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]

Financial Data and Key Metrics Changes - The company reported a consolidated net loss of $122 million for Q3 2024, with a loss per share of $1.24 and an EBITDA loss of $35 million [7][19] - Adjusted EBITDA for the quarter was $63 million, with an adjusted loss per share of $0.50 [19] - The negative mark-to-market impact on RFS obligations was $59 million, and the unfavorable inventory valuation impact was $30 million [19] Business Line Data and Key Metrics Changes - In the Petroleum segment, total throughput was approximately 189,000 barrels per day, with a light product yield of 99% [10] - Crude oil utilization was 85%, down from a five-year average of 95% [11] - Adjusted EBITDA in the Petroleum segment was $24 million, primarily driven by lower product cracks and reduced throughput [20] - The Fertilizer segment saw an adjusted EBITDA of $36 million, supported by higher market prices for ammonia and UAN [24] Market Data and Key Metrics Changes - Group 3 2-1-1 benchmark cracks averaged $19.40 per barrel, significantly lower than $39.10 per barrel in Q3 2023 [12] - Average RIN prices ended the quarter at approximately $0.74, a 7% increase from the previous quarter [12] Company Strategy and Development Direction - The company has suspended its quarterly dividend to preserve cash amid challenging refining market conditions [9] - Focus on maintaining adequate liquidity and a strong balance sheet is emphasized, especially with a major turnaround planned at Coffeyville [9][32] - The company is exploring potential increases in liquidity through access to capital markets and non-core asset sales [33][41] Management's Comments on Operating Environment and Future Outlook - Management noted that refining markets remain challenging, with a need for additional capacity rationalization to improve crack spreads [32][36] - There is optimism regarding the demand fundamentals for refined products, with gasoline and diesel inventories below five-year averages [34] - The company believes that the U.S. refining fleet is well-positioned for future improvements despite current market weaknesses [45] Other Important Information - The company processed approximately 20 million gallons of vegetable oil feedstocks through the renewable diesel unit at Wynnewood [17] - Total consolidated capital spending for 2024 is estimated to be between $170 million and $195 million, a reduction from previous estimates [28] Q&A Session Summary Question: Thoughts on the dividend and future resumption - Management indicated that the dividend suspension was necessary due to current market conditions, but they remain committed to returning cash to shareholders when feasible [48] Question: Potential for insurance claims on downtime - Management confirmed they have recovered some funds related to downtime, estimating costs around $25 million [52] Question: Access to capital markets and potential equity raise - Management stated it is premature to discuss specific paths for capital markets but is assessing all options [54] Question: Updated thoughts on acquisitions - Management remains open to accretive deals but currently has no specific opportunities in the pipeline [57] Question: Hedge program expectations for Q4 - Management noted that there are no significant plans for new material hedging at this time [58] Question: Refining capacity and market recovery - Management characterized the market as oversupplied and emphasized that recovery will depend on either capacity closures or growth in demand [60][62]

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 ...

CVR Energy (CVI) came out with a quarterly loss of $0.50 per share versus the Zacks Consensus Estimate of a loss of $0.13. This compares to earnings of $1.89 per share a year ago. These figures are adjusted for nonrecurring items. This quarterly report represents an earnings surprise of -284.62%. A quarter ago, it was expected that this diversified holding company would post a loss of $0.30 per share when it actually produced earnings of $0.09, delivering a surprise of 130%. Over the last four quarters, the ...