation and amortization
|
67
|
|
|
67
|
|
||
EBITDA
|
$
|
230
|
|
|
$
|
205
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Petroleum net income
|
$
|
149
|
|
|
$
|
133
|
|
Add:
|
|
|
|
||||
Interest expense, net
|
11
|
|
|
11
|
|
||
Depreciation and amortization
|
49
|
|
|
48
|
|
||
Petroleum EBITDA
|
$
|
209
|
|
|
$
|
192
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Net sales
|
$
|
1,397
|
|
|
$
|
1,458
|
|
Cost of materials and other
|
1,080
|
|
|
1,158
|
|
||
Direct operating expenses (exclusive of depreciation and amortization as reflected below)
|
91
|
|
|
92
|
|
||
Depreciation and amortization
|
49
|
|
|
48
|
|
||
Gross profit
|
177
|
|
|
160
|
|
||
Add:
|
|
|
|
||||
Direct operating expenses (exclusive of depreciation and amortization as reflected below)
|
91
|
|
|
92
|
|
||
Depreciation and amortization
|
49
|
|
|
48
|
|
||
Refining margin
|
317
|
|
|
300
|
|
||
Inventory valuation impact, (favorable) unfavorable (1)
|
(32
|
)
|
|
(20
|
)
|
||
Refining margin adjusted for inventory valuation impact
|
$
|
285
|
|
|
$
|
280
|
|
|
(1)
|
FIFO is the petroleum business’ basis for determining inventory value under GAAP. Changes in crude oil prices can cause fluctuations in the inventory valuation of crude oil, work in process and finished goods, thereby resulting in a favorable inventory valuation impact when crude oil prices increase and an unfavorable inventory valuation impact when crude oil prices decrease. The inventory valuation impact is calculated based upon inventory values at the beginning of the accounting period and at the end of the accounting period. In order to derive the inventory valuation impact per total throughput barrel, we utilize the total dollar figures for the inventory valuation impact and divide by the number of total throughput barrels for the period.
|
|
Three Months Ended March 31,
|
||||
|
2019
|
|
2018
|
||
Total throughput barrels per day
|
212,806
|
|
|
189,598
|
|
Days in the period
|
90
|
|
|
90
|
|
Total throughput barrels
|
19,152,540
|
|
|
17,063,820
|
|
|
Three Months Ended March 31,
|
||||||
(in millions, except for per throughput barrel data)
|
2019
|
|
2018
|
||||
Refining margin
|
$
|
317
|
|
|
$
|
300
|
|
Divided by: total throughput barrels
|
19
|
|
|
17
|
|
||
Refining margin per total throughput barrel
|
$
|
16.55
|
|
|
$
|
17.58
|
|
|
Three Months Ended March 31,
|
||||||
(in millions, except for per throughput barrel data)
|
2019
|
|
2018
|
||||
Refining margin adjusted for inventory valuation impact
|
$
|
285
|
|
|
$
|
280
|
|
Divided by: total throughput barrels
|
19
|
|
|
17
|
|
||
Refining margin adjusted for inventory valuation impact per total throughput barrel
|
$
|
14.88
|
|
|
$
|
16.41
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in millions, except for per throughput barrel data)
|
2019
|
|
2018
|
||||
Direct operating expenses (exclusive of depreciation and amortization)
|
$
|
91
|
|
|
$
|
92
|
|
Divided by: total throughput barrels
|
19
|
|
|
17
|
|
||
Direct operating expenses per total throughput barrel
