The COVID-19 pandemic and actions of governments and others in response thereto is negatively impacting worldwide economic and commercial activity and financial markets. The COVID-19 pandemic has also resulted in significant business and operational disruptions, including closures, supply chain disruptions, travel restrictions, stay-at-home orders, and limitations on our common units. Furthermore, we are not required to make distributions to holders of our common units on a quarterly basis or otherwise,the availability and may elect to distribute less than all of our available cash.

Our internally generatedbusiness is subject to intense price competition from both U.S. and foreign sources. With little or no product differentiation, customers make their purchasing decisions principally on the basis of delivered price and availability of the product. Increased global supply or decreases in transportation costs for foreign sources of fertilizer may put downward pressure on fertilizer prices. We compete with a number of U.S. producers and producers in other countries, including state-owned and government-subsidized entities that may have greater total resources and are less dependent on earnings from fertilizer sales, which make them less vulnerable to industry downturns and better positioned to pursue new expansion and development opportunities. An inability to compete successfully could result in a loss of customers, which could adversely affect our sales, profitability and cash flows and other sources of liquidity may not be adequate for our capital needs. As a result, we may not be able to pay any cash distributions to our common unitholders and the trading price of our common units may be adversely impacted.

Our sales to agricultural customers are currently at a relative low point. An increaseconcentrated in natural gas prices could impact our East Dubuque Facility's relative competitive position when compared to other foreignthe Great Plains and domesticMidwest states, and nitrogen fertilizer producers,demand is seasonal. Our quarterly results may vary significantly from one year to the next due largely to weather-related shifts in planting schedules and if pricespurchase patterns. Because we build inventory during low demand periods, the accumulation of inventory to be available for natural gas increaseseasonal sales creates significant seasonal working capital and storage capacity requirements. The degree of seasonality can change significantly we may not be able to economically operate our East Dubuque Facility.

We have a significant concentration of customers. Our two largest customers represented approximately 26% of net sales for the year ended December 31, 2020. Given the nature of our business, and consistent with industry practice, we do not have long-term minimum purchase contracts with our customers. The loss of several of these significant customers, or a significant reduction in the United States were to increase relative to pricespurchase volume by several of natural gas paid by foreign nitrogen fertilizer producers, this may negatively affect our competitive position in the corn belt and thusthem, could have a material adverse effect on our results of operations, financial condition, and cash flows.

Conditions in the U.S. agricultural industry significantly impact our operating results. The U.S. agricultural industry can be affected by a number of factors, including weather patterns and field conditions, current and projected grain inventories and prices, domestic and international population changes, demand for U.S. agricultural products, and U.S., state and foreign policies regarding trade in agricultural products.products, and changes in governmental regulations and incentives for corn-based ethanol production that could affect future ethanol demand and production.

State and federal governmental policies, including farm and biofuel subsidies and commodity support programs, as well as the prices of fertilizer products, may also directly or indirectly influence the number of acres planted, the mix of crops planted and the use of fertilizers for particular agricultural applications. Developments in crop technology such as nitrogen fixation (the conversion of atmospheric nitrogen into compounds that plants can assimilate), could also reduce the use of chemical fertilizers and adversely affect the demand for nitrogen fertilizer. In addition, from time to time various state legislatures have considered limitations on the use and application of chemical fertilizers due to concerns about the impact of these products on the environment. Unfavorable state and federal governmental policies could negatively affect nitrogen fertilizer prices and therefore have a material adverse effect on our results of operations, financial condition abilityand cash flows.

