FORM 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): September 24, 2008
CVR ENERGY, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-33492
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61-1512186 |
(State or other
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(Commission File Number)
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(I.R.S. Employer |
jurisdiction of
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Identification Number) |
incorporation) |
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2277 Plaza Drive, Suite 500
Sugar Land, Texas 77479
(Address of principal executive offices)
Registrants 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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
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5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) Election of Directors.
On September 24, 2008, CVR Energy, Inc. (the Company) announced that the Companys
Board of Directors elected C. Scott Hobbs to the Board effective as of that date. Mr. Hobbs has
been named to serve on the Companys Audit Committee.
In connection with his appointment to the Companys Board of Directors, Mr. Hobbs was granted
options to purchase 9,100 shares of the Companys common stock at an exercise price of $11.01 per
share (the closing price of the Companys common stock on the New York Stock Exchange on the date
the option was granted). The options are subject to vesting in equal annual installments over
three years. As compensation for serving as a director, Mr. Hobbs will receive an annual retainer
of $60,000, paid monthly, and an annual grant of $60,000 of worth of equity in the Company, payable
at the end of each year, in addition to the one-time stock option grant at the time of his
appointment.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is being furnished as part of this Current Report on Form 8-K:
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99.1
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Press release, dated September 26, 2008, issued by CVR Energy, Inc., pertaining to the
election of C. Scott Hobbs as a director. |
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: September 26, 2008
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CVR ENERGY, INC.
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By: |
/s/ Edmund S. Gross
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Edmund S. Gross |
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Senior Vice President, General Counsel and
Secretary |
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EX-99.1
Exhibit 99.1
CVR Energy Names C. Scott Hobbs to Board of Directors
SUGAR LAND, Texas (Sept. 26, 2008) CVR Energy, Inc. (NYSE:CVI) announced today the appointment of
C. Scott Hobbs as an independent director on the companys Board. Hobbs also will serve on CVR
Energys audit committee, where he replaces committee member Stanley de J. Osborne, who remains a
member of the full board.
Hobbs has worked in the energy industry for more than 30 years and is presently the managing member
of Energy Capital Advisors LLC. In this position he has provided consulting and advisory services
to state government, investment bankers, private equity firms and other investors on energy-related
projects.
Scott brings a wealth of experience to CVR Energy, acquired over a long and distinguished career
at both public and private companies in the energy industry, said Jack Lipinski, chairman,
president and chief executive officer. Not only will he provide a strong, independent voice on
our audit committee, but he also will add a new perspective to the breadth with which we approach
our overall business opportunities.
Besides CVR Energy, Hobbs also serves on the Boards of Directors of American Oil and Gas, Inc.
(AMEX: AEZ), and Buckeye GP LLC, the general partner of Buckeye Partners LP (NYSE: BPL).
Hobbs has previously served as president and chief operating officer of Evergreen Energy (at that
time KFx, Inc.), a publicly traded clean coal technology company and as executive chairman of
Optigas Inc., a private natural gas gathering and processing company.
From 1977 to 2001, Hobbs worked for the Coastal Corporation, where he last served as executive vice
president and chief operating officer for Colorado Interstate Gas (CIG) and Wyoming Interstate,
Coastals regulated gas pipeline subsidiaries in the Rocky Mountain region. He also was president
of CIG Resources, which included responsibility for certain non-regulated business activities in
the Rocky Mountain area.
Prior to joining Coastal, Hobbs worked as a certified public accountant with Price Waterhouse and
Co. in New Orleans. He earned his bachelors degree in accounting from Louisiana State University.
About CVR Energy, Inc.
Headquartered in Sugar Land, Texas, CVR Energy, Inc.s subsidiary and affiliated businesses include
an independent refiner that operates a 115,000 barrel per day refinery in Coffeyville, Kan., and
markets high-value transportation fuels supplied to customers through tanker trucks and pipeline
terminals; a crude oil gathering system serving central Kansas, northern Oklahoma and southwest
Nebraska; an asphalt and refined fuels storage and terminal business in Phillipsburg, Kan.; and
through a limited partnership, an ammonia and urea ammonium nitrate fertilizer business located in
Coffeyville, Kan.
For further information, please contact:
Investor Relations:
Stirling Pack, Jr.
CVR Energy, Inc.
281-207-3464
InvestorRelations@CVREnergy.com
Media Relations:
Steve Eames
CVR Energy, Inc.
281-207-3550
MediaRelations@CVREnergy.com
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