Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 28, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-33492 | |
Entity Registrant Name | CVR ENERGY, INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 61-1512186 | |
Entity Address, Address Line One | 2277 Plaza Drive, Suite 500 | |
Entity Address, City or Town | Sugar Land | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77479 | |
City Area Code | 281 | |
Local Phone Number | 207-3200 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | CVI | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 100,530,599 | |
Entity Central Index Key | 0001376139 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents (including $121 and $86, respectively, of consolidated variable interest entity (“VIE”)) | $ 601 | $ 510 |
Accounts receivable (including $53 and $90, respectively, of VIE) | 330 | 358 |
Inventories (including $87 and $78, respectively, of VIE) | 609 | 624 |
Prepaid expenses and other current assets (including $10 and $11, respectively, of VIE) | 97 | 101 |
Total current assets | 1,637 | 1,593 |
Property, plant and equipment, net (including $797 and $811, respectively, of VIE) | 2,241 | 2,247 |
Other long-term assets (including $49 and $24, respectively, of VIE) | 330 | 279 |
Total assets | 4,208 | 4,119 |
Current liabilities: | ||
Accounts payable (including $34 and $51, respectively, of VIE) | 512 | 497 |
Other current liabilities (including $79 and $75, respectively, of VIE) | 835 | 942 |
Total current liabilities | 1,347 | 1,439 |
Long-term liabilities: | ||
Long-term debt and finance lease obligations, net of current portion (including $547 and $547, respectively, of VIE) | 1,584 | 1,585 |
Deferred income taxes | 251 | 249 |
Other long-term liabilities (including $53 and $16, respectively, of VIE) | 97 | 55 |
Total long-term liabilities | 1,932 | 1,889 |
Commitments and contingencies (See Note 12) | ||
CVR Energy stockholders’ equity: | ||
Common stock, $0.01 par value per share; 350,000,000 shares authorized; 100,629,209 and 100,629,209 shares issued as of March 31, 2023 and December 31, 2022, respectively | 1 | 1 |
Additional paid-in-capital | 1,508 | 1,508 |
Accumulated deficit | (832) | (976) |
Treasury stock, 98,610 shares at cost | (2) | (2) |
Total CVR stockholders’ equity | 675 | 531 |
Noncontrolling interest | 254 | 260 |
Total equity | 929 | 791 |
Total liabilities and equity | $ 4,208 | $ 4,119 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 601 | $ 510 |
Accounts receivable | 330 | 358 |
Inventories | 609 | 624 |
Prepaid expenses and other current assets | 97 | 101 |
Property, plant and equipment, net | 2,241 | 2,247 |
Other long-term assets | 330 | 279 |
Current liabilities: | ||
Accounts Payable, Current | 512 | 497 |
Other current liabilities | 835 | 942 |
Long-term liabilities: | ||
Long-term debt and finance lease obligations | 1,584 | 1,585 |
Other long-term liabilities | $ 97 | $ 55 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 350,000,000 | 350,000,000 |
Common stock, issued (in shares) | 100,629,209 | 100,629,209 |
Treasury stock, common shares (in shares) | 98,610 | 98,610 |
Variable Interest Entities | ||
Current assets: | ||
Cash and cash equivalents | $ 121 | $ 86 |
Accounts receivable | 53 | 90 |
Inventories | 87 | 78 |
Prepaid expenses and other current assets | 10 | 11 |
Property, plant and equipment, net | 797 | 811 |
Other long-term assets | 49 | 24 |
Current liabilities: | ||
Accounts Payable, Current | 34 | 51 |
Other current liabilities | 79 | 75 |
Long-term liabilities: | ||
Long-term debt and finance lease obligations | 547 | 547 |
Other long-term liabilities | $ 53 | $ 16 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Net sales | $ 2,286 | $ 2,373 |
Operating costs and expenses: | ||
Cost of materials and other | 1,680 | 1,887 |
Direct operating expenses (exclusive of depreciation and amortization) | 169 | 160 |
Depreciation and amortization | 66 | 65 |
Cost of sales | 1,915 | 2,112 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 39 | 39 |
Depreciation and amortization | 2 | 2 |
Operating income | 330 | 220 |
Other (expense) income: | ||
Interest expense, net | (18) | (24) |
Other income (expense), net | 3 | (9) |
Income before income tax expense | 315 | 187 |
Income tax expense | 56 | 34 |
Net income | 259 | 153 |
Less: Net income attributable to noncontrolling interest | 64 | 59 |
Net income attributable to CVR Energy stockholders | $ 195 | $ 94 |
Basic earnings per share (in dollars per share) | $ 1.94 | $ 0.93 |
Diluted earnings per share (in dollars per share) | $ 1.94 | $ 0.93 |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 100.5 | 100.5 |
Diluted (in shares) | 100.5 | 100.5 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Millions | Total | Total CVR Stockholders’ Equity | $0.01 Par Value Common Stock | Additional Paid-In Capital | Accumulated Deficit | Treasury Stock | Noncontrolling Interest |
Beginning balance (in shares) at Dec. 31, 2021 | 100,629,209 | ||||||
Beginning balance at Dec. 31, 2021 | $ 770 | $ 553 | $ 1 | $ 1,510 | $ (956) | $ (2) | $ 217 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 153 | 94 | 94 | 59 | |||
Distributions from CVR Partners to its public unitholders | (36) | (36) | |||||
Changes in equity due to CVR Partners’ common unit repurchases | (11) | (2) | (2) | (9) | |||
Other | 0 | (1) | (1) | 1 | |||
Ending balance (in shares) at Mar. 31, 2022 | 100,629,209 | ||||||
Ending balance at Mar. 31, 2022 | 876 | 644 | $ 1 | 1,508 | (863) | (2) | 232 |
Beginning balance (in shares) at Dec. 31, 2022 | 100,629,209 | ||||||
Beginning balance at Dec. 31, 2022 | 791 | 531 | $ 1 | 1,508 | (976) | (2) | 260 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 259 | 195 | 195 | 64 | |||
Dividends paid to CVR Energy stockholders | (50) | (50) | (50) | ||||
Distributions from CVR Partners to its public unitholders | (70) | (70) | |||||
Other | (1) | (1) | (1) | ||||
Ending balance (in shares) at Mar. 31, 2023 | 100,629,209 | ||||||
Ending balance at Mar. 31, 2023 | $ 929 | $ 675 | $ 1 | $ 1,508 | $ (832) | $ (2) | $ 254 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 |
Statement of Stockholders' Equity [Abstract] | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net income | $ 259 | $ 153 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 68 | 67 |
Deferred income taxes | 3 | (4) |
Share-based compensation | 9 | 25 |
Unrealized gain on derivatives, net | (32) | (6) |
Other items | 0 | 3 |
Changes in assets and liabilities: | ||
Current assets and liabilities | (58) | 83 |
Non-current assets and liabilities | (2) | 1 |
Net cash provided by operating activities | 247 | 322 |
Cash flows from investing activities: | ||
Capital expenditures | (45) | (26) |
Turnaround expenditures | (8) | (15) |
Return on equity method investment | 19 | 0 |
Net cash used in investing activities | (34) | (41) |
Cash flows from financing activities: | ||
Principal payments on senior secured notes | 0 | (65) |
Repurchase of common units by CVR Partners | 0 | (12) |
Dividends to CVR Energy’s stockholders | (50) | 0 |
Distributions to CVR Partners’ noncontrolling interest holders | (70) | (36) |
Other financing activities | (2) | (2) |
Net cash used in financing activities | (122) | (115) |
Net increase in cash, cash equivalents and restricted cash | 91 | 166 |
Cash, cash equivalents and restricted cash, beginning of period | 517 | 517 |
Cash, cash equivalents and restricted cash, end of period | $ 608 | $ 683 |
Organization and Nature of Busi
Organization and Nature of Business | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Business | (1) Organization and Nature of Business Organization CVR Energy, Inc. (“CVR Energy,” “CVR,” “we,” “us,” “our,” or the “Company”) is a diversified holding company primarily engaged in the petroleum refining and marketing industry (the “Petroleum Segment”) and the nitrogen fertilizer manufacturing industry through its interest in CVR Partners, LP, a publicly traded limited partnership (the “Nitrogen Fertilizer Segment” or “CVR Partners”). The Petroleum Segment refines and markets high value transportation fuels primarily in the form of gasoline and diesel fuels. CVR Partners produces and markets nitrogen fertilizers primarily in the form of urea ammonium nitrate (“UAN”) and ammonia. We also produce and market renewable diesel. CVR’s common stock is listed on the New York Stock Exchange under the symbol “CVI.” Icahn Enterprises L.P. and its affiliates (“IEP”) owned approximately 71% of the Company’s outstanding common stock as of March 31, 2023. CVR Partners, LP Interest Holders - As of March 31, 2023, public common unitholders held approximately 63% of CVR Partners’ outstanding common units and CVR Services, LLC (“CVR Services”), a wholly-owned subsidiary of CVR Energy, held the remaining approximately 37% of CVR Partners’ outstanding common units. In addition, CVR Services held 100% of the interest in CVR Partners’ general partner, CVR GP, LLC (“CVR GP”), which held a non-economic general partner interest in CVR Partners as of March 31, 2023. The noncontrolling interest reflected on the condensed consolidated balance sheets of CVR is only impacted by the net income of, and distributions from, CVR Partners. Unit Repurchase Program - On May 6, 2020, the board of directors of CVR Partners’ general partner (the “UAN GP Board”), on behalf of CVR Partners, authorized a unit repurchase program (the “Unit Repurchase Program”), which was increased on February 22, 2021. The Unit Repurchase Program, as increased, authorized CVR Partners to repurchase up to $20 million of the CVR Partners’ common units. During the three months ended March 31, 2023, CVR Partners had no common unit repurchases. During 2022, CVR Partners repurchased 111,695 common units on the open market in accordance with a repurchase agreement under Rules 10b5-1 and 10b-18 of the Securities Exchange Act of 1934, as amended, at a cost of $12 million, exclusive of transaction costs, or an average price of $110.98 per common unit. As of March 31, 2023, CVR Partners, considering all repurchases made since inception of the Unit Repurchase Program, had a nominal authorized amount remaining under the Unit Repurchase Program. This Unit Repurchase Program does not obligate CVR Partners to acquire any common units and may be cancelled, modified, or terminated by the UAN GP Board at any time. As a result of these repurchases, and the resulting change in CVR Energy’s ownership of CVR Partners while maintaining control, CVR Energy recognized a decrease of $2 million to additional paid-in capital from the reduction of noncontrolling interests totaling $3 million and the related reduction of a deferred tax liability totaling $1 million from changes in its book versus tax basis in CVR Partners as of December 31, 2022. Section 45Q Transaction - We believe that certain carbon oxide capture and sequestration activities conducted at or in connection with the Coffeyville Fertilizer Facility qualify under the Internal Revenue Service (“IRS”) safe harbor described in Revenue Procedure 2020-12 for certain tax credits available to joint ventures under Section 45Q of the Internal Revenue Code of 1986, as amended (“Section 45Q Credits”). In January 2023, CVR Partners and its subsidiary, Coffeyville Resources Nitrogen Fertilizer, LLC (“CRNF”), entered into a series of agreements with CapturePoint LLC, an unaffiliated Texas limited liability company, and certain unaffiliated third-party investors intended to qualify under the IRS safe harbor described in Revenue Procedure 2020-12 for certain joint ventures that are eligible to claim Section 45Q Credits and allow us to monetize Section 45Q Credits we expect to generate from January 6, 2023 until March 31, 2030 (the “45Q Transaction”). Among other items, the 45Q Transaction resulted in the creation of CVR-CapturePoint Parent LLC, which was accounted for by CVR Partners as an equity-method investment. Refer to Note 5 (“Equity Method Investments”) for further discussion. In January 2023, we received an initial distribution, net of expenses, of approximately $18.1 million and could receive up to an additional $60 million in payments through March 31, 2030, if certain carbon oxide capture and sequestration milestones are met, subject to the terms of the applicable agreements. The foregoing description of the applicable agreements do not purport to be complete and is qualified in its entirety by the terms of the relevant agreements, which are filed herewith. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | (2) Basis of Presentation The accompanying condensed consolidated financial statements, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), include the accounts of the Company and its majority-owned direct and indirect subsidiaries. All intercompany accounts and transactions have been eliminated. Accordingly, certain notes and other information have been condensed or omitted from the condensed consolidated financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the December 31, 2022 audited consolidated financial statements and notes thereto included in CVR Energy’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”). Our condensed consolidated financial statements include the consolidated results of CVR Partners, which is defined as a variable interest entity (“VIE”). In the opinion of the Company’s management, the accompanying condensed consolidated financial statements reflect all adjustments that are necessary for fair presentation of the financial position and results of operations of the Company for the periods presented. Such adjustments are of a normal recurring nature, unless otherwise disclosed. The condensed consolidated financial statements are prepared in conformity with GAAP, which requires management to make certain estimates and assumptions that affect the reported amounts and disclosure of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Results of operations and cash flows for the interim periods presented are not necessarily indicative of the results that will be realized for the year ending December 31, 2023 or any other interim or annual period. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | (3) Inventories Inventories consisted of the following: (in millions) March 31, 2023 December 31, 2022 Finished goods $ 267 $ 297 Raw materials 214 206 In-process inventories 39 35 Parts, supplies and other 89 86 Total inventories $ 609 $ 624 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | (4) Property, Plant and Equipment Property, plant and equipment consisted of the following: (in millions) March 31, 2023 December 31, 2022 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 4,685 4,626 Less: Accumulated depreciation and amortization (2,444) (2,379) Total property, plant and equipment, net $ 2,241 $ 2,247 During the three months ended March 31, 2023, the Company did not identify the existence of an impairment indicator for our long-lived asset groups as outlined under the FASB ASC Topic 360, Property, Plant, and Equipment . For the three months ended March 31, 2023 and 2022, depreciation and amortization expenses were $50 million and $53 million, respectively. |