We depend on internal and third-party information technology systems to manage and support our operations, and we collect, process, and retain sensitive and confidential customer information in the current high levelnormal course of demand for nitrogen-based fertilizer products isbusiness. Despite the productionsecurity measures we have in place and any additional measures we may implement in the future, our facilities and these systems could be vulnerable to security breaches, computer viruses, lost or misplaced data, programming errors, human errors, acts of ethanol. A decreasevandalism, or other events. Any disruption of these systems or security breach or event resulting in ethanol production, an increase in ethanol importsthe misappropriation, loss or a shift away from corn as a principal raw material usedother unauthorized disclosure of confidential information, whether by us directly or our third-party service providers, could damage our reputation, expose us to produce ethanol could have a material adverse effect onthe risks of litigation and liability, disrupt our business, or otherwise affect our results of operations, financial condition and abilityoperations.

Unlike our competitors, whose primary costs are related to the purchase of natural gas and whose costs are therefore largely variable, our Coffeyville Facility'sFacility uses a pet coke gasification process to produce nitrogen fertilizer. Our profitability is directly affected by the price and availability of pet coke obtained from CVR Refining'sEnergy’s Coffeyville Kansas crude oil refinery pursuant to a long-term agreement andagreement. Our Coffeyville Facility has obtained the majority of its pet coke purchased from third parties, both of which vary based on market prices. Pet coke is a key raw material used by our Coffeyville Facility in the manufacture of nitrogen fertilizer products. If pet coke costs increase, we may not be able to increase our prices to recover these increased costs, because market prices for our nitrogen fertilizer products are not correlated with pet coke prices.

The East Dubuque Facility uses natural gas as its primary feedstock, and as such, the profitability of operating the East Dubuque Facility is no assurance thatsignificantly dependent on the cost of natural gas. An increase in natural gas prices could make it less competitive with producers who do not use natural gas as their primary feedstock. In addition, an increase in natural gas prices in the U.S. relative to prices of natural gas paid by foreign nitrogen fertilizer producers may negatively affect our competitive position in the corn belt, and such changes could have a material adverse effect on our results of operations, financial condition and cash flows.

We expect to purchase a portion of our natural gas for use in the East Dubuque Facility on the spot market. As a result, we wouldremain susceptible to fluctuations in the price of natural gas in general and in local markets in particular. We may use fixed supply, fixed price forward purchase contracts to lock in pricing for a portion of its natural gas requirements, but we may not be able to enter into such agreements on acceptable terms or at all. Without forward purchase pet cokecontracts for the supply of natural gas, we would need to purchase natural gas on comparable termsthe spot market, which would impair its ability to hedge exposure to risk from fluctuations in natural gas prices. If we enter into forward purchase contracts for natural gas, and natural gas prices decrease, then its cost of sales could be higher than it would have been in the absence of the forward purchase contracts.

Our business also relies on third-party railroad, trucking, and truckingbarge companies to ship finished products to customers of our Coffeyville Facility. We also lease railcars from railcar owners in order to ship our finished products. Additionally, although our customers generally pick up our products at our East Dubuque Facility, we occasionally rely on barge, truck and railroad companies to ship products to our customers. These transportation operations, equipment and services are subject to various hazards, including extreme weather conditions, work stoppages, delays, spills, derailments and other accidents, and other operating hazards. For example, barge transport can be impacted by lock closures resulting from inclement weather or surface conditions, including fog, rain, snow, wind, ice, strong currents, floods, droughts and other unplanned natural phenomena, lock malfunction, tow conditions and other conditions. Further, the limited number of towing companies and of barges available for finished productammonia transport may also impact the availability of transportation for our products.

Our business manufactures, processes, stores, handles, distributes and transporttransports ammonia, which can be very volatile and extremely hazardous. Major accidents or releases involving ammonia could cause severe damage or injury to property, the environment and human health, as well as a possible disruption of supplies and markets. Such an event could result in civil lawsuits, fines, penalties and regulatory enforcement proceedings, all of which could lead to significant liabilities. Any damage or injury to persons, equipment, or property or other disruption of our ability to produce or distribute our products could result in a significant decrease in operating revenues and significant additional costcosts to replace or repair and insure our assets, which could have a material adverse effect on our results of operations, financial condition and ability to make cash distributions. WeOur

