Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 17, 2015 | Jun. 30, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | CVR ENERGY INC | ||
Entity Central Index Key | 1376139 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $753,322,031 | ||
Entity Common Stock, Shares Outstanding | 86,831,050 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $753.70 | $842.10 |
Accounts receivable, net of allowance for doubtful accounts of $0.4 and $0.9, respectively | 136.7 | 241.9 |
Inventories | 329.6 | 526.6 |
Prepaid expenses and other current assets | 174.7 | 82.5 |
Income tax receivable | 11.1 | 10.8 |
Deferred income taxes | 6.3 | 27.8 |
Due from parent | 44.5 | 0 |
Total current assets | 1,456.60 | 1,731.70 |
Property, plant, and equipment, net of accumulated depreciation | 1,916 | 1,864.40 |
Intangible assets, net | 0.2 | 0.3 |
Goodwill | 41 | 41 |
Deferred financing costs, net | 8.4 | 11.2 |
Other long-term assets | 40.3 | 17.2 |
Total assets | 3,462.50 | 3,665.80 |
Current liabilities: | ||
Note payable and capital lease obligations | 1.4 | 1.3 |
Accounts payable | 275 | 377.9 |
Personnel accruals | 38.3 | 45.8 |
Accrued taxes other than income taxes | 26.7 | 31.5 |
Due to parent | 0 | 0.1 |
Deferred revenue | 13.6 | 0.7 |
Other current liabilities | 68.6 | 44.2 |
Total current liabilities | 423.6 | 501.5 |
Long-term liabilities: | ||
Long-term debt and capital lease obligations, net of current portion | 673.5 | 674.9 |
Accrued environmental liabilities, net of current portion | 0.9 | 1.2 |
Deferred income taxes | 638.3 | 601.7 |
Other long-term liabilities | 50.9 | 51.1 |
Total long-term liabilities | 1,363.60 | 1,328.90 |
Commitments and contingencies | ||
CVR stockholders' equity: | ||
Common stock $0.01 par value per share, 350,000,000 shares authorized, 86,929,660 shares issued | 0.9 | 0.9 |
Additional paid-in-capital | 1,174.70 | 1,114.40 |
Retained earnings (deficit) | -184.9 | 76.2 |
Treasury stock, 98,610 shares at cost | -2.3 | -2.3 |
Accumulated other comprehensive loss, net of tax | -0.3 | -0.6 |
Total CVR stockholders' equity | 988.1 | 1,188.60 |
Noncontrolling interest | 687.2 | 646.8 |
Total equity | 1,675.30 | 1,835.40 |
Total liabilities and equity | $3,462.50 | $3,665.80 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $0.40 | $0.90 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 350,000,000 | 350,000,000 |
Common stock, shares issued | 86,929,660 | 86,929,660 |
Treasury stock, shares | 98,610 | 98,610 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||||||||||
Net sales | $1,841.80 | $2,279.90 | $2,540.30 | $2,447.40 | $2,436 | $1,977.10 | $2,220.30 | $2,352.40 | $9,109.50 | $8,985.80 | $8,567.30 |
Operating costs and expenses: | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 1,733.40 | 2,066.70 | 2,189 | 2,076.90 | 2,219.70 | 1,744.40 | 1,785.40 | 1,813.60 | 8,066 | 7,563.20 | 6,696.90 |
Direct operating expenses (exclusive of depreciation and amortization) | 134.7 | 136.8 | 120.1 | 123.4 | 110.6 | 128.4 | 108.3 | 108.5 | 515.1 | 455.8 | 522.1 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 23.5 | 31.8 | 28 | 26.3 | 28.6 | 27.7 | 28.9 | 28.4 | 109.7 | 113.5 | 183.4 |
Depreciation and amortization | 40.8 | 37.8 | 38.6 | 37.3 | 37.4 | 36.2 | 35 | 34.2 | 154.4 | 142.8 | 130 |
Total operating costs and expenses | 1,932.40 | 2,273.10 | 2,375.70 | 2,263.90 | 2,396.30 | 1,936.70 | 1,957.60 | 1,984.70 | 8,845.20 | 8,275.30 | 7,532.40 |
Operating income | -90.6 | 6.8 | 164.6 | 183.5 | 39.7 | 40.4 | 262.7 | 367.7 | 264.3 | 710.5 | 1,034.90 |
Other income (expense): | |||||||||||
Interest expense and other financing costs | -11.2 | -9.4 | -9.3 | -10.1 | -10.9 | -11.7 | -12.5 | -15.4 | -40 | -50.5 | -75.4 |
Interest income | 0.2 | 0.3 | 0.2 | 0.2 | 0.3 | 0.3 | 0.3 | 0.3 | 0.9 | 1.2 | 0.9 |
Gain (loss) on derivatives, net | 14.5 | 25.7 | 35.9 | 109.4 | -115.9 | 72.5 | 120.5 | -20 | 185.6 | 57.1 | -285.6 |
Loss on extinguishment of debt | 0 | 0 | 0 | -26.1 | 0 | -26.1 | -37.5 | ||||
Other income (expense), net | -3.6 | 2.1 | -2.2 | 0.1 | 7.1 | 6.2 | 0.2 | 0 | -3.7 | 13.5 | 0.9 |
Total other income (expense) | -0.1 | 18.7 | 24.6 | 99.6 | -119.4 | 67.3 | 108.5 | -61.2 | 142.8 | -4.8 | -396.7 |
Income before income taxes | -90.7 | 25.5 | 189.2 | 283.1 | -79.7 | 107.7 | 371.2 | 306.5 | 407.1 | 705.7 | 638.2 |
Income tax expense | -21 | 4.2 | 45.2 | 69.4 | -39.1 | 29.5 | 99.5 | 93.8 | 97.7 | 183.7 | 225.6 |
Net income | -69.7 | 21.3 | 144 | 213.7 | -40.6 | 78.2 | 271.7 | 212.7 | 309.4 | 522 | 412.6 |
Less: Net income attributable to noncontrolling interest | -25.3 | 13.4 | 60.3 | 87 | -18.9 | 34.2 | 88.3 | 47.7 | 135.5 | 151.3 | 34 |
Net income attributable to CVR Energy Stockholders | ($44.40) | $7.90 | $83.70 | $126.70 | ($21.70) | $44 | $183.40 | $165 | $173.90 | $370.70 | $378.60 |
Basic earnings per share (in dollars per share) | ($0.51) | $0.09 | $0.96 | $1.46 | ($0.25) | $0.51 | $2.11 | $1.90 | $2 | $4.27 | $4.36 |
Diluted earnings per share (in dollars per share) | ($0.51) | $0.09 | $0.96 | $1.46 | ($0.25) | $0.51 | $2.11 | $1.90 | $2 | $4.27 | $4.33 |
Dividends declared per share (in dollars per share) | $0.75 | $2.75 | $0.75 | $0.75 | $0.75 | $0.75 | $7.25 | $5.50 | $5 | $14.25 | $0 |
Weighted-average common shares outstanding: | |||||||||||
Basic (in shares) | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 |
Diluted (in shares) | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 87.4 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net income | $309.40 | $522 | $412.60 |
Other comprehensive income (loss): | |||
Unrealized gain on available-for-sale securities, net of tax of $0, $2.4 and $0, respectively | 0 | 3.7 | 0 |
Net gain reclassified into income on sale of available-for-sale-securities, net of tax of $0, $(2.4) and $0, respectively (Note 15) | 0 | -3.7 | 0 |
Change in fair value of interest rate swaps, net of tax of $0, $0 and $(0.4), respectively | -0.2 | -0.2 | -1 |
Net loss reclassified into income on settlement of interest rate swaps, net of tax of $0.2, $0.3 and $0.3, respectively (Note 16) | 0.9 | 0.8 | 0.7 |
Total other comprehensive income (loss) | 0.7 | 0.6 | -0.3 |
Comprehensive income | 310.1 | 522.6 | 412.3 |
Less: Comprehensive income attributable to noncontrolling interest | 135.9 | 151.5 | 33.9 |
Comprehensive income attributable to CVR Energy Stockholders | $174.20 | $371.10 | $378.40 |
CONSOLIDATED_STATEMENTS_OF_COM1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Unrealized gain (loss) on available-for-sale securities, tax | $0 | $2.40 | $0 |
Net gain reclassified into income on sale of available-for-sale-securities, tax | 0 | -2.4 | 0 |
Change in fair value of interest rate swap, tax | 0 | 0 | -0.4 |
Net loss reclassified into income on settlement of interest rate swap, tax | $0.20 | $0.30 | $0.30 |
CONSOLIDATED_STATEMENTS_OF_CHA
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (USD $) | Total | Total CVR Stockholders' Equity | $0.01 Par Value Common Stock | Additional Paid-In Capital | Retained Earnings (Deficit) | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest | Initial Public Offering | Initial Public Offering | Initial Public Offering | Initial Public Offering | Underwritten Offering | Underwritten Offering | Underwritten Offering | Underwritten Offering | Private Placement | Private Placement | Private Placement | Private Placement | Secondary Offering | Secondary Offering | Secondary Offering | Secondary Offering | Secondary Offering | Second Underwritten Offering | Second Underwritten Offering | Second Underwritten Offering | Second Underwritten Offering | CVR Partners, LP | CVR Partners, LP | CVR Refining, LP | CVR Refining, LP |
In Millions, except Share data, unless otherwise specified | Total CVR Stockholders' Equity | Additional Paid-In Capital | Noncontrolling Interest | Total CVR Stockholders' Equity | Additional Paid-In Capital | Noncontrolling Interest | Total CVR Stockholders' Equity | Additional Paid-In Capital | Noncontrolling Interest | Total CVR Stockholders' Equity | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest | Total CVR Stockholders' Equity | Additional Paid-In Capital | Noncontrolling Interest | Noncontrolling Interest | Noncontrolling Interest | |||||||||||||||
Balance at Dec. 31, 2011 | $1,299.70 | $1,151.60 | $0.90 | $587.20 | $566.80 | ($2.30) | ($1) | $148.10 | |||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2011 | 86,906,760 | ||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||||||||||||||||||||
Distributions to noncontrolling interest holders | -48.8 | -48.8 | |||||||||||||||||||||||||||||||
Share-based compensation | 7.2 | 5.1 | 5.1 | 2.1 | |||||||||||||||||||||||||||||
Modification and reclassification of equity share-based compensation award to liability based award | -9.9 | -9.9 | -9.9 | ||||||||||||||||||||||||||||||
Modification and reclassification of subsidiary equity share-based compensation award to liability based award | -0.5 | -0.3 | -0.3 | -0.2 | |||||||||||||||||||||||||||||
Exercise of stock options (in shares) | 22,900 | ||||||||||||||||||||||||||||||||
Exercise of stock options | 0.4 | 0.4 | 0.4 | ||||||||||||||||||||||||||||||
Redemption of common units | -0.3 | -0.2 | -0.2 | -0.1 | |||||||||||||||||||||||||||||
Net income | 412.6 | 378.6 | 378.6 | 34 | |||||||||||||||||||||||||||||
Net gain (loss) on interest rate swaps, net of tax | -0.3 | -0.2 | -0.2 | -0.1 | |||||||||||||||||||||||||||||
Balance at Dec. 31, 2012 | 1,660.10 | 1,525.10 | 0.9 | 582.3 | 945.4 | -2.3 | -1.2 | 135 | |||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2012 | 86,929,660 | ||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||||||||||||||||||||
Impact from the issuance of CVR Refining / CVR Partners common units to the public | 505.7 | 229.3 | 229.3 | 276.4 | 297.6 | 148.9 | 148.9 | 148.7 | 46.3 | 23.6 | 23.6 | 22.7 | 204 | 129.9 | 129.7 | 0.2 | 74.1 | ||||||||||||||||
Dividends paid to CVR Energy stockholders | -1,237.30 | -1,237.30 | -1,237.30 | ||||||||||||||||||||||||||||||
Distributions to noncontrolling interest holders | -50 | -50 | -114.2 | -114.2 | |||||||||||||||||||||||||||||
Share-based compensation | 1.2 | -1.6 | 1 | -2.6 | 2.8 | ||||||||||||||||||||||||||||
Excess tax deficiency from share-based compensation | -0.1 | -0.1 | -0.1 | ||||||||||||||||||||||||||||||
Redemption of common units | -0.5 | -0.3 | -0.3 | -0.2 | |||||||||||||||||||||||||||||
Net income | 522 | 370.7 | 370.7 | 151.3 | |||||||||||||||||||||||||||||
Net gain (loss) on interest rate swaps, net of tax | 0.6 | 0.4 | 0.4 | 0.2 | |||||||||||||||||||||||||||||
Balance at Dec. 31, 2013 | 1,835.40 | 1,188.60 | 0.9 | 1,114.40 | 76.2 | -2.3 | -0.6 | 646.8 | |||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2013 | 86,929,660 | ||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||||||||||||||||||||
Impact from the issuance of CVR Refining / CVR Partners common units to the public | 148.9 | 60.3 | 60.3 | 88.6 | |||||||||||||||||||||||||||||
Dividends paid to CVR Energy stockholders | -434.2 | -434.2 | -434.2 | ||||||||||||||||||||||||||||||
Distributions to noncontrolling interest holders | -48.2 | -48.2 | -136.7 | -136.7 | |||||||||||||||||||||||||||||
Share-based compensation | 0.1 | -0.7 | 0.1 | -0.8 | 0.8 | ||||||||||||||||||||||||||||
Excess tax deficiency from share-based compensation | -0.1 | -0.1 | -0.1 | ||||||||||||||||||||||||||||||
Net income | 309.4 | 173.9 | 173.9 | 135.5 | |||||||||||||||||||||||||||||
Net gain (loss) on interest rate swaps, net of tax | 0.7 | 0.3 | 0.3 | 0.4 | |||||||||||||||||||||||||||||
Balance at Dec. 31, 2014 | $1,675.30 | $988.10 | $0.90 | $1,174.70 | ($184.90) | ($2.30) | ($0.30) | $687.20 | |||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2014 | 86,929,660 |
CONSOLIDATED_STATEMENTS_OF_CHA1
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 |
Initial Public Offering | ||
Issuance of common units, tax impact | $148 | |
Underwritten Offering | ||
Issuance of common units, tax impact | 96 | |
Private Placement | ||
Issuance of common units, tax impact | 15.2 | |
Secondary Offering | ||
Issuance of common units, tax impact | 88.5 | |
Second Underwritten Offering | ||
Issuance of common units, tax impact | $39.40 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net income | $309.40 | $522 | $412.60 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 154.4 | 142.8 | 130 |
Allowance for doubtful accounts | -0.5 | -1.1 | 0.7 |
Amortization of deferred financing costs | 2.8 | 2.9 | 7.4 |
Amortization of original issue discount | 0 | 0 | 0.5 |
Amortization of original issue premium | 0 | 0 | -2.8 |
Deferred income taxes | 19.2 | -93.3 | -17.3 |
Excess income tax deficiency of share-based compensation | 0.1 | 0.1 | 0 |
Loss on disposition of assets | 0.4 | 0.1 | 1.6 |
Loss on extinguishment of debt | 0 | 26.1 | 37.5 |
Share-based compensation | 12.3 | 18.4 | 39.1 |
Gain on sale of available-for-sale securities | 0 | -6.1 | 0 |
(Gain) loss on derivatives, net | -185.6 | -57.1 | 285.6 |
Current period settlements on derivative contracts | 122.2 | 6.4 | -137.6 |
Changes in assets and liabilities: | |||
Accounts receivable | 105.7 | -30.2 | -28.1 |
Inventories | 197.3 | 1.5 | 108 |