|
$
|
4.75
|
|
|
$
|
5.39
|
|
|
Three Months Ended March 31,
|
||||||
(in millions)
|
2019
|
|
2018
|
||||
Nitrogen fertilizer net loss
|
$
|
(6
|
)
|
|
$
|
(19
|
)
|
Add:
|
|
|
|
||||
Interest expense, net
|
16
|
|
|
16
|
|
||
Depreciation and amortization
|
16
|
|
|
16
|
|
||
Nitrogen Fertilizer EBITDA
|
$
|
26
|
|
|
$
|
13
|
|
|
|
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
(in millions)
|
|
||||||
CVR Partners:
|
|
|
|
||||
9.25% Senior Secured Notes due June 2023
|
$
|
645
|
|
|
$
|
645
|
|
6.50% Senior Notes due April 2021
|
2
|
|
|
2
|
|
||
Unamortized discount and debt issuance costs
|
(17
|
)
|
|
(18
|
)
|
||
Total CVR Partners Debt
|
$
|
630
|
|
|
$
|
629
|
|
|
|
|
|
||||
CVR Refining:
|
|
|
|
||||
6.50% Senior Notes due November 2022
|
$
|
500
|
|
|
$
|
500
|
|
Capital lease obligations
|
69
|
|
|
44
|
|
||
Unamortized debt issuance cost
|
(3
|
)
|
|
(3
|
)
|
||
Current portion of capital lease obligations
|
(5
|
)
|
|
(3
|
)
|
||
Total CVR Refining Debt
|
561
|
|
|
538
|
|
||
|
|
|
|
||||
Total Long-Term Debt
|
$
|
1,191
|
|
|
$
|
1,167
|
|
|
|
|
(in millions)
|
|
2019 Estimate (1)
|
||||||||||||||||||||||||||
|
|
Maintenance
|
Growth
|
Total
|
||||||||||||||||||||||||
|
Maintenance
|
Growth
|
Total
|
|
Low
|
High
|
Low
|
High
|
Low
|
High
|
||||||||||||||||||
Petroleum
|
$
|
23
|
|
$
|
3
|
|
$
|
26
|
|
|
$
|
125
|
|
$
|
140
|
|
$
|
55
|
|
$
|
60
|
|
$
|
180
|
|
$
|
200
|
|
Nitrogen Fertilizer
|
3
|
|
—
|
|
3
|
|
|
18
|
|
20
|
|
2
|
|
5
|
|
20
|
|
25
|
|
|||||||||
Other
|
—
|
|
—
|
|
—
|
|
|
10
|
|
15
|
|
—
|
|
—
|
|
10
|
|
15
|
|
|||||||||
Total
|
$
|
26
|
|
$
|
3
|
|
$
|
29
|
|
|
$
|
153
|
|
$
|
175
|
|
$
|
57
|
|
$
|
65
|
|
$
|
210
|
|
$
|
240
|
|
|
(1)
|
Total 2019 estimated capital expenditures includes approximately $50 to 60 million of growth-related projects that will require additional approvals before commencement.
|
|
|
|
|
Three Months Ended March 31,
|
||||||||||
(In millions)
|
2019
|
|
2018
|
|
Change
|
||||||
Net cash provided by (used in):
|
|
|
|
|
|
||||||
Operating activities
|
$
|
228
|
|
|
$
|
26
|
|
|
$
|
202
|
|
Investing activities
|
(42
|
)
|
|
(21
|
)
|
|
(21
|
)
|
|||
Financing activities
|
(387
|
)
|
|
(67
|
)
|
|
(320
|
)
|
|||
Net decrease in cash and cash equivalents
|
$
|
(201
|
)
|
|
$
|
(62
|
)
|
|
$
|
(139
|
)
|
|
|
|
|
|
|
Exhibit Number
|
|
Exhibit Description
|
|
||
|
||
|
||
|
||
|
||
|
|
|
|
||
|
||
|
||
|
|
|
101*
|
|
The following financial information for CVR Energy, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019
formatted in XBRL (“Extensible Business Reporting Language”) includes: (i) Condensed Consolidated Balance Sheets (unaudited), (ii) Condensed Consolidated Statements of Operations (unaudited), (iii) Condensed Consolidated Statements of Comprehensive Income (unaudited), (iv) Condensed Consolidated Statement of Changes in Equity (unaudited), (v) Condensed Consolidated Statements of Cash Flows (unaudited) and (vi) the Notes to Condensed Consolidated Financial Statements (unaudited), tagged in detail.
