CVR Energy Reports Material Definitive Agreement

TL;DR

CVR Energy just signed a big deal, creating a new financial obligation.

AI Summary

On December 19, 2024, CVR Energy, Inc. entered into a material definitive agreement related to a direct financial obligation. The filing indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant.

Why It Matters

This filing signals a significant financial commitment or obligation for CVR Energy, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The creation of a new financial obligation can introduce financial risk depending on the terms and scale of the agreement.

Key Players & Entities

• CVR Energy, Inc. (company) — Registrant
• December 19, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common Stock, $0.01 par value per share CVI The New York St
• $325.0 million — ility in an initial principal amount of $325.0 million ("Term Loan Credit Facility"), which wa
• $100.0 million — up to the sum of (i) the greater of (a) $100.0 million and (b) 33% of EBITDA (as defined in th
• $90 million — for cash consideration of approximately $90 million. Midway operates a crude oil pipeline t

Filing Documents

• cvi-20241219.htm (8-K) — 37KB
• exhibit101termloancreditag.htm (EX-10.1) — 1546KB
• exhibit102assignmentandass.htm (EX-10.2) — 76KB
• 0001376139-24-000075.txt ( ) — 2068KB
• cvi-20241219.xsd (EX-101.SCH) — 2KB
• cvi-20241219_lab.xml (EX-101.LAB) — 21KB
• cvi-20241219_pre.xml (EX-101.PRE) — 12KB
• cvi-20241219_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Term Loan Credit Agreement On December 19, 2024 (the "Closing Date"), certain of CVR Energy, Inc.'s (the "Company") subsidiaries, CVR CHC, LP, CVR FHC, LP, CVR RHC, LP and CVR Refining, LP (together, the "Borrowers"), entered into that certain Term Loan Credit Agreement (the "Term Loan Credit Agreement") with Mizuho Bank, Ltd., as agent (the "Term Agent"), and the lenders from time to time party thereto. The Term Loan Credit Agreement provides for a senior secured term loan facility in an initial principal amount of $325.0 million ("Term Loan Credit Facility"), which was borrowed in full on the Closing Date with an original issue discount of 1.00%. The Company will use the net proceeds of the Term Loan Credit Facility for capital expenditures (including major scheduled turnaround costs) and to pay fees, costs, and expenses incurred in connection with the Term Loan Credit Facility. The borrowings under the Term Loan Credit Facility may be repaid or prepaid in accordance with the terms of the Term Loan Credit Facility as further described below, but once repaid or prepaid, may not be reborrowed. Interest Rate : At the option of the Borrowers, loans under the Term Loan Credit Facility bear interest at a variable rate based on the Term SOFR (as defined in the Term Loan Credit Agreement) plus 4.00% per annum, or an alternate base rate, plus 3.00%. Amortization and Final Maturity : The Term Loan Credit Agreement requires the Borrowers to make scheduled quarterly principal amortization payments in an amount equal to 0.25% of the aggregate principal amount of the initial term loans, with a balance of the principal due on the scheduled maturity date of December 30, 2027. Mandatory and Voluntary Prepayments : In addition, the Term Loan Credit Agreement requires the Borrowers to prepay outstanding term loans, subject to certain exceptions and the intercreditor agreement discussed below, with (i) 100% of the net c

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 10.1* Term Loan Credit Agreement, dated as of December 19, 2024, by and among CVR CHC, LP, CVR RHC, LP, CVR FHC, LP and CVR Refining, LP, as the Borrowers, Mizuho Bank, Ltd., as agent and as joint lead arranger and joint bookrunner, Wells Fargo Securities, LLC, as joint lead arranger and joint bookrunner, and the lenders that are parties thereto. 10.2* Assignment and Assumption of Units, dated as of December 23, 2024, by and between Coffeyville Resources Pipeline, LLC and Plains Pipeline, L.P. 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). * Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplemental copies of the omitted schedules and exhibits to the U.S. Securities and Exchange Commission upon request. Certain information was redacted from this exhibit pursuant to Item 601(a)(6) of Regulation S-K.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: December 26, 2024 CVR Energy, Inc. By: /s/ Dane J. Neumann Dane J. Neumann Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary

View Full Filing

View this 8-K filing on SEC EDGAR