Prepaid expenses and other current assets | 10.7 | -28.7 | -9.6 |
Due to (from) parent | -44.6 | 9.1 | -9.2 |
Other long-term assets | -0.8 | -0.5 | 0.3 |
Accounts payable | -91.8 | -38.7 | -54.4 |
Accrued income taxes | -0.3 | -6.6 | 23.6 |
Deferred revenue | 12.9 | -0.3 | -8.1 |
Other current liabilities | 15 | -26.7 | -17.3 |
Accrued environmental liabilities | -0.3 | -0.4 | 0.1 |
Other long-term liabilities | 1.8 | 0.4 | 0 |
Net cash provided by operating activities | 640.3 | 440.1 | 762.6 |
Cash flows from investing activities: | |||
Capital expenditures | -218.4 | -256.5 | -212.2 |
Proceeds from sale of assets | 0.1 | 0.1 | 0.5 |
Insurance proceeds for UAN reactor rupture | 0 | 0 | 1 |
Purchase of available-for-sale securities | -78.3 | -18.6 | 0 |
Proceeds from sale of available for-sale securities | 0 | 24.7 | 0 |
Net cash used in investing activities | -296.6 | -250.3 | -210.7 |
Cash flows from financing activities: | |||
Proceeds, gross on issuance of CVR Refining's senior notes | 0 | 0 | 500 |
Principal payments on senior secured notes | 0 | -243.4 | -478.7 |
Payment of capital lease obligations | -1.2 | -1.2 | -1 |
Payment of deferred financing costs | 0 | -0.4 | -12.8 |
Deferred costs of CVR Refining's initial public offering | 0 | 0 | -3 |
Dividends to CVR Energy's stockholders | -434.2 | -1,237.30 | 0 |
Excess tax deficiency of share-based compensation | -0.1 | -0.1 | 0 |
Exercise of stock options | 0 | 0 | 0.4 |
Redemption of common units | 0 | -0.5 | -0.3 |
Net cash used in financing activities | -432.1 | -243.7 | -44.2 |
Net (decrease) increase in cash and cash equivalents | -88.4 | -53.9 | 507.7 |
Cash and cash equivalents, beginning of period | 842.1 | 896 | 388.3 |
Cash and cash equivalents, end of period | 753.7 | 842.1 | 896 |
Supplemental disclosures: | |||
Cash paid for income taxes, net of refunds (received) | 123.5 | 274.5 | 228.4 |
Cash paid for interest net of capitalized interest of $9.4, $3.6 and $10.8 for the years ended December 31, 2014, 2013 and 2012, respectively | 37.2 | 54.9 | 73.9 |
Non-cash investing and financing activities: | |||
Construction in process additions included in accounts payable | 21.6 | 32.8 | 56.2 |
Change in accounts payable related to construction in process additions | -11.2 | -23.4 | 26.4 |
Reduction of proceeds for underwriting discount and financing costs | 0 | 0 | 7.5 |
CVR Refining, LP | |||
Cash flows from financing activities: | |||
Distributions to noncontrolling interest holders | -136.7 | -114.2 | 0 |
CVR Partners, LP | |||
Cash flows from financing activities: | |||
Distributions to noncontrolling interest holders | -48.2 | -50 | -48.8 |
Initial Public Offering | CVR Refining, LP | |||
Cash flows from financing activities: | |||
Proceeds from CVR Refining and CVR Partners' offerings, net of offering costs | 0 | 655.7 | 0 |
Underwritten Offering | CVR Refining, LP | |||
Cash flows from financing activities: | |||
Proceeds from CVR Refining and CVR Partners' offerings, net of offering costs | 0 | 393.6 | 0 |
Private Placement | CVR Refining, LP | |||
Cash flows from financing activities: | |||
Proceeds from CVR Refining and CVR Partners' offerings, net of offering costs | 0 | 61.5 | 0 |
Second Underwritten Offering | CVR Refining, LP | |||
Cash flows from financing activities: | |||
Proceeds from CVR Refining and CVR Partners' offerings, net of offering costs | 188.3 | 0 | 0 |
Secondary Offering | CVR Partners, LP | |||
Cash flows from financing activities: | |||
Proceeds from CVR Refining and CVR Partners' offerings, net of offering costs | $0 | $292.60 | $0 |
CONSOLIDATED_STATEMENTS_OF_CAS1
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Cash Flows [Abstract] | |||
Capitalized interest | $9.40 | $3.60 | $10.80 |
Organization_and_History_of_th
Organization and History of the Company | 12 Months Ended | |
Dec. 31, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Organization and History of the Company | (1) Organization and History of the Company | |
Organization | ||
The "Company" or "CVR" may be used to refer to CVR Energy, Inc. and, unless the context otherwise requires, its subsidiaries. Any references to the "Company" as of a date prior to October 16, 2007 (the date of the restructuring as further discussed in this Note) and subsequent to June 24, 2005 are to Coffeyville Acquisition LLC ("CALLC") and its subsidiaries. | ||
CVR is a diversified holding company primarily engaged in the petroleum refining and nitrogen fertilizer manufacturing industries through its holdings in CVR Refining, LP ("CVR Refining" or the "Refining Partnership") and CVR Partners, LP ("CVR Partners" or the "Nitrogen Fertilizer Partnership"). The Refining Partnership is an independent petroleum refiner and marketer of high value transportation fuels. The Nitrogen Fertilizer Partnership produces and markets nitrogen fertilizers in the form of UAN and ammonia. The Company's operations include two business segments: the petroleum segment and the nitrogen fertilizer segment. | ||
CALLC formed CVR Energy, Inc. as a wholly-owned subsidiary, incorporated in Delaware in September 2006, in order to effect an initial public offering. The initial public offering of CVR was consummated on October 26, 2007. In conjunction with the initial public offering, a restructuring occurred in which CVR became a direct or indirect owner of all of the subsidiaries of CALLC. Additionally, in connection with the initial public offering, CALLC was split into two entities: CALLC and Coffeyville Acquisition II LLC ("CALLC II"). | ||
CVR's common stock is listed on the NYSE under the symbol "CVI." As of December 31, 2010, approximately 40% of its outstanding shares were beneficially owned by GS Capital Partners V, L.P. and related entities ("GS" or "Goldman Sachs Funds") and Kelso Investment Associates VII, L.P. and related entities ("Kelso" or "Kelso Funds"). On February 8, 2011, GS and Kelso completed a registered public offering, whereby GS sold into the public market its remaining ownership interests in CVR and Kelso substantially reduced its interest in the Company. On May 26, 2011, Kelso completed a registered public offering, whereby Kelso sold into the public market its remaining ownership interest in CVR Energy. On May 7, 2012, an affiliate of Icahn Enterprises L.P. ("IEP") announced that it had acquired control of CVR pursuant to a tender offer for all of the Company's common stock (the "IEP Acquisition"). As of December 31, 2014, IEP and its affiliates owned approximately 82% of all outstanding shares. Prior to the IEP Acquisition, the Company was owned 100% by the public. See further discussion in Note 3 ("Change of Control"). | ||
On December 15, 2011, CVR acquired all of the issued and outstanding shares of Gary-Williams Energy Corporation (subsequently converted to "WEC"). Assets acquired include a 70,000 bpcd rated capacity refinery in Wynnewood, Oklahoma and approximately 2.0 million barrels of company-owned storage tanks. | ||
CVR Partners, LP | ||
In conjunction with the consummation of CVR's initial public offering in 2007, CVR transferred Coffeyville Resources Nitrogen Fertilizers, LLC ("CRNF"), its nitrogen fertilizer business, to CVR Partners, which at the time was a newly created limited partnership, in exchange for a managing general partner interest ("managing GP interest"), a special general partner interest ("special GP interest," represented by special GP units) and a de minimis limited partner interest ("LP interest," represented by special LP units). CVR concurrently sold the managing GP interest, including the associated incentive distribution rights ("IDRs"), to Coffeyville Acquisition III LLC ("CALLC III"), an entity owned by its then controlling stockholders and senior management. | ||
On April 13, 2011, the Nitrogen Fertilizer Partnership completed its initial public offering of 22,080,000 common units (the "Nitrogen Fertilizer Partnership IPO") priced at $16.00 per unit. The common units, which are listed on the NYSE, began trading on April 8, 2011 under the symbol "UAN." In connection with the Nitrogen Fertilizer Partnership IPO, the IDRs were purchased by the Nitrogen Fertilizer Partnership and subsequently extinguished. In addition, the noncontrolling interest representing the managing GP interest was purchased by Coffeyville Resources, LLC ("CRLLC"), a subsidiary of CVR, for a nominal amount. The consideration for the IDRs was paid to the owners of CALLC III, which included the Goldman Sachs Funds, the Kelso Funds and members of CVR's senior management. In connection with the Nitrogen Fertilizer Partnership IPO and through May 27, 2013, the Company recorded a noncontrolling interest for the common units sold into the public market which represented approximately a 30% interest in the Nitrogen Fertilizer Partnership. | ||
In connection with the Nitrogen Fertilizer Partnership IPO, the Nitrogen Fertilizer Partnership's limited partner interests were converted into common units, the Nitrogen Fertilizer Partnership's special general partner interests were converted into common units, and the Nitrogen Fertilizer Partnership's special general partner was merged with and into CRLLC, with CRLLC continuing as the surviving entity. In addition, as discussed above, the managing general partner sold its IDRs to the Nitrogen Fertilizer Partnership. These interests were extinguished, and CALLC III sold the managing general partner to CRLLC for a nominal amount. As a result of the Nitrogen Fertilizer Partnership IPO, the Nitrogen Fertilizer Partnership has two types of partnership interests outstanding: | ||
• | common units representing limited partner interests; and | |
• | a general partner interest, which is not entitled to any distributions, and which is held by the Nitrogen Fertilizer Partnership's general partner. | |
On May 28, 2013, CRLLC completed a registered public offering (the "Secondary Offering") whereby it sold 12,000,000 Nitrogen Fertilizer Partnership common units to the public at a price of $25.15 per unit. The net proceeds to CRLLC from the Secondary Offering were approximately $292.6 million, after deducting approximately $9.2 million in underwriting discounts and commissions. The Nitrogen Fertilizer Partnership did not receive any of the proceeds from the sale of common units by CRLLC. In connection with the Secondary Offering, the Nitrogen Fertilizer Partnership incurred approximately $0.5 million in offering costs. | ||
Subsequent to the closing of the Secondary Offering and as of December 31, 2014, public security holders held approximately 47% of the total Nitrogen Fertilizer Partnership common units, and CRLLC held approximately 53% of the total Nitrogen Fertilizer Partnership common units. In addition, CRLLC owns 100% of the Nitrogen Fertilizer Partnership's general partner, CVR GP, LLC, which only holds a non-economic general partner interest. The noncontrolling interest reflected on the Consolidated Balance Sheets of CVR is impacted by the net income of, and distributions from, the Nitrogen Fertilizer Partnership. | ||
The Nitrogen Fertilizer Partnership has adopted a policy pursuant to which the Nitrogen Fertilizer Partnership will distribute all of the available cash it generates each quarter. The available cash for each quarter will be determined by the board of directors of the Nitrogen Fertilizer Partnership's general partner following the end of such quarter. The partnership agreement does not require that the Nitrogen Fertilizer Partnership make cash distributions on a quarterly basis or at all, and the board of directors of the general partner of the Nitrogen Fertilizer Partnership can change the Nitrogen Fertilizer Partnership's distribution policy at any time. | ||
The Nitrogen Fertilizer Partnership is operated by CVR's senior management (together with other officers of the general partner) pursuant to a services agreement among CVR, the general partner and the Nitrogen Fertilizer Partnership. The Nitrogen Fertilizer Partnership's general partner, CVR GP, LLC, manages the operations and activities of the Nitrogen Fertilizer Partnership, subject to the terms and conditions specified in the partnership agreement. The operations of the general partner in its capacity as general partner are managed by its board of directors. Actions by the general partner that are made in its individual capacity are made by CRLLC as the sole member of the general partner and not by the board of directors of the general partner. The general partner is not elected by the common unitholders and is not subject to re-election on a regular basis. The officers of the general partner manage the day-to-day affairs of the business of the Nitrogen Fertilizer Partnership. CVR, the Nitrogen Fertilizer Partnership, their respective subsidiaries and the general partner are parties to a number of agreements to regulate certain business relations between them. Certain of these agreements were amended in connection with the Nitrogen Fertilizer Partnership IPO. | ||
CVR Refining, LP | ||