|
|
*
|
Filed herewith.
|
**
|
Previously filed
|
†
|
Furnished herewith.
|
|
|
|
|
|
CVR Energy, Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
April 25, 2019
|
|
By:
|
/s/ Tracy D. Jackson
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
|
|
April 25, 2019
|
|
By:
|
/s/ Matthew W. Bley
|
|
|
|
Chief Accounting Officer and Corporate Controller
|
|
|
|
(Principal Accounting Officer)
|
|
|
|
|
|
|
|
•
|
Personal Safety – Total Recordable Injury Rate (TRIR);
|
•
|
Process Safety – Process Safety Tier 1 Events Incident Rate (PSIR); and
|
•
|
Environmental Events (EE) - Number of “numerical” releases, spills, permit exceedances and violations.
|
•
|
Reliability;
|
•
|
Equipment Utilization;
|
•
|
Operating Expense; and
|
•
|
Return on Capital Employed.
|
•
|
Interpersonal effectiveness
|
•
|
Business conduct
|
•
|
Professional and technical development
|
•
|
Leadership
|
•
|
Achievement of goals
|
•
|
Results orientation
|
•
|
|
Percentage Change (over the prior year)
|
|
Bonus Achievement
|
Increase in Incident Rate or Incidents
|
|
Zero
|
0%
|
|
50% of Target Percentage (Threshold)
|
Decrease > 0% and < 3%
|
|
Linear Interpolation between Threshold and Target
|
Decrease of 3%
|
|
Target Percentage
|
Decrease > 3% and < 10%
|
|
Linear Interpolation between Target and Maximum
|
Decrease of 10% or more, or if TRIR is maintained at or below 1.0, PSIR at or below 0.2 and EE at or below 20
|
|
150% of Target (Maximum)
|
Reliability
|
|
Bonus Achievement
|
Greater than 8.0%
|
|
Zero
|
8.00%
|
|
50% of Target Percentage (Threshold)
|
6.01% to 7.99%
|
|
Linear Interpolation between Threshold and Target
|
6.00%
|
|
Target Percentage
|
5.0% to 5.99%
|
|
Linear Interpolation between Target and Maximum
|
Less than 5.0%
|
|
150% of Target (Maximum)
|
Equipment Utilization
|
|
Bonus Achievement
|
Less than 95%
|
|
Zero
|
95%
|
|
50% of Target Percentage (Threshold)
|
95.01% to 99.99%
|
|
Linear Interpolation between Threshold and Target
|
100%
|
|
Target Percentage
|
100.01% to 104.99%
|
|
Linear Interpolation between Target and Maximum
|
Greater than 105%
|
|
150% of Target (Maximum)
|
Operating Expense
|
|
Bonus Achievement
|
Greater than 103.0%
|
|
Zero
|
103%
|
|
50% of Target Percentage (Threshold)
|
100.1% to 102.99%
|
|
Linear Interpolation between Threshold and Target
|
100%
|
|
Target Percentage
|
95.0% to 99.99%
|
|
Linear Interpolation between Target and Maximum
|
Less than 95%
|
|
150% of Target (Maximum)
|
CVRR and UAN ROCE (Ranking vs. Peer Group**)
|
|
Bonus Achievement
|
First (highest)
|
|
150% of Target (Maximum)
|
Second
|
|
125% of Target Percentage
|
Third
|
|
112.5% of Target Percentage
|
Fourth
|
|
Target Percentage (100%)
|
Fifth
|
|
75% of Target Percentage
|
Sixth
|
|
50% of Target Percentage (Minimum)
|
Seventh
|
|
Zero
|
•
|
Reportable quantities are releases of substances during a 24-hour period that exceed a federal, state or local reporting threshold.
|
o
|
Reportable quantity is an event or contemporaneous combination of events during at 24-hour period that results in a release that exceeds a reportable quantity or quantities of a EPCRA/CERCLA compound as defined in the EPA List of Lists
or
a release that exceeds any other federal, state or local reporting threshold. Federally permitted releases and continuous releases defined in 40 CFR §302.6 and §302.8 are not considered reportable quantities under this measure.