Equity Method Investments
Equity Method Investments | 3 Months Ended |
Mar. 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | (5) Equity Method Investments We have the following investments which have applied the equity method of accounting: • CVR-CapturePoint Parent, LLC (“CVRP JV”) - Through our subsidiaries, and in connection with the 45Q Transaction, we received 50% interest in CVRP JV in connection with a modification to a carbon oxide contract (“CO Contract”) with a customer. We applied the VIE model under FASB ASC Topic 810, Consolidation, to our variable interest in CVRP JV and determined that CVRP JV is a VIE. While we concluded we are not the primary beneficiary of CVRP JV, we do have significant influence over CVRP JV’s operating and financial policies and, therefore, apply the equity method of accounting for our investment in CVRP JV. We will defer the recognition of the noncash consideration received and expect to recognize such revenue as the performance obligation associated with the CO Contract is satisfied. Refer to Note 9 (“Revenue”) for further discussion. We have elected to record our share of the earnings or loss of CVRP JV one quarter in arrears. Distributions received from CVRP JV will reduce our equity method investment and will be recorded in the period in which they are received. The investment in CVRP JV is presented within Other long-term assets on our condensed consolidated financial statements. • Enable South Central Pipeline, LLC (“Enable JV”) - Through our subsidiaries, we own a 40% interest in Enable JV, which operates a 12-inch 26-mile crude oil pipeline with a capacity of approximately 20,000 barrels per day that is connected to the Wynnewood Refinery. The remaining interest in Enable JV is owned by a subsidiary of Energy Transfer LP, which also serves as the operator of the pipeline owned by the Enable JV. • Midway Pipeline, LLC (“Midway JV”) - Through our subsidiaries, we own a 50% interest in Midway JV, which operates a 16-inch 99-mile crude oil pipeline with a capacity of approximately 131,000 barrels per day which connects the Coffeyville Refinery to the Cushing, Oklahoma oil hub. The remaining interest in Midway JV is owned by Plains Pipeline, L.P. (in millions) CVRP JV Enable JV Midway JV Total Balance at December 31, 2022 $ — $ 5 $ 71 $ 76 CVRP JV inception 46 — — 46 Cash distributions (1) (19) (1) (2) (22) Equity income — 1 2 3 Balance at March 31, 2023 $ 27 $ 5 $ 71 $ 103 (1) Of the CVRP JV amount, approximately $1 million related to incremental costs associated with obtaining the CO Contract were capitalized and included in Prepaid expenses and other current assets and Other long-term assets in our condensed consolidated financial statements. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Leases | (6) Leases Lease Overview We lease certain pipelines, storage tanks, railcars, office space, land, and equipment across our refining, fertilizer, and corporate operations. Most of our leases include one or more renewal options to extend the lease term, which can be exercised at our sole discretion. Certain leases also include options to purchase the leased property. Certain of our lease agreements include rental payments which are adjusted periodically for factors such as inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Additionally, we do not have any material lessor or sub-leasing arrangements. Balance Sheet Summary as of March 31, 2023 and December 31, 2022 The following tables summarize the right-of-use (“ROU”) asset and lease liability balances for the Company’s operating and finance leases at March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in millions) Operating Leases Finance Leases Operating Leases Finance Leases ROU assets, net Pipeline and storage $ 15 $ 19 $ 16 $ 20 Railcars 10 — 11 — Real estate and other 16 14 13 15 Lease liability Pipelines and storage 15 31 16 32 Railcars 10 — 11 — Real estate and other 16 16 13 16 Lease Expense Summary for the Three Months Ended March 31, 2023 and 2022 We recognize lease expense on a straight-line basis over the lease term and short-term lease expense within Direct operating expenses (exclusive of depreciation and amortization). For the three months ended March 31, 2023 and 2022, we recognized lease expense comprised of the following components: Three Months Ended (in millions) 2023 2022 Operating lease expense $ 4 $ 4 Finance lease expense: Amortization of ROU asset 1 2 Interest expense on lease liability 1 1 Short-term lease expense 2 2 Lease Terms and Discount Rates The following outlines the remaining lease terms and discount rates used in the measurement of the Company’s ROU assets and lease liabilities: March 31, 2023 December 31, 2022 Operating Leases Finance Leases Operating Leases Finance Leases Weighted-average remaining lease term 4.0 years 6.0 years 4.1 years 6.3 years Weighted-average discount rate 5.4 % 9.1 % 5.2 % 9.0 % Maturities of Lease Liabilities The following summarizes the remaining minimum lease payments through maturity of the Company’s lease liabilities at March 31, 2023: (in millions) Operating Leases Finance Leases Remainder of 2023 $ 13 $ 8 2024 13 10 2025 8 10 2026 6 10 2027 3 10 Thereafter 3 13 Total lease payments 46 61 Less: imputed interest (5) (14) Total lease liability $ 41 $ 47 On February 21, 2022, CRNF entered into the First Amendment to the On-Site Product Supply Agreement with Messer LLC (“Messer”), which amended the July 31, 2020 On-Site Product Supply Agreement (as amended, the “Messer Agreement”). Under the Messer Agreement, among other obligations, Messer is obligated to supply oxygen and make certain capital improvements during the term of the Messer Agreement, and CRNF is obligated to take as available and pay for oxygen from Messer’s facility. This arrangement for CRNF’s purchase of oxygen from Messer does not meet the definition of a lease under FASB ASC Topic 842, Leases (“Topic 842”), as CRNF does not expect to receive substantially all of the output, which includes oxygen, nitrogen, and compressed air, of Messer’s on-site production from its air separation unit over the life of the Messer Agreement. The Messer Agreement also obligates Messer to install a new oxygen storage vessel, related equipment and infrastructure (“Oxygen Storage Vessel” or “Vessel”) to be used solely by the Coffeyville Fertilizer Facility. The arrangement for the use of the Oxygen Storage Vessel meets the definition of a lease under Topic 842, as CRNF will receive all output associated with the Vessel. Based on terms outlined in the Messer Agreement, the Company expects the lease of the Oxygen Storage Vessel to be classified as a financing lease with an estimated amount within the range of $20 million to $25 million being capitalized upon lease commencement when the Vessel is placed in service, which is currently expected to happen within the next 12 months. |
Leases | (6) Leases Lease Overview We lease certain pipelines, storage tanks, railcars, office space, land, and equipment across our refining, fertilizer, and corporate operations. Most of our leases include one or more renewal options to extend the lease term, which can be exercised at our sole discretion. Certain leases also include options to purchase the leased property. Certain of our lease agreements include rental payments which are adjusted periodically for factors such as inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Additionally, we do not have any material lessor or sub-leasing arrangements. Balance Sheet Summary as of March 31, 2023 and December 31, 2022 The following tables summarize the right-of-use (“ROU”) asset and lease liability balances for the Company’s operating and finance leases at March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in millions) Operating Leases Finance Leases Operating Leases Finance Leases ROU assets, net Pipeline and storage $ 15 $ 19 $ 16 $ 20 Railcars 10 — 11 — Real estate and other 16 14 13 15 Lease liability Pipelines and storage 15 31 16 32 Railcars 10 — 11 — Real estate and other 16 16 13 16 Lease Expense Summary for the Three Months Ended March 31, 2023 and 2022 We recognize lease expense on a straight-line basis over the lease term and short-term lease expense within Direct operating expenses (exclusive of depreciation and amortization). For the three months ended March 31, 2023 and 2022, we recognized lease expense comprised of the following components: Three Months Ended (in millions) 2023 2022 Operating lease expense $ 4 $ 4 Finance lease expense: Amortization of ROU asset 1 2 Interest expense on lease liability 1 1 Short-term lease expense 2 2 Lease Terms and Discount Rates The following outlines the remaining lease terms and discount rates used in the measurement of the Company’s ROU assets and lease liabilities: March 31, 2023 December 31, 2022 Operating Leases Finance Leases Operating Leases Finance Leases Weighted-average remaining lease term 4.0 years 6.0 years 4.1 years 6.3 years Weighted-average discount rate 5.4 % 9.1 % 5.2 % 9.0 % Maturities of Lease Liabilities The following summarizes the remaining minimum lease payments through maturity of the Company’s lease liabilities at March 31, 2023: (in millions) Operating Leases Finance Leases Remainder of 2023 $ 13 $ 8 2024 13 10 2025 8 10 2026 6 10 2027 3 10 Thereafter 3 13 Total lease payments 46 61 Less: imputed interest (5) (14) Total lease liability $ 41 $ 47 On February 21, 2022, CRNF entered into the First Amendment to the On-Site Product Supply Agreement with Messer LLC (“Messer”), which amended the July 31, 2020 On-Site Product Supply Agreement (as amended, the “Messer Agreement”). Under the Messer Agreement, among other obligations, Messer is obligated to supply oxygen and make certain capital improvements during the term of the Messer Agreement, and CRNF is obligated to take as available and pay for oxygen from Messer’s facility. This arrangement for CRNF’s purchase of oxygen from Messer does not meet the definition of a lease under FASB ASC Topic 842, Leases (“Topic 842”), as CRNF does not expect to receive substantially all of the output, which includes oxygen, nitrogen, and compressed air, of Messer’s on-site production from its air separation unit over the life of the Messer Agreement. The Messer Agreement also obligates Messer to install a new oxygen storage vessel, related equipment and infrastructure (“Oxygen Storage Vessel” or “Vessel”) to be used solely by the Coffeyville Fertilizer Facility. The arrangement for the use of the Oxygen Storage Vessel meets the definition of a lease under Topic 842, as CRNF will receive all output associated with the Vessel. Based on terms outlined in the Messer Agreement, the Company expects the lease of the Oxygen Storage Vessel to be classified as a financing lease with an estimated amount within the range of $20 million to $25 million being capitalized upon lease commencement when the Vessel is placed in service, which is currently expected to happen within the next 12 months. |
Other Current Liabilities
Other Current Liabilities | 3 Months Ended |
Mar. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Other Current Liabilities | (7) Other Current Liabilities Other current liabilities were as follows: (in millions) March 31, 2023 December 31, 2022 Accrued Renewable Fuel Standards (“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 — 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 |
Long-Term Debt and Finance Leas