In contemplation of an initial public offering, in September 2012, CRLLC formed CVR Refining Holdings, LLC ("CVR Refining Holdings"), which in turn formed CVR Refining GP, LLC. CVR Refining Holdings and CVR Refining GP, LLC formed the Refining Partnership, which issued them a 100% limited partnership interest and a non-economic general partner interest, respectively. CVR Refining Holdings formed CVR Refining, LLC ("Refining LLC") and CRLLC contributed its petroleum and logistics subsidiaries, as well as its equity interests in Coffeyville Finance Inc. ("Coffeyville Finance"), to Refining LLC in October 2012. CVR Refining Holdings contributed Refining LLC to the Refining Partnership on December 31, 2012. | ||
On January 23, 2013, the Refining Partnership completed the initial public offering of its common units representing limited partner interests (the "Refining Partnership IPO"). The Refining Partnership sold 24,000,000 common units to the public at a price of $25.00 per unit, resulting in gross proceeds of $600.0 million, before giving effect to underwriting discounts and other offering expenses. Of the common units issued, 4,000,000 units were purchased by an affiliate of IEP. Additionally, on January 30, 2013, the Refining Partnership sold an additional 3,600,000 common units to the public at a price of $25.00 per unit in connection with the underwriters' exercise of their option to purchase additional common units, resulting in gross proceeds of $90.0 million, before giving effect to underwriting discounts and other offering costs. The common units, which are listed on the NYSE, began trading on January 17, 2013 under the symbol "CVRR." In connection with the Refining Partnership IPO, the Refining Partnership paid approximately $32.5 million in underwriting fees and incurred approximately $3.9 million of other offering costs. | ||
Upon consummation of the Refining Partnership IPO, CVR indirectly owned the Refining Partnership's general partner and limited partnership interests in the form of common units. Following the offering, the Refining Partnership has two types of partnership interests outstanding: | ||
• | common units representing limited partner interests; and | |
• | a general partner interest, which is not entitled to any distributions, and which is held by the Refining Partnership's general partner. | |
The net proceeds from the Refining Partnership IPO of approximately $653.6 million, after deducting underwriting discounts and commissions and offering expenses, have been utilized as follows: | ||
• | approximately $253.0 million was used to repurchase the 10.875% senior secured notes due 2017 (including accrued interest); | |
• | approximately $160.0 million was used to fund certain maintenance and environmental capital expenditures through 2014; | |
• | approximately $54.0 million was used to fund the turnaround expenses at the Wynnewood refinery that were incurred during the fourth quarter of 2012; | |
• | approximately $85.1 million was distributed to CRLLC; and | |
• | the balance of the proceeds of approximately $101.5 million was allocated to be utilized by the Refining Partnership for general partnership purposes. | |
In connection with the Refining Partnership IPO and through May 19, 2013, the Company recorded a noncontrolling interest for the common units sold into the public market which represented an approximate 19% interest in the Refining Partnership. Prior to the Refining Partnership IPO, CVR owned 100% of the Refining Partnership and net income earned during this period was fully attributable to the Company. | ||
On May 20, 2013, the Refining Partnership completed an underwritten offering (the "Underwritten Offering") by selling 12,000,000 common units to the public at a price of $30.75 per unit. American Entertainment Properties Corporation ("AEPC"), an affiliate of IEP, also purchased an additional 2,000,000 common units at the public offering price in a privately negotiated transaction with a subsidiary of CVR Energy, which was completed on May 29, 2013. In connection with the Underwritten Offering, on June 10, 2013, the Refining Partnership sold an additional 1,209,236 common units to the public at a price of $30.75 per unit in connection with a partial exercise by the underwriters of their option to purchase additional common units. The transactions described in this paragraph are collectively referred to as the "Transactions." In connection with the Transactions, the Refining Partnership paid approximately $12.2 million in underwriting fees and approximately $0.4 million in offering costs. | ||
The Refining Partnership utilized proceeds of approximately $394.0 million from the Underwritten Offering (including the underwriters' option) to redeem 13,209,236 common units from CVR Refining Holdings, an indirect wholly-owned subsidiary of CVR Energy. The net proceeds to a subsidiary of CVR Energy from the sale of 2,000,000 common units to AEPC were approximately $61.5 million. The Refining Partnership did not receive any of the proceeds from the sale of common units by CVR Energy to AEPC. | ||
Following the closing of the Transactions and prior to June 30, 2014, public security holders held approximately 29% of the total Refining Partnership common units (including units owned by affiliates of IEP representing 4% of the total Refining Partnership common units), and CVR Refining Holdings held approximately 71% of the total Refining Partnership common units. | ||
On June 30, 2014, the Refining Partnership completed a second underwritten offering (the "Second Underwritten Offering") by selling 6,500,000 common units to the public at a price of $26.07 per unit. The Refining Partnership paid approximately $5.3 million in underwriting fees and approximately $0.5 million in offering costs. The Refining Partnership utilized net proceeds of approximately $164.1 million from the Second Underwritten Offering to redeem 6,500,000 common units from CVR Refining Holdings. Subsequent to the closing of the Second Underwritten Offering and through July 23, 2014, public security holders held approximately 33% of the total Refining Partnership common units, and CVR Refining Holdings held approximately 67% of the total Refining Partnership common units. | ||
On July 24, 2014, the Refining Partnership sold an additional 589,100 common units to the public at a price of $26.07 per unit in connection with the underwriters' exercise of their option to purchase additional common units. The Refining Partnership utilized net proceeds of approximately $14.9 million from the underwriters' exercise of their option to purchase additional common units to redeem an equal amount of common units from CVR Refining Holdings. Additionally, on July 24, 2014, CVR Refining Holdings sold 385,900 common units to the public at a price of $26.07 per unit in connection with the underwriters' exercise of their remaining option to purchase additional common units. CVR Refining Holdings received net proceeds of $9.7 million. | ||
Subsequent to the closing of the underwriters' option for the Second Underwritten Offering and as of December 31, 2014, public security holders held approximately 34% of the total Refining Partnership common units (including units owned by affiliates of IEP representing 4% of the total Refining Partnership common units), and CVR Refining Holdings held approximately 66% of the total Refining Partnership common units. In addition, CVR Refining Holdings owns 100% of the Refining Partnership's general partner, CVR Refining GP, LLC, which holds a non-economic general partner interest. The noncontrolling interest reflected on the Consolidated Balance Sheets of CVR is impacted by the net income of, and distributions from, the Refining Partnership. | ||
The Refining Partnership's general partner, CVR Refining GP, LLC, manages the Refining Partnership's activities subject to the terms and conditions specified in the Refining Partnership's partnership agreement. The Refining Partnership's general partner is owned by CVR Refining Holdings. The operations of its general partner, in its capacity as general partner, are managed by its board of directors. Actions by its general partner that are made in its individual capacity are made by CVR Refining Holdings as the sole member of the Refining Partnership's general partner and not by the board of directors of its general partner. The members of the board of directors of the Refining Partnership's general partner are not elected by the Refining Partnership's unitholders and are not subject to re-election on a regular basis. The officers of the general partner manage the day-to-day affairs of the business of the Refining Partnership. | ||
The Refining Partnership has adopted a policy pursuant to which it will distribute all of the available cash it generates each quarter. The available cash for each quarter will be determined by the board of directors of the Refining Partnership's general partner following the end of such quarter. The partnership agreement does not require that the Refining Partnership make cash distributions on a quarterly basis or at all, and the board of directors of the general partner of the Refining Partnership can change the distribution policy at any time. | ||
The Refining Partnership entered into a services agreement on December 31, 2012, pursuant to which the Refining Partnership and its general partner obtain certain management and other services from CVR Energy. In addition, by virtue of the fact that the Refining Partnership is a controlled affiliate of CVR Energy, the Refining Partnership is bound by an omnibus agreement entered into by CVR Energy, CVR Partners and the general partner of CVR Partners, pursuant to which the Refining Partnership may not engage in, whether by acquisition or otherwise, the production, transportation or distribution, on a wholesale basis, of fertilizer in the contiguous United States, or a fertilizer restricted business, for so long as CVR Energy and certain of its affiliates continue to own at least 50% of the Nitrogen Fertilizer Partnership's outstanding units. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies | |
Principles of Consolidation | ||
The accompanying CVR consolidated financial statements include the accounts of CVR Energy, Inc. and its majority-owned direct and indirect subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The ownership interests of noncontrolling investors in its subsidiaries are recorded as noncontrolling interests. | ||
The Nitrogen Fertilizer Partnership and the Refining Partnership are both consolidated based upon the fact that their general partners are owned by CVR and, therefore, CVR has the ability to control their activities. The Nitrogen Fertilizer Partnership's and the Refining Partnership's general partners manage their respective operations and activities subject to the terms and conditions specified in their respective partnership agreements. The operations of each general partner in its capacity as general partner are managed by its board of directors. The limited rights of the common unitholders of the Nitrogen Fertilizer Partnership and the Refining Partnership are demonstrated by the fact that the common unitholders have no right to elect either general partner or either general partner's directors on an annual or other continuing basis. Each general partner can only be removed by a vote of the holders of at least 66 2/3% of the outstanding common units, including any common units owned by the general partner and its affiliates (including CVR) voting together as a single class. Actions by the general partner that are made in its individual capacity are made by the CVR subsidiary that serves as the sole member of the general partner and not by the board of directors of the general partner. The officers of the general partner manage the day-to-day affairs of the business. The majority of the officers of both general partners are also officers of CVR. Based upon the general partner's role and rights as afforded by the partnership agreements and the limited rights afforded to the limited partners, the consolidated financial statements of CVR will include the assets, liabilities, cash flows, revenues and expenses of the Nitrogen Fertilizer Partnership and the Refining Partnership. | ||
Cash and Cash Equivalents | ||
For purposes of the Consolidated Statements of Cash Flows, CVR considers all highly liquid money market accounts and debt instruments with original maturities of three months or less to be cash equivalents. Under the Company's cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes and are classified as accounts payable in the Consolidated Balance Sheets. The change in book overdrafts are reported in the Consolidated Statements of Cash Flows as a component of operating cash flow for accounts payable as they do not represent bank overdrafts. The amount of these checks included in accounts payable as of December 31, 2014 and 2013 was $21.5 million and $13.2 million, respectively. | ||
Accounts Receivable, net | ||
