Financial Data and Key Metrics Changes - For the full year of 2024, the company reported a consolidated net income of $45 million and an EBITDA of $394 million [7] - For Q4 2024, consolidated net income was $40 million and EBITDA was $122 million [8] - Adjusted EBITDA for Q4 2024 was $67 million, with adjusted losses per share of $0.13 [17][18] - The estimated accrued RFS obligation on the balance sheet was $323 million at December 31, down from $329 million at the end of 2023 [19] Business Segment Data and Key Metrics Changes - In the petroleum segment, EBITDA was $223 million for the full year and $9 million for Q4 2024, with throughput of approximately 214,000 barrels per day [8][9][18] - The fertilizer segment generated $179 million of EBITDA for the full year and $50 million for Q4 2024, with ammonia utilization of 96% [8][21] - The Renewables segment reported $3 million of EBITDA for the full year and $9 million for Q4 2024, a significant improvement from a negative $17 million in Q4 2023 [8][20] Market Data and Key Metrics Changes - Benchmark cracks softened in Q4 2024, with Group 3-2-1-1 averaging $14.32 per barrel [10] - RIN prices increased by $0.17 per barrel from Q3 2024, averaging approximately $4.06 per barrel for Q4 [11] - Prompt fertilizer prices were $600 per ton for ammonia and $315 per ton for UAN at the start of the new year [42] Company Strategy and Development Direction - The company plans to focus on reducing debt and restoring its balance sheet to target levels post-turnaround [43] - There is a cautious optimism regarding refining market conditions improving in 2025 due to supply-demand balance adjustments [30][32] - The company is exploring opportunities in the renewable space but is pausing active pursuits until there is clarity on government subsidies [36][38] Management's Comments on Operating Environment and Future Outlook - Management noted that the refining market remains oversupplied but expects improvements in 2025 due to planned closures and increased demand [29][32] - The turnaround at Coffeyville is expected to extend by 10 to 15 days, with increased costs of $10 to $15 million [33] - The company is optimistic about the fertilizer segment due to tightening grain prices and good demand for the spring [39] Other Important Information - The company ended Q4 2024 with a consolidated cash balance of $987 million [24] - Total consolidated capital spending for 2024 was $128 million in the petroleum segment, $7 million in the fertilizer segment, and $11 million in the renewable segment [23] - The board declared a distribution of $1.75 per common unit for Q4 2024, resulting in a cash distribution of approximately $7 million for the company [21] Q&A Session Summary Question: Future use of free cash flow post-turnaround - Management indicated a focus on deleveraging and a balanced approach to potentially returning dividends as market conditions improve [49][50] Question: Timeline and CapEx for higher jet yield projects - Management stated that building a book of business for jet fuel is a constraint, but they expect to be ready to produce jet at Coffeyville by the end of Q3 [53][54] Question: Diversification of refining operating footprint - Management acknowledged the need to diversify from the Group 3 market and is open to opportunities but noted that bid-ask spreads have been too wide [59][60] Question: Path to positive EBITDA in the Renewables segment - Management highlighted the uncertainty of government subsidies as a major challenge for investments in renewables, particularly SAF [64][66] Question: Tax implications of the Midway pipeline sale - Management confirmed there will be a tax impact from the $90 million sale, with taxes anticipated to be paid in early 2025 [71] Question: Constraints impacting renewable diesel capacity - Management explained that catalyst limitations have necessitated a downgrade in capacity, but future projects could address these constraints [75][76]