Long-Term Debt and Finance Lease Obligations | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Finance Lease Obligations | (8) Long-Term Debt and Finance Lease Obligations Long-term debt and finance lease obligations consisted of the following: (in millions) March 31, 2023 December 31, 2022 CVR Partners: 6.125% Senior Secured Notes, due June 2028 $ 550 $ 550 Unamortized discount and debt issuance costs (3) (3) Total CVR Partners debt 547 547 CVR Refining, LP (“CVR Refining”): Finance lease obligations, net of current portion 41 42 Total CVR Refining finance lease obligations, net of current portion 41 42 CVR Energy: 5.25% Senior Notes, due February 2025 600 600 5.75% Senior Notes, due February 2028 400 400 Unamortized debt issuance costs (4) (4) Total CVR Energy debt 996 996 Total long-term debt and finance lease obligations, net of current portion 1,584 1,585 Current portion of finance lease obligations 6 6 Total long-term debt and finance lease obligations, including current portion $ 1,590 $ 1,591 Credit Agreements (in millions) Total Available Borrowing Capacity Amount Borrowed as of March 31, 2023 Outstanding Letters of Credit Available Capacity as of March 31, 2023 Maturity Date CVR Partners: Asset Based (“Nitrogen Fertilizer ABL”) Credit Agreement $ 35 $ — $ — $ 35 September 30, 2024 CVR Refining: Amended and Restated Asset Based (“Petroleum ABL”) Credit Agreement $ 275 $ — $ 20 $ 255 June 30, 2027 Covenant Compliance The Company and its subsidiaries were in compliance with all covenants under their respective debt instruments as of March 31, 2023. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | (9) Revenue The following tables present the Company’s revenue disaggregated by major product, which include a reconciliation of the disaggregated revenue by the Company’s reportable segments: Three Months Ended March 31, 2023 (in millions) Petroleum Segment (1) Nitrogen Fertilizer Segment Other / Eliminations Consolidated Gasoline $ 1,010 $ — $ — $ 1,010 Distillates (2) 919 — 48 967 Ammonia — 38 — 38 UAN — 164 — 164 Other urea products — 8 — 8 Freight revenue (3) 3 11 — 14 Other (4) 33 5 19 57 Revenue from product sales 1,965 226 67 2,258 Crude oil sales 28 — — 28 Total revenue $ 1,993 $ 226 $ 67 $ 2,286 Three Months Ended March 31, 2022 (in millions) Petroleum Segment (1) Nitrogen Fertilizer Segment Other / Eliminations Consolidated Gasoline $ 1,104 $ — $ — $ 1,104 Distillates (2) 962 — — 962 Ammonia — 42 — 42 UAN — 160 — 160 Other urea products — 9 — 9 Freight revenue (3) 4 9 — 13 Other (4) 78 3 (4) 77 Revenue from product sales 2,148 223 (4) 2,367 Crude oil sales 5 — — 5 Other revenue 1 — — 1 Total revenue $ 2,154 $ 223 $ (4) $ 2,373 (1) The Petroleum Segment may incur broker commissions or transportation costs prior to the transfer on certain sales. The broker costs are expensed since the contract durations are less than one year. Transportation costs are accounted for as fulfillment costs and are expensed as incurred. (2) Distillates consist primarily of diesel fuel, kerosene, jet fuel, and renewable fuels activity. (3) Freight revenue recognized by the Petroleum Segment is primarily tariff and line loss charges rebilled to customers to reimburse the Petroleum Segment for expenses incurred from a pipeline operator. Freight revenue recognized by the Nitrogen Fertilizer Segment represents the pass-through finished goods delivery costs incurred prior to customer acceptance and is reimbursed by customers. An offsetting expense for freight is included in Cost of materials and other. (4) Other revenue for the Petroleum Segment consists primarily of (i) renewable fuels, feedstock, and asphalt sales, and (ii) pipeline and processing fees. For the Nitrogen Fertilizer Segment, other revenue includes revenue (i) from nitric acid sales and (ii) in connection with the 45Q Transaction, from carbon oxide sales and the noncash consideration received, which is recognized as the performance obligation associated with the CO Contract is satisfied over its term of 7 years, 3 months. Revenue from the CO Contract is recognized over time based on carbon oxide volumes measured at delivery. Remaining Performance Obligations We have spot and term contracts with customers and the transaction prices are either fixed or based on market indices (variable consideration). We do not disclose remaining performance obligations for contracts that have terms of one year or less and for contracts where the variable consideration was entirely allocated to an unsatisfied performance obligation. As of March 31, 2023, these contracts have a remaining duration of less than three years. As of March 31, 2023, the Nitrogen Fertilizer Segment had approximately $3 million of remaining performance obligations for contracts with an original expected duration of more than one year. The Nitrogen Fertilizer Segment expects to recognize the majority of these performance obligations as revenue by the end of 2023 and the remaining nominal balance during 2024. Contract Balances A summary of the Nitrogen Fertilizer Segment’s deferred revenue activity during the three months ended March 31, 2023 is presented below: (in millions) Balance at December 31, 2022 $ 48 Add: New prepay contracts entered into during the period 13 Noncash consideration received as part of the 45Q Transaction 46 Less: Revenue recognized that was included in the contract liability balance at the beginning of the period (12) Revenue recognized related to contracts entered into during the period (10) Revenue recognized related to noncash consideration (2) Total deferred revenue 83 Less current portion of deferred revenue (45) Total long-term deferred revenue $ 38 |
Derivative Financial Instrument
Derivative Financial Instruments and Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments, Investments and Fair Value Measurements | (10) Derivative Financial Instruments and Fair Value Measurements Derivative Financial Instruments The following outlines the net notional buy (sell) position of our commodity derivative instruments held as of March 31, 2023 and December 31, 2022: (in thousands of barrels) Commodity March 31, 2023 December 31, 2022 Forwards Crude (250) 373 Swaps NYMEX Diesel Cracks (6,315) — Swaps NYMEX RBOB Cracks (3,000) — Swaps NYMEX 2-1-1 Cracks (6,000) — Futures Crude (300) (150) Futures ULSD (60) (215) Futures Soybean (224) (109) As of March 31, 2023, the Petroleum Segment had open fixed-price commitments to purchase a net amount of 43 million RINs. The following outlines the realized and unrealized gains (losses) incurred from derivative activities, all of which were recorded in Cost of materials and other on the condensed consolidated statements of operations: Three Months Ended (in millions) 2023 2022 Forwards $ 8 $ 9 Swaps 29 2 Futures 8 (9) Total gain on derivatives, net $ 45 $ 2 Offsetting Assets and Liabilities The following outlines the condensed consolidated balance sheet line items that include our derivative financial instruments and the effect of the collateral netting. Such amounts are presented on a gross basis, before the effects of collateral netting. The Company elected to offset the derivative assets and liabilities with the same counterparty on a net basis when the legal right of offset exists. March 31, 2023 December 31, 2022 Derivatives Collateral Netting Net Value Derivatives Collateral Netting Net Value (in millions) Assets Liabilities Assets Liabilities Prepaid expenses and other current assets $ 29 $ — $ — $ 29 $ — $ (1) $ 1 $ — Other current liabilities — (3) 2 (1) — (4) — (4) At March 31, 2023 and December 31, 2022, the Company had $13 million and $7 million of collateral under master netting arrangements not offset against the derivatives within Prepaid expenses and other current assets on the condensed consolidated balance sheets, respectively, primarily related to initial margin requirements. Our derivative instruments may contain credit risk-related contingent provisions associated with our credit ratings. If our credit rating were to be downgraded, it would allow the counterparty to require us to post collateral or to request immediate, full settlement of derivative instruments in liability positions. There were no derivatives with credit risk-related contingent provisions that were in a liability position as of March 31, 2023 and December 31, 2022. Fair Value Measurements The following tables set forth the assets and liabilities measured or disclosed at fair value on a recurring basis, by input level, as of March 31, 2023 and December 31, 2022: March 31, 2023 (in millions) Level 1 Level 2 Level 3 Total Location and description Prepaid expenses and other current assets (derivative financial instruments) $ — $ 29 $ — $ 29 Total assets $ — $ 29 $ — $ 29 Other current liabilities (RFS obligations) $ — $ (582) $ — $ (582) Other current liabilities (derivative financial instruments) — (1) — (1) Long-term debt and finance lease obligations, net of current portion (long-term debt) — (1,388) — (1,388) Total liabilities $ — $ (1,971) $ — $ (1,971) December 31, 2022 (in millions) Level 1 Level 2 Level 3 Total Location and description Other current liabilities (commodity derivatives) $ — $ (4) $ — $ (4) Other current liabilities (RFS obligations) — (692) — (692) Long-term debt and finance lease obligations, net of current portion (long-term debt) — (1,394) — (1,394) Total liabilities $ — $ (2,090) $ — $ (2,090) As of March 31, 2023 and December 31, 2022, the only financial assets and liabilities that are measured at fair value on a recurring basis are the Company’s derivative instruments, and the RFS obligations. The estimated fair value of cash equivalents, including amounts invested in short-term money market funds, and restricted cash approximate their carrying amounts. The Petroleum Segment’s commodity derivative contracts and RFS obligations, which use fair value measurements and are valued using broker quoted market prices of similar instruments, are considered Level 2 inputs. During the three months ended March 31, 2023, CVR Partners performed a non-recurring fair value measurement of the equity interest received as part of the 45Q Transaction. Such valuation used a combination of the market approach and the discounted cash flow methodology with key inputs including the discount rate, contractual and expected future cash flows, and market multiples. CVR Partners determined the estimated fair value of the consideration received to be $46 million, which is a non-recurring Level 3 measurement, as defined by FASB ASC Topic 820, Fair Value Measurements , based on the use of CVR Partners’ own assumptions described above. The Company had no transfers of assets or liabilities between any of the above levels during the three months ended March 31, 2023 and year ended December 31, 2022. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | (11) Share-Based Compensation A summary of compensation expense during the three months ended March 31, 2023 and 2022 is presented below: Three Months Ended (in millions) 2023 2022 CVR Partners - Phantom Unit Awards $ 2 $ 14 Incentive Unit Awards 7 11 Total share-based compensation expense $ 9 $ 25 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (12) Commitments and Contingencies Except as described below, there have been no material changes in the Company’s commitments and contingencies from those disclosed in the 2022 Form 10-K. In the ordinary course of business, the Company may become party to lawsuits, administrative proceedings, and governmental investigations, including environmental, regulatory, and other matters. The outcome of these matters cannot always be predicted accurately, but the Company accrues liabilities for these matters if the Company has determined that it is probable a loss has been incurred and the loss can be reasonably estimated. While it is not possible to predict the outcome of such proceedings, if one or more of them were decided against us, the Company believes there would be no material impact to its consolidated financial statements. The Company continues to monitor its contractual arrangements and customer, vendor, and supplier relationships to determine whether and to what extent, if any, the impacts of the Russia-Ukraine conflict, the current global and domestic economic environment, including increasing interest rates and inflation or a potential recession, or ongoing crude oil, refined product, or utility price volatility will impair or excuse the performance of the Company or its subsidiaries or their customers, vendors, or suppliers under existing agreements. As of March 31, 2023, the Company had not experienced a material financial impact from any actual or threatened impairment of or excuse in its or others’ performance under such agreements. Crude Oil Supply Agreement Effective on August 4, 2021, an indirect, wholly owned subsidiary of CVR Refining entered into the Second Amended and Restated Crude Oil Supply Agreement (the “Crude Oil Supply Agreement”) with Vitol Inc. (“Vitol”), which superseded, in its entirety, the August 31, 2012 Amended and Restated Crude Oil Supply Agreement between the parties. Under the Crude Oil Supply Agreement, Vitol supplies the Petroleum Segment with crude oil and intermediation logistics helping to reduce the amount of inventory held at certain locations and mitigate crude oil pricing risk. Volumes contracted under the Crude Oil Supply Agreement, as a percentage of the total crude oil purchases (in barrels), were approximately 31% and 39% for the three months ended March 31, 2023 and 2022, respectively. The Crude Oil Supply Agreement, which currently extends through December 31, 2023, automatically renews for successive one-year terms (each such term, a “Renewal Term”) unless either party provides the other with notice of non-renewal at least 180 days prior to expiration of the term or any Renewal Term. 45Q Transaction Under the agreements entered in connection with the 45Q