Aliaksandr Yarmashchuk Some people get rich studying artificial intelligence. Me, I make money studying natural stupidity. -- Carl Icahn If you follow the financial news at all you have probably heard of billionaire investor Carl Icahn. You may even know about him from his primary public investment vehicle, Icahn Enterprises L.P. (IEP), an industrial conglomerate that Icahn incorporated in 1987. From the company website: Icahn Enterprises L.P. is a diversified holding company engaged in seven primary bus ...

Financial Data and Key Metrics Changes - For Q3 2023, the company reported consolidated net income of $354 million and earnings per share of $3.51, with EBITDA of $530 million, driven by strong gas and diesel crack spreads and a decline in RIN prices [29][41] - Adjusted EBITDA for the quarter was $313 million, and adjusted earnings per share was $1.89, reflecting a reduction in RINs expense and favorable inventory valuation [41][42] - Direct operating expenses in the Petroleum segment decreased to $5.39 per barrel from $5.53 per barrel in Q3 2022, attributed to lower natural gas and electricity prices [42] Business Line Data and Key Metrics Changes - In the Petroleum segment, total throughput for Q3 2023 was approximately 212,000 barrels per day, with a light product yield of 98% on crude oil processed [32] - The Fertilizer segment achieved adjusted EBITDA of $32 million for Q3 2023, supported by strong production and reduced operating expenses despite declining nitrogen fertilizer prices [43] - The Renewable Diesel Unit processed nearly 24 million gallons of vegetable oil feedstock in Q3 2023, contributing positively to the overall results [35][62] Market Data and Key Metrics Changes - Benchmark crack spreads remained elevated, with Group 3 2-1-1 averaging $39.10 per barrel in Q3 2023 [33] - Gasoline inventories are in line with five-year averages, while distillate inventories are over 12% below the five-year average, indicating a tight market [55] - The company noted strong exports of gasoline and diesel, averaging over 2 million barrels per day in 2023 [55] Company Strategy and Development Direction - The company is focused on maximizing free cash flow and exploring opportunities to grow its Renewables business, including potential shifts in production from Renewable Diesel to sustainable aviation fuel [76] - Plans are in place to increase distillate yield from refineries by approximately 6,000 barrels per day over the next two to three years [58] - The company is also progressing on the construction of the pretreatment unit, expected to be mechanically complete in Q4 2023 [59] Management Comments on Operating Environment and Future Outlook - Management expressed caution regarding the near-term outlook due to significant geopolitical risks affecting the market [54] - The company anticipates a strong fall ammonia application in the Fertilizer segment, supported by a good order book [73] - Management highlighted the importance of disconnecting D6 from D4 obligations in the RFS program to better align with industry growth [82] Other Important Information - The Board of Directors authorized a special dividend of $1.50 per share, in addition to a regular dividend of $0.50 per share, totaling a cash return of approximately 13% to shareholders [30][31] - The estimated accrued RFS obligation on the balance sheet was $413 million as of September 30, 2023, reflecting ongoing regulatory challenges [51] Q&A Session Summary Question: Concerns about weaker gasoline demand - Management indicated that current gasoline demand fluctuations are seasonal and should correct themselves in the coming months [23][25] Question: Dynamics of RIN pricing and Renewable Diesel capacity - Management acknowledged the complexity of balancing lower RIN prices with the desire to grow Renewable Diesel capacity, emphasizing the need for regulatory adjustments [77][78] Question: Timeline for court ruling on small refinery exemptions - Management estimated a ruling could be expected before the end of Q2 2024, with ongoing efforts to secure favorable outcomes [94]

In addition, the Company, upon approval by the Board on October 30, 2023, declared a special dividend of $1.50 per share, or $151 million, which is payable November 20, 2023 to shareholders of record as of November 13, 2023. Of this amount, IEP will receive $100 million due to its ownership interest in the Company's shares. Information About Us September 30, 2023 | 5 Item 1. Financial Statements The accompanying notes are an integral part of these condensed consolidated financial statements. | --- | --- | - ...

CVR Energy, Inc. (NYSE:CVI) Q2 2023 Earnings Call Transcript August 1, 2023 1:00 PM ET Company Participants Richard Roberts - VP, FP&A and IR Dave Lamp - CEO Dane Neumann - CFO Conference Call Participants Matthew Blair - Tudor, Pickering, Holt Manav Gupta - UBS John Royall - JPMorgan Neil Mehta - Goldman Sachs Paul Cheng - Scotiabank Operator Greetings, and welcome to the CVR Energy, Inc. Second Quarter 2023 Conference Call. [Operator Instructions]. As a reminder, this conference is being recorded. It is n ...

Form 10-Q Delaware 61-1512186 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐ Indicate by check mark whether the registrant is a shell compa ...

Financial Data and Key Metrics Changes - The company reported consolidated net income of $259 million and earnings per share of $1.94 for the first quarter of 2023, with EBITDA at $401 million [36][40] - Adjusted EBITDA for the quarter was $334 million, with adjusted earnings per share at $1.44 [19] - Cash provided by operations was $247 million, and free cash flow was $213 million [21] Business Line Data and Key Metrics Changes - In the Petroleum segment, adjusted EBITDA was $210 million, driven by strong product cracks in the Mid-Con [19] - Direct operating expenses in the Petroleum segment increased to $5.90 per barrel compared to $5.57 per barrel in the first quarter of 2022 [10] - The Fertilizer segment achieved adjusted EBITDA of $124 million, with strong production offsetting a decline in nitrogen fertilizer prices [10] Market Data and Key Metrics Changes - Group 3 2-1-1 cracks averaged $34.16 per barrel in the first quarter, while the average for the second quarter to date is $32.32 per barrel [17][29] - RIN prices remained high at $8 per barrel, with an estimated accrued RFS obligation of $582 million as of March 31 [6][9] - Fertilizer prices are approximately $500 for ammonia and $300 per ton for UAN [29] Company Strategy and Development Direction - The company plans to invest additional capital in fertilizer plants to improve reliability and lower carbon footprint [28] - A hedging program was authorized to enter into crack spread swaps for up to 30% of expected gasoline and diesel production for Q2 through Q4 of 2023 and all of 2024 [26] - The company is evaluating a potential transaction to spin off its GP and LP interests in CVR Partners [28] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism about the near-term outlook, driven by solid contributions from both refining and fertilizer segments [47] - The company noted that while diesel cracks have softened, increased gas cracks have somewhat offset this decline [25] - Management highlighted strong demand for fertilizer due to favorable grain prices and farmer economics [39] Other Important Information - The Board of Directors authorized a first-quarter dividend of $0.50 per share, with an annualized dividend yield of approximately 7% [16] - Total consolidated capital spending for 2023 is estimated to be between $200 million and $226 million [11] Q&A Session Summary Question: Will the hedging strategy affect the modeling of capture rates? - Management acknowledged that the hedges would likely support margins and affect results materially in the upcoming quarters [31][54] Question: What is the outlook for distillate demand? - Management indicated that distillate demand has been strong, but there are signs of a slowdown in the industrial economy [71] Question: Can the $0.50 dividend be sustained? - Management stated that the dividend is evaluated quarterly, and while they aim to maintain it, market conditions will dictate future decisions [58] Question: What are the expected impacts of the E15 blend waiver? - Management believes the E15 waiver will generate more D6 RINs but does not expect it to have a significant impact on gasoline demand [79] Question: What is the sustaining CapEx for the corporation? - Management indicated that sustaining CapEx is estimated to be between $80 million and $100 million [82]