Market Conditions and Risks - The company faces volatile margins in the refining industry, with exposure to fluctuating crude oil and refined product prices[42]. - The impact of the Russia-Ukraine war and Middle East conflicts has affected commodity prices and market conditions[42]. - The company anticipates challenges in forecasting future financial conditions and results due to market volatility and inflation[42]. - Significant risks include potential interruptions in supply chains and transportation affecting feedstocks and product distribution[44]. - The company is dependent on major customers, and the loss of any significant customer could adversely impact financial results[53]. - Compliance with environmental regulations and changes in laws related to climate change may adversely affect operations[53]. - The company is exposed to risks from unplanned shutdowns of facilities, which could lead to production declines[53]. - The nitrogen fertilizer segment's performance is highly dependent on government credits, leading to uncertainty[53]. - The company is subject to cybersecurity risks that could disrupt operations[53]. - The company’s capital projects may face delays or cost overruns, impacting overall business performance[53]. - The company is exposed to market risk related to volatility in the price of Renewable Identification Numbers (RINs) needed to comply with EPA mandates[472]. - An increase in interest rates will cause the company's debt service obligations to increase, impacting financial performance[9]. Financial Performance - Net sales for 2024 were $7,610 million, a decrease of 17.7% from $9,247 million in 2023[496]. - Operating income dropped significantly to $58 million in 2024, compared to $1,123 million in 2023, reflecting a decline of 94.8%[496]. - Net income attributable to CVR Energy stockholders was $7 million in 2024, down 99.1% from $769 million in 2023[496]. - Total current assets decreased to $1,824 million in 2024, down 16.3% from $2,179 million in 2023[496]. - Total assets declined to $4,263 million in 2024, a decrease of 9.4% from $4,707 million in 2023[496]. - Long-term liabilities increased to $2,277 million in 2024, up 14.6% from $1,987 million in 2023[496]. - Cash and cash equivalents at the end of 2024 were $987 million, a decrease of 16.7% from $1,186 million at the end of 2023[503]. - The company reported a net cash provided by operating activities of $404 million in 2024, down 57.4% from $948 million in 2023[503]. - Dividends paid to CVR Energy stockholders were $151 million in 2024, a reduction of 66.7% from $453 million in 2023[503]. - Basic and diluted earnings per share fell to $0.06 in 2024, compared to $7.65 in 2023, marking a decline of 99.2%[496]. Segment Performance - CVR Energy is primarily engaged in petroleum refining, renewable fuels, and nitrogen fertilizer manufacturing, with a significant ownership of 66% by Icahn Enterprises as of December 31, 2024[506]. - The company revised its reportable segments to include a new Renewables Segment, reflecting the prominence of the renewables business in 2024 performance[514]. - Petroleum Segment revenue was $6,909 million in 2024, down 16.4% from $8,267 million in 2023, primarily due to lower gasoline and distillate sales[611]. - Nitrogen Fertilizer Segment revenue decreased to $524 million in 2024 from $681 million in 2023, reflecting lower UAN and ammonia sales[611]. - The Nitrogen Fertilizer Segment incurred turnaround expenses of less than $1 million in 2024, compared to $2 million in 2023 and $33 million in 2022[549]. Debt and Financing - The company has $325 million of outstanding borrowings under the Term Loan that are subject to variable interest rates, with a hypothetical 50-basis point fluctuation in interest rates resulting in an annual change of $2 million in interest expense[473]. - The company completed the issuance of $600 million in 8.50% Senior Notes, with net cash proceeds of $598 million reserved for the payment of the 2025 Notes[578]. - The company has a total of $996 million in CVR Energy debt, which includes $600 million in 8.50% Senior Notes due January 2029 and $400 million in 5.75% Senior Notes due February 2028[573]. - The total long-term debt and finance lease obligations increased to $1,919 million in 2024 from $2,185 million in 2023[573]. - The company is subject to covenants that restrict its ability to incur additional indebtedness, pay dividends, and engage in certain transactions[588]. - As of December 31, 2024, the company was in compliance with all covenants of its debt instruments[607]. Shareholder and Equity Information - The company is authorized to issue up to a total of 350 million shares of common stock and 50 million shares of preferred stock, which could dilute equity ownership of current holders[9]. - The company’s stock price may decline due to sales of shares by significant shareholders, such as Mr. Carl C. Icahn[9]. - The company had 5.6 million shares available for future grants under the CVR Energy Long-Term Incentive Plan at December 31, 2024[637]. - A total of 1,288,232 shares were granted under the Share-Based Awards in 2024, with a weighted-average grant date fair value of $22.61[642]. Inventory and Assets - The company’s inventories include crude oil, renewable diesel, and nitrogen fertilizer products, valued at the lower of GAAP FIFO cost or net realizable value[520]. - Total inventories decreased from $604 million in 2023 to $502 million in 2024, with losses recognized of $5 million and $4 million for the years ended December 31, 2024 and 2023, respectively, due to carrying amounts exceeding net realizable value[556]. - Property, plant, and equipment net increased from $2,221 million in 2023 to $2,176 million in 2024, with depreciation and amortization expenses of $238 million in 2024[558]. Regulatory and Compliance - CVR Energy is subject to various environmental regulations, with liabilities recognized for future remediation costs when considered probable and reasonably estimable[537]. - The company evaluates subsequent events that may require adjustments to its consolidated financial statements through the date of issuance[509]. - The company expects additional disclosures related to income taxes under ASU 2023-09, effective January 1, 2025, but does not anticipate a material impact on consolidated financial statements[554].