Transaction, the Company’s subsidiary CRNF is obligated to meet certain minimum quantities of carbon oxide supply each year during the term of the agreement and is subject to fees of up to $15 million per year (reduced pro rata for partial years) to the unaffiliated third-party investors, subject to an overall $45 million cap, if these minimum quantities are not delivered. CVR Partners issued a guarantee to the unaffiliated third-party investors and certain affiliates involved in the 45Q Transaction of the payment and performance obligations of CRNF and CVRP JV, which include the aforementioned fees. This guarantee has no impacts on the accounting records of CVR Partners unless the parties fail to comply with the terms of the 45Q Transaction contracts. Renewable Fuel Standards The Petroleum Segment’s subsidiaries that are subject to the RFS (collectively, the “obligated-party subsidiaries”) implemented by the Environmental Protection Agency (the “EPA”), which requires refiners to either blend renewable fuels into their transportation fuels or purchase renewable fuel credits, known as RINs, in lieu of blending. The Petroleum Segment’s obligated-party subsidiaries are not able to blend the majority of their transportation fuels and must either purchase RINs or obtain waiver credits for cellulosic biofuels, or other exemptions from the EPA, in order to comply with the RFS. Additionally, the Petroleum Segment’s obligated-party subsidiaries purchase RINs generated from our renewable diesel operations, whose operating results are not included in either of our reportable segments, to partially satisfy their RFS obligations. The Company’s obligated-party subsidiaries recognized a benefit of approximately of $11 million and an expense of $107 million for the three months ended March 31, 2023 and 2022, respectively, for its compliance with the RFS (based on the 2020, 2021 and 2022 renewable volume obligation (“RVO”), for the respective periods, excluding the impacts of any exemptions or waivers to which the Company may be entitled). The recognized amounts are included within Cost of materials and other in the condensed consolidated statements of operations and represent costs to comply with the RFS obligation through purchasing of RINs not otherwise reduced by blending of ethanol, biodiesel, or renewable diesel. At each reporting period, to the extent RINs purchased and generated through blending are less than the RFS obligation (excluding the impact of exemptions or waivers to which the Company may be entitled), the remaining position is valued using RIN market prices at period end. As of March 31, 2023 and December 31, 2022, the Company’s obligated-party subsidiaries’ RFS positions were approximately $582 million and $692 million, respectively, and are recorded in Other current liabilities in the condensed consolidated balance sheets. Litigation Call Option Coverage Case – On November 28, 2022, the 434 th Judicial District Court of Fort Bend County, Texas granted summary judgment in favor of the primary and excess insurers (the “Insurers”) of the Company and certain of its affiliates (the “Call Defendants”) in the Insurers’ declaratory judgment action seeking determination that the Insurers owe no indemnity coverage in relation to insurance policies that have coverage limits of $50 million for settlement of the lawsuits filed by purported former unitholders of CVR Refining on behalf of themselves and an alleged class of similarly situated unitholders against the Call Defendants relating to the Company’s exercise of the call option under the CVR Refining Amended and Restated Agreement of Limited Partnership assigned to it by CVR Refining’s general partner, which settlement was entered into by the parties in August 2022 and approved by the Delaware Court of Chancery in December 2022. The Company intends to appeal the grant of summary judgment while it concurrently pursues its claims against the Insurers it filed in October 2022 in the Superior Court of the State of Delaware (the “Superior Court”) alleging breach of contract and breach of the implied covenant of good faith and fair dealing against their primary and excess insurers relating to their denial of coverage of the Call Defendants’ defense expenses and indemnity, as well as other conduct of the Insurers relating to the Call Option Lawsuits. On January 3, 2023, the Superior Court granted the Call Defendants’ motion for leave to amend its complaint to seek recovery from the Insurers of all of the amounts paid in settlement of the Call Option Lawsuits. As our potential appeal of the Texas court decision and our Superior Court lawsuit are in their early stages, the Company cannot determine at this time the outcome of these lawsuits, including whether the outcome would have a material impact on the Company’s financial position, results of operations, or cash flows. RFS Disputes – The Company has filed a number of petitions in the United States Court of Appeals for the Fifth Circuit (the “Fifth Circuit”) and the United States Court of Appeals for the District of Colombia Circuit challenging the EPA’s denial of small refinery exemptions sought by Wynnewood Refining Company, LLC (“WRC”) for the 2017 through 2021 compliance periods (the “SRE Denial”), the EPA’s April 2022 and June 2022 alternate compliance rulings and the EPA’s Final Rule filed in July 2022 establishing RVO, and also intervened in an action filed by certain biofuels producers relating to the RFS. In March 2023, the Fifth Circuit granted WRC’s motion to stay enforcement of the RFS against WRC pending resolution of its claims relating to the SRE Denial. As each of these proceedings is in its preliminary stages, the Company cannot determine at this time the outcomes of these matters. While we intend to prosecute these actions vigorously, if these matters are ultimately concluded in a manner adverse to the Company, they could have a material effect on the Company’s financial position, results of operations, or cash flows. Environmental, Health, and Safety (“EHS”) Matters Clean Air Act Matter - In August 2022, the United States Court of Appeals for the Tenth Circuit (the “Tenth Circuit”) granted CRRM’s motion to stay its appeal of the March 30, 2022 decision of the United States District Court for the District of Kansas (“D. Kan.”) denying CRRM’s petition for judicial review of approximately $6.8 million in stipulated penalties (the “Stipulated Claims”) being sought by the United States (on behalf of the EPA) and the State of Kansas, acting by and through the Kansas Department of Health and Environment (“KDHE”) (collectively, the “CAA Plaintiffs”) for alleged violations of the Clean Air Act (the “CAA”) and a 2012 Consent Decree between CRRM, the United States (on behalf of the EPA) and KDHE at CRRM’s Coffeyville refinery, primarily relating to flares. In December 2022, the Tenth Circuit lifted the stay, but CRRM and the CAA Plaintiffs have since agreed to mediate the Stipulated Claims before the Tenth Circuit. CRRM previously deposited funds into a commercial escrow account relating to the Stipulated Claims, and such funds are legally restricted for use and are included within Prepaid expenses and other current assets on the condensed consolidated balance sheets. The separate lawsuit filed by the CAA Plaintiffs in the D. Kan., alleging violations of the CAA, the Kansas State Implementation Plan, Kansas law, 40 C.F.R. Parts 60 and 63, and CRRM’s permits relating to flares, heaters, and related matters and seeking civil penalties, injunctive and related relief (collectively, the “Statutory Claims”), remains ongoing. In October 2022, the D. Kan. granted CRRM’s motion to dismiss KDHE’s demand for state law civil penalties but denied its motion to dismiss other Statutory Claims. In March 2023, the D. Kan. granted KDHE’s motion to file a second amended supplemental complaint to add claims for injunctive relief under state law. KDHE filed the second amended supplemental complaint in April 2023. CRRM and the CAA Plaintiffs have agreed to mediate the Statutory Claims together with the Stipulated Claims before the Tenth Circuit, which mediation is expected to commence in May 2023. As negotiations and proceedings relating to the Stipulated Claims and the Statutory Claims are ongoing, the Company cannot determine at this time the outcome of these matters, including whether such outcome, or any subsequent enforcement or litigation relating thereto would have a material impact on the Company’s financial position, results of operations, or cash flows. |
Business Segments
Business Segments | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Business Segments | (13) Business Segments CVR Energy’s revenues are primarily derived from two reportable segments: the Petroleum Segment and the Nitrogen Fertilizer Segment. The Company evaluates the performance of its segments based primarily on segment operating income (loss) and Earnings Before Interest, Taxes, Depreciation, and Amortization (“EBITDA”). For the purposes of the business segments disclosure, the Company presents operating income (loss) as it is the most comparable measure to the amounts presented on the condensed consolidated statements of operations. The other amounts reflect activities associated with our renewable fuels business, intercompany eliminations, corporate cash and cash equivalents, income tax activities, and other corporate activities that are not allocated or aggregated to the reportable segments. The following table summarizes certain operating results and capital expenditures information by segment: Three Months Ended (in millions) 2023 2022 Net sales: Petroleum $ 1,993 $ 2,154 Nitrogen Fertilizer 226 223 Other, including intersegment eliminations (1) 67 (4) Total net sales $ 2,286 $ 2,373 Operating income (loss): Petroleum $ 237 $ 130 Nitrogen Fertilizer 109 104 Other, including intersegment eliminations (1) (16) (14) Total operating income (loss) 330 220 Interest expense, net (18) (24) Other income (expense), net 3 (9) Income before income tax expense $ 315 $ 187 Depreciation and amortization: Petroleum $ 46 $ 46 Nitrogen Fertilizer 15 19 Other (1) 7 2 Total depreciation and amortization $ 68 $ 67 Capital expenditures: (2) Petroleum $ 42 $ 19 Nitrogen Fertilizer 4 5 Other (1) 13 26 Total capital expenditures $ 59 $ 50 The following table summarizes total assets by segment: (in millions) March 31, 2023 December 31, 2022 Petroleum $ 4,114 $ 4,354 Nitrogen Fertilizer 1,116 1,100 Other, including intersegment eliminations (1) (1,022) (1,335) Total assets $ 4,208 $ 4,119 (1) Other includes amounts for the Wynnewood Refinery’s renewable feedstock pretreater project. (2) Capital expenditures are shown exclusive of capitalized turnaround expenditures. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | (14) Supplemental Cash Flow Information Cash flows related to income taxes, interest, leases and capital and turnaround expenditures included in accounts payable were as follows: Three Months Ended (in millions) 2023 2022 Supplemental disclosures: Cash paid for income taxes, net of refunds $ 4 $ — Cash paid for interest 29 30 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 4 4 Operating cash flows from finance leases 1 1 Financing cash flows from finance leases 1 1 Noncash investing and financing activities: Change in capital expenditures included in accounts payable (1) 4 24 Change in turnaround expenditures included in accounts payable 32 49 (1) Capital expenditures are shown exclusive of capitalized turnaround expenditures. Cash, cash equivalents and restricted cash consisted of the following: (in millions) March 31, 2023 December 31, 2022 Cash and cash equivalents $ 601 $ 510 Restricted cash (1) 7 7 Cash, cash equivalents and restricted cash $ 608 $ 517 (1) The restricted cash balance is included within Prepaid expenses and other current assets on the condensed consolidated balance sheets. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (15) Related Party Transactions Activity associated with the Company’s related party arrangements for the three months ended March 31, 2023 and 2022 is summarized below: Related Party Activity Three Months Ended (in millions) 2023 2022 Sales to related parties: CVRP JV CO Contract (1) $ 1 $ — Purchases from related parties: Enable Joint Venture Transportation Agreement 3 2 Midway Joint Venture Agreement (2) 6 5 Payments: Dividends (3) 36 — (1) Sales to related parties, included in Net sales in our condensed consolidated financial statements, consists of CO sales to a CVRP JV subsidiary. (2) Purchases from related parties, included in Cost of materials and other in our condensed consolidated financial statements, represents reimbursements for crude oil transportation services incurred on the Midway JV through Vitol as the intermediary purchasing agent. (3) See below for a summary of the dividends paid to IEP during the three months ended March 31, 2023 and year ended December 31, 2022. Dividends to CVR Energy Stockholders Dividends, if any, including the payment, amount and timing thereof, are determined in the discretion of CVR Energy’s board of directors (the “Board”). IEP, through its ownership of the Company’s common stock, is entitled to receive dividends that are declared and paid by the Company based on the number of shares held at each record date. The following tables present quarterly dividends, excluding any special dividends, paid to the Company’s stockholders, including IEP, during 2023 and 2022 (amounts presented in table below may not add to totals presented due to rounding): Quarterly Dividends Paid (in millions) Related Period Date Paid Quarterly Dividends Public Stockholders IEP Total 2022 - 4th Quarter March 13, 2023 $ 0.50 $ 15 $ 36 $ 50 Quarterly Dividends Paid (in millions) Related Period Date Paid Quarterly Dividends Public Stockholders IEP Total 2022 - 1st Quarter May 23, 2022 $ 0.40 $ 12 $ 28 $ 40 2022 - 2nd Quarter August 22, 2022 0.40 12 28 40 2022 - 3rd Quarter November 21, 2022 0.40 12 28 40 Total 2022 quarterly dividends $ 1.20 $ 35 $ 85 $ 121 No quarterly dividends were paid during the first quarter of 2022 related to the fourth quarter of 2021. On August 1, 2022 and October 31, 2022, the Company also declared special dividends of $2.60 and $1.00 per share, or $261 million and $101 million, respectively, which were paid on August 22, 2022 and November 21, 2022, respectively. Of these amounts, IEP received $185 million and $71 million, respectively, due to its ownership interest in the Company’s shares. For the first quarter of 2023, the Company, upon approval by the Board on May 1, 2023, declared a cash dividend of $0.50 per share, or $50 million, which is payable May 22, 2023 to shareholders of record as of May 15, 2023. Of this amount, IEP will receive $36 million due to its ownership interest in the Company’s shares. Distributions to CVR Partners’ Unitholders Distributions, if any, including the payment, amount and timing thereof, are subject to change at the discretion of the UAN GP Board. The following tables present quarterly distributions paid by CVR Partners to its unitholders, including amounts received by the Company, during 2023 and 2022 (amounts presented in tables below may not add to totals presented due to rounding): Quarterly Distributions Paid (in millions) Related Period Date Paid Quarterly Distributions Public CVR Energy Total 2022 - 4th Quarter March 13, 2023 $ 10.50 $ 70 $ 41 $ 111 Quarterly Distributions Paid (in millions) Related Period Date Paid Quarterly Distributions Public CVR Energy Total 2021 - 4th Quarter March 14, 2022 $ 5.24 $ 36 $ 20 $ 56 2022 - 1st Quarter May 23, 2022 2.26 15 9 24 2022 - 2nd Quarter August 22, 2022 10.05 67 39 106 2022 - 3rd Quarter November 21, 2022 1.77 12 7 19 Total 2022 quarterly distributions $ 19.32 $ 130 $ 75 $ 205 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying condensed consolidated financial statements, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), include the accounts of the Company and its majority-owned direct and indirect subsidiaries. All intercompany accounts and transactions have been eliminated. Accordingly, certain notes and other information have been condensed or omitted from the condensed consolidated financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the December 31, 2022 audited consolidated financial statements and notes thereto included in CVR Energy’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”). Our condensed consolidated financial statements include the consolidated results of CVR Partners, which is defined as a variable interest entity (“VIE”). In the opinion of the Company’s management, the accompanying condensed consolidated financial statements reflect all adjustments that are necessary for fair presentation of the financial position and results of operations of the Company for the periods presented. Such adjustments are of a normal recurring nature, unless otherwise disclosed. The condensed consolidated financial statements are prepared in conformity with GAAP, which requires management to make certain estimates and assumptions that affect the reported amounts and disclosure of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Results of operations and cash flows for the interim periods presented are not necessarily indicative of the results that will be realized for the year ending December 31, 2023 or any other interim or annual period. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of components of inventories | Inventories consisted of the following: (in millions) March 31, 2023 December 31, 2022 Finished goods $ 267 $ 297 Raw materials 214 206 In-process inventories 39 35 Parts, supplies and other 89 86 Total inventories $ 609 $ 624 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of property, plant and equipment | Property, plant and equipment consisted of the following: (in millions) March 31, 2023 December 31, 2022 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 4,685 4,626 Less: Accumulated depreciation and amortization (2,444) (2,379) Total property, plant and equipment, net $ 2,241 $ 2,247 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of equity method investments | (in millions) CVRP JV Enable JV Midway JV Total Balance at December 31, 2022 $ — $ 5 $ 71 $ 76 CVRP JV inception 46 — — 46 Cash distributions (1) (19) (1) (2) (22) Equity income — 1 2 3 Balance at March 31, 2023 $ 27 $ 5 $ 71 $ 103 (1) Of the CVRP JV amount, approximately $1 million related to incremental costs associated with obtaining the CO Contract were capitalized and included in Prepaid expenses and other current assets and Other long-term assets in our condensed consolidated financial statements. |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Summary of right of use asset and lease liability balances for operating and finance leases | The following tables summarize the right-of-use (“ROU”) asset and lease liability balances for the Company’s operating and finance leases at March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in millions) Operating Leases Finance Leases Operating Leases Finance Leases ROU assets, net Pipeline and storage $ 15 $ 19 $ 16 $ 20 Railcars 10 — 11 — Real estate and other 16 14 13 15 Lease liability Pipelines and storage 15 31 16 32 Railcars 10 — 11 — Real estate and other 16 16 13 16 |
Schedule of lease expense, lease terms, and discount rates | For the three months ended March 31, 2023 and 2022, we recognized lease expense comprised of the following components: Three Months Ended (in millions) 2023 2022 Operating lease expense $ 4 $ 4 Finance lease expense: Amortization of ROU asset 1 2 Interest expense on lease liability 1 1 Short-term lease expense 2 2 The following outlines the remaining lease terms and discount rates used in the measurement of the Company’s ROU assets and lease liabilities: March 31, 2023 December 31, 2022 Operating Leases Finance Leases Operating Leases Finance Leases Weighted-average remaining lease term 4.0 years 6.0 years 4.1 years 6.3 years Weighted-average discount rate 5.4 % 9.1 % 5.2 % 9.0 % |
Summary of remaining minimum lease payments for operating leases | The following summarizes the remaining minimum lease payments through maturity of the Company’s lease liabilities at March 31, 2023: (in millions) Operating Leases Finance Leases Remainder of 2023 $ 13 $ 8 2024 13 10 2025 8 10 2026 6 10 2027 3 10 Thereafter 3 13 Total lease payments 46 61 Less: imputed interest (5) (14) Total lease liability $ 41 $ 47 |
Summary of remaining minimum lease payments for finance leases | The following summarizes the remaining minimum lease payments through maturity of the Company’s lease liabilities at March 31, 2023: (in millions) Operating Leases Finance Leases Remainder of 2023 $ 13 $ 8 2024 13 10 2025 8 10 2026 6 10 2027 3 10 Thereafter 3 13 Total lease payments 46 61 Less: imputed interest (5) (14) Total lease liability $ 41 $ 47 |
Other Current Liabilities (Tabl
Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Summary of other current liabilities | Other current liabilities were as follows: (in millions) March 31, 2023 December 31, 2022 Accrued Renewable Fuel Standards (“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 — 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 |
Long-Term Debt and Finance Le_2
Long-Term Debt and Finance Lease Obligations (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt and finance lease obligations | Long-term debt and finance lease obligations consisted of the following: (in millions) March 31, 2023 December 31, 2022 CVR Partners: 6.125% Senior Secured Notes, due June 2028 $ 550 $ 550 Unamortized discount and debt issuance costs (3) (3) Total CVR Partners debt 547 547 CVR Refining, LP (“CVR Refining”): Finance lease obligations, net of current portion 41 42 Total CVR Refining finance lease obligations, net of current portion 41 42 CVR Energy: 5.25% Senior Notes, due February 2025 600 600 5.75% Senior Notes, due February 2028 400 400 Unamortized debt issuance costs (4) (4) Total CVR Energy debt 996 996 Total long-term debt and finance lease obligations, net of current portion 1,584 1,585 Current portion of finance lease obligations 6 6 Total long-term debt and finance lease obligations, including current portion $ 1,590 $ 1,591 Credit Agreements (in millions) Total Available Borrowing Capacity Amount Borrowed as of March 31, 2023 Outstanding Letters of Credit Available Capacity as of March 31, 2023 Maturity Date CVR Partners: Asset Based (“Nitrogen Fertilizer ABL”) Credit Agreement $ 35 $ — $ — $ 35 September 30, 2024 CVR Refining: Amended and Restated Asset Based (“Petroleum ABL”) Credit Agreement $ 275 $ — $ 20 $ 255 June 30, 2027 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenue disaggregated by major product | The following tables present the Company’s revenue disaggregated by major product, which include a reconciliation of the disaggregated revenue by the Company’s reportable segments: Three Months Ended March 31, 2023 (in millions) Petroleum Segment (1) Nitrogen Fertilizer Segment Other / Eliminations Consolidated Gasoline $ 1,010 $ — $ — $ 1,010 Distillates (2) 919 — 48 967 Ammonia — 38 — 38 UAN — 164 — 164 Other urea products — 8 — 8 Freight revenue (3) 3 11 — 14 Other (4) 33 5 19 57 Revenue from product sales 1,965 226 67 2,258 Crude oil sales 28 — — 28 Total revenue $ 1,993 $ 226 $ 67 $ 2,286 Three Months Ended March 31, 2022 (in millions) Petroleum Segment (1) Nitrogen Fertilizer Segment Other / Eliminations Consolidated Gasoline $ 1,104 $ — $ — $ 1,104 Distillates (2) 962 — — 962 Ammonia — 42 — 42 UAN — 160 — 160 Other urea products — 9 — 9 Freight revenue (3) 4 9 — 13 Other (4) 78 3 (4) 77 Revenue from product sales 2,148 223 (4) 2,367 Crude oil sales 5 — — 5 Other revenue 1 — — 1 Total revenue $ 2,154 $ 223 $ (4) $ 2,373 (1) The Petroleum Segment may incur broker commissions or transportation costs prior to the transfer on certain sales. The broker costs are expensed since the contract durations are less than one year. Transportation costs are accounted for as fulfillment costs and are expensed as incurred. (2) Distillates consist primarily of diesel fuel, kerosene, jet fuel, and renewable fuels activity. (3) Freight revenue recognized by the Petroleum Segment is primarily tariff and line loss charges rebilled to customers to reimburse the Petroleum Segment for expenses incurred from a pipeline operator. Freight revenue recognized by the Nitrogen Fertilizer Segment represents the pass-through finished goods delivery costs incurred prior to customer acceptance and is reimbursed by customers. An offsetting expense for freight is included in Cost of materials and other. (4) Other revenue for the Petroleum Segment consists primarily of (i) renewable fuels, feedstock, and asphalt sales, and (ii) pipeline and processing fees. For the Nitrogen Fertilizer Segment, other revenue includes revenue (i) from nitric acid sales and (ii) in connection with the 45Q Transaction, from carbon oxide sales and the noncash consideration received, which is recognized as the performance obligation associated with the CO Contract is satisfied over its term of 7 years, 3 months. Revenue from the CO Contract is recognized over time based on carbon oxide volumes measured at delivery. |
Summary of deferred revenue activity | A summary of the Nitrogen Fertilizer Segment’s deferred revenue activity during the three months ended March 31, 2023 is presented below: (in millions) Balance at December 31, 2022 $ 48 Add: New prepay contracts entered into during the period 13 Noncash consideration received as part of the 45Q Transaction 46 Less: Revenue recognized that was included in the contract liability balance at the beginning of the period (12) Revenue recognized related to contracts entered into during the period (10) Revenue recognized related to noncash consideration (2) Total deferred revenue 83 Less current portion of deferred revenue (45) Total long-term deferred revenue $ 38 |
Derivative Financial Instrume_2
Derivative Financial Instruments and Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of outstanding positions held | The following outlines the net notional buy (sell) position of our commodity derivative instruments held as of March 31, 2023 and December 31, 2022: (in thousands of barrels) Commodity March 31, 2023 December 31, 2022 Forwards Crude (250) 373 Swaps NYMEX Diesel Cracks (6,315) — Swaps NYMEX RBOB Cracks (3,000) — Swaps NYMEX 2-1-1 Cracks (6,000) — Futures Crude (300) (150) Futures ULSD (60) (215) Futures Soybean (224) (109) |
Schedule of gains (losses) on derivatives | The following outlines the realized and unrealized gains (losses) incurred from derivative activities, all of which were recorded in Cost of materials and other on the condensed consolidated statements of operations: Three Months Ended (in millions) 2023 2022 Forwards $ 8 $ 9 Swaps 29 2 Futures 8 (9) Total gain on derivatives, net $ 45 $ 2 |