```markdown PART I. FINANCIAL INFORMATION [Item 1. Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) This section presents the company's unaudited condensed consolidated financial statements, including the balance sheets, statements of operations, changes in equity, and cash flows, along with detailed notes. Key financial highlights for Q1 2023 show an increase in total assets and equity, significant growth in operating and net income, and a decrease in cash from operating activities compared to Q1 2022 [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The company's total assets increased from **$4,119 million** at December 31, 2022, to **$4,208 million** at March 31, 2023. Total liabilities decreased from **$3,328 million** to **$3,279 million**, while total equity rose from **$791 million** to **$929 million**. Key changes include an increase in cash and cash equivalents and a decrease in other current liabilities | Metric | Dec 31, 2022 (in millions) | Mar 31, 2023 (in millions) | | :----- | :------------------------- | :------------------------- | | Total Assets | $4,119 | $4,208 | | Total Liabilities | $3,328 | $3,279 | | Total Equity | $791 | $929 | | Cash and cash equivalents | $510 | $601 | | Other current liabilities | $942 | $835 | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For the three months ended March 31, 2023, net sales decreased to **$2,286 million** from **$2,373 million** in the prior year. However, operating income significantly increased to **$330 million** from **$220 million**, and net income rose to **$259 million** from **$153 million**. Basic and diluted EPS also saw a substantial increase to **$1.94** from **$0.93** | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Net sales | $2,286 | $2,373 | | Operating income | $330 | $220 | | Net income | $259 | $153 | | Net income attributable to CVR Energy stockholders | $195 | $94 | | Basic and diluted earnings per share | $1.94 | $0.93 | [Condensed Consolidated Statements of Changes in Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Equity) Total equity increased from **$791 million** at December 31, 2022, to **$929 million** at March 31, 2023. This increase was primarily driven by net income of **$259 million**, partially offset by dividends paid to CVR Energy stockholders (**$50 million**) and distributions to CVR Partners' public unitholders (**$70 million**) | Metric | Dec 31, 2022 (in millions) | Mar 31, 2023 (in millions) | | :----- | :------------------------- | :------------------------- | | Total Equity | $791 | $929 | | Net income | - | $259 | | Dividends paid to CVR Energy stockholders | - | ($50) | | Distributions from CVR Partners to public unitholders | - | ($70) | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities decreased to **$247 million** for the three months ended March 31, 2023, from **$322 million** in the prior year. Net cash used in investing activities decreased to **$34 million** from **$41 million**, while net cash used in financing activities increased to **$122 million** from **$115 million**. Overall, net increase in cash, cash equivalents, and restricted cash was **$91 million**, down from **$166 million** | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Net cash provided by operating activities | $247 | $322 | | Net cash used in investing activities | ($34) | ($41) | | Net cash used in financing activities | ($122) | ($115) | | Net increase in cash, cash equivalents and restricted cash | $91 | $166 | [Notes to the Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures for the condensed consolidated financial statements, covering the company's organization, accounting policies, specific asset and liability categories, revenue recognition, derivative instruments, share-based compensation, commitments, contingencies, business segment performance, and related party transactions [(1) Organization and Nature of Business](index=9&type=section&id=(1)%20Organization%20and%20Nature%20of%20Business) CVR Energy is a diversified holding company primarily engaged in petroleum refining and marketing, and nitrogen fertilizer manufacturing through CVR Partners, LP. The company also produces renewable diesel. Icahn Enterprises L.P. (IEP) holds approximately 71% of CVR Energy's outstanding common stock - CVR Energy operates in Petroleum refining/marketing and Nitrogen Fertilizer manufacturing, also producing renewable diesel[205](index=205&type=chunk) - Icahn Enterprises L.P. (IEP) holds approximately **71%** of CVR Energy's outstanding common stock as of March 31, 2023[205](index=205&type=chunk) [(2) Basis of Presentation](index=10&type=section&id=(2)%20Basis%20of%20Presentation) The condensed consolidated financial statements are prepared in conformity with GAAP and SEC rules, including the accounts of the Company and its majority-owned direct and indirect subsidiaries, such as CVR Partners (a variable interest entity). All intercompany accounts and transactions have been eliminated - Financial statements are prepared in accordance with GAAP and SEC rules, consolidating CVR Energy and its majority-owned subsidiaries, including CVR Partners (a VIE)[253](index=253&type=chunk) [(3) Inventories](index=10&type=section&id=(3)%20Inventories) Total inventories decreased slightly from **$624 million** at December 31, 2022, to **$609 million** at March 31, 2023. Finished goods saw a decrease, while raw materials, in-process inventories, and parts/supplies increased | Category | Mar 31, 2023 (in millions) | Dec 31, 2022 (in millions) | | :------- | :------------------------- | :------------------------- | | Finished goods | $267 | $297 | | Raw materials | $214 | $206 | | In-process inventories | $39 | $35 | | Parts, supplies and other | $89 | $86 | | **Total inventories** | **$609** | **$624** | [(4) Property, Plant and Equipment](index=10&type=section&id=(4)%20Property,%20Plant%20and%20Equipment) Total property, plant and equipment, net, decreased slightly from **$2,247 million** at December 31, 2022, to **$2,241 million** at March 31, 2023. Construction in progress increased from **$143 million** to **$182 million**. Depreciation and amortization expenses were **$50 million** and **$53 million** for the three months ended March 31, 2023 and 2022, respectively | Category | Mar 31, 2023 (in millions) | Dec 31, 2022 (in millions) | | :------- | :------------------------- | :------------------------- | | Machinery and equipment | $4,212 | $4,194 | | Buildings and improvements | $87 | $86 | | ROU finance leases | $79 | $79 | | Land and improvements | $72 | $72 | | Furniture and fixtures | $37 | $37 | | Construction in progress | $182 | $143 | | Other | $16 | $15 | | Less: Accumulated depreciation and amortization | ($2,444) | ($2,379) | | **Total property, plant and equipment, net** | **$2,241** | **$2,247** | - Depreciation