|
o
|
A reportable quantity is counted by event or contemporaneous combination of events, not by the number of individual reports that are filed or number of compounds which exceed their reportable quantity. Events are considered contemporaneous if they occur within 24-hours or when a common cause results in one or more reportable quantities during contiguous or overlapping 24-hour periods.
|
•
|
Water deviations are exceedances of a NPDES-based permit limit, wastewater bypasses and sheens to water of the United States.
|
o
|
The number of deviations is based on the number of individual permit limits exceeded irrespective of the number of causal events attributed to the deviation. However, a continuance of an ongoing permit limit deviation would not be double-counted if it were contemporaneous with a prior deviation and/or event.
|
o
|
Oil sheens and reportable quantities to water are only counted once as a water deviation environmental event.
|
•
|
an employee, contractor or subcontractor “days away from work” injury and/or fatality;
|
•
|
a hospital admission and/or fatality or a third-party;
|
•
|
an officially declared community evacuation or community shelter-in-place;
|
•
|
a fire or explosion resulting in greater than or equal to $25,000 of direct cost to the company;
|
•
|
an officially declared community evacuation or community shelter-in-place;
|
•
|
a pressure relief device (PRD) discharge to atmosphere whether directly or via a downstream destructive device that results in one or more of four defined consequences and a PRD discharge quantity greater than defined threshold quantities in a one-hour period; or,
|
•
|
a release of material greater than defined threshold quantities described in any one-hour period.
|
•
|
Personal Safety – Total Recordable Injury Rate (TRIR);
|
•
|
Process Safety – Process Safety Tier 1 Events Incident Rate (PSIR); and
|
•
|
Environmental Events (EE) - Number of “numerical” releases, spills, permit exceedances and violations.
|
•
|
Reliability;
|
•
|
Equipment Utilization;
|
•
|
Operating Expense; and
|
•
|
Return on Capital Employed.
|
•
|
Interpersonal effectiveness
|
•
|
Business conduct
|
•
|
Professional and technical development
|
•
|
Leadership
|
•
|
Achievement of goals
|
•
|
Results orientation
|
Percentage Change(over the prior year)
|
|
Bonus Achievement
|
Increase in Incident Rate or Incidents
|
|
Zero
|
0%
|
|
50% of Target Percentage (Threshold)
|
Decrease > 0% and < 3%
|
|
Linear Interpolation between Threshold and Target
|
Decrease of 3%
|
|
Target Percentage
|
Decrease > 3% and < 10%
|
|
Linear Interpolation between Target and Maximum
|
Decrease of 10% or more, or if TRIR is maintained at or below 1.0, PSIR at or below 0.2 and EE at or below 20
|
|
150% of Target (Maximum)
|
Reliability
|
|
Bonus Achievement
|
Greater than 8.0%
|
|
Zero
|
8.00%
|
|
50% of Target Percentage (Threshold)
|
6.01% to 7.99%
|
|
Linear Interpolation between Threshold and Target
|
6.00%
|
|
Target Percentage
|
5.0% to 5.99%
|
|
Linear Interpolation between Target and Maximum
|
Less than 5.0%
|
|
150% of Target (Maximum)
|
Equipment Utilization
|
|
Bonus Achievement
|
Less than 95%
|
|
Zero
|
95%
|
|
50% of Target Percentage (Threshold)
|
95.01% to 99.99%
|
|
Linear Interpolation between Threshold and Target
|
100%
|
|
Target Percentage
|
100.01% to 104.99%
|
|
Linear Interpolation between Target and Maximum
|
Greater than 105%
|
|
150% of Target (Maximum)
|
Operating Expense
|
|
Bonus Achievement
|
Greater than 103.0%
|
|
Zero
|
103%
|
|
50% of Target Percentage (Threshold)
|
100.1% to 102.99%
|
|
Linear Interpolation between Threshold and Target
|
100%
|
|
Target Percentage
|
95.0% to 99.99%
|
|
Linear Interpolation between Target and Maximum
|
Less than 95%
|
|
150% of Target (Maximum)
|
ROCE (Ranking vs. Peer Group*)
|
|
Bonus Achievement
|
First (highest)
|
|
150% of Target (Maximum)
|
Second
|
|
125% of Target Percentage
|
Third
|
|
112.5% of Target Percentage
|
Fourth
|
|
Target Percentage (100%)
|
Fifth
|
|
75% of Target Percentage
|
Sixth
|
|
50% of Target Percentage (Minimum)
|
Seventh
|
|
Zero
|
•
|
Reportable quantities are releases of substances during a 24-hour period that exceed a federal, state or local reporting threshold.