CVR grants credit to its customers. Credit is extended based on an evaluation of a customer's financial condition; generally, collateral is not required. Accounts receivable are due on negotiated terms and are stated at amounts due from customers, net of an allowance for doubtful accounts. Accounts outstanding for longer than their contractual payment terms are considered past due. CVR determines its allowance for doubtful accounts by considering a number of factors, including the length of time trade accounts are past due, the customer's ability to pay its obligations to CVR, and the condition of the general economy and the industry as a whole. CVR writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. Amounts collected on accounts receivable are included in net cash provided by operating activities in the Consolidated Statements of Cash Flows. As of December 31, 2014, no customers individually represented greater than 10% of the total net accounts receivable balance. As of December 31, 2013, one customer individually represented greater than 10% of the total net accounts receivable balance. The largest concentration of credit for any one customer at December 31, 2014 and 2013 was approximately 8% and 12%, respectively, of the net accounts receivable balance. | ||
Inventories | ||
Inventories consist primarily of domestic and foreign crude oil, blending stock and components, work-in-progress, fertilizer products, and refined fuels and by-products. Inventories are valued at the lower of the first-in, first-out ("FIFO") cost, or market for fertilizer products, refined fuels and by-products for all periods presented. Refinery unfinished and finished products inventory values were determined using the ability-to-bear process, whereby raw materials and production costs are allocated to work-in-process and finished products based on their relative fair values. Other inventories, including other raw materials, spare parts, and supplies, are valued at the lower of moving-average cost, which approximates FIFO, or market. The cost of inventories includes inbound freight costs. | ||
Prepaid Expenses and Other Current Assets | ||
Prepaid expenses and other current assets consist of prepayments for crude oil deliveries to CVR's refineries for which title had not transferred, non-trade accounts receivable, current portions of prepaid insurance, deferred financing costs, derivative agreements and other general current assets. | ||
Property, Plant, and Equipment | ||
Additions to property, plant and equipment, including capitalized interest and certain costs allocable to construction and property purchases, are recorded at cost. Capitalized interest is added to any capital project over $1.0 million in cost which is expected to take more than six months to complete. Depreciation is computed using principally the straight-line method over the estimated useful lives of the various classes of depreciable assets. The lives used in computing depreciation for such assets are as follows: | ||
Asset | Range of Useful | |
Lives, in Years | ||
Improvements to land | 15 to 30 | |
Buildings | 20 to 30 | |
Machinery and equipment | 5 to 30 | |
Automotive equipment | 5 to 15 | |
Furniture and fixtures | 3 to 10 | |
Aircraft | 20 | |
Railcars | 25 to 40 | |
Leasehold improvements and assets held under capital leases are depreciated or amortized on the straight-line method over the shorter of the contractual lease term or the estimated useful life of the asset. Expenditures for routine maintenance and repair costs are expensed when incurred. Such expenses are reported in direct operating expenses (exclusive of depreciation and amortization) in the Company's Consolidated Statements of Operations. | ||
Goodwill and Intangible Assets | ||
Goodwill represents the excess of the cost of an acquired entity over the fair value of the assets acquired less liabilities assumed. Intangible assets are assets that lack physical substance (excluding financial assets). Goodwill acquired in a business combination and intangible assets with indefinite useful lives are not amortized, and intangible assets with finite useful lives are amortized. Goodwill and intangible assets not subject to amortization are tested for impairment annually or more frequently if events or changes in circumstances indicate the asset might be impaired. CVR uses November 1 of each year as its annual valuation date for its goodwill impairment test. The Company performed its annual impairment review of goodwill for 2014, 2013 and 2012, which is attributable entirely to the nitrogen fertilizer segment and concluded there were no impairments. See Note 7 ("Goodwill") for further discussion. | ||
Deferred Financing Costs, Underwriting and Original Issue Discount | ||
Deferred financing costs associated with debt issuances are amortized to interest expense and other financing costs using the effective-interest method over the life of the debt. Additionally, the underwriting and original issue discount and premium related to debt issuances have been amortized to interest expense and other financing costs using the effective-interest method over the life of the debt. Deferred financing costs related to the Amended and Restated ABL Credit Facility and CRNF credit facility are amortized to interest expense and other financing costs using the straight-line method through the termination date of the respective facility. | ||
Planned Major Maintenance Costs | ||
The direct-expense method of accounting is used for planned major maintenance activities. Maintenance costs are recognized as expense when maintenance services are performed. Planned major maintenance activities for the nitrogen plant generally occur every two to three years. The required frequency of the maintenance varies by unit for the refineries, but generally is every four to five years. | ||
During the outage at the Coffeyville refinery as discussed in Note 8 ("Insurance Claims"), the Refining Partnership accelerated certain planned turnaround activities scheduled for 2015 and incurred approximately $5.5 million in turnaround expenses for the year ended December 31, 2014. The Coffeyville refinery completed the second phase of a two-phase turnaround project during the first quarter of 2012 and incurred approximately $21.2 million in turnaround expenses for the year ended December 31, 2012. The first phase was completed during the fourth quarter of 2011. During the fluid catalytic cracking unit ("FCCU") outage at the Wynnewood refinery, the Refining Partnership accelerated certain planned turnaround activities previously scheduled for 2016 and incurred approximately $1.3 million in turnaround expenses for the year ended December 31, 2014. The Wynnewood refinery completed a turnaround in the fourth quarter of 2012 and incurred approximately $102.5 million in turnaround expenses for the year ended December 31, 2012. The nitrogen fertilizer plant completed a major scheduled turnaround and incurred approximately $4.8 million in turnaround expenses for the year ended December 31, 2012. Costs associated with these turnaround activities were included in direct operating expenses (exclusive of depreciation and amortization) in the Consolidated Statements of Operations. | ||
Cost Classifications | ||
Cost of product sold (exclusive of depreciation and amortization) includes cost of crude oil, other feedstocks, blendstocks, purchased refined products, pet coke expense, renewable identification numbers ("RINs") expense and freight and distribution expenses. Cost of product sold excludes depreciation and amortization of approximately $6.3 million, $5.0 million and $3.7 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||
Direct operating expenses (exclusive of depreciation and amortization) includes direct costs of labor, maintenance and services, energy and utility costs, property taxes, environmental compliance costs as well as chemicals and catalysts and other direct operating expenses. Direct operating expenses exclude depreciation and amortization of approximately $141.8 million, $134.5 million and $124.1 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||
Selling, general and administrative expenses (exclusive of depreciation and amortization) consist primarily of legal expenses, treasury, accounting, marketing, human resources, information technology and maintaining the corporate and administrative offices in Texas and Kansas. Selling, general and administrative expenses exclude depreciation and amortization of approximately $6.3 million, $3.3 million and $2.2 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||
Income Taxes | ||
CVR accounts for income taxes utilizing the asset and liability approach. Under this method, deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred amounts are measured using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. See Note 9 ("Income Taxes") for further discussion. | ||
Impairment of Long-Lived Assets | ||
CVR accounts for long-lived assets in accordance with accounting standards issued by the Financial Accounting Standards Board ("FASB") regarding the treatment of the impairment or disposal of long-lived assets. As required by these standards, CVR reviews long-lived assets (excluding goodwill, intangible assets with indefinite lives, and deferred tax assets) for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized for the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of are reported at the lower of their carrying value or fair value less cost to sell. | ||
Revenue Recognition | ||
Revenues for products sold are recorded upon delivery of the products to customers, which is the point at which title is transferred, the customer has the assumed risk of loss, and payment has been received or collection is reasonably assured. Deferred revenue represents customer prepayments under contracts to guarantee a price and supply of nitrogen fertilizer in quantities expected to be delivered in the next 12 months in the normal course of business. Excise and other taxes collected from customers and remitted to governmental authorities are not included in reported revenues. | ||
Nonmonetary product exchanges and certain buy/sell crude oil transactions which are entered into in the normal course of business are included on a net cost basis in operating expenses on the Consolidated Statement of Operations. | ||
The Company also engages in trading activities, whereby the Company enters into agreements to purchase and sell refined products with third parties. The Company acts as a principal in these transactions, taking title to the products in purchases from counterparties, and accepting the risks and rewards of ownership. The Company records revenue for the gross amount of the sales transactions, and records costs of purchases as an operating expense in the accompanying consolidated financial statements. | ||
Shipping Costs | ||
Pass-through finished goods delivery costs reimbursed by customers are reported in net sales, while an offsetting expense is included in cost of product sold (exclusive of depreciation and amortization). | ||
Derivative Instruments and Fair Value of Financial Instruments | ||
The petroleum business uses futures contracts, options, and forward contracts primarily to reduce exposure to changes in crude oil prices and finished goods product prices to provide economic hedges of inventory positions. Although management considers these derivatives economic hedges, these derivative instruments do not qualify as hedges for hedge accounting purposes under ASC Topic 815, Derivatives and Hedging ("ASC 815"), and accordingly are recorded at fair value in the balance sheet. Changes in the fair value of these derivative instruments are recorded into earnings as a component of other income (expense) in the period of change. The estimated fair values of forward and swap contracts are based on quoted market prices and assumptions for the estimated forward yield curves of related commodities in periods when quoted market prices are unavailable. | ||
The nitrogen fertilizer business uses forward swap contracts primarily to reduce the exposure to changes in interest rates on its debt and to provide a cash flow hedge. These derivative instruments have been designated as hedges for accounting purposes. Accordingly, these instruments are recorded at fair value in the Consolidated Balance Sheets at each reporting period end. The actual measurement of the cash flow hedge ineffectiveness is recognized in earnings, if applicable. The effective portion of the gain or loss on the swaps is reported in accumulated other comprehensive income (loss) ("AOCI"), in accordance with ASC 815. See Note 16 ("Derivative Financial Instruments") for further discussion. | ||
Other financial instruments consisting of cash and cash equivalents, accounts receivable, and accounts payable are carried at cost, which approximates fair value, as a result of the short-term nature of the instruments. See Note 10 ("Long-Term Debt") for further discussion of the fair value of the debt instruments. | ||
Share-Based Compensation | ||
The Company accounts for share-based compensation in accordance with ASC Topic 718, Compensation — Stock Compensation ("ASC 718"). ASC 718 requires that compensation costs relating to share-based payment transactions be recognized in a company's financial statements. ASC 718 applies to transactions in which an entity exchanges its equity instruments for goods or services and also may apply to liabilities an entity incurs for goods or services that are based on the fair value of those equity instruments. See Note 4 ("Share-Based Compensation") for further discussion. | ||