and amortization expenses were **$50 million** for Q1 2023, down from **$53 million** in Q1 2022[399](index=399&type=chunk) [(5) Equity Method Investments](index=11&type=section&id=(5)%20Equity%20Method%20Investments) The company holds equity method investments in CVRP JV (**50%** interest, carbon oxide capture and sequestration), Enable South Central Pipeline, LLC (**40%** interest, crude oil pipeline), and Midway Pipeline, LLC (**50%** interest, crude oil pipeline). The investment in CVRP JV increased to **$27 million** at March 31, 2023, from **$0** at December 31, 2022, due to its inception and noncash consideration from the 45Q Transaction, partially offset by cash distributions - CVR Energy has equity method investments in CVRP JV (**50%**), Enable JV (**40%**), and Midway JV (**50%**)[231](index=231&type=chunk) | Investment | Dec 31, 2022 (in millions) | Mar 31, 2023 (in millions) | | :--------- | :------------------------- | :------------------------- | | CVRP JV | $0 | $27 | | Enable JV | $5 | $5 | | Midway JV | $71 | $71 | | **Total** | **$76** | **$103** | - CVRP JV inception added **$46 million**, offset by **$19 million** in cash distributions[259](index=259&type=chunk) [(6) Leases](index=11&type=section&id=(6)%20Leases) The company leases pipelines, storage tanks, railcars, office space, land, and equipment. Lease liabilities for operating leases were **$41 million** and for finance leases were **$47 million** as of March 31, 2023. The company expects to capitalize an estimated **$8 million** to **$12 million** for a new corporate office lease commencing October 2023 and **$20 million** to **$25 million** for an Oxygen Storage Vessel finance lease within the next 12 months | Lease Type | Mar 31, 2023 (in millions) | Dec 31, 2022 (in millions) | | :--------- | :------------------------- | :------------------------- | | Operating Lease Liability | $41 | $40 | | Finance Lease Liability | $47 | $48 | - Expected capitalization of **$8-12 million** for new corporate office lease (operating lease) and **$20-25 million** for Oxygen Storage Vessel (finance lease) within **12 months**[237](index=237&type=chunk)[266](index=266&type=chunk) [(7) Other Current Liabilities](index=14&type=section&id=(7)%20Other%20Current%20Liabilities) Total other current liabilities decreased from **$942 million** at December 31, 2022, to **$835 million** at March 31, 2023. This was primarily due to a decrease in the accrued Renewable Fuel Standards (RFS) obligation from **$692 million** to **$582 million** | Category | Mar 31, 2023 (in millions) | Dec 31, 2022 (in millions) | | :------- | :------------------------- | :------------------------- | | Accrued RFS obligation | $582 | $692 | | Accrued taxes other than income taxes | $46 | $51 | | Deferred revenue | $45 | $48 | | Share-based compensation | $37 | $31 | | Personnel accruals | $28 | $47 | | Accrued income taxes | $28 | $0 | | Accrued interest | $19 | $24 | | Operating lease liabilities | $15 | $15 | | Current portion of finance lease obligations | $6 | $6 | | Derivatives | $1 | $4 | | Other accrued expenses and liabilities | $28 | $24 | | **Total other current liabilities** | **$835** | **$942** | [(8) Long-Term Debt and Finance Lease Obligations](index=14&type=section&id=(8)%20Long-Term%20Debt%20and%20Finance%20Lease%20Obligations) Total long-term debt and finance lease obligations remained stable at **$1,590 million** at March 31, 2023, compared to **$1,591 million** at December 31, 2022. CVR Partners' debt is **$547 million**, and CVR Energy's debt is **$996 million**, consisting of **5.25%** Senior Notes due 2025 and **5.75%** Senior Notes due 2028. The company was in compliance with all debt covenants | Category | Mar 31, 2023 (in millions) | Dec 31, 2022 (in millions) | | :------- | :------------------------- | :------------------------- | | CVR Partners debt | $547 | $547 | | CVR Refining finance lease obligations | $41 | $42 | | CVR Energy debt | $996 | $996 | | Current portion of finance lease obligations | $6 | $6 | | **Total long-term debt and finance lease obligations** | **$1,590** | **$1,591** | - The company was in compliance with all debt covenants as of March 31, 2023[172](index=172&type=chunk)[421](index=421&type=chunk) [(9) Revenue](index=15&type=section&id=(9)%20Revenue) Total revenue for the three months ended March 31, 2023, was **$2,286 million**, a decrease from **$2,373 million** in the prior year. Petroleum Segment revenue was **$1,993 million**, and Nitrogen Fertilizer Segment revenue was **$226 million**. Gasoline and distillates were the largest revenue contributors | Product | Petroleum Segment (in millions) | Nitrogen Fertilizer Segment (in millions) | Other / Eliminations (in millions) | Consolidated (in millions) | | :------ | :------------------------------ | :---------------------------------------- | :--------------------------------- | :------------------------- | | Gasoline | $1,010 | $0 | $0 | $1,010 | | Distillates | $919 | $0 | $48 | $967 | | Ammonia | $0 | $38 | $0 | $38 | | UAN | $0 | $164 | $0 | $164 | | Other urea products | $0 | $8 | $0 | $8 | | Freight revenue | $3 | $11 | $0 | $14 | | Other | $33 | $5 | $19 | $57 | | Crude oil sales | $28 | $0 | $0 | $28 | | **Total revenue** | **$1,993** | **$226** | **$67** | **$2,286** | | Year | Total Revenue (in millions) | | :--- | :-------------------------- | | 2023 | $2,286 | | 2022 | $2,373 | [(10) Derivative Financial Instruments and Fair Value Measurements](index=17&type=section&id=(10)%20Derivative%20Financial%20Instruments%20and%20Fair%20Value%20Measurements) The company uses derivative instruments for hedging activities, Canadian crude forward purchases/sales, and crack spread swaps. As of March 31, 2023, the Petroleum Segment had open fixed-price commitments to purchase **43 million** RINs. The total net gain on derivatives for the three months ended March 31, 2023, was **$45 million**, a significant increase from **$2 million** in the prior year - Petroleum Segment had open fixed-price commitments to purchase **43 million** RINs as of March 31, 2023[275](index=275&type=chunk) | Category | 2023 (in millions) | 2022 (in millions) | | :------- | :----------------- | :----------------- | | Forwards | $8 | $9 | | Swaps | $29 | $2 | | Futures | $8 | ($9) | | **Total gain on derivatives, net** | **$45** | **$2** | [(11) Share-Based Compensation](index=19&type=section&id=(11)%20Share-Based%20Compensation) Total share-based compensation expense for the three months ended March 31, 2023, was **$9 million**, a decrease from **$25 million** in the prior year. This reduction was primarily due to lower market prices for CVR Energy's common shares | Category | 2023 (in millions) | 2022 (in millions) | | :------- | :----------------- | :----------------- | | CVR Partners - Phantom Unit Awards | $2 | $14 | | Incentive Unit Awards | $7 | $11 | | **Total share-based compensation expense** | **$9** | **$25** | - Decrease in share-based compensation expense primarily due to lower market prices for CVR Energy's common shares[356](index=356&type=chunk) [(12) Commitments and Contingencies](index=19&type=section&id=(12)%20Commitments%20and%20Contingencies) The company faces various legal and regulatory matters, including RFS disputes and Clean Air Act matters. The RFS obligation decreased from **$692 million** at December 31, 2022, to **$582 million** at March 31, 2023, with a recognized benefit of **$11 million** for Q1 2023 compared to an expense of **$107 million** in Q1 2022. The company is appealing a summary judgment related to insurance coverage for call option lawsuits and is mediating Clean Air Act claims - Accrued RFS obligation decreased from **$692 million** (Dec 31, 2022) to **$582 million** (Mar 31, 2023)[283](index=283&type=chunk) - Recognized an **$11 million** benefit for RFS compliance in Q1 2023, compared to a **$107 million** expense in Q1 2022[283](index=283&type=chunk) - Company is appealing a summary judgment regarding insurance coverage for call option lawsuits and mediating Clean Air Act claims[317](index=317&type=chunk)[318](index=318&type=chunk) [(13) Business Segments](index=21&type=section&id=(13)%20Business%20Segments) CVR Energy operates two reportable segments: Petroleum and Nitrogen Fertilizer. Performance is evaluated based on segment operating income (loss) and EBITDA. For Q1 2023, Petroleum operating income increased to **$237 million** from **$130 million**, and Nitrogen Fertilizer operating income increased to **$109 million** from **$104 million**. Total assets for Petroleum were **$4,114 million** and for Nitrogen Fertilizer were **$1,116 million** as of March 31, 2023 | Segment | Mar 31, 2023 (in millions) | Mar 31, 2022 (in millions) | | :------ | :------------------------- | :------------------------- | | Petroleum | $237 | $130 | | Nitrogen Fertilizer | $109 | $104 | | Other, including intersegment eliminations | ($16) | ($14) | | **Total operating income** | **$330** | **$220** | | Segment | Mar 31, 2023 (in millions) | Dec 31, 2022 (in millions) | | :------ | :------------------------- | :------------------------- | | Petroleum | $4,114 | $4,354 | | Nitrogen Fertilizer | $1,116 | $1,100 | | Other, including intersegment eliminations | ($1,022) | ($1,335) | | **Total assets** | **$4,208** | **$4,119** | [(14) Supplemental Cash Flow Information](index=23&type=section&id=(14)%20Supplemental%20Cash%20Flow%20Information) Cash paid for income taxes was **$4 million** in Q1 2023 (up from **$0** in Q1 2022), and cash paid for interest was **$29 million** (down from **$30 million**). Noncash investing and financing activities included a **$4 million** change in capital expenditures included in accounts payable and a **$32 million** change in turnaround expenditures included in accounts payable for Q1 2023 | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Cash paid for income taxes, net of refunds | $4 | $0 | | Cash paid for interest | $29 | $30 | | Operating cash flows from operating leases | $4 | $4 | | Operating cash flows from finance leases | $1 | $1 | | Financing cash flows from finance leases | $1 | $1 | | Change in capital expenditures included in accounts payable | $4 | $24 | | Change in turnaround expenditures included in accounts payable | $32 | $49 | [(15) Related Party Transactions](index=23&type=section&id=(15)%20Related%20Party%20Transactions) Related party sales to a CVRP JV subsidiary were **$1 million** in Q1 2023. Purchases from related parties, primarily for crude oil transportation services, were **$9 million** in Q1 2023, up from **$7 million** in Q1 2022. Dividends paid to IEP were **$36 million** in Q1 2023 | Activity | 2023 (in millions) | 2022 (in millions) | | :------- | :----------------- | :----------------- | | Sales to related parties (CO Contract) | $1 | $0 | | Purchases from related parties (Joint Venture Transportation Agreement) | $3 | $2 | | Purchases from related parties (Joint Venture Agreement) | $6 | $5 | | Dividends paid to IEP | $36 | $0 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial performance, condition, and operational results, including an overview of its business, strategic objectives, achievements, and the general business environment [Company Overview](index=26&type=section&id=Company%20Overview) CVR Energy is a diversified holding company in petroleum refining and marketing, and nitrogen fertilizer manufacturing, also producing renewable diesel. The company is exploring a potential tax-free spin-off of its nitrogen fertilizer business into a separately traded public company - CVR Energy operates in petroleum refining/marketing and nitrogen fertilizer manufacturing, with renewable diesel operations[296](index=296&type=chunk) - Management is exploring a potential tax-free spin-off of the nitrogen fertilizer business into a new public company[297](index=297&type=chunk)[329](index=329&type=chunk) [Mission and Core Values](index=27&type=section&id=Mission%20and%20Core%20Values) CVR Energy's mission is to be a top-tier North American renewable fuels, petroleum refining, and nitrogen-based fertilizer company, driven by five core values: Safety, Environment, Integrity, Continuous Improvement, and Corporate Citizenship - Mission is to be a top-tier North American renewable fuels, petroleum refining, and nitrogen-based fertilizer company[277](index=277&type=chunk) - Core values include Safety, Environment, Integrity, Continuous Improvement, and Corporate Citizenship[28](index=28&type=chunk)[60](index=60&type=chunk)[332](index=332&type=chunk)[364](index=364&type=chunk)[365](index=365&type=chunk) [Strategic Objectives](index=27&type=section&id=Strategic%20Objectives) The company's strategic objectives include achieving continuous improvement in EH&S, industry-leading utilization rates through reliable operations, maximizing market capture by improving realized pricing and reducing variable costs, and maintaining financial discipline through low operating costs and disciplined capital deployment - Strategic objectives focus on EH&S improvement, achieving industry-leading utilization rates, maximizing market capture, and maintaining financial discipline[60](index=60&type=chunk)[61](index=61&type=chunk)[299](index=299&type=chunk)[333](index=333&type=chunk) [Achievements](index=28&type=section&id=Achievements) In Q1 2023, the company achieved a **100%** reduction in process safety management tier 1 incidents compared to Q1 2022. Corporate achievements include declaring a **$0.50** quarterly cash dividend, transforming the business to segregate renewables operations, and continuing to explore a nitrogen fertilizer spin-off. The Petroleum Segment operated reliably and increased crude oil gathering volumes by over **12%**. The Nitrogen Fertilizer Segment achieved record combined ammonia and UAN production and record truck shipments from Coffeyville - Achieved **100%** reduction in process safety management tier 1 incidents (YoY)[30](index=30&type=chunk) - Declared a quarterly cash dividend of **$0.50** per share for Q1 2023[30](index=30&type=chunk) - Completed business transformation to segregate renewables operations and continued exploration of nitrogen fertilizer spin-off[30](index=30&type=chunk) - Petroleum Segment increased crude oil gathering volumes by over **12%** (YoY)[30](index=30&type=chunk) - Nitrogen Fertilizer Segment achieved record combined ammonia and UAN production for Q1 2023 and record truck shipments from Coffeyville in March 2023[30](index=30&type=chunk) [General Business Environment](index=28&type=section&id=General%20Business%20Environment) The global economy faces heightened uncertainty due to the Russia-Ukraine conflict, leading to oil price volatility and elevated natural gas prices, which could impact financial condition. Refining market recovered post-pandemic, but refined product demand declined **5%** nationwide in Q1 2023 from 2019 average. Warmer winter weather in Europe reduced natural gas prices, impacting U.S. refiners' advantage. Industrial slowdown reduced distillate pricing, but improving gasoline pricing offset this - Russia-Ukraine conflict causes global economic uncertainty, oil price volatility, and elevated natural gas prices[62](index=62&type=chunk)[335](index=335&type=chunk) - Refined product demand declined **5%** nationwide in Q1 2023 compared to 2019 pre-pandemic average[64](index=64&type=chunk) - Warmer European winter reduced natural gas prices, flattening