In addition, we may incur significant losses or increased costs relating to the operation of our railcars used for the purpose of carrying various products, including ammonia. Due to the dangerous and potentially hazardous nature of the cargo, in particular ammonia, on board railcars, a railcar accident may result in fires, explosions, and pollution. These circumstances may result inreleases of material which could lead to sudden, severe damage or injury to property, the environment, and human health. In the event of pollution,contamination, under environmental law, we may be held responsible even if we are not at fault, and we complied with the laws and regulations in effect at the time of the accident. Litigation arising from accidents involving ammonia and other products we produce or transport may result in ourus being named as a defendant in lawsuits asserting claims for large amounts ofsubstantial damages, which could have a material adverse effect on our results of operations, financial condition and ability to make cash distributions.

We handle hazardous substances which may result in spills, discharges or other releases of hazardous substances into the environment. Past or future spills related to or migrating from any of our nitrogen fertilizer plantscurrent or transportation of productsformer operations and solid or hazardous substances from our facilitieswaste disposal, may give rise to liability (including for personal injury, property damage, penalties, strict liability, or liability without fault, and potential cleanup responsibility) to governmental entities or private parties under federal, state or local environmental laws, as well as under common law. For example, we could be held strictly liable under the Comprehensive Environmental Response, CompensationCERCLA, and Liability Act ("CERCLA")similar state statutes, for past or future spills without regard to fault or whether our actions were in compliance with the law at the time of the spills. Pursuant to CERCLA and similar state statutes, we could be held liable forspills, including in connection with contamination associated with theour current and former facilities, we currently own and operate (whether or not such contamination occurred prior to our acquisition thereof), facilities we formerly owned or operated (if any) and facilities to which we transported or arranged for the transportation of wastes or byproducts containing hazardous substances for treatment, storage, or disposal.

We may also face liability for personal injury, property damage, natural resource damage or for cleanup costs forhave assumed the alleged migration of contamination or other hazardous substances from our facilities to adjacentprevious owner’s responsibilities under certain administrative orders under the Resource Conservation and other nearby properties. We may also face legal actions or sanctions or incur costsRecovery Act (“RCRA”) related to contamination or noncompliancethat migrated from CVR Energy’s Coffeyville refinery onto the nitrogen fertilizer plant property while the previous owner owned and operated the properties. We continue to work with environmental laws at our facilities. In addition, limited subsurface investigation indicates the presence of certain contamination at the East Dubuque Facility and Coffeyville Facility. In the future, state or federalapplicable governmental authorities may require additional investigation or remediation or we may determine that there are conditions at these facilities that require remediation or other response.

Our business holds numerous environmental and other governmental permits and approvals authorizing operations at our nitrogen fertilizer facilities. Expansionfacilities and future expansion of our operations is also predicated upon securing the necessary environmental or other permits or approvals.ability to secure approvals therefore. A decision by a government agency to deny or delay issuing a new or renewed material permit or approval, or to revoke or substantially modify an existing permit or approval, could have a material adverse effect on our ability to continue operations and on our business, financial condition, results of operations and ability to make cash distributions.flows.

Targets such as chemical manufacturing facilities may be at greater risk of future terrorist attacks than other targets in the United States. TheU.S. As a result, the chemical industry has responded to the issues that arose in response to the terrorist attacks on September 11, 2001 by starting new initiatives relating to the security of chemical industry facilities and the transportation of hazardous chemicals in the United States. Future terrorist attacks could lead to even stronger, more costly initiatives that could result in a material adverse effect on our results of operations, financial condition and ability to make cash distributions. The 2013 fertilizer plant explosion in West, Texas has generated consideration of more restrictive measures in the storage, handling and transportation of crop production materials, including fertilizers.

We are largely dependent oninsured under casualty, environmental, property and business interruption insurance policies. The property and business interruption policies insure our customersreal and personal property. These policies are subject to transport purchased goods fromlimits, sub-limits, retention (financial and time-based), and deductibles. There is potential for a common occurrence to impact both our East Dubuque Facility.