Schedule of derivative offsetting assets | The following outlines the condensed consolidated balance sheet line items that include our derivative financial instruments and the effect of the collateral netting. Such amounts are presented on a gross basis, before the effects of collateral netting. The Company elected to offset the derivative assets and liabilities with the same counterparty on a net basis when the legal right of offset exists. March 31, 2023 December 31, 2022 Derivatives Collateral Netting Net Value Derivatives Collateral Netting Net Value (in millions) Assets Liabilities Assets Liabilities Prepaid expenses and other current assets $ 29 $ — $ — $ 29 $ — $ (1) $ 1 $ — Other current liabilities — (3) 2 (1) — (4) — (4) |
Schedule of derivative offsetting liabilities | The following outlines the condensed consolidated balance sheet line items that include our derivative financial instruments and the effect of the collateral netting. Such amounts are presented on a gross basis, before the effects of collateral netting. The Company elected to offset the derivative assets and liabilities with the same counterparty on a net basis when the legal right of offset exists. March 31, 2023 December 31, 2022 Derivatives Collateral Netting Net Value Derivatives Collateral Netting Net Value (in millions) Assets Liabilities Assets Liabilities Prepaid expenses and other current assets $ 29 $ — $ — $ 29 $ — $ (1) $ 1 $ — Other current liabilities — (3) 2 (1) — (4) — (4) |
Schedule of assets and liabilities measured at fair value on a recurring basis | The following tables set forth the assets and liabilities measured or disclosed at fair value on a recurring basis, by input level, as of March 31, 2023 and December 31, 2022: March 31, 2023 (in millions) Level 1 Level 2 Level 3 Total Location and description Prepaid expenses and other current assets (derivative financial instruments) $ — $ 29 $ — $ 29 Total assets $ — $ 29 $ — $ 29 Other current liabilities (RFS obligations) $ — $ (582) $ — $ (582) Other current liabilities (derivative financial instruments) — (1) — (1) Long-term debt and finance lease obligations, net of current portion (long-term debt) — (1,388) — (1,388) Total liabilities $ — $ (1,971) $ — $ (1,971) December 31, 2022 (in millions) Level 1 Level 2 Level 3 Total Location and description Other current liabilities (commodity derivatives) $ — $ (4) $ — $ (4) Other current liabilities (RFS obligations) — (692) — (692) Long-term debt and finance lease obligations, net of current portion (long-term debt) — (1,394) — (1,394) Total liabilities $ — $ (2,090) $ — $ (2,090) |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of share-based compensation expense | A summary of compensation expense during the three months ended March 31, 2023 and 2022 is presented below: Three Months Ended (in millions) 2023 2022 CVR Partners - Phantom Unit Awards $ 2 $ 14 Incentive Unit Awards 7 11 Total share-based compensation expense $ 9 $ 25 |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of operating results and capital expenditures information by segment | The following table summarizes certain operating results and capital expenditures information by segment: Three Months Ended (in millions) 2023 2022 Net sales: Petroleum $ 1,993 $ 2,154 Nitrogen Fertilizer 226 223 Other, including intersegment eliminations (1) 67 (4) Total net sales $ 2,286 $ 2,373 Operating income (loss): Petroleum $ 237 $ 130 Nitrogen Fertilizer 109 104 Other, including intersegment eliminations (1) (16) (14) Total operating income (loss) 330 220 Interest expense, net (18) (24) Other income (expense), net 3 (9) Income before income tax expense $ 315 $ 187 Depreciation and amortization: Petroleum $ 46 $ 46 Nitrogen Fertilizer 15 19 Other (1) 7 2 Total depreciation and amortization $ 68 $ 67 Capital expenditures: (2) Petroleum $ 42 $ 19 Nitrogen Fertilizer 4 5 Other (1) 13 26 Total capital expenditures $ 59 $ 50 The following table summarizes total assets by segment: (in millions) March 31, 2023 December 31, 2022 Petroleum $ 4,114 $ 4,354 Nitrogen Fertilizer 1,116 1,100 Other, including intersegment eliminations (1) (1,022) (1,335) Total assets $ 4,208 $ 4,119 (1) Other includes amounts for the Wynnewood Refinery’s renewable feedstock pretreater project. (2) Capital expenditures are shown exclusive of capitalized turnaround expenditures. |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of cash flows related to income taxes, interest, leases, capital expenditures, and deferred financing costs included in accounts payable, and non-cash dividends | Cash flows related to income taxes, interest, leases and capital and turnaround expenditures included in accounts payable were as follows: Three Months Ended (in millions) 2023 2022 Supplemental disclosures: Cash paid for income taxes, net of refunds $ 4 $ — Cash paid for interest 29 30 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 4 4 Operating cash flows from finance leases 1 1 Financing cash flows from finance leases 1 1 Noncash investing and financing activities: Change in capital expenditures included in accounts payable (1) 4 24 Change in turnaround expenditures included in accounts payable 32 49 (1) Capital expenditures are shown exclusive of capitalized turnaround expenditures. |
Schedule of cash and cash equivalents | Cash, cash equivalents and restricted cash consisted of the following: (in millions) March 31, 2023 December 31, 2022 Cash and cash equivalents $ 601 $ 510 Restricted cash (1) 7 7 Cash, cash equivalents and restricted cash $ 608 $ 517 (1) The restricted cash balance is included within Prepaid expenses and other current assets on the condensed consolidated balance sheets. |
Schedule of restricted cash | Cash, cash equivalents and restricted cash consisted of the following: (in millions) March 31, 2023 December 31, 2022 Cash and cash equivalents $ 601 $ 510 Restricted cash (1) 7 7 Cash, cash equivalents and restricted cash $ 608 $ 517 (1) The restricted cash balance is included within Prepaid expenses and other current assets on the condensed consolidated balance sheets. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | Activity associated with the Company’s related party arrangements for the three months ended March 31, 2023 and 2022 is summarized below: Related Party Activity Three Months Ended (in millions) 2023 2022 Sales to related parties: CVRP JV CO Contract (1) $ 1 $ — Purchases from related parties: Enable Joint Venture Transportation Agreement 3 2 Midway Joint Venture Agreement (2) 6 5 Payments: Dividends (3) 36 — (1) Sales to related parties, included in Net sales in our condensed consolidated financial statements, consists of CO sales to a CVRP JV subsidiary. (2) Purchases from related parties, included in Cost of materials and other in our condensed consolidated financial statements, represents reimbursements for crude oil transportation services incurred on the Midway JV through Vitol as the intermediary purchasing agent. (3) See below for a summary of the dividends paid to IEP during the three months ended March 31, 2023 and year ended December 31, 2022. |
Summary of dividends paid | The following tables present quarterly dividends, excluding any special dividends, paid to the Company’s stockholders, including IEP, during 2023 and 2022 (amounts presented in table below may not add to totals presented due to rounding): Quarterly Dividends Paid (in millions) Related Period Date Paid Quarterly Dividends Public Stockholders IEP Total 2022 - 4th Quarter March 13, 2023 $ 0.50 $ 15 $ 36 $ 50 Quarterly Dividends Paid (in millions) Related Period Date Paid Quarterly Dividends Public Stockholders IEP Total 2022 - 1st Quarter May 23, 2022 $ 0.40 $ 12 $ 28 $ 40 2022 - 2nd Quarter August 22, 2022 0.40 12 28 40 2022 - 3rd Quarter November 21, 2022 0.40 12 28 40 Total 2022 quarterly dividends $ 1.20 $ 35 $ 85 $ 121 |
Summary of distributions paid | The following tables present quarterly distributions paid by CVR Partners to its unitholders, including amounts received by the Company, during 2023 and 2022 (amounts presented in tables below may not add to totals presented due to rounding): Quarterly Distributions Paid (in millions) Related Period Date Paid Quarterly Distributions Public CVR Energy Total 2022 - 4th Quarter March 13, 2023 $ 10.50 $ 70 $ 41 $ 111 Quarterly Distributions Paid (in millions) Related Period Date Paid Quarterly Distributions Public CVR Energy Total 2021 - 4th Quarter March 14, 2022 $ 5.24 $ 36 $ 20 $ 56 2022 - 1st Quarter May 23, 2022 2.26 15 9 24 2022 - 2nd Quarter August 22, 2022 10.05 67 39 106 2022 - 3rd Quarter November 21, 2022 1.77 12 7 19 Total 2022 quarterly distributions $ 19.32 $ 130 $ 75 $ 205 |
Organization and Nature of Bu_2
Organization and Nature of Business (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Feb. 22, 2021 | |
Organization, Consolidation, and Presentation of Financial Statements [Line Items] | ||||
Recognition of deferred tax liability from change in book versus tax basis in CVR Partners | $ 1 | |||
CVRP JV | Collaborative Arrangement, Transaction with Party to Collaborative Arrangement and Third Party | ||||
Organization, Consolidation, and Presentation of Financial Statements [Line Items] | ||||
Collaborative arrangement, upfront proceeds received | $ 18.1 | |||
Collaborative arrangement, additional proceeds expected (up to) | $ 60 | |||
Additional Paid-In Capital | ||||
Organization, Consolidation, and Presentation of Financial Statements [Line Items] | ||||
Noncontrolling interest, decrease (increase) from redemptions or purchase of interests | 2 | |||
Noncontrolling Interest | ||||
Organization, Consolidation, and Presentation of Financial Statements [Line Items] | ||||
Noncontrolling interest, decrease (increase) from redemptions or purchase of interests | $ 3 | |||
CVR Partners | ||||
Organization, Consolidation, and Presentation of Financial Statements [Line Items] | ||||
Percentage of interest held by the public | 63% | |||
Stock Repurchase Program, authorized amount | $ 20 | |||
Common stock repurchased (in shares) | 0 | 111,695 | ||
Cost, inclusive of transaction costs, of repurchase of outstanding common units | $ 12 | |||
Average price per common unit (in dollars per share) | $ 110.98 | |||
Amount remaining under Unit Repurchase Program | $ 0 | |||
CVR Services | CVR Partners | ||||
Organization, Consolidation, and Presentation of Financial Statements [Line Items] | ||||
Percentage of common units owned by wholly-owned subsidiary | 37% | |||
CVR Services | CVR GP | ||||
Organization, Consolidation, and Presentation of Financial Statements [Line Items] | ||||
Percentage of common units owned by general partner | 100% | |||
Majority Shareholder | ||||
Organization, Consolidation, and Presentation of Financial Statements [Line Items] | ||||
Ownership percentage held by controlling stockholder | 71% |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 267 | $ 297 |
Raw materials | 214 | 206 |
In-process inventories | 39 | 35 |
Parts, supplies and other | 89 | 86 |
Total inventories | $ 609 | $ 624 |
Property, Plant and Equipment -
Property, Plant and Equipment - Summary of Property, Plant, and Equipment (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Property, Plant, and Equipment | ||
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Total property, plant and equipment, net | Total property, plant and equipment, net |
ROU finance leases | $ 79 | $ 79 |
Property, plant and equipment, gross | 4,685 | 4,626 |
Less: Accumulated depreciation and amortization | (2,444) | (2,379) |
Total property, plant and equipment, net | 2,241 | 2,247 |
Machinery and equipment | ||
Property, Plant, and Equipment | ||
Property, plant and equipment, gross | 4,212 | 4,194 |
Buildings and improvements | ||
Property, Plant, and Equipment | ||
Property, plant and equipment, gross | 87 | 86 |
Land and improvements | ||
Property, Plant, and Equipment | ||
Property, plant and equipment, gross | 72 | 72 |
Furniture and fixtures | ||
Property, Plant, and Equipment | ||
Property, plant and equipment, gross | 37 | 37 |
Construction in progress | ||
Property, Plant, and Equipment | ||
Property, plant and equipment, gross | 182 | 143 |
Other | ||
Property, Plant, and Equipment | ||
Property, plant and equipment, gross | $ 16 | $ 15 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Property, Plant, and Equipment | ||
Depreciation and amortization | $ 68 | $ 67 |
Property, Plant and Equipment | ||
Property, Plant, and Equipment | ||
Depreciation and amortization | $ 50 | $ 53 |
Equity Method Investments - Add
Equity Method Investments - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2023 in mi bbl | |
CVRP JV | |
Related Party Transaction [Line Items] | |
Ownership percentage in joint venture | 50% |
Enable JV | |
Related Party Transaction [Line Items] | |
Ownership percentage in joint venture | 40% |
Pipeline diameter (in inches) | in | 12 |
Pipeline length (in miles) | mi | 26 |
Pipeline capacity, barrels per day | bbl | 20,000 |
Midway JV | |
Related Party Transaction [Line Items] | |
Ownership percentage in joint venture | 50% |
Pipeline diameter (in inches) | in | 16 |
Pipeline length (in miles) | mi | 99 |
Pipeline capacity, barrels per day | bbl | 131,000 |
Equity Method Investments - Sch
Equity Method Investments - Schedule of Equity Method Investments (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Equity Method Investments [Roll Forward] | |
Balance at beginning of period | $ 76 |
CVRP JV inception | 46 |
Cash distributions | (22) |
Equity income | 3 |
Balance at end of period | 103 |
CVRP JV | |
Equity Method Investments [Roll Forward] | |
