UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 24, 2010
CVR ENERGY, INC.
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
|
Delaware
(State or other
jurisdiction of
incorporation)
|
|
001-33492
(Commission File Number)
|
|
61-1512186
(I.R.S. Employer
Identification Number) |
2277 Plaza Drive, Suite 500
Sugar Land, Texas 77479
(Address of principal executive offices,
including zip code)
Registrant’s telephone number, including area code: (281) 207-3200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
Coffeyville Resources Nitrogen Fertilizers, LLC (“ CRNF”) is a wholly-owned subsidiary
of a limited partnership in which CVR Energy, Inc. owns all of the interests (other than the
managing general partner interest and associated incentive distribution rights). On August 24,
2010, CRNF and the City of Coffeyville, Kansas (the “ City”), entered into an Amended and
Restated Electric Services Agreement (the “ 2010 ESA”), with the rates and terms of the 2010
ESA effective as of August 1, 2010. The parties reached agreement on the 2010 ESA in connection
with settlement of litigation relating to their previous Electric Services Agreement, executed in
2004 (the “ 2004 ESA”). CRNF initiated litigation against the City after the City rejected
the 2004 ESA (which had a term extending through July 1, 2019) and passed an ordinance unilaterally
imposing higher charges and new terms of service in 2008. CRNF had paid the City the higher
charges under protest, but as a part of the settlement, a substantial majority of those funds
(totaling approximately $4.79 million) will be returned to CRNF.
The 2010 ESA incorporates the following principal changes, among others, to the 2004 ESA: (i)
CRNF and the City will share variable transmission costs based on their respective loads
(previously CRNF paid a fixed transmission cost for both parties); (ii) the City will provide CRNF
with electricity based upon its needs (previously CRNF had a 90 megawatt reservation); and (iii)
CRNF obtained an option to extend the term of the 2010 ESA (currently extending through July 1,
2019) for an additional five years (extending through June 30, 2024) on the same terms, except for
moderate increases on the City’s margin.
The foregoing is a summary of the terms of the 2010 ESA, does not purport to be complete and
is qualified in its entirety by reference to the full text of the 2010 ESA, which is incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
The following exhibit is being “filed” as part of this Current Report on Form 8-K:
| 10.1 |
|
Amended and Restated Electric Services Agreement, effective as of August 1, 2010, between
Coffeyville Resources Nitrogen Fertilizers, LLC and the City of Coffeyville, Kansas. |
The following exhibit is being “furnished” as a part of this Current Report on Form 8-K:
| 99.1 |
|
Press Release dated August 24, 2010, issued by CVR Energy, Inc. |