There is finite capacity in the future,commercial insurance industry engaged in underwriting energy industry risk, and there are risks associated with the transportation needscommercial insurance industry reducing capacity, changing the scope of those customers as well as their preferences may change,insurance coverage offered, and those customers may no longer be willingsubstantially increasing premiums, deductibles, or ableretainers, and/or waiting periods, resulting from highly adverse loss experience or other financial circumstances. Factors that impact insurance cost and availability include, but are not limited to: losses in our industry and other industries, natural disasters, specific losses incurred by us, and low or inadequate investment returns earned by the insurance industry. If the supply of commercial insurance is curtailed due to transport purchased goods from the East Dubuque Facility. In the event that our competitors are able to transport their products more efficiently or cost effectively than those customers, andhighly adverse financial results, we are unable to reallocate or provide alternative transportation resources that service our other facilities, those customers may reduce or cease purchases of our products. If this were to occur, we could be forced to make a substantial investment in a fleet of trucks and/or railcars to meet the delivery needs of those customers, which could be expensive and time consuming. We may not be able to continue our present limits of insurance coverage or obtain transportation capabilities on a timely basissufficient insurance capacity to adequately insure our risks for property damage or at all, and our inability to provide transportation for products could have a material adverse effect on our results of operations, financial condition and cash flows.business interruption.

We are subject to the requirements of the federal Occupational Safety and Health Act ("OSHA")OSHA and comparable state statutes that regulate the protection of the health and safety of workers. In addition, OSHAworkers, the proper design, operation, and certain environmental regulationsmaintenance of our equipment, and require that we maintainus to provide information about hazardous materials used or produced in our operations and that we provide this information to employees and state and local governmental authorities.operations. Failure to comply with OSHAthese requirements including general industry standards, record keeping requirements and monitoring and control of occupational exposure to regulated substances,may result in significant fines or compliance costs, which could have a material adverse effect on our results of operations, financial condition and ability to make cash distributions ifflows.

Our business, results of operations, financial condition and ability to make cash distributionsresults of operations could be negatively impacted by difficult conditions and extreme volatility in the capital, credit, and commodities markets and in the global economy. For example:

We have incurred significant indebtedness, and we may be able to incur significant additional indebtedness in the future. If new indebtedness is added to our current indebtedness, the risks described below could increase. Our level of indebtedness could have important consequences, such as:

In addition,Further, we are and will be subject to covenants contained in agreements governing our present and future indebtedness. These covenants include, and will likely include, restrictions on certain payments (including restrictions on distributions to our common unitholders), the granting of liens, the incurrence of additional indebtedness, dividend restrictions affecting subsidiaries, asset sales, transactions with affiliates, and mergers and consolidations. Any failure to comply with these covenants could result in a default under our current credit agreements or debt instruments or future credit agreements.

Mr. Carl C. Icahn indirectly controls approximately 71% of the voting power of CVR Energy’s common stock and, by virtue of such ownership, is able to issue additional equity to make acquisitions, incurcontrol the Partnership through CVR Energy’s ownership of our general partner and its sole member, including: the election and appointment of directors; business strategy and policies; mergers or other business combinations; acquisition or disposition of assets; future issuances of common stock, common units, or other securities; incurrence of debt or forobtaining other purposes.

Further, Mr. Icahn’s interests may not always be consistent with the Partnership’s interests or with the interests of our common unitholders. Mr. Icahn and a rising interest rate environment could have a material adverse impact on our unit price and our ability to issue additional equity to makeentities controlled by him may also pursue acquisitions or business opportunities in industries in which we compete, and there is no requirement that any additional business opportunities be presented to incur debtus. We also have and could increase ourmay in the future enter into transactions to purchase goods or services with affiliates of Mr. Icahn. To the extent that conflicts of interest costs.