Balance at beginning of period | 0 |
CVRP JV inception | 46 |
Cash distributions | (19) |
Equity income | 0 |
Balance at end of period | 27 |
Transaction costs capitalized | 1 |
Enable JV | |
Equity Method Investments [Roll Forward] | |
Balance at beginning of period | 5 |
CVRP JV inception | 0 |
Cash distributions | (1) |
Equity income | 1 |
Balance at end of period | 5 |
Midway JV | |
Equity Method Investments [Roll Forward] | |
Balance at beginning of period | 71 |
CVRP JV inception | 0 |
Cash distributions | (2) |
Equity income | 2 |
Balance at end of period | $ 71 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 option | Jul. 14, 2022 USD ($) | Feb. 21, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | |||
Number of options to extend the lease term | option | 1 | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease not yet commenced | $ 8 | ||
Finance lease not yet commenced | $ 20 | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease not yet commenced | $ 12 | ||
Finance lease not yet commenced | $ 25 |
Leases - Balance Sheet Summary
Leases - Balance Sheet Summary (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
Lease liability | $ 41 | |
Finance Leases | ||
Lease liability | 47 | |
Pipeline and storage | ||
Operating Leases | ||
ROU assets, net | 15 | $ 16 |
Lease liability | 15 | 16 |
Finance Leases | ||
ROU assets, net | 19 | 20 |
Lease liability | 31 | 32 |
Railcars | ||
Operating Leases | ||
ROU assets, net | 10 | 11 |
Lease liability | 10 | 11 |
Finance Leases | ||
ROU assets, net | 0 | 0 |
Lease liability | 0 | 0 |
Real estate and other | ||
Operating Leases | ||
ROU assets, net | 16 | 13 |
Lease liability | 16 | 13 |
Finance Leases | ||
ROU assets, net | 14 | 15 |
Lease liability | $ 16 | $ 16 |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Leases [Abstract] | ||
Operating lease expense | $ 4 | $ 4 |
Finance lease expense: | ||
Amortization of ROU asset | 1 | 2 |
Interest expense on lease liability | 1 | 1 |
Short-term lease expense | $ 2 | $ 2 |
Leases - Lease Terms and Discou
Leases - Lease Terms and Discount Rates (Details) | Mar. 31, 2023 | Dec. 31, 2022 |
Weighted-average remaining lease term | ||
Operating Leases | 4 years | 4 years 1 month 6 days |
Finance Leases | 6 years | 6 years 3 months 18 days |
Weighted-average discount rate | ||
Operating Leases | 5.40% | 5.20% |
Finance Leases | 9.10% | 9% |
Leases - Remaining Minimum Leas
Leases - Remaining Minimum Lease Payments (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Operating Leases | |
Remainder of 2023 | $ 13 |
2024 | 13 |
2025 | 8 |
2026 | 6 |
2027 | 3 |
Thereafter | 3 |
Total lease payments | 46 |
Less: imputed interest | (5) |
Total lease liability | 41 |
Finance Leases | |
Remainder of 2023 | 8 |
2024 | 10 |
2025 | 10 |
2026 | 10 |
2027 | 10 |
Thereafter | 13 |
Total lease payments | 61 |
Less: imputed interest | (14) |
Total lease liability | $ 47 |
Other Current Liabilities (Deta
Other Current Liabilities (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Other Liabilities Disclosure [Abstract] | ||
Accrued Renewable Fuel Standards (“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, Liability, Current, Statement of Financial Position [Extensible List] | Total other current liabilities | Total other current liabilities |
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 |
Long-Term Debt and Finance Le_3
Long-Term Debt and Finance Lease Obligations - Schedule of Long-term Debt (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Total long-term debt and finance lease obligations, net of current portion | Total long-term debt and finance lease obligations, net of current portion |
Total long-term debt and finance lease obligations, net of current portion | $ 1,584 | $ 1,585 |
Current portion of finance lease obligations | 6 | 6 |
Total long-term debt and finance lease obligations, including current portion | 1,590 | 1,591 |
CVR Energy | ||
Debt Instrument [Line Items] | ||
Unamortized discount and debt issuance costs | (4) | (4) |
Total debt | $ 996 | 996 |
Senior Notes | CVR Energy | 5.25% Senior Notes, due February 2025 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.25% | |
Total long-term debt, net of current portion, before finance lease obligations, debt issuance costs and discount | $ 600 | 600 |
Senior Notes | CVR Energy | 5.75% Senior Notes, due February 2028 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.75% | |
Total long-term debt, net of current portion, before finance lease obligations, debt issuance costs and discount | $ 400 | 400 |
CVR Partners | ||
Debt Instrument [Line Items] | ||
Unamortized discount and debt issuance costs | (3) | (3) |
Total debt | $ 547 | 547 |
CVR Partners | Senior Notes | 6.125% Senior Secured Notes, due June 2028 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 6.125% | |
Total long-term debt, net of current portion, before finance lease obligations, debt issuance costs and discount | $ 550 | 550 |
CVR Refining | ||
Debt Instrument [Line Items] | ||
Finance lease obligations, net of current portion | 41 | 42 |
Total long-term debt and finance lease obligations, net of current portion | $ 41 | $ 42 |
Long-Term Debt and Finance Le_4
Long-Term Debt and Finance Lease Obligations - Credit Agreement (Details) - Line of Credit - Revolving Credit Facility $ in Millions | Mar. 31, 2023 USD ($) |
CVR Partners | Asset Based (Nitrogen Fertilizer ABL) Credit Agreement | |
Line of Credit Facility [Line Items] | |
Total Available Borrowing Capacity | $ 35 |
Amount Borrowed | 0 |
Outstanding Letters of Credit | 0 |
Available Capacity | 35 |
CVR Refining | Amended and Restated Asset Based (Petroleum ABL) Credit Agreement | |
Line of Credit Facility [Line Items] | |
Total Available Borrowing Capacity | 275 |
Amount Borrowed | 0 |
Outstanding Letters of Credit | 20 |
Available Capacity | $ 255 |
Revenue - Revenue Disaggregated
Revenue - Revenue Disaggregated by Major Product (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 2,286 | $ 2,373 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-02-01 | ||
Disaggregation of Revenue [Line Items] | ||
Remaining performance obligation, expected timing of satisfaction, period | 7 years 3 months | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | ||
Disaggregation of Revenue [Line Items] | ||
Remaining performance obligation, expected timing of satisfaction, period | 3 years | |
Revenue from product sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | $ 2,258 | 2,367 |
Gasoline | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 1,010 | 1,104 |
Distillates | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 967 | 962 |
Ammonia | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 38 | 42 |
UAN | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 164 | 160 |
Other urea products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 8 | 9 |
Freight revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 14 | 13 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 57 | 77 |
Crude oil sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | $ 28 | 5 |
Other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Other revenue | 1 | |
Nitrogen Fertilizer Segment | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | ||
Disaggregation of Revenue [Line Items] | ||
Remaining performance obligation, expected timing of satisfaction, period | 9 months | |
Nitrogen Fertilizer Segment | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | ||
Disaggregation of Revenue [Line Items] | ||
Remaining performance obligation, expected timing of satisfaction, period | 1 year | |
Operating Segments | Petroleum | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 1,993 | 2,154 |
Operating Segments | Petroleum | Revenue from product sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 1,965 | 2,148 |
Operating Segments | Petroleum | Gasoline | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 1,010 | 1,104 |
Operating Segments | Petroleum | Distillates | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 919 | 962 |
Operating Segments | Petroleum | Ammonia | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Operating Segments | Petroleum | UAN | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Operating Segments | Petroleum | Other urea products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Operating Segments | Petroleum | Freight revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 3 | 4 |
Operating Segments | Petroleum | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 33 | 78 |
Operating Segments | Petroleum | Crude oil sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 28 | 5 |
Operating Segments | Petroleum | Other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Other revenue | 1 | |
Operating Segments | Nitrogen Fertilizer Segment | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 226 | 223 |
Operating Segments | Nitrogen Fertilizer Segment | Revenue from product sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 226 | 223 |
Operating Segments | Nitrogen Fertilizer Segment | Gasoline | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Operating Segments | Nitrogen Fertilizer Segment | Distillates | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Operating Segments | Nitrogen Fertilizer Segment | Ammonia | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 38 | 42 |
Operating Segments | Nitrogen Fertilizer Segment | UAN | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 164 | 160 |
Operating Segments | Nitrogen Fertilizer Segment | Other urea products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 8 | 9 |
Operating Segments | Nitrogen Fertilizer Segment | Freight revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 11 | 9 |
Operating Segments | Nitrogen Fertilizer Segment | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 5 | 3 |
Operating Segments | Nitrogen Fertilizer Segment | Crude oil sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Operating Segments | Nitrogen Fertilizer Segment | Other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Other revenue | 0 | |
Other / Eliminations | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 67 | (4) |
Other / Eliminations | Revenue from product sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 67 | (4) |
Other / Eliminations | Gasoline | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Other / Eliminations | Distillates | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 48 | 0 |
Other / Eliminations | Ammonia | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Other / Eliminations | UAN | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Other / Eliminations | Other urea products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Other / Eliminations | Freight revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 0 | 0 |
Other / Eliminations | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | 19 | (4) |
Other / Eliminations | Crude oil sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from product sales | $ 0 | 0 |
Other / Eliminations | Other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Other revenue | $ 0 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligation (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-02-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 7 years 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 3 years |
Nitrogen Fertilizer Segment | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3 |
Nitrogen Fertilizer Segment | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 9 months |
Nitrogen Fertilizer Segment | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue - Deferred Revenue (Det
Revenue - Deferred Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Less: | ||
Less current portion of deferred revenue | $ (45) | $ (48) |
Nitrogen Fertilizer Segment | ||
Change in Contract with Customer, Liability [Roll Forward] | ||
Balance at beginning of period | 48 | |
Add: | ||
New prepay contracts entered into during the period | 13 | |
Noncash consideration received as part of the 45Q Transaction | 46 | |
Less: | ||
Revenue recognized that was included in the contract liability balance at the beginning of the period | (12) | |
Revenue recognized related to contracts entered into during the period | (10) | |
Revenue recognized related to noncash consideration | (2) | |
Balance at end of period | 83 | |
Less current portion of deferred revenue | (45) | |
Total long-term deferred revenue | $ 38 |
Derivative Financial Instrume_3
Derivative Financial Instruments and Fair Value Measurements - Outstanding Positions Held (Details) - MBbls MBbls in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Forwards | Crude | Purchase Commitments | ||
Derivative [Line Items] | ||
Outstanding notional buy (sell) positions | 373 | |
Forwards | Crude | Sell Position | ||
Derivative [Line Items] | ||
Outstanding notional buy (sell) positions | 250 | |
Swaps | NYMEX Diesel Cracks | Sell Position | ||
Derivative [Line Items] | ||
Outstanding notional buy (sell) positions | 6,315 | 0 |
Swaps | NYMEX RBOB Cracks | Sell Position | ||
Derivative [Line Items] | ||
Outstanding notional buy (sell) positions | 3,000 | 0 |
Swaps | NYMEX 2-1-1 Cracks | Sell Position | ||
Derivative [Line Items] | ||
Outstanding notional buy (sell) positions | 6,000 | 0 |
Futures | Crude | Sell Position | ||
Derivative [Line Items] | ||
Outstanding notional buy (sell) positions | 300 | 150 |
Futures | ULSD | Sell Position | ||
Derivative [Line Items] | ||