Core Viewpoint - CVR Energy reported a quarterly loss of $0.13 per share, significantly better than the Zacks Consensus Estimate of a loss of $0.65, marking an earnings surprise of 80% [1] - The company generated revenues of $1.95 billion for the quarter ended December 2024, surpassing the Zacks Consensus Estimate by 2.44%, although this represents a decline from $2.2 billion in the same quarter last year [2] Financial Performance - Over the last four quarters, CVR has exceeded consensus EPS estimates two times and topped consensus revenue estimates twice [2] - The current consensus EPS estimate for the upcoming quarter is -$0.57 on revenues of $1.8 billion, and for the current fiscal year, it is -$0.12 on revenues of $7.59 billion [7] Market Position - CVR shares have underperformed the market, losing about 1% since the beginning of the year compared to the S&P 500's gain of 4% [3] - The Zacks Rank for CVR is currently 5 (Strong Sell), indicating expectations of underperformance in the near future [6] Industry Outlook - The Oil and Gas - Refining and Marketing industry, to which CVR belongs, is currently ranked in the bottom 26% of over 250 Zacks industries, suggesting a challenging environment [8] - Empirical research indicates a strong correlation between near-term stock movements and trends in earnings estimate revisions, which could impact CVR's stock performance [5]

Financial Performance - For Q4 2024, CVR Energy reported a net income of $28 million, or $0.28 per diluted share, down from $91 million, or $0.91 per diluted share in Q4 2023 [1] - Full-year 2024 net income attributable to CVR Energy stockholders was $7 million, or $0.06 per diluted share, compared to $769 million, or $7.65 per diluted share in 2023 [2] - Adjusted loss for Q4 2024 was $0.13 per diluted share, compared to adjusted earnings of $0.65 per diluted share in Q4 2023 [1] EBITDA and Refining Margins - Q4 2024 EBITDA was $122 million, down from $204 million in Q4 2023; adjusted EBITDA for Q4 2024 was $67 million compared to $170 million in Q4 2023 [1] - Full-year 2024 EBITDA was $394 million, compared to $1.4 billion in 2023; adjusted EBITDA for 2024 was $317 million, down from $1.2 billion in 2023 [2] - Refining margin for Q4 2024 was $165 million, or $8.37 per total throughput barrel, compared to $307 million, or $15.01 per barrel in Q4 2023 [6] Segment Performance - The Petroleum Segment reported Q4 2024 net income of $35 million and EBITDA of $72 million, down from $158 million and $196 million respectively in Q4 2023 [4] - The Renewables Segment had a net loss of $3 million in Q4 2024, an improvement from a net loss of $30 million in Q4 2023; adjusted EBITDA for this segment was $9 million compared to a loss of $17 million in Q4 2023 [11] - The Nitrogen Fertilizer Segment reported net income of $18 million and EBITDA of $50 million in Q4 2024, compared to net income of $10 million and EBITDA of $38 million in Q4 2023 [16] Throughput and Production - Combined total throughput for Q4 2024 was approximately 214,000 barrels per day (bpd), down from 223,000 bpd in Q4 2023 [5] - For full-year 2024, total throughput was approximately 196,000 bpd, compared to 208,000 bpd in 2023 [7] - The Nitrogen Fertilizer Segment produced 210,000 tons of ammonia in Q4 2024, with 80,000 net tons available for sale, compared to 205,000 tons produced in Q4 2023 [17] Cash and Debt Position - Consolidated cash and cash equivalents were $987 million at December 31, 2024, up from $581 million at the end of 2023 [25] - Total debt and finance lease obligations were $1.9 billion at December 31, 2024, down from $2.185 billion at the end of 2023 [25] - The company enhanced liquidity by $408 million in Q4 2024 through a term loan and the sale of a 50% interest in Midway Pipeline [24]

Company Overview - CVR Energy (CVI) is expected to report a quarterly loss of $0.65 per share, reflecting a year-over-year decline of 200% [3] - Revenues are anticipated to be $1.9 billion, down 13.7% from the same quarter last year [3] Earnings Expectations - The earnings report is scheduled for release on February 18, 2025, with potential stock movement depending on whether actual results exceed or fall short of expectations [2] - The consensus EPS estimate has been revised down by 25.56% over the last 30 days, indicating a bearish sentiment among analysts [4] Earnings Surprise Prediction - The Zacks Earnings ESP for CVR is -7.69%, suggesting analysts have become more pessimistic about the company's earnings prospects [10][11] - The company currently holds a Zacks Rank of 5 (Strong Sell), complicating predictions of an earnings beat [11] Historical Performance - In the last reported quarter, CVR was expected to post a loss of $0.13 per share but actually reported a loss of $0.50, resulting in a surprise of -284.62% [12] - Over the past four quarters, CVR has beaten consensus EPS estimates only twice [13] Industry Comparison - PBF Energy, another player in the Oil and Gas - Refining and Marketing industry, is expected to report a loss of $2.46 per share, indicating a year-over-year change of -500% [17] - PBF Energy's revenues are projected to be $7.25 billion, down 20.7% from the previous year [17] - The consensus EPS estimate for PBF Energy has been revised up by 1.2% in the last 30 days, with an Earnings ESP of 7.20%, suggesting a higher likelihood of beating the consensus estimate [18]

