CVR Energy, the listed, Texas-based refinery, is selling in excess of 23 million more shares on the NYSE via a secondary offering at $16.75 per share. Affiliates of Goldman Sachs and Kelso & Co. are among the selling stockholders. Goldman, Sachs & Co., Deutsche Bank Securities and Credit Suisse are acting as the joint book-running managers for the offering.
SUGAR LAND, Texas, Feb. 2, 2011 — CVR Energy, Inc. (NYSE: CVI) today announced the pricing of a registered underwritten secondary public offering of 23,610,218 shares of CVR Energy’s common stock by certain of its stockholders at a public offering price of $16.75 per share. No shares were sold by the Company and it will not receive any proceeds from the offering.
The selling stockholders included affiliates of Goldman, Sachs & Co., or the Goldman Sachs Funds, and Kelso & Company, L.P., or the Kelso Funds. The size of the offering was increased from the previously announced 15,000,000 shares, with all of the additional shares being sold by the Goldman Sachs Funds. The Kelso Funds have granted the underwriters a 30-day option to purchase up to an aggregate of 3,541,532 additional shares. Following the offering, the Kelso Funds will own approximately 12.8 percent of CVR Energy’s common stock (8.8 percent if the underwriters’ option is exercised in full), and the Goldman Sachs Funds will no longer be stockholders of the Company. The offering is expected to close on February 8, 2011, subject to customary closing conditions.
Goldman, Sachs & Co., Deutsche Bank Securities and Credit Suisse are acting as the joint book-running managers for the offering. The offering is being made only by means of a prospectus and related prospectus supplement, copies of which may be obtained when available from: Goldman, Sachs & Co., Attention: Prospectus Department, 200 West Street, New York, NY 10282, telephone: (866) 471-2526, facsimile: (212) 902-9316, or email at email@example.com, Deutsche Bank Securities, Attention: Prospectus Department, Harborside Financial Center, 100 Plaza One, Jersey City, NJ 07311-3988, telephone: (800) 503-4611 or e-mail at firstname.lastname@example.org; and Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, NY 10010, telephone: (800) 221-1037. You may also get these documents for free by visiting the Securities and Exchange Commission’s website at www.sec.gov.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy the shares of common stock or any other securities, nor shall there be any sale of the shares of common stock or any other securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The common stock is being offered pursuant to an effective registration statement filed with the Securities and Exchange Commission.
About CVR Energy, Inc.
Headquartered in Sugar Land, Texas, CVR Energy, Inc.’s subsidiary and affiliated businesses include an independent refiner that operates a 115,000 barrel per day refinery in Coffeyville, Kan., and markets high value transportation fuels supplied to customers through tanker trucks and pipeline terminals; a crude oil gathering system serving Kansas, northern Oklahoma, western Missouri and southwestern Nebraska; an asphalt and refined fuels storage and terminal business in Phillipsburg, Kan.; and through a limited partnership, an ammonia and urea ammonium nitrate fertilizer business located in Coffeyville, Kan.