Treasury Stock | ||
The Company accounts for its treasury stock under the cost method. To date, all treasury stock purchased was for the purpose of satisfying minimum statutory tax withholdings due at the vesting of non-vested stock awards. | ||
Environmental Matters | ||
Liabilities related to future remediation costs of past environmental contamination of properties are recognized when the related costs are considered probable and can be reasonably estimated. Estimates of these costs are based upon currently available facts, internal and third party assessments of contamination, available remediation technology, site-specific costs, and currently enacted laws and regulations. In reporting environmental liabilities, no offset is made for potential recoveries. Loss contingency accruals, including those for environmental remediation, are subject to revision as further information develops or circumstances change and such accruals can take into account the legal liability of other parties. Environmental expenditures are capitalized at the time of the expenditure when such costs provide future economic benefits. | ||
Use of Estimates | ||
The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles, using management's best estimates and judgments where appropriate. These estimates and judgments affect the reported amounts of assets and liabilities, the disclosure of contingent 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 materially from these estimates and judgments. | ||
Subsequent Events | ||
The Company evaluated subsequent events, if any, that would require an adjustment to the Company's consolidated financial statements or require disclosure in the notes to the consolidated financial statements through the date of issuance of the consolidated financial statements. See Note 21 ("Subsequent Events") for further discussion. | ||
New Accounting Pronouncements | ||
In July 2013, the FASB issued ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" ("ASU 2013-11"). ASU 2013-11 requires the netting of unrecognized tax benefits against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. The standard is effective for interim and annual periods beginning after December 15, 2013 and is to be applied prospectively with optional retrospective adoption permitted. The Company adopted this standard prospectively as of January 1, 2014. The adoption of this standard resulted in a reclassification on the Consolidated Balance Sheets. See Note 9 ("Income Taxes") for further discussion. | ||
In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" ("ASU 2014-09"), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The standard is effective for interim and annual periods beginning after December 15, 2016 and permits the use of either the retrospective or cumulative effect transition method. Early adoption is not permitted. The Company has not yet selected a transition method and is currently evaluating the standard and the impact on its consolidated financial statements and footnote disclosures. | ||
On February 18, 2015, the FASB issued ASU No. 2015-02, "Consolidations (Topic 810) - Amendments to the Consolidation Analysis" ("ASU 2015-02"). The new guidance makes amendments to the current consolidation guidance, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under this analysis, limited partnerships and other similar entities will be considered a variable-interest entity ("VIE") unless the limited partners hold substantive kick-out rights or participating rights. The standard is effective for annual periods beginning after December 15, 2015. The Company is currently evaluating the standard and the impact, if any, on its consolidated financial statements and footnote disclosures. |
Change_of_Control
Change of Control | 12 Months Ended |
Dec. 31, 2014 | |
Change of Control | |
Change of Control | (3) Change of Control |
On April 18, 2012, an affiliate of IEP entered into a Transaction Agreement (the "Transaction Agreement") with CVR, with respect to its tender offer (the "Offer") to purchase all of the issued and outstanding shares of CVR's common stock for a price of $30.00 per share in cash, without interest, less any applicable withholding taxes, plus one CCP, which represented the contractual right to receive an additional cash payment per share if a definitive agreement for the sale of CVR was executed on or prior to August 18, 2013 and such transaction closed. As no sale of the Company was executed by the date outlined in the Transaction Agreement, the CCPs expired on August 19, 2013. | |
In May 2012, IEP's affiliate announced that a majority of CVR's common stock had been acquired through the Offer. As of December 31, 2014, IEP and its affiliates owned approximately 82% of CVR's outstanding common stock. Pursuant to the Transaction Agreement, the settlement terms of all employee restricted share awards were modified. See further discussion at Note 4 ("Share-Based Compensation"). |
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||
Share-Based Compensation | (4) Share-Based Compensation | ||||||||||
Long-Term Incentive Plan — CVR Energy | |||||||||||
CVR has a Long-Term Incentive Plan ("LTIP"), which permits the grant of options, stock appreciation rights, restricted shares, restricted stock units, dividend equivalent rights, share awards and performance awards (including performance share units, performance units and performance-based restricted stock). As of December 31, 2014, only restricted stock units and performance units remain outstanding under the LTIP. Individuals who are eligible to receive awards and grants under the LTIP include the Company's employees, officers, consultants, advisors and directors. A summary of the principal features of the LTIP is provided below. | |||||||||||
Shares Available for Issuance. The LTIP authorizes a share pool of 7,500,000 shares of the Company's common stock, 1,000,000 of which may be issued in respect of incentive stock options. Whenever any outstanding award granted under the LTIP expires, is canceled, is settled in cash or is otherwise terminated for any reason without having been exercised or payment having been made in respect of the entire award, the number of shares available for issuance under the LTIP is increased by the number of shares previously allocable to the expired, canceled, settled or otherwise terminated portion of the award. As of December 31, 2014, 6,787,341 shares of common stock were available for issuance under the LTIP. | |||||||||||
Restricted Shares | |||||||||||
A summary of restricted stock and restricted stock units (collectively "restricted shares") activity and changes during the years ended December 31, 2014, 2013 and 2012 is presented below: | |||||||||||
Restricted | Weighted- | Aggregate | |||||||||
Shares | Average | Intrinsic | |||||||||
Grant-Date | Value | ||||||||||
Fair Value | |||||||||||
(in millions) | |||||||||||
Non-vested at December 31, 2011 | 1,634,154 | $ | 14.61 | $ | 30.6 | ||||||
Granted | 318,508 | 43.66 | |||||||||
Vested | (740,811 | ) | 13.59 | ||||||||
Forfeited | (66,240 | ) | 16.54 | ||||||||
Non-vested at December 31, 2012 | 1,145,611 | $ | 23.24 | $ | 55.9 | ||||||
Granted | 2,600 | 54.75 | |||||||||
Vested | (709,959 | ) | 18.73 | ||||||||
Forfeited | (78,700 | ) | 42.8 | ||||||||
Non-vested at December 31, 2013 | 359,552 | $ | 28.09 | $ | 15.6 | ||||||
Granted | — | — | |||||||||
Vested | (281,684 | ) | 23.89 | ||||||||
Forfeited | (29,857 | ) | 39.17 | ||||||||
Non-vested at December 31, 2014 | 48,011 | $ | 45.89 | $ | 1.9 | ||||||
Through the LTIP, restricted shares have been granted to employees of the Company. Prior to the change of control as discussed in Note 3 ("Change of Control"), the restricted shares, when granted, were historically valued at the closing market price of CVR's common stock on the date of issuance. These restricted shares are generally graded-vesting awards, which vest over a three-year period. Compensation expense is recognized on a straight-line basis over the vesting period of the respective tranche of the award. | |||||||||||
The change of control and related Transaction Agreement discussed in Note 3 ("Change of Control") triggered a modification to outstanding awards under the LTIP. Pursuant to the Transaction Agreement, all restricted shares scheduled to vest in 2012 were converted to restricted stock units whereby the recipient received cash settlement of the offer price of $30.00 per share in cash plus one CCP upon vesting. The CCPs expired on August 19, 2013. Restricted shares scheduled to vest in 2013, 2014 and 2015 were converted to restricted stock units whereby the awards will be settled in cash upon vesting in an amount equal to the lesser of the offer price or the fair market value of the Company's common stock as determined at the most recent valuation date of December 31 of each year. Additional share-based compensation of approximately $12.4 million was incurred to revalue the awards upon modification for the year ended December 31, 2012. For awards vesting subsequent to 2012, the awards will be remeasured at each subsequent reporting date until they vest. As a result of the modification of the awards, the classification changed from equity-classified awards to liability-classified awards. | |||||||||||
In December 2012 and during 2013, awards of restricted stock units and dividend equivalent rights were granted to certain employees of CVR. The awards are expected to vest over three years with one-third of the award vesting each year with the exception of awards granted to certain executive officers that vested over one year. The award granted in December 2012 to Mr. Lipinski, the Company's Chief Executive Officer and President, was canceled in connection with the issuance of certain performance unit awards as discussed further below. Each restricted stock unit and dividend equivalent right represents the right to receive, upon vesting, a cash payment equal to (a) the fair market value of one share of the Company's common stock, plus (b) the cash value of all dividends declared and paid by the Company per share of the Company's common stock from the grant date to and including the vesting date. The awards, which are liability-classified, will be remeasured at each subsequent reporting date until they vest. | |||||||||||
As of December 31, 2014, there was approximately $0.9 million of total unrecognized compensation cost related to non-vested restricted stock units and associated dividend equivalent rights to be recognized over a weighted-average period of approximately 0.9 years. Total compensation expense for the years ended December 31, 2014, 2013 and 2012 was approximately $2.6 million, $13.2 million and $36.9 million, respectively, related to the restricted stock unit awards. | |||||||||||
As of December 31, 2014 and 2013, the Company had a liability of $1.7 million and $8.9 million, respectively, for non-vested restricted stock unit awards and associated dividend equivalent rights, which is recorded in personnel accruals on the Consolidated Balance Sheets. For the years ended December 31, 2014, 2013 and 2012, the Company paid cash of $9.9 million, $23.8 million and $22.2 million, respectively, to settle liability-classified restricted stock unit awards and dividend equivalent rights upon vesting. | |||||||||||
Performance Unit Awards | |||||||||||
In December 2013, the Company entered into Performance Unit Award Agreements with Mr. Lipinski. Certain of the Performance Unit Awards were entered into in connection with the cancellation of Mr. Lipinski's December 2012 restricted stock unit award, as discussed above. In accordance with accounting guidance related to the modification of share-based and other compensatory award arrangements, the Company concluded that the cancellation and concurrent issuance of the performance awards created a substantive service period from the original grant date of the December 2012 restricted stock unit award through the end of the performance period for the related performance awards. Compensation cost for the related awards is being recognized over the substantive service period. Total compensation expense for the years ended December 31, 2014 and 2013 related to the performance unit awards was $4.4 million and $3.9 million, respectively. | |||||||||||
On June 30, 2014, the first award of Mr. Lipinski's Performance Unit Award Agreements vested. The Company paid Mr. Lipinski approximately $3.9 million on July 15, 2014 as a result of the vesting. On December 15, 2014 and December 31, 2014, the second and third awards of Mr. Lipinski's Performance Unit Award Agreements vested. The Company paid Mr. Lipinski approximately $2.9 million for the second award vesting. As of December 31, 2014, the Company had a liability of $1.7 million for vested and unpaid performance unit awards. The liabilities for the vested and unpaid performance unit awards were recorded in personnel accruals on the Consolidated Balance Sheets. | |||||||||||