To the extent we issue additional units in connection with any acquisitions or expansion capital expenditures or as in-kind distributions, current common unitholders willwould experience dilution and the payment of distributions on those additional units willmay decrease the amount we distribute on eachin respect of its outstanding unit. There are no limitations inunits. Under our partnership agreement, on our abilitywe are authorized to issue an unlimited number of additional interests without a vote of the common unitholders. The issuance by us of additional common units includingor other equity interests of equal or senior rank would reduce the proportionate ownership interest of common unitholders immediately prior to the issuance. As a result of the issuance of common units, rankingthe following may occur: the amount of cash distributions on each common unit may decrease; the ratio of our taxable income to distributions may increase; the relative voting strength of each previously outstanding common unit will be diminished; and the market price of the common units may decline. In addition, our partnership agreement does not prohibit the issuance by our subsidiaries of equity interests, which may effectively rank senior to the outstanding common units. The incurrence of additional commercial borrowings or other debt to finance ourits growth strategy would result in increased interest expense, which, in turn, would reduce the available cash that we have to distribute to unitholders.

As permitted under Delaware law, our partnership agreement, which applies to and binds common unitholders, limits the liability and replaces the fiduciary duties of our general partner, while also restricting the remedies available to our common unitholders.

Our general partner is responsible for managing us. Although our general partner has fiduciary duties to manage us in a manner that is in our best interests, the fiduciary duties are specifically limited by the express terms of our partnership agreement, and the directors and officers of our general partner also have fiduciary duties to manage our general partner in a manner beneficial to CVR Energy and its stockholders. The interests of CVR Energy and its stockholders may differ from, or conflict with, the interests of our public common unitholders. In resolving these conflicts, our general partner may favor its own interests, the interests of CRLLC,CVR Services, its sole member, or the interests of CVR Energy and holders of CVR Energy'sEnergy’s common stock, including its majority stockholder, an affiliate of Icahn Enterprises L.P., over our interests and those of our common unitholders.unitholders..

CVR Energy has the power to elect all of the members of the board of directors of our general partner.Board. Our general partner has control over all decisions related to our operations. Our public common unitholders do not have an ability to influence any operating decisions and will not be able to prevent us from entering into any transactions. Furthermore, the goals and objectivesCertain subsidiaries of CVR Energy as the indirect ownerperform certain corporate services for us, including finance, accounting, legal, information technology, auditing, and cash management activities, and we could be impacted by any failure of our general partner, may not be consistent with those of our public common unitholders.entities to adequately perform these services.

If at any time our general partner and its affiliates own more than 80% of the common units, our general partner will have the right, which it may assign to any of its affiliates or to us, but not the obligation, to acquire all, but not less than all, of the common units held by public common unitholders at a price not less than their then-current market price, as calculated pursuant to the terms of our partnership agreement. As a result, each holder of our common units may be required to sell such holder'sholder���s common units at an undesirable time or price and may not receive any return on investment. A common unitholderinvestment, and may also incur a tax liability upon a sale of its common units. Our general partner is not obligated to obtain a fairness opinion regarding the value of the common units to be repurchased by it upon exercise of the call right. There is no restriction in our partnership agreement that prevents our general partner from issuing additional common units and then exercising its call right. Our general partner may use its own discretion, free of fiduciary duty restrictions, in determining whether to exercise this right.right..

Unlike the holders of common stock in a corporation, our common unitholders have only limited voting rights on matters affecting our business and, therefore, limited ability to influence management's decisions regarding our business. Common unitholders have no right to elect our general partner or our general partner's board of directors on an annual or other continuing basis. The board of directors of our general partner, includingmanagement’s decisions. Our common unit holders do not choose the independent directors, is chosen entirely by CVR Energy as the indirect ownerMembers of the general partner and not by our common unitholders. Unlike publicly traded corporations, weBoard do not hold annual meetings of our common unitholders to elect directors or conductparticipate in other matters routinely conducted at annual meetings of stockholders. Furthermore, even if our common unitholders are dissatisfied with the performance of our general partner, theystockholders, and have no practical ability to remove our general partner.partner without the consent of CVR Energy. As a result of these limitations, the price at which the common units will trade could be diminished.