the global cost curve and reducing U.S. refiners' advantage[64](index=64&type=chunk) - Industrial slowdown and reduced freight volumes led to lower distillate pricing, partially offset by improving gasoline pricing[64](index=64&type=chunk) [Petroleum Segment](index=29&type=section&id=Petroleum%20Segment) The Petroleum Segment's earnings and cash flows are primarily affected by the relationship between refined product prices and crude oil/feedstock prices, as well as refinery compliance costs. The segment experienced improved crack spreads and lower RFS-related expenses in Q1 2023, despite a decrease in net sales due to normalizing prices and a planned turnaround. Direct operating expenses increased due to higher repairs, maintenance, and personnel costs [Current Market Outlook](index=29&type=section&id=Current%20Market%20Outlook) The refining market has largely recovered from the pandemic, but demand for refined products declined **5%** nationwide in Q1 2023 from 2019 levels. The Russia-Ukraine conflict continues to influence commodity markets, with sanctions on Russian oil exports impacting diesel. Heavy turnaround activity in Q1 2023 resulted in strong refining margins, but prices may be affected in Q2 and Q3 2023 due to completion of turnarounds and higher utilization. RIN prices remain high at **$7.81 per barrel** - Refined product demand declined **5%** nationwide in Q1 2023 from 2019 average[64](index=64&type=chunk) - Russia-Ukraine conflict and sanctions on Russian oil exports continue to influence commodity markets, particularly diesel[337](index=337&type=chunk) - Heavy turnaround activity in Q1 2023 led to strong refining margins, with potential price impacts in Q2/Q3 2023 due to higher utilization post-turnaround[337](index=337&type=chunk) - RINs remain high at **$7.81 per barrel**, with EPA's proposed RVO for 2023-2025 still subject to change[337](index=337&type=chunk) [Regulatory Environment](index=30&type=section&id=Regulatory%20Environment) The company is significantly impacted by volatility and high RIN prices due to RFS compliance requirements and proposed climate change laws. The EPA's delays in establishing RVOs and denying small refinery exemptions have contributed to this volatility. The Wynnewood Refinery received a stay on RFS enforcement pending resolution of its lawsuit against the EPA regarding SREs. The estimated consolidated cost to comply with RFS for 2023 is **$140-$150 million**, net of estimated RINs generation from renewable diesel operations - Significant volatility and high RIN prices persist due to RFS compliance and climate change regulations[370](index=370&type=chunk) - EPA's delays in RVO establishment and SRE denials have contributed to RIN price volatility[370](index=370&type=chunk) - Wynnewood Refinery granted a stay on RFS enforcement pending SRE lawsuit resolution[370](index=370&type=chunk) - Estimated consolidated RFS compliance cost for 2023 is **$140-$150 million**, net of **$205-$215 million** in renewable diesel RINs generation[339](index=339&type=chunk) [Company Initiatives](index=30&type=section&id=Company%20Initiatives) The company is undertaking a pretreater project at the Wynnewood Refinery, expected to be completed in Q3 2023 at an estimated cost of **$91 million**. This project aims to process a wider variety of lower carbon intensity renewable diesel feedstocks, potentially mitigating a substantial majority of future RFS exposure - Wynnewood Refinery pretreater project (estimated **$91 million**, Q3 2023 completion) aims to process diverse renewable diesel feedstocks with lower carbon intensity[338](index=338&type=chunk) - The project is expected to substantially mitigate future RFS exposure[338](index=338&type=chunk) [Market Indicators](index=31&type=section&id=Market%20Indicators) Both NYMEX 2-1-1 and Group 3 2-1-1 crack spreads increased significantly in Q1 2023 compared to Q1 2022. NYMEX 2-1-1 averaged **$38.37/barrel** (up from **$28.67**), and Group 3 2-1-1 averaged **$34.16/barrel** (up from **$22.20**). Average monthly RIN prices increased **32.6%** YoY in Q1 2023, approximating **$8.11 per barrel** | Metric | 2023 (per barrel) | 2022 (per barrel) | Change (per barrel) | | :----- | :---------------- | :---------------- | :------------------ | | NYMEX 2-1-1 Crack Spread | $38.37 | $28.67 | +$9.70 | | Group 3 2-1-1 Crack Spread | $34.16 | $22.20 | +$11.96 | - Average monthly RIN prices increased **32.6%** YoY in Q1 2023, reaching approximately **$8.11 per barrel**[68](index=68&type=chunk) [Petroleum Segment Financial Highlights](index=39&type=section&id=Petroleum%20Segment%20Financial%20Highlights) Operating income for the Petroleum Segment increased to **$237 million** (up **$107 million** YoY) and net income to **$259 million** (up **$133 million** YoY) for Q1 2023. These improvements were driven by improved crack spreads and lower RFS-related expenses, partially offset by favorable inventory impacts in the prior period | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Operating Income | $237 | $130 | | Net Income | $259 | $126 | | EBITDA | $285 | $167 | [Net Sales](index=39&type=section&id=Net%20Sales) Petroleum Segment net sales decreased by **$161 million** to **$1,993 million** in Q1 2023 compared to Q1 2022. This decrease was due to lower refined product prices (normalizing) and decreased sales volumes resulting from a planned turnaround at the Coffeyville Refinery | Year | Net Sales (in millions) | | :--- | :---------------------- | | 2023 | $1,993 | | 2022 | $2,154 | - Decrease driven by lower refined product prices and decreased sales volumes due to Coffeyville Refinery turnaround[105](index=105&type=chunk) [Refining Margin](index=40&type=section&id=Refining%20Margin) Refining margin increased by **$114 million** to **$411 million** (**$23.24 per throughput barrel**) in Q1 2023, up from **$297 million** (**$16.75 per throughput barrel**) in Q1 2022. This increase was primarily due to higher product crack spreads, with the Group 3 2-1-1 crack spread increasing by **$11.96 per barrel**. RFS compliance costs were **$95 million** (excluding **$56 million** RINs revaluation benefit) in Q1 2023, compared to **$88 million** (excluding **$19 million** RINs revaluation expense) in Q1 2022. An unfavorable inventory valuation impact of **$12 million** in Q1 2023 offset these gains, compared to a favorable impact of **$133 million** in Q1 2022 | Metric | 2023 | 2022 | | :----- | :--- | :--- | | Refining Margin (in millions) | $411 | $297 | | Refining Margin per throughput barrel | $23.24 | $16.75 | - Group 3 2-1-1 crack spread increased by **$11.96 per barrel**[106](index=106&type=chunk) - RFS compliance costs were **$95 million** (excluding **$56 million** RINs revaluation benefit) in Q1 2023, compared to **$88 million** (excluding **$19 million** RINs revaluation expense) in Q1 2022[106](index=106&type=chunk) - Unfavorable inventory valuation impact of **$12 million** in Q1 2023, compared to a favorable impact of **$133 million** in Q1 2022[106](index=106&type=chunk) [Direct Operating Expenses (Exclusive of Depreciation and Amortization)](index=41&type=section&id=Direct%20Operating%20Expenses%20(Exclusive%20of%20Depreciation%20and%20Amortization)) Direct operating expenses increased to **$104 million** in Q1 2023 from **$99 million** in Q1 2022, primarily due to increased repairs and maintenance, personnel costs, and electricity expense, partially offset by decreased natural gas costs. Per throughput barrel, these expenses increased to **$5.90** from **$5.57** | Metric | 2023 | 2022 | | :----- | :--- | :--- | | Direct Operating Expenses (in millions) | $104 | $99 | | Direct Operating Expenses per throughput barrel | $5.90 | $5.57 | - Increase driven by repairs, maintenance, personnel, and electricity costs, partially offset by lower natural gas costs[107](index=107&type=chunk) [Selling, General, and Administrative Expenses, and Other](index=41&type=section&id=Selling,%20General,%20and%20Administrative%20Expenses,%20and%20Other) Selling, general, and administrative expenses, and other, increased to **$24 million** in Q1 2023 from **$22 million** in Q1 2022, mainly due to legal accruals, partially offset by decreased personnel costs | Year | Amount (in millions) | | :--- | :------------------- | | 2023 | $24 | | 2022 | $22 | - Increase primarily due to legal accruals, partially offset by decreased personnel costs[388](index=388&type=chunk) [Depreciation and Amortization Expense](index=41&type=section&id=Depreciation%20and%20Amortization%20Expense) Depreciation and amortization expense for the Petroleum Segment remained flat at **$46 million** for both Q1 2023 and Q1 2022 | Year | Amount (in millions) | | :--- | :------------------- | | 2023 | $46 | | 2022 | $46 | [Nitrogen Fertilizer Segment](index=33&type=section&id=Nitrogen%20Fertilizer%20Segment) The Nitrogen Fertilizer Segment's performance is influenced by product prices, utilization, and operating costs. In Q1 2023, the segment saw increased utilization and production volumes due to reliable operations post-turnarounds, leading to higher net sales despite lower product sales prices for ammonia and UAN, primarily driven by reduced natural gas costs [Market Indicators](index=34&type=section&id=Market%20Indicators) Earnings and cash flows are affected by nitrogen fertilizer product prices, utilization, and operating costs (pet coke and natural gas). The Russia-Ukraine conflict initially tightened global supply, but relaxed export restrictions led to lower grain prices. Natural gas prices in Europe fell significantly in Q1 2023 due to warmer weather and conservation, leading to a global reduction in nitrogen fertilizer prices. USDA estimates a **3.8%** increase in corn acres planted in spring 2023, favoring corn over soybeans due to lower input costs. Demand for nitrogen fertilizer is expected to be strong for spring 2023 planting season due to low grain inventory levels - Nitrogen fertilizer earnings are influenced by product prices, utilization, and feedstock costs (pet coke, natural gas)[39](index=39&type=chunk) - Natural gas prices in Europe fell significantly in Q1 2023, leading to a global reduction in nitrogen fertilizer prices[380](index=380&type=chunk) - USDA estimates **92.0 million** corn acres planted in spring 2023 (**3.8%** increase YoY), with economics favoring corn over soybeans[73](index=73&type=chunk) - Strong demand for nitrogen fertilizer is expected for spring 2023 due to low grain inventory levels[75](index=75&type=chunk) [Utilization and Production Volumes](index=42&type=section&id=Utilization%20and%20Production%20Volumes) Consolidated ammonia utilization increased to **105%** in Q1 2023 from **88%** in Q1 2022, primarily due to more reliable operations after planned turnarounds in Q3 2022 and reduced unplanned downtime. Gross ammonia production increased to **224 thousand tons** from **187 thousand tons**, and UAN production increased to **366 thousand tons** from **317 thousand tons** | Metric | 2023 | 2022 | | :----- | :--- | :--- | | Consolidated Ammonia Utilization | 105% | 88% | | Ammonia (gross produced, thousand tons) | 224 | 187 | | Ammonia (net available for sale, thousand tons) | 62 | 52 | | UAN (thousand tons) | 366 | 317 | - Increased utilization and production volumes primarily due to reliable operations post-turnarounds and reduced unplanned downtime[85](index=85&type=chunk) [Sales and Pricing per Ton](index=42&type=section&id=Sales%20and%20Pricing%20per%20Ton) Total product sales volumes were favorable due to increased production. However, total product sales prices were unfavorable, with ammonia prices decreasing by **16%** to **$888 per ton** and UAN prices decreasing by **8%** to **$457 per ton** in Q1 2023 compared to Q1 2022. These price decreases were mainly attributable to lower natural gas prices and deferred fertilizer demand | Metric | 2023 | 2022 | | :----- | :--- | :--- | | Ammonia Sales (thousand tons) | 42 | 40 | | UAN Sales (thousand tons) | 359 | 322 | | Ammonia Price (dollars per ton) | $888 | $1,055 | | UAN Price (dollars per ton) | $457 | $496 | - Price decreases primarily due to lower natural gas prices and deferred fertilizer demand[1](index=1&type=chunk) [Nitrogen Fertilizer Segment Financial Highlights](index=43&type=section&id=Nitrogen%20Fertilizer%20Segment%20Financial%20Highlights) Operating income for the Nitrogen Fertilizer Segment increased to **$109 million** (up **$5 million** YoY) and net income to **$102 million** (up **$8 million** YoY) for Q1 2023. These increases were driven by higher production and sales volumes, partially offset by lower product sales prices | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Operating Income | $109 | $104 | | Net Income | $102 | $94 | | EBITDA | $124 | $123 | [Net Sales](index=44&type=section&id=Net%20Sales) Nitrogen Fertilizer Segment net sales increased by **$3 million** to **$226 million** in Q1 2023 compared to Q1 2022. This increase was primarily due to favorable UAN and ammonia sales volumes, which contributed **$22 million** in higher revenues, partially offset by decreased sales prices, which reduced revenues by **$21 million** | Year | Net Sales (in millions) | | :--- | :---------------------- | | 2023 | $226 | | 2022 | $223 | - Increase driven by favorable UAN and ammonia sales volumes (**+$22 million**), partially offset by decreased sales prices (**-$21 million**)[113](index=113&type=chunk) [Cost of Materials and Other](index=44&type=section&id=Cost%20of%20Materials%20and%20Other) Cost of materials and other for the Nitrogen Fertilizer Segment increased to **$37 million** in Q1 2023 from **$30 million** in Q1 2022. This increase was primarily driven by increased petroleum coke feedstock costs (**+$4 million**) and natural gas costs (**+$2 million**) | Year | Amount (in millions) | | :--- | :------------------- | | 2023 | $37 | | 2022 | $30 | - Increase primarily due to increased petroleum coke feedstock costs (**+$4 million**) and natural gas costs (**+$2 million**)[178](index=178&type=chunk) [Consolidated](index=36&type=section&id=Consolidated) For Q1 2023, consolidated operating income was **$330 million** (up **$110 million** YoY) and net income was **$259 million** (up **$106 million** YoY). Net income attributable to CVR Energy stockholders increased to **$195 million** from **$94 million**. Basic and diluted EPS rose to **$1.94** from **$0.93**. EBITDA increased to **$401 million** from **$278 million** | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Operating income | $330 | $220 | | Net income | $259 | $153 | | Net income attributable to CVR Energy stockholders | $195 | $94 | | Basic and diluted earnings per share | $1.94 | $0.93 | | EBITDA | $401 | $278 | [Results of Operations](index=36&type=section&id=Results%20of%20Operations) Income tax expense for Q1 2023 was **$56 million** (**17.8%** of pretax income), up from **$34 million** (**18.0%**) in Q1 2022, primarily due to increased pretax earnings | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Income tax expense | $56 | $34 | | % of income before income tax | 17.8% | 18.0% | [Non-GAAP Measures](index=44&type=section&id=Non-GAAP%20Measures) The company presents several non-GAAP measures to supplement GAAP financial information, including EBITDA, Petroleum EBITDA, Nitrogen Fertilizer EBITDA, Refining Margin, Refining Margin adjusted for Inventory Valuation Impacts, Direct Operating