Stock Options | |||||||||||
Activity and price information regarding CVR's stock options granted are summarized as follows: | |||||||||||
Shares | Weighted- | Weighted- | |||||||||
Average | Average | ||||||||||
Exercise | Remaining | ||||||||||
Price | Contractual | ||||||||||
Term | |||||||||||
Outstanding, December 31, 2011 | 22,900 | $ | 18.03 | 7.35 | |||||||
Granted | — | — | |||||||||
Exercised | (22,900 | ) | — | ||||||||
Forfeited | — | — | |||||||||
Expired | — | — | |||||||||
Outstanding, December 31, 2012 | — | $ | — | — | |||||||
There were no grants of stock options in 2014, 2013 or 2012. In May 2012, all outstanding stock options equaling an equivalent of 22,900 common shares were exercised. No compensation expense related to stock options was recognized for the years ended December 31, 2014, 2013 and 2012. | |||||||||||
Long-Term Incentive Plan — CVR Partners | |||||||||||
Common Units and Phantom Units | |||||||||||
In April 2011, the board of directors of the Nitrogen Fertilizer Partnership's general partner adopted the CVR Partners, LP Long-Term Incentive Plan ("CVR Partners LTIP"). Individuals who are eligible to receive awards under the CVR Partners LTIP include (1) employees of the Nitrogen Fertilizer Partnership and its subsidiaries, (2) employees of its general partner, (3) members of the board of directors of its general partner and (4) employees, consultants and directors of CVR Energy. The CVR Partners LTIP provides for the grant of options, unit appreciation rights, distribution equivalent rights, restricted units, phantom units and other unit-based awards, each in respect of common units. The maximum number of common units issuable under the CVR Partners' LTIP is 5,000,000. As of December 31, 2014, there were 4,820,215 common units available for issuance under the CVR Partners LTIP. | |||||||||||
Through the CVR Partners LTIP, phantom and common units have been awarded to employees of the Nitrogen Fertilizer Partnership and its general partner and to members of the board of directors of its general partner. In December 2012, the board of directors of the general partner of the Nitrogen Fertilizer Partnership approved an amendment to modify the terms of certain phantom unit awards previously granted to employees of the Nitrogen Fertilizer Partnership and its subsidiaries. Prior to the amendment, the phantom units, when granted, were valued at the closing market price of the Nitrogen Fertilizer Partnership's common units on the date of issuance. These units are generally graded-vesting awards, which vest over a three-year period. Compensation expense is recognized on a straight-line basis over the vesting period of the respective tranche of the award. | |||||||||||
The amendment triggered a modification to the awards by providing that the phantom units would be settled in cash rather than common units of the Nitrogen Fertilizer Partnership. Additional share-based compensation incurred to revalue the unvested units upon modification was not material for the year ended December 31, 2012. For awards vesting subsequent to the amendment, the awards will be remeasured at each subsequent reporting date until they vest. As a result of the modification of the awards to employees of the Nitrogen Fertilizer Partnership, the classification of the awards changed from an equity-classified award to a liability-classified award. | |||||||||||
In December 2013 and during 2014, awards of phantom units and distribution equivalent rights were granted to certain employees of the Nitrogen Fertilizer Partnership and its subsidiaries and its general partner. The awards are expected to vest over three years with one-third of the award vesting each year. Each phantom unit and distribution equivalent right represents the right to receive, upon vesting, a cash payment equal to (a) the average fair market value of one unit of the Nitrogen Fertilizer Partnership's common units in accordance with the award agreement, plus (b) the per unit cash value of all distributions declared and paid by the Nitrogen Fertilizer Partnership from the grant date to and including the vesting date. The awards, which are liability-classified, will be remeasured at each subsequent reporting date until they vest. | |||||||||||
A summary of common units and phantom units (collectively "units") activity and changes under the CVR Partners LTIP during the years ended December 31, 2014, 2013 and 2012 is presented below: | |||||||||||
Units | Weighted- | Aggregate | |||||||||
Average | Intrinsic | ||||||||||
Grant-Date | Value | ||||||||||
Fair Value | |||||||||||
(in millions) | |||||||||||
Non-vested at December 31, 2011 | 164,571 | $ | 22.99 | $ | 4.1 | ||||||
Granted | 95,370 | 24.53 | |||||||||
Vested | (58,129 | ) | 23.08 | ||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2012 | 201,812 | $ | 23.7 | $ | 5.1 | ||||||
Granted | 58,536 | 16.13 | |||||||||
Vested | (89,229 | ) | 23.24 | ||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2013 | 171,119 | $ | 21.34 | $ | 2.8 | ||||||
Granted | 198,141 | 9.44 | |||||||||
Vested | (48,310 | ) | 20.95 | ||||||||
Forfeited | (77,004 | ) | 23.49 | ||||||||
Non-vested at December 31, 2014 | 243,946 | $ | 11.07 | $ | 2.4 | ||||||
As of December 31, 2014, there was approximately $2.2 million of total unrecognized compensation cost related to the awards under the CVR Partners LTIP to be recognized over a weighted-average period of 1.9 years. Total compensation expense recorded for the years ended December 31, 2014, 2013 and 2012 related to the awards under the CVR Partners LTIP was approximately $0.4 million, $1.3 million and $2.2 million, respectively. | |||||||||||
At both December 31, 2014 and 2013, the Nitrogen Fertilizer Partnership had a liability of $0.2 million for cash-settled non-vested phantom unit awards and associated distribution equivalent rights, which is recorded in personnel accruals on the Consolidated Balance Sheets. For the years ended December 31, 2014, 2013 and 2012 the Nitrogen Fertilizer Partnership paid cash of $0.4 million, $0.2 million and $0.3 million, respectively, to settle liability-classified awards and associated distribution equivalent rights upon vesting. | |||||||||||
Performance-Based Phantom Units | |||||||||||
In May 2014, the Nitrogen Fertilizer Partnership entered into a Phantom Unit Agreement with Mark A. Pytosh, its Chief Executive Officer and President, that included performance-based phantom units and distribution equivalent rights. Compensation cost for these awards is being recognized over the performance cycles of May 1, 2014 to December 31, 2014, January 1, 2015 to December 31, 2015 and January 1, 2016 to December 31, 2016, as the services are provided. Each phantom unit and distribution equivalent right represents the right to receive, upon vesting, a cash payment equal to (a) the average closing price of the Nitrogen Fertilizer Partnership's common units for the first ten business days of the last month of the performance cycle, multiplied by a performance factor that is based upon the level of the Nitrogen Fertilizer Partnership’s production of UAN, and (b) the per unit cash value of all distributions declared and paid by the Nitrogen Fertilizer Partnership from the grant date to and including the vesting date. Total compensation expense recorded for the year ended December 31, 2014 related to the award was $0.1 million. Assuming a target performance threshold, unrecognized compensation expense associated with the unvested phantom units at December 31, 2014 was approximately $0.2 million and is expected to be recognized over a weighted average period of 1.5 years. | |||||||||||
On December 31, 2014, the first award of Mr. Pytosh's Phantom Unit Agreement vested. As of December 31, 2014, the Company had a liability of $0.1 million for vested and unpaid performance-based phantom units. | |||||||||||
Long-Term Incentive Plan – CVR Refining | |||||||||||
In connection with the Refining Partnership IPO, on January 16, 2013, the board of directors of the general partner of the Refining Partnership adopted the CVR Refining, LP Long-Term Incentive Plan (the "CVR Refining LTIP"). Individuals who are eligible to receive awards under the CVR Refining LTIP include (1) employees of the Refining Partnership and its subsidiaries, (2) employees of the general partner, (3) members of the board of directors of the general partner and (4) certain employees, consultants and directors of CRLLC and CVR Energy who perform services for the benefit of the Refining Partnership. The CVR Refining LTIP provides for the grant of options, unit appreciation rights, restricted units, phantom units, unit awards, substitute awards, other-unit based awards, cash awards, performance awards and distribution equivalent rights, each in respect of common units. The maximum number of common units issuable under the CVR Refining LTIP is 11,070,000. As the phantom unit awards discussed below are cash-settled awards, they did not reduce the number of common units available for issuance under the plan. On August 14, 2013, the Refining Partnership filed a Form S-8 to register the common units. | |||||||||||
In December 2013 and during 2014, awards of phantom units and distribution equivalent rights were granted to employees of the Refining Partnership and its subsidiaries, its general partner and certain employees of CRLLC and CVR Energy who perform services solely for the benefit of the Refining Partnership. The awards are generally graded-vesting awards, which are expected to vest over three years with one-third of the award vesting each year. Compensation expense is recognized on a straight-line basis over the vesting period of the respective tranche of the award. Each phantom unit and distribution equivalent right represents the right to receive, upon vesting, a cash payment equal to (a) the average fair market value of one unit of the Refining Partnership's common units in accordance with the award agreement, plus (b) the per unit cash value of all distributions declared and paid by the Refining Partnership from the grant date to and including the vesting date. The awards, which are liability-classified, will be remeasured at each subsequent reporting date until they vest. | |||||||||||
A summary of phantom unit activity and changes under the CVR Refining LTIP during the years ended December 31, 2014 and 2013 is presented below: | |||||||||||
Phantom Units | Weighted- | Aggregate | |||||||||
Average | Intrinsic | ||||||||||
Grant-Date | Value | ||||||||||
Fair Value | |||||||||||
(in millions) | |||||||||||
Non-vested at January 16, 2013 | — | $ | — | $ | — | ||||||
Granted | 187,177 | 21.55 | |||||||||
Vested | — | — | |||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2013 | 187,177 | $ | 21.55 | $ | 4.2 | ||||||
Granted | 281,948 | 17.74 | |||||||||
Vested | (61,002 | ) | 21.55 | ||||||||
Forfeited | (4,176 | ) | 21.55 | ||||||||
Non-vested at December 31, 2014 | 403,947 | $ | 18.89 | $ | 6.8 | ||||||
As of December 31, 2014, there was approximately $6.2 million of total unrecognized compensation cost related to the awards under the CVR Refining LTIP to be recognized over a weighted-average period of 1.9 years. Total compensation expense recorded for the year ended December 31, 2014 related to the awards under the CVR Refining LTIP was $2.4 million. Total compensation expense recorded for the year ended December 31, 2013 was not material. As of December 31, 2014, the Refining Partnership had a liability of $1.0 million for non-vested phantom unit awards and associated distribution equivalent rights, which is recorded in personnel accruals on the Consolidated Balance Sheets. For the year ended December 31, 2014, the Refining Partnership paid cash of $1.4 million to settle liability-classified phantom unit awards and associated distribution equivalent rights upon vesting. | |||||||||||
Incentive Unit Awards | |||||||||||
In December 2013 and during 2014, the Company granted awards of incentive units and distribution equivalent rights to certain employees of CRLLC and CVR Energy. The awards are generally graded-vesting awards, which are expected to vest over three years with one-third of the award vesting each year. Compensation expense is recognized on a straight-line basis over the vesting period of the respective tranche of the award. Each incentive unit and distribution equivalent right represents the right to receive, upon vesting, a cash payment equal to (a) the average fair market value of one unit of the Refining Partnership's common units in accordance with the award agreement, plus (b) the per unit cash value of all distributions declared and paid by the Refining Partnership from the grant date to and including the vesting date. The awards, which are liability-classified, will be remeasured at each subsequent reporting date until they vest. | |||||||||||
A summary of incentive unit activity and changes during the years ended December 31, 2014 and 2013 is presented below: | |||||||||||
Incentive Units | Weighted- | Aggregate | |||||||||