In the event that: (i) we make distributions to our common unitholders when our nonrecourse liabilities exceed the sum of (a) the fair market value of our assets not subject to recourse liability and (b) the excess of the fair market value of our assets subject to recourse liability over such liability, or a distribution causes such a result, and (ii) a common unitholder knows at the time of the distribution of such circumstances, such common unitholder will be liable for a period of three years from the time of the impermissible distribution to repay the distribution under Section 17-607 of the Delaware Act.

The anticipated after-tax economic benefit of an investment in our common units depends largely on our being treated as a partnership for U.S. federal income tax purposes.

For tax years beginning after December 31, 2017, if the IRS makes audit adjustments to our income tax returns, it (and some states) may assess and collect anyfrom us taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from us. To the extent possible under the new rules,to our income tax returns. Our general partner may elect to either pay the taxes (including any applicable penalties and interest) directly to the IRS or, if we are eligible, issue a revised information statement to each common unitholder and former common unitholder with respect to an audited and adjusted return. Although our general partner may elect to have our common unitholders and former common unitholders take such audit adjustment into account and pay any resulting taxes (including applicable penalties or interest) in accordance with their interests in us during the tax year under audit, thereThere can be no assurance that such an election to allocate the audit adjustment and tax payment obligation to our current and former common unitholders will be practical, permissible, or effective in all circumstances. As a result, our current common unitholders may bear some or all of the tax liability resulting from such audit adjustment, even if such common unitholdersthey did not own common units in us during the tax year under audit. If, as a result of any such audit adjustment, we are required to make payments of taxes, penalties, and interest, our cash available for distribution to our common unitholders might be substantially reduced and our current and former unitholders may be required to indemnify us for any taxes (including any applicable penalties and interest) resulting from such audit adjustments that were paid on such unitholders behalf. These rules

On March 27, 2020, the Coronavirus Aid, Relieve and Economic Security (“CARES”) Act was signed into law. The CARES Act, among other things, increased the limitation on the deductibility of business interest to them.

Non-U.S. common unitholders are generally taxed and subject to income tax filing requirements by the United States on income effectively connected with a U.S. trade or business (“effectively connected income”). Income allocated to our common unitholders and any gain from the sale of our common units will generally be considered to be “effectively connected” with a U.S. trade or business. As a result, distributions to a Non-U.S. common unitholder will be subject to withholding at the highest applicable effective tax rate, and a Non-U.S. common unitholder who sells or otherwise disposes of a common unit will also be subject to U.S. federal income tax on the gain realized from the sale or disposition of that common unit.

The Tax Cuts and Jobs Act imposes a withholding obligation of 10% of the amount realized upon a Non-U.S. common unitholder’switholder’s sale or exchange of an interest in a partnership that is engaged in a U.S. trade or business. However, due to challenges of administering a withholding obligation applicable to open market trading and other complications, the IRS has temporarily suspended the application of this withholding rule to open market transfers of interest in publicly traded partnerships pending promulgation of regulations or other guidance that resolves the challenges.  It is not clear if or when such regulations or other guidance will be issued.business, effective January 1, 2022 per final Regulations. Non-U.S. common unitholders should consult a tax advisor before investing in our common units.

Because we cannot match transferors and transferees of common units, we have adopted certain methods for allocating depreciation and amortization deductions that may not conform to all aspects of existing Treasury Regulations. A successful IRS challenge to the use of these methods could adversely affect the amount of tax benefits available to our common unitholders. It also could affect the timing of these tax benefits or the amount of gain from any sale of common units and could have a negative impact on the value of our common units or result in audit adjustments to a common unitholder'sunitholder’s tax returns.