Expenses per Throughput Barrel, Adjusted Earnings (Loss) per Share, Adjusted EBITDA, Free Cash Flow, Net Debt and Finance Lease Obligations, and Total Debt and Net Debt and Finance Lease Obligations to EBITDA Exclusive of Nitrogen Fertilizer. These measures are used to evaluate performance, profitability, and liquidity, and are reconciled to their most directly comparable GAAP measures - Non-GAAP measures include EBITDA, segment EBITDAs, Refining Margin (adjusted), Direct Operating Expenses per Throughput Barrel, Adjusted EPS, Free Cash Flow, and Net Debt metrics[3](index=3&type=chunk)[4](index=4&type=chunk)[5](index=5&type=chunk)[6](index=6&type=chunk)[180](index=180&type=chunk)[181](index=181&type=chunk)[182](index=182&type=chunk)[183](index=183&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk) - These measures help analyze operating results and liquidity, compare performance to peers, and assess debt servicing ability[186](index=186&type=chunk) [Non-GAAP Reconciliations](index=46&type=section&id=Non-GAAP%20Reconciliations) Consolidated EBITDA increased to **$401 million** in Q1 2023 from **$278 million** in Q1 2022, with Adjusted EBITDA increasing to **$334 million** from **$155 million**. Adjusted earnings per share increased to **$1.44** from **$0.02**. Free cash flow decreased to **$213 million** from **$281 million**. Petroleum Adjusted EBITDA increased significantly to **$210 million** from **$48 million**. Nitrogen Fertilizer EBITDA and Adjusted EBITDA remained stable at **$124 million** | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Net income | $259 | $153 | | EBITDA | $401 | $278 | | Adjusted EBITDA | $334 | $155 | | Basic and diluted earnings per share | $1.94 | $0.93 | | Adjusted earnings per share | $1.44 | $0.02 | | Net cash provided by operating activities | $247 | $322 | | Free cash flow | $213 | $281 | | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | Petroleum net income | $259 | $126 | | Petroleum EBITDA | $285 | $167 | | Petroleum Adjusted EBITDA | $210 | $48 | | Nitrogen Fertilizer net income | $102 | $94 | | Nitrogen Fertilizer EBITDA and Adjusted EBITDA | $124 | $123 | [Liquidity and Capital Resources](index=50&type=section&id=Liquidity%20and%20Capital%20Resources) This section details the company's financial liquidity, capital spending, dividend and distribution policies, capital structure, and cash flow activities, along with critical accounting estimates [Cash Balances and Other Liquidity](index=51&type=section&id=Cash%20Balances%20and%20Other%20Liquidity) Total liquidity as of March 31, 2023, was approximately **$891 million**, consisting of **$601 million** in consolidated cash and cash equivalents, **$255 million** available under the Petroleum ABL, and **$35 million** available under the Nitrogen Fertilizer ABL. Consolidated cash and cash equivalents increased from **$510 million** at December 31, 2022. The company believes current cash from operations and existing cash will be sufficient for anticipated cash requirements for at least the next **12 months** | Metric | Mar 31, 2023 (in millions) | Dec 31, 2022 (in millions) | | :----- | :------------------------- | :------------------------- | | Consolidated cash and cash equivalents | $601 | $510 | | Available under Petroleum ABL | $255 | - | | Available under Nitrogen Fertilizer ABL | $35 | - | | **Total liquidity** | **$891** | - | - The company believes current cash from operations, existing cash, and available borrowings will be sufficient for anticipated cash requirements for at least the next **12 months**[143](index=143&type=chunk) [Capital Spending](index=51&type=section&id=Capital%20Spending) Total capital expenditures for Q1 2023 were **$59 million**, up from **$50 million** in Q1 2022. This includes **$42 million** for Petroleum, **$12 million** for Renewables, and **$4 million** for Nitrogen Fertilizer. The Coffeyville Refinery turnaround capitalized expenditures were **$40 million** in Q1 2023. The next planned turnaround for Wynnewood Refinery is in spring 2024, estimated at **$34 million** | Segment | Maintenance (in millions) | Growth (in millions) | Total (in millions) | | :------ | :------------------------ | :------------------- | :------------------ | | Petroleum | $36 | $6 | $42 | | Renewables | $0 | $12 | $12 | | Nitrogen Fertilizer | $4 | $0 | $4 | | Other | $1 | $0 | $1 | | **Total** | **$41** | **$18** | **$59** | - Coffeyville Refinery turnaround capitalized expenditures were **$40 million** in Q1 2023[402](index=402&type=chunk) - Wynnewood Refinery's next planned turnaround is in spring 2024, estimated at **$34 million**[402](index=402&type=chunk) [Dividends to CVR Energy Stockholders](index=52&type=section&id=Dividends%20to%20CVR%20Energy%20Stockholders) For Q1 2023, the Board declared a cash dividend of **$0.50** per share, totaling **$50 million**, payable in May 2023. IEP received **$36 million** of this amount. In 2022, total quarterly dividends were **$1.20** per share (**$121 million**), plus special dividends of **$2.60** and **$1.00** per share (**$261 million** and **$101 million**, respectively) - Q1 2023 cash dividend declared: **$0.50** per share, totaling **$50 million**[405](index=405&type=chunk) - IEP received **$36 million** of the Q1 2023 dividend[405](index=405&type=chunk) | Related Period | Quarterly Per Share | Public Stockholders (in millions) | IEP (in millions) | Total (in millions) | | :------------- | :------------------ | :-------------------------------- | :---------------- | :------------------ | | 2022 - 1st Quarter | $0.40 | $12 | $28 | $40 | | 2022 - 2nd Quarter | $0.40 | $12 | $28 | $40 | | 2022 - 3rd Quarter | $0.40 | $12 | $28 | $40 | | **Total 2022 quarterly dividends** | **$1.20** | **$35** | **$85** | **$121** | - Special dividends in 2022 were **$2.60** and **$1.00** per share, totaling **$261 million** and **$101 million** respectively[149](index=149&type=chunk) [Distributions to CVR Partners' Unitholders](index=53&type=section&id=Distributions%20to%20CVR%20Partners'%20Unitholders) For Q1 2023, CVR Partners declared a distribution of **$10.43** per common unit, totaling **$110 million**, with CVR Energy receiving approximately **$41 million**. In 2022, total quarterly distributions were **$19.32** per common unit (**$205 million**). CVR Partners did not repurchase any common units in Q1 2023, but repurchased **$12 million** in Q1 2022 - Q1 2023 distribution declared: **$10.43** per common unit, totaling **$110 million**[150](index=150&type=chunk)[326](index=326&type=chunk) - CVR Energy received approximately **$41 million** of the Q1 2023 distribution[150](index=150&type=chunk)[326](index=326&type=chunk) | Related Period | Quarterly Per Common Unit | Public Unitholders (in millions) | CVR Energy (in millions) | Total (in millions) | | :------------- | :------------------------ | :------------------------------- | :----------------------- | :------------------ | | 2022 - 4th Quarter | $10.50 | $70 | $41 | $111 | | 2021 - 4th Quarter | $5.24 | $36 | $20 | $56 | | 2022 - 1st Quarter | $2.26 | $15 | $9 | $24 | | 2022 - 2nd Quarter | $10.05 | $67 | $39 | $106 | | 2022 - 3rd Quarter | $1.77 | $12 | $7 | $19 | | **Total 2022 quarterly distributions** | **$19.32** | **$130** | **$75** | **$205** | - CVR Partners did not repurchase common units in Q1 2023; repurchased **$12 million** in Q1 2022[151](index=151&type=chunk)[224](index=224&type=chunk) [Capital Structure](index=53&type=section&id=Capital%20Structure) The Board authorized a stock repurchase program for up to **$300 million** of common stock, but no repurchases have been made as of March 31, 2023 - Stock Repurchase Program authorized for up to **$300 million** of common stock; no