Outstanding notional buy (sell) positions | 60 | 215 |
Futures | Soybean | Sell Position | ||
Derivative [Line Items] | ||
Outstanding notional buy (sell) positions | 224 | 109 |
Derivative Financial Instrume_4
Derivative Financial Instruments and Fair Value Measurements - Additional Information (Details) derivative in Millions | 3 Months Ended | |
Mar. 31, 2023 USD ($) derivative | Dec. 31, 2022 USD ($) | |
Derivative [Line Items] | ||
Collateral under master netting arrangements not offset against the derivatives | $ 13,000,000 | $ 7,000,000 |
Aggregate fair value of our derivative liabilities | 0 | $ 0 |
CVRP JV inception | 46,000,000 | |
CVRP JV | ||
Derivative [Line Items] | ||
CVRP JV inception | $ 46,000,000 | |
RINs | Purchase Commitments | ||
Derivative [Line Items] | ||
Outstanding positions | derivative | 43 |
Derivative Financial Instrume_5
Derivative Financial Instruments and Fair Value Measurements - Schedule of Realized And Unrealized (Losses) Gains on Derivatives (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total gain on derivatives, net | $ 45 | $ 2 |
Forwards | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total gain on derivatives, net | 8 | 9 |
Swaps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total gain on derivatives, net | 29 | 2 |
Futures | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total gain on derivatives, net | $ 8 | $ (9) |
Derivative Financial Instrume_6
Derivative Financial Instruments and Fair Value Measurements - Schedule of Offsetting Assets and Liabilities (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Prepaid expenses and other current assets | ||
Derivative Assets | ||
Derivative Assets | $ 29 | $ 0 |
Collateral Netting | 0 | 1 |
Net Value | 29 | 0 |
Derivative Liabilities | ||
Derivative Liabilities | 0 | (1) |
Other current liabilities | ||
Derivative Assets | ||
Derivative Assets | 0 | 0 |
Derivative Liabilities | ||
Derivative Liabilities | (3) | (4) |
Collateral Netting | 2 | 0 |
Net Value | $ (1) | $ (4) |
Derivative Financial Instrume_7
Derivative Financial Instruments and Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Fair value measurements | ||
Other liabilities, derivatives | $ (1) | $ (4) |
Recurring | ||
Fair value measurements | ||
Total assets | 29 | |
Total liabilities | (1,971) | (2,090) |
Recurring | Commodity Contract | ||
Fair value measurements | ||
Other liabilities, derivatives | (4) | |
Recurring | Long-term debt and finance lease obligations | ||
Fair value measurements | ||
Long-term debt and finance lease obligations, net of current portion (long-term debt) | (1,388) | (1,394) |
Recurring | RFS Obligation | Other current liabilities | ||
Fair value measurements | ||
Other liabilities, fair value disclosure | (582) | (692) |
Recurring | Derivative Financial Instruments, Liabilities | ||
Fair value measurements | ||
Other liabilities, derivatives | (1) | |
Recurring | Derivative Financial Instruments, Assets | ||
Fair value measurements | ||
Prepaid expenses and other current assets (derivative financial instruments) | 29 | |
Recurring | Level 1 | ||
Fair value measurements | ||
Total assets | 0 | |
Total liabilities | 0 | 0 |
Recurring | Level 1 | Commodity Contract | ||
Fair value measurements | ||
Other liabilities, derivatives | 0 | |
Recurring | Level 1 | Long-term debt and finance lease obligations | ||
Fair value measurements | ||
Long-term debt and finance lease obligations, net of current portion (long-term debt) | 0 | 0 |
Recurring | Level 1 | RFS Obligation | Other current liabilities | ||
Fair value measurements | ||
Other liabilities, fair value disclosure | 0 | 0 |
Recurring | Level 1 | Derivative Financial Instruments, Liabilities | ||
Fair value measurements | ||
Other liabilities, derivatives | 0 | |
Recurring | Level 1 | Derivative Financial Instruments, Assets | ||
Fair value measurements | ||
Prepaid expenses and other current assets (derivative financial instruments) | 0 | |
Recurring | Level 2 | ||
Fair value measurements | ||
Total assets | 29 | |
Total liabilities | (1,971) | (2,090) |
Recurring | Level 2 | Commodity Contract | ||
Fair value measurements | ||
Other liabilities, derivatives | (4) | |
Recurring | Level 2 | Long-term debt and finance lease obligations | ||
Fair value measurements | ||
Long-term debt and finance lease obligations, net of current portion (long-term debt) | (1,388) | (1,394) |
Recurring | Level 2 | RFS Obligation | Other current liabilities | ||
Fair value measurements | ||
Other liabilities, fair value disclosure | (582) | (692) |
Recurring | Level 2 | Derivative Financial Instruments, Liabilities | ||
Fair value measurements | ||
Other liabilities, derivatives | (1) | |
Recurring | Level 2 | Derivative Financial Instruments, Assets | ||
Fair value measurements | ||
Prepaid expenses and other current assets (derivative financial instruments) | 29 | |
Recurring | Level 3 | ||
Fair value measurements | ||
Total assets | 0 | |
Total liabilities | 0 | 0 |
Recurring | Level 3 | Commodity Contract | ||
Fair value measurements | ||
Other liabilities, derivatives | 0 | |
Recurring | Level 3 | Long-term debt and finance lease obligations | ||
Fair value measurements | ||
Long-term debt and finance lease obligations, net of current portion (long-term debt) | 0 | 0 |
Recurring | Level 3 | RFS Obligation | Other current liabilities | ||
Fair value measurements | ||
Other liabilities, fair value disclosure | 0 | $ 0 |
Recurring | Level 3 | Derivative Financial Instruments, Liabilities | ||
Fair value measurements | ||
Other liabilities, derivatives | 0 | |
Recurring | Level 3 | Derivative Financial Instruments, Assets | ||
Fair value measurements | ||
Prepaid expenses and other current assets (derivative financial instruments) | $ 0 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-Based Compensation | ||
Total share-based compensation expense | $ 9 | $ 25 |
Phantom Unit Awards | CVR Partners | CVR Partners LTIP | ||
Share-Based Compensation | ||
Total share-based compensation expense | 2 | 14 |
Incentive Unit Awards | ||
Share-Based Compensation | ||
Total share-based compensation expense | $ 7 | $ 11 |
Commitments and Contingencies -
Commitments and Contingencies - Crude Oil Supply Agreement (Details) - Crude Oil Supply Agreement | 3 Months Ended | ||
Aug. 04, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | |
Loss Contingencies [Line Items] | |||
Renewal term of agreement | 1 year | ||
Notice of non-renewal period prior to expiration | 180 days | ||
Petroleum Segment | Contracted Volume | Supplier Concentration Risk | |||
Loss Contingencies [Line Items] | |||
Volume contracted under crude oil supply agreement as percentage of total crude oil purchases | 31% | 39% |
Commitment and Contingencies -
Commitment and Contingencies - 45Q Transaction (Details) - CVRP JV - Collaborative Arrangement, Transaction with Party to Collaborative Arrangement and Third Party - CRNF $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Loss Contingencies [Line Items] | |
Collaborative arrangement, fee threshold per year | $ 15 |
Fees threshold cap | $ 45 |
Commitments and Contingencies_2
Commitments and Contingencies - RFS (Details) - Petroleum Segment - Environmental, Health, and Safety Matters - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Loss Contingencies [Line Items] | |||
Expense (benefit) for compliance with RFS | $ (11) | $ 107 | |
RFS obligation | $ 582 | $ 692 |
Commitments and Contingencies_3
Commitments and Contingencies - Litigation (Details) - USD ($) $ in Millions | 1 Months Ended | |
Nov. 28, 2022 | Aug. 31, 2022 | |
CRRM | Environmental, Health, and Safety Matters | ||
Loss Contingencies [Line Items] | ||
Litigation settlement, amount awarded to other party | $ 6.8 | |
Call Option Lawsuits | CVR Energy, CVR Refining And General Partner, CVR Refining Holdings, IEP And Certain Directors And Affiliates | ||
Loss Contingencies [Line Items] | ||
Indemnity insurance, coverage limit | $ 50 |
Business Segments - Additional
Business Segments - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2023 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Business Segments - Summary of
Business Segments - Summary of Operating Results and Capital Expenditures by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 2,286 | $ 2,373 | |
Operating income (loss): | 330 | 220 | |
Interest expense, net | (18) | (24) | |
Other income (expense), net | 3 | (9) | |
Income before income tax expense | 315 | 187 | |
Depreciation and amortization | 68 | 67 | |
Capital expenditures | 59 | 50 | |
Total assets | 4,208 | $ 4,119 | |
Operating Segments | Petroleum | |||
Segment Reporting Information [Line Items] | |||
Net sales | 1,993 | 2,154 | |
Operating income (loss): | 237 | 130 | |
Depreciation and amortization | 46 | 46 | |
Capital expenditures | 42 | 19 | |
Total assets | 4,114 | 4,354 | |
Operating Segments | Nitrogen Fertilizer Segment | |||
Segment Reporting Information [Line Items] | |||
Net sales | 226 | 223 | |
Operating income (loss): | 109 | 104 | |
Depreciation and amortization | 15 | 19 | |
Capital expenditures | 4 | 5 | |
Total assets | 1,116 | 1,100 | |
Other, including intersegment eliminations | |||
Segment Reporting Information [Line Items] | |||
Net sales | 67 | (4) | |
Operating income (loss): | (16) | (14) | |
Depreciation and amortization | 7 | 2 | |
Capital expenditures | 13 | $ 26 | |
Total assets | $ (1,022) | $ (1,335) |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Schedule of Cash Flows Related to Income Taxes, Interest, Leases, Capital Expenditures, and Deferred Financing Costs Included in Accounts Payable, and Non-Cash Dividends (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Supplemental disclosures: | ||
Cash paid for income taxes, net of refunds | $ 4 | $ 0 |
Cash paid for interest | 29 | 30 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 4 | 4 |
Operating cash flows from finance leases | 1 | 1 |
Financing cash flows from finance leases | 1 | 1 |
Noncash investing and financing activities: | ||
Change in capital expenditures included in accounts payable | 4 | 24 |
Change in turnaround expenditures included in accounts payable | $ 32 | $ 49 |
Supplemental Cash Flow Inform_4
Supplemental Cash Flow Information - Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Supplemental Cash Flow Elements [Abstract] | ||||
Cash and cash equivalents | $ 601 | $ 510 | ||
Restricted cash | 7 | 7 | ||
Cash, cash equivalents and restricted cash | $ 608 | $ 517 | $ 683 | $ 517 |
Related Party Transactions - Ex
Related Party Transactions - Expenses from Related Parties (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Related Party Transaction [Line Items] | ||
Dividends | $ 50 | $ 0 |
CVRP JV CO Contract | ||
Related Party Transaction [Line Items] | ||
Sales to related parties: | 1 | 0 |
Enable Joint Venture Transportation Agreement | ||
Related Party Transaction [Line Items] | ||
Purchases from related parties: | 3 | 2 |
Midway Joint Venture Agreement | ||
Related Party Transaction [Line Items] | ||
Purchases from related parties: | 6 | 5 |
Dividends | ||
Related Party Transaction [Line Items] | ||
Dividends | $ 36 | $ 0 |
Related Party Transactions - Di
Related Party Transactions - Dividends to CVR Energy Stockholders (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||
Mar. 13, 2023 | Nov. 21, 2022 | Oct. 31, 2022 | Aug. 22, 2022 | Aug. 01, 2022 | May 23, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||||||
Quarterly Dividends Per Share (in dollars per share) | $ 0.50 | $ 0.40 | $ 0.40 | $ 0.40 | $ 0 | $ 1.20 | |||
Quarterly Dividends Paid (in millions) | $ 50 | $ 40 | $ 40 | $ 40 | $ 121 | ||||
Special dividend declared (in dollars per share) | $ 1 | $ 2.60 | |||||||
Special dividends | $ 101 | $ 261 | |||||||
Dividends declared per share (in dollars per share) | $ 0.50 | ||||||||
Dividends, cash | $ 50 | ||||||||
IEP | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from dividends received | $ 36 | ||||||||
Public Stockholders | |||||||||
Related Party Transaction [Line Items] | |||||||||
Quarterly Dividends Paid (in millions) | 15 | 12 | 12 | 12 | 35 | ||||
IEP | |||||||||
Related Party Transaction [Line Items] | |||||||||
Quarterly Dividends Paid (in millions) | $ 36 | 28 | 28 | $ 28 | $ 85 | ||||
Proceeds from dividends received | $ 71 | $ 185 |
Related Party Transactions - _2
Related Party Transactions - Distributions to CVR Partners' Unitholders (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||||||
May 22, 2023 | May 01, 2023 | Mar. 13, 2023 | Nov. 21, 2022 | Aug. 22, 2022 | May 23, 2022 | Mar. 14, 2022 | Dec. 31, 2022 | |
CVR Partners | ||||||||
Related Party Transaction [Line Items] | ||||||||
Quarterly Distributions Per Common Unit (in dollars per share) | $ 10.50 | $ 1.77 | $ 10.05 | $ 2.26 | $ 5.24 | $ 19.32 | ||
Quarterly Distributions Paid | $ 111 | $ 19 | $ 106 | $ 24 | $ 56 | $ 205 | ||
CVR Partners | Subsequent Event | ||||||||
Related Party Transaction [Line Items] | ||||||||
Distributions declared (in dollars per share) | $ 10.43 | |||||||
Distributions declared | $ 110 | |||||||
CVR Partners | CVR Energy | ||||||||
Related Party Transaction [Line Items] | ||||||||
Quarterly Distributions Paid | 41 | 7 | 39 | 9 | 20 | 75 | ||
CVR Partners | Public Unitholders | ||||||||
Related Party Transaction [Line Items] | ||||||||
Quarterly Distributions Paid | $ 70 | $ 12 | $ 67 | $ 15 | $ 36 | $ 130 | ||
CVR Energy | Subsequent Event | Forecast | ||||||||
Related Party Transaction [Line Items] | ||||||||
Proceeds from distribution | $ 41 |