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): December 8, 2008 (December 2, 2008)

CVR ENERGY, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-33492		61-1512186
(State or other		(Commission File Number)		(I.R.S. Employer
jurisdiction of incorporation)				Identification Number)

2277 Plaza Drive, Suite 500
Sugar Land, Texas 77479

(Address of principal executive offices,
including zip code)

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))

 

 

Item 1.01. Entry into a Material Definitive Agreement.

On December 2, 2008, Coffeyville Resources Refining & Marketing, LLC (“CRRM”), a wholly-owned subsidiary of CVR Energy, Inc. (the “Company”), entered into a Crude Oil Supply Agreement with Vitol Inc. (the “Vitol Agreement”) for an initial term of two years effective December 31, 2008. The Vitol Agreement replaces the Amended and Restated Crude Oil Supply Agreement (the “J. Aron Agreement”) between CRRM and J. Aron & Company (“J. Aron”), which expires on December 31, 2008.

The terms of the Vitol Agreement provide that CRRM will obtain all of the crude oil for the Company’s oil refinery through Vitol, other than crude oil that CRRM acquires in Kansas, Missouri, North Dakota, Oklahoma, Wyoming and all states adjacent thereto and crude oil which is transported in whole or in part via railcar or truck. Pursuant to the Vitol Agreement, CRRM and Vitol work together to identify crude oil and pricing terms that meet CRRM’s crude oil requirements. CRRM and/or Vitol negotiate the cost of each barrel of crude oil that is purchased from third party crude oil suppliers. Vitol executes all third party sourcing transactions and provides transportation and other logistical services for the crude oil it delivers to CRRM. CRRM generally pays Vitol a fixed origination fee per barrel over the negotiated cost of each barrel of crude oil purchased. In some cases, Vitol may sell crude oil directly to CRRM without having executed a specific third party sourcing transaction. Effectiveness of the Vitol Agreement is subject to satisfaction of customary conditions precedent, including assignment of terminaling agreements and transfer of existing crude oil inventory to Vitol.

Item 1.02. Termination of a Material Definitive Agreement.

On December 2, 2008, CRRM notified J. Aron of its election not to extend the J. Aron Agreement beyond December 31, 2008.

J. Aron is an affiliate of Goldman, Sachs & Co. Affiliates of Goldman, Sachs & Co. are significant shareholders of the Company. In addition, J. Aron has also been a party to a cash flow swap agreement with the Company since June 2005 which is expected to terminate in 2010.

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:

99.1		Press release, dated December 3, 2008, issued by CVR Energy, Inc.

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 8, 2008

Exhibit 99.1

CVR Energy Subsidiary Signs Crude Supply Pact with Vitol

SUGAR LAND, Texas (Dec. 3, 2008) – Independent petroleum refiner Coffeyville Resources Refining & Marketing, LLC, a subsidiary of CVR Energy, Inc. (NYSE: CVI), announced today that it has signed a two-year crude oil supply agreement with Vitol Inc. Specific terms of the agreement, which becomes effective Dec. 31, 2008, were not released.

Founded in 1966, the Vitol Group is one of the world’s largest physical oil and commodities trading companies. The Vitol group of companies operates from six major offices, including one in Houston. Vitol also has interests in oil terminals and energy related assets worldwide.

Under the agreement, Vitol will provide crude oil supply and logistics intermediation on behalf of Coffeyville Resources Refining & Marketing through a term ending Dec. 31, 2010, which can be extended under the terms of the agreement.

“Vitol’s proposal is very competitive both from a cost and operational standpoint,” said Jack Lipinski, CVR Energy’s chairman, president and chief executive officer. “We are very pleased with the capabilities and experience the Vitol team brings to this deal. We look forward to a long standing productive relationship with Vitol.”

The Vitol agreement replaces an oil supply agreement with J. Aron & Company, which will expire on Dec. 31, 2008. Coffeyville Resources Refining & Marketing entertained several proposals before selecting Vitol.

# # #

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:		Media Relations:
Stirling Pack, Jr. CVR Energy, Inc.		Steve Eames CVR Energy, Inc.

281-207-3464 InvestorRelations@CVREnergy.com		281-207-3550 MediaRelations@CVREnergy.com