In determining the items of income, gain, loss, and deduction allocable to our unitholders, we must routinely determine the fair market value of our assets and allocate any unrealized gain or loss attributable to our assets to the capital accounts of our unitholders. The IRS may challenge our valuation methods and allocations. A common unitholder whose common units aresuccessful IRS challenge to these methods or allocations could adversely affect the subjectamount of a securities loan (e.g., a loantaxable income or loss being allocated to a "short seller" to cover a shortour unitholders, the amount of taxable gain from our unitholders’ sale of common units) may be considered to have disposedunits, and the value of those common units. If so, such common unitholder would no longer be treated for tax purposes as a partner with respect to thosethe common units duringor result in audit adjustments to our unitholders’ tax returns without the periodbenefit of the loan and may recognize gain or loss from the disposition.additional deductions.

In addition to U.S. federal income taxes, our common unitholders may be subject to other taxes, including foreign, state, and local taxes, unincorporated business taxes, and estate, inheritance, or intangible taxes that are imposed by the various jurisdictions in which we conduct business or own property now or in the future, even if they do not live in any of those jurisdictions. Our common unitholdersjurisdictions, will likely be required to file foreign, state, and local income tax returns and pay state and local income taxes in some or all of these various jurisdictions. Further, our common unitholdersjurisdictions, and may be subject to penalties for failure to comply with those requirements.

In the case of an acquisition, integration of acquired entities can involve significant difficulties, such as: disruption of the ongoing operations; failure to achieve cost savings or other financial or operating objectives contributing to the accretive nature of an acquisition; strain on operational and managerial controls, procedures and management; difficulties in the integration and retention of customers or personnel; assumption of unknown material liabilities or regulatory non-compliance issues; amortization of acquired assets, and/which would reduce future reported earnings; and possible adverse short-term effects on our cash flows or conductoperating results.

When considering potential Expansion Projects, will also consider impact on our tax treatment as a partnership for federal income tax purposes. If we are unable to conclude that the activities of the Expansion Project would not affect our treatment as a partnership for federal income tax purposes, we may elect to seek a ruling from the Internal Revenue Service (“IRS”). Seeking such a ruling could be costly or, in the case of competitive acquisitions, place the business in Illinois, Kansas, Missouri, Nebraska, Oklahoma and Texas. Illinois, Kansas, Missouri, Nebraska and Oklahoma currently impose a personalcompetitive disadvantage compared to other potential acquirers who do not seek such a ruling. If we are unable to conclude that an activity would not affect our treatment as a partnership for federal income tax on individuals. Illinois, Kansas, Missouri, Nebraskapurposes and Oklahoma also imposeare unable or unwilling to obtain an IRS ruling, we may choose to acquire such business or develop such expansion project in a corporate subsidiary, which would subject the income tax on corporationsrelated to such activity to entity-level taxation, which would reduce the amount of cash available for distribution to our common unitholders and could likely cause a substantial reduction in the value of our common units.

Our business is capital intensive and working capital needs may vary significantly over relatively short periods of time. For instance, nitrogen fertilizer demand volatility can significantly impact working capital on a replacement tax on corporationsweek-to-week and other entities,month-to-month basis. If we cannot generate adequate cash flow or otherwise secure sufficient liquidity to meet our working capital needs or support our short-term and Texas imposes a franchise tax on corporations and other entities. Common unitholders are likely required to file state and local income tax returns and pay state and local income taxes in some or all of these various jurisdictions. Further, common unitholderslong-term capital requirements, we may be subjectunable to penalties for failure tomeet our debt obligations, pursue our business strategies, or comply with those requirements. As we make acquisitions or expandcertain environmental standards, which would have a material adverse effect on our business we may own or control assets or conduct business in additional states or foreign jurisdictions that impose a personal income tax. It is our common unitholders' responsibility to file all United States federal, foreign, state, and local income tax returns.results of operations.