repurchases made as of March 31, 2023[123](index=123&type=chunk) [Cash Flows](index=54&type=section&id=Cash%20Flows) This section details the changes in cash flows from operating, investing, and financing activities for the three months ended March 31, 2023, compared to the prior year, highlighting the primary drivers for each category [Operating Activities](index=54&type=section&id=Operating%20Activities) Net cash provided by operating activities decreased by **$75 million** to **$247 million** in Q1 2023 compared to Q1 2022. This was primarily due to a **$141 million** decrease in working capital (mainly inventory increases), a **$26 million** decrease from noncash change in unrealized gain on derivatives, and a **$16 million** decrease in noncash share-based compensation, partially offset by a **$106 million** increase in net income and a **$7 million** increase in deferred taxes | Year | Amount (in millions) | | :--- | :------------------- | | 2023 | $247 | | 2022 | $322 | - Decrease primarily due to **$141 million** decrease in working capital, **$26 million** decrease from unrealized gain on derivatives, and **$16 million** decrease in share-based compensation[152](index=152&type=chunk) - Partially offset by **$106 million** increase in net income and **$7 million** increase in deferred taxes[152](index=152&type=chunk) [Investing Activities](index=54&type=section&id=Investing%20Activities) Net cash used in investing activities decreased by **$7 million** to **$34 million** in Q1 2023 compared to Q1 2022. This was due to **$19 million** in distributions from CVR Partners' equity method investment (45Q Transaction) and a **$7 million** decrease in turnaround expenditures, partially offset by a **$19 million** increase in capital expenditures | Year | Amount (in millions) | | :--- | :------------------- | | 2023 | ($34) | | 2022 | ($41) | - Decrease due to **$19 million** distributions from 45Q Transaction and **$7 million** decrease in turnaround expenditures[408](index=408&type=chunk) - Partially offset by **$19 million** increase in capital expenditures[408](index=408&type=chunk) [Financing Activities](index=54&type=section&id=Financing%20Activities) Net cash used in financing activities increased by **$7 million** to **$122 million** in Q1 2023 compared to Q1 2022. This was primarily due to increased dividends paid to CVR Partners' noncontrolling interest holders (**+$34 million**) and CVR Energy stockholders (**+$50 million**), and changes from the redemption of 2023 UAN Notes (**+$65 million** in 2022) and CVR Partners' unit repurchases (**+$12 million** in 2022), with no corresponding amounts in 2023 | Year | Amount (in millions) | | :--- | :------------------- | | 2023 | ($122) | | 2022 | ($115) | - Increase primarily due to increased dividends to CVR Partners' noncontrolling interest holders (**+$34 million**) and CVR Energy stockholders (**+$50 million**)[426](index=426&type=chunk) - Also impacted by the absence of 2022 activities: **$65 million** redemption of 2023 UAN Notes and **$12 million** in CVR Partners' unit repurchases[426](index=426&type=chunk) [Critical Accounting Estimates](index=54&type=section&id=Critical%20Accounting%20Estimates) No material modifications were made to the critical accounting estimates disclosed in the 2022 Form 10-K during the three months ended March 31, 2023 - No material changes to critical accounting estimates in Q1 2023[126](index=126&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=55&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) There have been no material changes to the company's market risks as of and for the three months ended March 31, 2023, compared to those discussed in the 2022 Form 10-K - No material changes to market risks in Q1 2023[127](index=127&type=chunk) [Item 4. Controls and Procedures](index=55&type=section&id=Item%204.%20Controls%20and%20Procedures) This section addresses the effectiveness of the company's disclosure controls and procedures and any changes in internal control over financial reporting [Evaluation of Disclosure Controls and Procedures](index=55&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) The company's Chief Executive Officer and Chief Financial Officer concluded that disclosure controls and procedures were effective as of March 31, 2023 - Disclosure controls and procedures were effective as of March 31, 2023[128](index=128&type=chunk) [Changes in Internal Control Over Financial Reporting](index=55&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) No material changes in internal controls over financial reporting occurred during the fiscal quarter ended March 31, 2023 - No material changes in internal controls over financial reporting in Q1 2023[155](index=155&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=56&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Part I, Item 1, Note 12 ("Commitments and Contingencies") for a description of certain litigation, legal, and administrative proceedings and environmental matters - Legal proceedings are detailed in Note 12 ("Commitments and Contingencies")[131](index=131&type=chunk) [Item 1A. Risk Factors](index=56&type=section&id=Item%201A.%20Risk%20Factors) No material changes from the risk factors previously disclosed in Part I, Item 1A of the 2022 Form 10-K. Additional unknown or immaterial risks could still adversely affect the business - No material changes to risk factors in Q1 2023[132](index=132&type=chunk) [Item 5. Other Information](index=56&type=section&id=Item%205.%20Other%20Information) States "None." indicating no other information to report under this item - No other information to report[133](index=133&type=chunk) [Item 6. Exhibits](index=56&type=section&id=Item%206.%20Exhibits) This section lists various exhibits filed with the report, including performance-based bonus plans, agreements related to carbon capture and sequestration, and certifications of officers - Exhibits include performance-based bonus plans, carbon capture agreements, and officer certifications[134](index=134&type=chunk) [SIGNATURES](index=58&type=section&id=SIGNATURES) The report was duly signed on May 2, 2023, by Dane J. Neumann (Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary) and Jeffrey D. Conaway (Vice President, Chief Accounting Officer and Corporate Controller) - Report signed by Dane J. Neumann (Principal Financial Officer) and Jeffrey D. Conaway (Principal Accounting Officer) on May 2, 2023[138](index=138&type=chunk)[189](index=189&type=chunk) ```

CVR Energy, Inc. (NYSE:CVI) Q4 2022 Results Conference Call February 22, 2023 1:00 PM ET Company Participants Richard Roberts - IR Dave Lamp - CEO Dan Newman - CFO Conference Call Participants John Royall - JP Morgan Neil Mehta - Goldman Sachs Paul Cheng - Scotiabank Operator Greetings, and welcome to the CVR Energy Fourth Quarter 2022 Conference Call. [Operator Instructions]. As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Richard Roberts, Vice President of ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________________________________________________ Form 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2022 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 ...

CVR Energy, Inc. (NYSE:CVI) Q3 2022 Earnings Conference Call November 1, 2022 1:00 PM ET Company Participants Richard Roberts - Vice President of FP&A and IR Dave Lamp - President, CEO & Director Dane Neumann - EVP, CFO, Treasurer & Assistant Secretary Conference Call Participants Matthew Blair - TPH John Royall - JPMorgan Carly Davenport - Goldman Sachs Paul Cheng - Scotiabank Operator Greetings, and welcome to the CVR Energy, Inc. Third Quarter 2021 Conference Call. At this time, all participants are in a ...