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o
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Reportable quantity is an event or contemporaneous combination of events during at 24-hour period that results in a release that exceeds a reportable quantity or quantities of a EPCRA/CERCLA compound as defined in the EPA List of Lists
or
a release that exceeds any other federal, state or local reporting threshold. Federally permitted releases and continuous releases defined in 40 CFR §302.6 and §302.8 are not considered reportable quantities under this measure.
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A reportable quantity is counted by event or contemporaneous combination of events, not by the number of individual reports that are filed or number of compounds which exceed their reportable quantity. Events are considered contemporaneous if they occur within 24-hours or when a common cause results in one or more reportable quantities during contiguous or overlapping 24-hour periods.
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Water deviations are exceedances of a NPDES-based permit limit, wastewater bypasses and sheens to water of the United States.
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The number of deviations is based on the number of individual permit limits exceeded irrespective of the number of causal events attributed to the deviation. However, a continuance of an ongoing permit limit deviation would not be double-counted if it were contemporaneous with a prior deviation and/or event.
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Oil sheens and reportable quantities to water are only counted once as a water deviation environmental event.
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an employee, contractor or subcontractor “days away from work” injury and/or fatality;
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a hospital admission and/or fatality or a third-party;
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an officially declared community evacuation or community shelter-in-place;
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a fire or explosion resulting in greater than or equal to $25,000 of direct cost to the company;
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an officially declared community evacuation or community shelter-in-place;
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a pressure relief device (PRD) discharge to atmosphere whether directly or via a downstream destructive device that results in one or more of four defined consequences and a PRD discharge quantity greater than defined threshold quantities in a one-hour period; or,
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a release of material greater than defined threshold quantities described in any one-hour period.
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Personal Safety – Total Recordable Injury Rate (TRIR);
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Process Safety – Process Safety Tier 1 Events Incident Rate (PSIR); and
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Environmental Events (EE) - Number of “numerical” releases, spills, permit exceedances and violations.
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Reliability;
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Equipment Utilization;
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Operating Expense; and
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Return on Capital Employed.