Average | Intrinsic | ||||||||||
Grant-Date | Value | ||||||||||
Fair Value | |||||||||||
(in millions) | |||||||||||
Non-vested at December 31, 2012 | — | $ | — | $ | — | ||||||
Granted | 251,431 | 22.62 | |||||||||
Vested | — | — | |||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2013 | 251,431 | $ | 22.62 | $ | 5.7 | ||||||
Granted | 332,586 | 17.81 | |||||||||
Vested | (65,601 | ) | 22.63 | ||||||||
Forfeited | (82,901 | ) | 22.62 | ||||||||
Non-vested at December 31, 2014 | 435,515 | $ | 18.95 | $ | 7.3 | ||||||
As of December 31, 2014, there was approximately $6.8 million of total unrecognized compensation cost related to non-vested incentive units to be recognized over a weighted-average period of approximately 1.9 years. Total compensation expense for the year ended December 31, 2014 related to the incentive units was $2.4 million. Total compensation expense for the year ended December 31, 2013 related to the incentive units was not material. As of December 31, 2014, the Company had a liability of $0.8 million for non-vested incentive units and associated distribution equivalent rights, which is recorded in personnel accruals on the Consolidated Balance Sheets. For the year ended December 31, 2014, the Company paid cash of $1.6 million to settle liability-classified incentive unit awards and associated distribution equivalent rights upon vesting. | |||||||||||
In December 2014, the Company granted an award of 227,927 incentive units in the form of stock appreciation rights ("SARs") to an executive of CVR Energy. Each SAR vests over three years and entitles the executive to receive a cash payment in an amount equal to the excess of the fair market value of one unit of the Refining Partnership's common units for the first ten trading days in the month prior to vesting over the grant price of the SAR. The fair value will be adjusted to include all distributions declared and paid by the Refining Partnership during the vesting period. The fair value of each SAR is estimated at the end of each reporting period using the Black-Scholes option-pricing model. Assumptions utilized to value the award have been omitted due to immateriality of the award. Total compensation expense during the year ended December 31, 2014 and the liability related to the SARs as of December 31, 2014 were not material. |
Inventories
Inventories | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventories | (5) Inventories | |||||||
Inventories consisted of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Finished goods | $ | 176.2 | $ | 268.2 | ||||
Raw materials and precious metals | 88 | 177 | ||||||
In-process inventories | 20.6 | 36.9 | ||||||
Parts and supplies | 44.8 | 44.5 | ||||||
$ | 329.6 | $ | 526.6 | |||||
Due to the current crude environment and subsequent reduction in sales prices for the petroleum business' refined products, the Refining Partnership recorded a lower of FIFO cost or market inventory adjustment of approximately $36.8 million as of December 31, 2014. The inventory adjustment is included in cost of product sold (exclusive of depreciation and amortization) in the Consolidated Statements of Operations. |
Property_Plant_and_Equipment
Property, Plant, and Equipment | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant, and Equipment | (6) Property, Plant and Equipment | |||||||
A summary of costs for property, plant, and equipment is as follows: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Land and improvements | $ | 37.4 | $ | 36.1 | ||||
Buildings | 50.4 | 42.6 | ||||||
Machinery and equipment | 2,581.20 | 2,312.50 | ||||||
Automotive equipment | 22.1 | 19.2 | ||||||
Furniture and fixtures | 19 | 18.3 | ||||||
Leasehold improvements | 3.4 | 2.5 | ||||||
Aircraft | 3.7 | 2.3 | ||||||
Railcars | 14.5 | 7.9 | ||||||
Construction in progress | 71.5 | 164.9 | ||||||
2,803.20 | 2,606.30 | |||||||
Accumulated depreciation | 887.2 | 741.9 | ||||||
$ | 1,916.00 | $ | 1,864.40 | |||||
Capitalized interest recognized as a reduction in interest expense for the years ended December 31, 2014, 2013 and 2012 totaled approximately $9.4 million, $3.6 million and $10.8 million, respectively. Land, building and equipment that are under a capital lease obligation had an original carrying value of approximately $24.8 million at both December 31, 2014 and 2013, respectively. Amortization of assets held under capital leases is included in depreciation expense. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | (7) Goodwill |
The Nitrogen Fertilizer Partnership completes its annual test for impairment of goodwill as of November 1 each year. The Nitrogen Fertilizer Partnership elected to perform a qualitative evaluation for the years ending December 31, 2014 and 2013 to determine whether it was necessary to perform the quantitative two step goodwill analysis described in ASC 350, "Intangibles - Goodwill and Other." After assessing the totality of events and circumstances, it was determined that it was not more likely than not that the fair value of the Nitrogen Fertilizer Partnership was less than the carrying value, and so it was not necessary to perform the two-step goodwill impairment analysis. Based on the results of the tests, no impairment of goodwill was recorded for any of the periods presented. |
Insurance_Claims
Insurance Claims | 12 Months Ended |
Dec. 31, 2014 | |
Insurance [Abstract] | |
Insurance Claims | (8) Insurance Claims |
On July 29, 2014, the Coffeyville refinery experienced a fire at its isomerization unit. Four employees were injured in the fire, including one employee who was fatally injured. The fire was extinguished, and the refinery was subsequently shut down due to a failure of its plant-wide Distributed Control System, which was directly caused by the fire. The Coffeyville refinery returned to operations in mid-August, with all units except the isomerization unit in operation by August 23, 2014. The isomerization unit started operating on October 12, 2014. This interruption adversely impacted production of refined products for the petroleum business in the third quarter of 2014. Total gross repair and other costs recorded related to the incident for the year ended December 31, 2014 were approximately $6.3 million. | |
The Refining Partnership is covered by property damage insurance policies which have an associated deductible of $5.0 million for the Coffeyville refinery. The Refining Partnership anticipates amounts in excess of the $5.0 million deductible related to the isomerization unit fire incident will be recoverable under the property insurance policies. As of December 31, 2014, the Refining Partnership recorded an insurance receivable related to the incident of approximately $1.3 million, which is included in prepaid expenses and other current assets in the Consolidated Balance Sheet. The recording of the receivable resulted in a reduction of direct operating expenses (exclusive of depreciation and amortization). The Refining Partnership also maintains workers' compensation insurance with a $0.5 million per accident deductible. | |
During the outage at the Coffeyville refinery as discussed above, the Refining Partnership accelerated certain planned turnaround activities scheduled for 2015 and incurred approximately $5.5 million in turnaround expenses for the year ended December 31, 2014. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | (9) Income Taxes | |||||||||||
On May 19, 2012, CVR became a member of the consolidated federal tax group of AEPC, a wholly-owned subsidiary of IEP, and subsequently entered into a tax allocation agreement with AEPC (the "Tax Allocation Agreement"). The Tax Allocation Agreement provides that AEPC will pay all consolidated federal income taxes on behalf of the consolidated tax group. CVR is required to make payments to AEPC in an amount equal to the tax liability, if any, that it would have paid if it were to file as a consolidated group separate and apart from AEPC. | ||||||||||||
As of December 31, 2014, the Company recorded a receivable of $44.5 million for an overpayment of federal income taxes to AEPC under the Tax Allocation Agreement. The overpayment will be applied as a credit against the Company's estimated tax to be paid during 2015. As of December 31, 2013, the Company recorded a liability of $0.1 million for federal income taxes due to AEPC. These amounts are recorded as due from parent and due to parent, respectively, in the Consolidated Balance Sheets. During the years ended December 31, 2014, 2013 and 2012, the Company paid $120.1 million, $260.0 million and $150.7 million, respectively, to AEPC under the Tax Allocation Agreement. | ||||||||||||
Income tax expense (benefit) is comprised of the following: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Current | ||||||||||||
Federal | $ | 76.1 | $ | 265.8 | $ | 237.3 | ||||||
State | 16.6 | 21.5 | 25.4 | |||||||||
Total current | 92.7 | 287.3 | 262.7 | |||||||||
Deferred | ||||||||||||
Federal | 8.3 | (93.5 | ) | (39.8 | ) | |||||||
State | (3.3 | ) | (10.1 | ) | 2.7 | |||||||
Total deferred | 5 | (103.6 | ) | (37.1 | ) | |||||||
Total income tax expense | $ | 97.7 | $ | 183.7 | $ | 225.6 | ||||||
The following is a reconciliation of total income tax expense (benefit) to income tax expense (benefit) computed by applying the statutory federal income tax rate (35%) to pretax income (loss): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Tax computed at federal statutory rate | $ | 142.5 | $ | 247 | $ | 223.4 | ||||||
State income taxes, net of federal tax benefit | 14 | 16.5 | 23.9 | |||||||||
State tax incentives, net of federal tax expense | (5.4 | ) | (9.0 | ) | (5.4 | ) | ||||||
Domestic production activities deduction | (5.5 | ) | (18.5 | ) | (16.5 | ) | ||||||
Non-deductible share-based compensation | 0.2 | 1.5 | 7.3 | |||||||||
Non-deductible transaction costs | — | — | 4.2 | |||||||||
IRS interest expense, net | — | — | 0.1 | |||||||||
Noncontrolling interest | (47.4 | ) | (53.0 | ) | (11.9 | ) | ||||||
Other, net | (0.7 | ) | (0.8 | ) | 0.5 | |||||||
Total income tax expense | $ | 97.7 | $ | 183.7 | $ | 225.6 | ||||||
The Company earns Kansas High Performance Incentive Program ("HPIP") credits for qualified business facility investment within the state of Kansas. CVR recognized a net income tax benefit of approximately $2.8 million, $7.8 million and $4.5 million on a credit of approximately $4.3 million, $12.0 million and $6.9 million for the years ended December 31, 2014, 2013 and 2012, respectively. The Company earns Oklahoma Investment credits for qualified manufacturing facility investment within the state of Oklahoma. CVR recognized a net income tax benefit of approximately $2.5 million, $1.2 million and $0.9 million on a credit of approximately $3.9 million, $1.8 million and $1.3 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||
The income tax effect of temporary differences that give rise to significant portions of the deferred income tax assets and deferred income tax liabilities at December 31, 2014 and 2013 are as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
(in millions) | ||||||||||||
Deferred income tax assets: | ||||||||||||
Personnel accruals | $ | 1.8 | $ | 8.8 | ||||||||
State tax credit carryforward, net of federal expense | 12.6 | 19.6 | ||||||||||
Contingent liabilities | 0.1 | 10.3 | ||||||||||
Other | 2.1 | — | ||||||||||
Total gross deferred income tax assets | 16.6 | 38.7 | ||||||||||
Deferred income tax liabilities: | ||||||||||||
Property, plant, and equipment | (2.7 | ) | (2.0 | ) | ||||||||
Investment in CVR Partners | (76.1 | ) | (87.6 | ) | ||||||||
Investment in CVR Refining | (569.4 | ) | (522.1 | ) | ||||||||
Prepaid expenses | (0.3 | ) | (0.4 | ) | ||||||||
Other | (0.1 | ) | (0.5 | ) | ||||||||
Total gross deferred income tax liabilities | (648.6 | ) | (612.6 | ) | ||||||||
Net deferred income tax liabilities | $ | (632.0 | ) | $ | (573.9 | ) | ||||||
At December 31, 2014, CVR has Kansas state income tax credits of approximately $1.7 million, which are available to reduce future Kansas state regular income taxes. These credits, if not used, will expire in 2030. Additionally, CVR has Oklahoma state income tax credits of approximately $17.5 million which are available to reduce future Oklahoma state regular income taxes. These credits have an indefinite life. | ||||||||||||
In assessing the realizability of deferred tax assets including credit carryforwards, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Although realization is not assured, management believes that it is more likely than not that all of the deferred tax assets will be realized and thus, no valuation allowance was provided as of December 31, 2014 and 2013. | ||||||||||||
A reconciliation of the unrecognized tax benefits for the years ended December 31, 2014, 2013 and 2012 is as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Balance beginning of year | $ | 45.2 | $ | 36.9 | $ | 17.7 | ||||||
Increase based on prior year tax positions | 0.5 | — | 4.8 | |||||||||
Decrease based on prior year tax positions | — | (6.4 | ) | (0.1 | ) | |||||||
Increases in current year tax positions | 9.8 | 14.7 | 14.7 | |||||||||