Core Viewpoint - CVR Energy, Inc. is set to release its fourth quarter and full-year 2024 earnings results on February 18, 2025, after market close, followed by a teleconference on February 19, 2025, to discuss these results [1][2]. Group 1: Earnings Release Information - The earnings results will be available via GlobeNewswire and on the company's website [3]. - A teleconference will be held on February 19, 2025, at 1 p.m. Eastern, allowing investors and analysts to discuss the earnings results [1][2]. Group 2: Company Overview - CVR Energy is a diversified holding company based in Sugar Land, Texas, involved in renewables, petroleum refining, marketing, and nitrogen fertilizer manufacturing through its interest in CVR Partners, LP [4]. - The company owns 37 percent of the common units of CVR Partners, LP, and its subsidiaries serve as the general partner [4].

Company Operations - CVR Energy has initiated a planned turnaround at its Coffeyville, Kansas refinery following damage to the Naphtha Hydrotreater caused by freezing weather conditions on January 21, 2025 [1] - The company plans to provide further updates on the turnaround during its next earnings conference call [1] Business Overview - CVR Energy is a diversified holding company headquartered in Sugar Land, Texas, primarily engaged in renewables, petroleum refining, marketing, and nitrogen fertilizer manufacturing through its interest in CVR Partners [3] - The company's subsidiaries serve as the general partner and own 37 percent of the common units of CVR Partners [3] Investor Communication - CVR Energy may announce material information through SEC filings, press releases, public conference calls, webcasts, and its Investor Relations website [4] - The company encourages stakeholders to review information posted on its website as it could be deemed material [4]

Offer Details - Icahn Enterprises L P (IEP) and Icahn Enterprises Holdings L P (IEH) extended the expiration time of their cash tender offer for up to 17 753 322 shares of CVR Energy Inc s common stock from January 6 2025 to January 8 2025 at a price of $18 25 per share [1] - The terms and conditions of the offer remain unchanged and there are no plans to further extend the offer increase the price or change any terms [1] - As of January 6 2025 approximately 960 479 shares have been tendered including 700 244 shares tendered by guaranteed delivery with the number of shares tendered subject to significant change before expiration [3] Offer Documentation - The full terms and conditions of the offer are detailed in the Offer to Purchase dated December 6 2024 and related materials filed with the SEC and distributed to CVR Energy s stockholders [2] - Stockholders are advised to carefully read the Offer to Purchase and other offer documents before making any decisions regarding the tender offer [4] Company Information - CVR Energy is a diversified holding company based in Sugar Land Texas primarily engaged in renewables petroleum refining and marketing and nitrogen fertilizer manufacturing through its interest in CVR Partners LP [6] - IEP is a diversified holding company with subsidiaries engaged in various industries including Investment Energy Automotive Food Packaging Real Estate Home Fashion and Pharma [7] - IEH is a Delaware limited partnership with IEP owning a 99 limited partner interest in IEH both indirectly controlled by Carl C Icahn [7] Offer Materials Availability - D F King & Co Inc serves as the Information Agent for the offer and provides free copies of the Offer to Purchase Letter of Transmittal and related materials available via toll-free number email or the SEC s website [5] - CVR Energy s public filings including annual reports on Form 10-K quarterly reports on Form 10-Q and current reports on Form 8-K are also available for free on the SEC s website [5]

CVR Energy, Inc. Q3 2024 Earnings Conference Call October 29, 2024 1:00 PM ET Company Participants Richard Roberts - Financial Planning & Analysis & Investor Relations Dave Lamp - Chief Executive Officer Dane Neumann - Chief Financial Officer Conference Call Participants Neil Mehta - Goldman Sachs Matthew Blair - Tudor, Pickering John Royall - JPMorgan Manav Gupta - UBS Paul Cheng - Scotiabank Operator Greetings, and welcome to the CVR Energy Third Quarter 2024 Conference Call. At this time, all participant ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33492 CVR ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 61-1512186 (State ...