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Interpersonal effectiveness
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Business conduct
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Professional and technical development
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Leadership
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Achievement of goals
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Results orientation
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Percentage Change(over the prior year)
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Bonus Achievement
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Increase in Incident Rate or Incidents
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Zero
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0%
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50% of Target Percentage (Threshold)
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Decrease > 0% and < 3%
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Linear Interpolation between Threshold and Target
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Decrease of 3%
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Target Percentage
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Decrease > 3% and < 10%
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Linear Interpolation between Target and Maximum
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Decrease of 10% or more, or if TRIR is maintained at or below 1.0, PSIR at or below 0.2 and EE at or below 20
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150% of Target (Maximum)
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Reliability
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Bonus Achievement
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Greater than 8.0%
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Zero
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8.00%
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50% of Target Percentage (Threshold)
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6.01% to 7.99%
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Linear Interpolation between Threshold and Target
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6.00%
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Target Percentage
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5.0% to 5.99%
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Linear Interpolation between Target and Maximum
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Less than 5.0%
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150% of Target (Maximum)
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Equipment Utilization
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Bonus Achievement
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Less than 95%
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Zero
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95%
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50% of Target Percentage (Threshold)
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95.01% to 99.99%
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Linear Interpolation between Threshold and Target
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100%
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Target Percentage
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100.01% to 104.99%
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Linear Interpolation between Target and Maximum
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Greater than 105%
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150% of Target (Maximum)
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Operating Expense
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Bonus Achievement
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Greater than 103.0%
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Zero
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103%
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50% of Target Percentage (Threshold)
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100.1% to 102.99%
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Linear Interpolation between Threshold and Target
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100%
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Target Percentage
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95.0% to 99.99%
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Linear Interpolation between Target and Maximum
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Less than 95%
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150% of Target (Maximum)
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CVRR ROCE (Ranking vs. Peer Group*)
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Bonus Achievement
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First (highest)
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150% of Target (Maximum)
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Second
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125% of Target Percentage
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Third
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112.5% of Target Percentage
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Fourth
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Target Percentage (100%)
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Fifth
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75% of Target Percentage
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Six
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50% of Target Percentage (Minimum)
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Seventh
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Zero
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•
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Reportable quantities are releases of substances during a 24-hour period that exceed a federal, state or local reporting threshold.
|
o
|
Reportable quantity is an event or contemporaneous combination of events during at 24-hour period that results in a release that exceeds a reportable quantity or quantities of a EPCRA/CERCLA compound as defined in the EPA List of Lists
or
a release that exceeds any other federal, state or local reporting threshold. Federally permitted releases and continuous releases defined in 40 CFR §302.6 and §302.8 are not considered reportable quantities under this measure.
|
o
|
A reportable quantity is counted by event or contemporaneous combination of events, not by the number of individual reports that are filed or number of compounds which exceed their reportable quantity. Events are considered contemporaneous if they occur within 24-hours or when a common cause results in one or more reportable quantities during contiguous or overlapping 24-hour periods.
|
•
|
Water deviations are exceedances of a NPDES-based permit limit, wastewater bypasses and sheens to water of the United States.
|
o
|
The number of deviations is based on the number of individual permit limits exceeded irrespective of the number of causal events attributed to the deviation. However, a continuance of an ongoing permit limit deviation would not be double-counted if it were contemporaneous with a prior deviation and/or event.
|
o
|
Oil sheens and reportable quantities to water are only counted once as a water deviation environmental event.
|
•
|
an employee, contractor or subcontractor “days away from work” injury and/or fatality;
|
•
|
a hospital admission and/or fatality or a third-party;
|
•
|
an officially declared community evacuation or community shelter-in-place;
|
•
|
a fire or explosion resulting in greater than or equal to $25,000 of direct cost to the company;
|
•
|
an officially declared community evacuation or community shelter-in-place;
|
•
|
a pressure relief device (PRD) discharge to atmosphere whether directly or via a downstream destructive device that results in one or more of four defined consequences and a PRD discharge quantity greater than defined threshold quantities in a one-hour period; or,
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•
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a release of material greater than defined threshold quantities described in any one-hour period.
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By:
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/s/ DAVID L. LAMP
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David L. Lamp
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President and Chief Executive Officer
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(Principal Executive Officer)
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By:
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/s/ TRACY D. JACKSON
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Tracy D. Jackson
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Executive Vice President and Chief Financial Officer
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(Principal Financial Officer)
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By:
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/s/ MATTHEW W. BLEY
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Matthew W. Bley
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Chief Accounting Officer and Corporate Controller
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(Principal Accounting Officer)
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By:
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/s/ DAVID L. LAMP
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David L. Lamp
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President and Chief Executive Officer
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(Principal Executive Officer)
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By:
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/s/ TRACY D. JACKSON
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Tracy D. Jackson
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Executive Vice President and Chief Financial Officer
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(Principal Financial Officer)
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By:
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/s/ MATTHEW W. BLEY
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Matthew W. Bley
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Chief Accounting Officer and Corporate Controller
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(Principal Accounting Officer)
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