UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 27, 2008
CVR ENERGY, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of incorporation)
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001-33492
(Commission File Number)
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61-1512186
(I.R.S. Employer Identification Number) |
2277 Plaza Drive, Suite 500
Sugar Land, Texas 77479
(Address of principal executive offices)
Registrant’s telephone number, including area code: (281) 207-3200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 2.02. |
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Results of Operations and Financial Condition. |
On
February 27, 2008, CVR Partners, LP (the “Partnership”), a consolidated
affiliate of CVR Energy, Inc. (the “Company”), issued a press release announcing
that the Partnership had filed a
registration statement on Form S-1 with the Securities and Exchange
Commission on February 27,
2008 (the “Registration Statement”) for an initial public offering of common units representing
limited partner interests in the Partnership. The Registration Statement contains information
regarding the results of operations and financial condition of the Company’s nitrogen fertilizer
business, which is owned and operated by the Partnership, for the 174 days ended June 23, 2005, the
191 days ended December 31, 2005, the year ended December 31, 2006, and the year ended December 31,
2007.
A
copy of the press release issued by the Partnership is attached hereto as Exhibit 99.1.
Additionally, two sections from the Registration Statement that include information regarding the
results of operations and financial condition of the Company’s nitrogen fertilizer business are
attached hereto as exhibits. The “Consolidated Financial Statements” included in the Registration
Statement are attached as Exhibit 99.2, and “Management’s Discussion and Analysis of Financial
Condition and Results of Operations” included in the Registration Statement is attached as Exhibit
99.3.
The information in Item 2.02 of this Current Report on Form 8-K and Exhibits 99.1, 99.2 and
99.3 attached hereto are being furnished pursuant to Item 2.02 of Form 8-K and shall not, except to
the extent required by applicable law or regulation, be deemed filed by the Company for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section, nor shall it be deemed incorporated by reference into any filing by
the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934,
as amended.