Settlements | — | — | — | |||||||||
Reductions related to expirations of statute of limitations | — | — | (0.2 | ) | ||||||||
Balance end of year | $ | 55.5 | $ | 45.2 | $ | 36.9 | ||||||
Included in the balance of unrecognized tax benefits as of December 31, 2014, 2013 and 2012 are $25.6 million, $19.1 million and $10.4 million, respectively, of tax benefits that, if recognized, would affect the effective tax rate. Additionally, the Company believes that it is reasonably possible that approximately $18.5 million of its unrecognized tax positions relating to the characterization of partnership distributions received may be recognized by the end of 2015 as a result of a lapse of the statute of limitations. As a result of the adoption of ASU 2013-11, approximately $13.5 million of unrecognized tax benefits were netted with deferred tax asset carryforwards as of December 31, 2014. The remaining unrecognized tax benefits are included in other long-term liabilities in the Consolidated Balance Sheets. | ||||||||||||
CVR recognizes interest expense (income) and penalties on uncertain tax positions and income tax deficiencies (refunds) in income tax expense. CVR recognized interest expense of approximately $3.8 million during 2014. No penalties were recognized during 2014. As of December 31, 2014, CVR has recognized a liability for interest of approximately $6.5 million. No liability was recognized for penalties in 2014. In 2013, CVR recognized interest expense of approximately $2.2 million. No penalties were recognized during 2013. As of December 31, 2013, CVR had recognized a liability for interest of approximately $2.6 million. No liability was recognized for penalties in 2013. In 2012, CVR recognized interest expense of approximately $0.5 million and penalties of approximately $0.2 million. | ||||||||||||
At December 31, 2014, the Company's tax filings are generally open to examination in the United States for the tax years ended December 31, 2011 through December 31, 2013 and in various individual states for the tax years ended December 31, 2010 through December 31, 2013. |
LongTerm_Debt
Long-Term Debt | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Long-Term Debt | (10) Long-Term Debt | |||||||
Long-term debt was as follows: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
6.5% Senior Notes due 2022 | $ | 500 | $ | 500 | ||||
CRNF credit facility | 125 | 125 | ||||||
Capital lease obligations | 48.5 | 49.9 | ||||||
Long-term debt | $ | 673.5 | $ | 674.9 | ||||
Senior Secured Notes | ||||||||
On April 6, 2010, CRLLC and its then wholly-owned subsidiary, Coffeyville Finance, completed a private offering of $275.0 million aggregate principal amount of 9.0% First Lien Senior Secured Notes due 2015 (the "First Lien Notes") and $225.0 million aggregate principal amount of 10.875% Second Lien Senior Secured Notes due 2017 (the "Second Lien Notes" and, together with the First Lien Notes, the "Old Notes"). The First Lien Notes were issued at 99.511% of their principal amount and the Second Lien Notes were issued at 98.811% of their principal amount. The associated original issue discount of the Old Notes was amortized to interest expense and other financing costs over the respective terms of the Old Notes. | ||||||||
On December 30, 2010, CRLLC made a voluntary unscheduled principal payment of approximately $27.5 million on the First Lien Notes that resulted in a premium payment of 3.0% and a partial write-off of previously deferred financing costs and unamortized original issue discount in 2010. On May 16, 2011, CRLLC repurchased $2.7 million of the Old Notes at a purchase price of 103.0% of the outstanding principal amount. In connection with the repurchase, CRLLC wrote off a portion of previously deferred financing costs and unamortized original issue discount in 2011. CRLLC also recorded additional immaterial losses on extinguishment of debt in connection with premiums paid for the repurchase. | ||||||||
On December 15, 2011, CRLLC and Coffeyville Finance issued an additional $200.0 million aggregate principal amount of 9.0% First Lien Senior Secured Notes due 2015 ("Additional First Lien Notes" and together with the First Lien Notes issued in 2010, the "First Lien Notes"). The Additional First Lien Notes were sold at an issue price of 105.0%, plus accrued interest from October 1, 2011 of $3.7 million. The associated original issue premium of $10.0 million for the Additional First Lien Notes and other debt issuance costs were amortized to interest expense and other financing costs over the term of the Additional First Lien Notes. The Additional First Lien Notes were offered in connection with CRLLC's acquisition of WEC. Proceeds of the Additional First Lien Notes were used to partially fund the Wynnewood Acquisition. In conjunction with the issuance of the Additional First Lien Notes, CRLLC expanded the then existing ABL credit facility (see "ABL Credit Facility" below for further discussion of the expansion and associated accounting treatment) and incurred a commitment fee and other third-party costs associated with the expansion. | ||||||||
The First Lien Notes were scheduled to mature on April 1, 2015, unless earlier redeemed or repurchased by the Issuers. See further discussion below related to the tender offer for and redemption of all the outstanding First Lien Notes in the fourth quarter of 2012. The Second Lien Notes were scheduled to mature on April 1, 2017, unless earlier redeemed or repurchased by the issuers. On January 23, 2013, $253.0 million of the proceeds from the Refining Partnership's IPO were utilized to satisfy and discharge the indenture governing the Second Lien Notes. The amounts were used to (i) repay the face amount of all $222.8 million aggregate principal amount of Second Lien Notes then outstanding, (ii) pay the redemption premium of approximately $20.6 million and (iii) settle accrued interest with respect thereto in an amount of approximately $9.5 million. The repurchase of the Second Lien Notes resulted in a loss on extinguishment of debt of approximately $26.1 million for the year ended December 31, 2013 which includes the write-off of previously deferred financing fees of $3.7 million and unamortized original issue discount of $1.8 million. | ||||||||
Old Notes Tender Offer | ||||||||
The change of control discussed in Note 3 ("Change of Control") required CVR to make an offer to repurchase all of the Issuers' outstanding Old Notes. On June 4, 2012, the Issuers offered to purchase all or any part of the Old Notes, at a cash purchase price of 101% of the aggregate principal amount of the Old Notes, plus accrued and unpaid interest, if any. The offer expired on July 5, 2012 with none of the outstanding Old Notes tendered. | ||||||||
2022 Senior Secured Notes | ||||||||
On October 23, 2012, Refining LLC and Coffeyville Finance completed a private offering of $500.0 million aggregate principal amount of 6.5% Second Lien Senior Secured Notes due 2022 (the "2022 Notes"). The 2022 Notes were issued at par. Refining LLC received approximately $492.5 million of cash proceeds, net of the underwriting fees, but before deducting other third-party fees and expenses associated with the offering. The 2022 Notes were secured by substantially the same assets that secured the outstanding Second Lien Notes, subject to exceptions, until such time that the outstanding Second Lien Notes were satisfied and discharged in full, which occurred on January 23, 2013. Accordingly, the 2022 Notes are no longer secured. The 2022 Notes are fully and unconditionally guaranteed by CVR Refining and each of Refining LLC's existing domestic subsidiaries on a joint and several basis. CVR Refining has no independent assets or operations and Refining LLC is a 100% owned finance subsidiary of CVR Refining. Prior to the satisfaction and discharge of the Second Lien Notes, which occurred on January 23, 2013, the 2022 Notes were also guaranteed by CRLLC. CVR Energy, the Nitrogen Fertilizer Partnership and CRNF, a wholly owned subsidiary of the Nitrogen Fertilizer Partnership, are not guarantors. | ||||||||
A portion of the net proceeds from the offering of the 2022 Notes approximating $348.1 million were used to purchase approximately $323.0 million of the First Lien Notes pursuant to a tender offer and to settle accrued interest of approximately $1.8 million through October 23, 2012 and to pay related fees and expenses. Tendered notes were purchased at a premium of approximately $23.2 million in aggregate amount. CRLLC used the remaining proceeds from the offering to fund a completed and settled redemption of the remaining $124.1 million of outstanding First Lien Notes and to settle accrued interest of approximately $1.6 million through November 23, 2012. Redeemed notes were purchased at a premium of approximately $8.4 million in aggregate amount. | ||||||||
Previously deferred financing charges and unamortized original issuance premium related to the First Lien Notes totaled approximately $8.1 million and $6.3 million, respectively. As a result of these transactions, a loss on extinguishment of debt of $33.4 million was recorded in the Consolidated Statement of Operations in the fourth quarter of 2012, which includes the total premiums paid of $31.6 million and the write-of off previously deferred financing charges of $8.1 million, partially offset by the write-off of the unamortized original issuance premium of $6.3 million. | ||||||||
The debt issuance costs of the 2022 Notes totaled approximately $8.7 million and are being amortized over the term of the 2022 Notes as interest expense using the effective-interest amortization method. On September 17, 2013, Refining LLC and Coffeyville Finance consummated a registered exchange offer, whereby all $500.0 million of the outstanding 2022 Notes were exchanged for an equal principal amount of notes with identical terms that were registered under the Securities Act of 1933. The exchange offer fulfilled the Refining Partnership's obligations contained in the registration rights agreement entered into in connection with the issuance of the 2022 Notes. The Refining Partnership incurred approximately $0.4 million of debt registration costs related to the registration and exchange offer during the year ended December 31, 2013, which are being amortized over the term of the 2022 Notes as interest expense using the effective-interest amortization method. | ||||||||
The 2022 Notes mature on November 1, 2022, unless earlier redeemed or repurchased by the issuers. Interest is payable on the 2022 Notes semi-annually on May 1 and November 1 of each year, commencing on May 1, 2013. | ||||||||
The 2022 Notes contain customary covenants for a financing of this type that limit, subject to certain exceptions, the incurrence of additional indebtedness or guarantees, the creation of liens on assets, the ability to dispose of assets, the ability to make certain payments on contractually subordinated debt, the ability to merge, consolidate with or into another entity and the ability to enter into certain affiliate transactions. The 2022 Notes provide that the Refining Partnership can make distributions to holders of its common units provided, among other things, it has a minimum fixed charge coverage ratio and there is no default or event of default under the 2022 Notes. As of December 31, 2014, the Refining Partnership was in compliance with the covenants contained in the 2022 Notes. | ||||||||
Included in other current liabilities on the Consolidated Balance Sheets is accrued interest payable totaling approximately $5.4 million as of both December 31, 2014 and 2013 related to the 2022 Notes. At December 31, 2014, the estimated fair value of the 2022 Notes was approximately $475.0 million. This estimate of fair value is Level 2 as it was determined by quotations obtained from a broker-dealer who makes a market in these and similar securities. | ||||||||
Asset-Backed (ABL) Credit Facility | ||||||||
On February 22, 2011, CRLLC entered into a $250.0 million asset-backed revolving credit agreement ("ABL credit facility") with a group of lenders including Deutsche Bank Trust Company Americas as collateral and administrative agent. This ABL credit facility, which was scheduled to mature in August 2015, replaced the $150.0 million first priority credit facility which was terminated. The ABL credit facility was used to finance ongoing working capital, capital expenditures, letters of credit issuance and general needs of the Company and includes, among other things, a letter of credit sublimit equal to 90% of the total facility commitment and a feature which permits an increase in borrowings of up to $250.0 million (in the aggregate), subject to additional lender commitments. On December 15, 2011, CRLLC entered into an incremental commitment agreement to increase the borrowings under the ABL credit facility to $400.0 million in the aggregate in connection with the Additional First Lien Notes issuance as discussed above. Terms of the ABL credit facility did not change as a result of the additional availability. In connection with the incremental commitment under the ABL credit facility, CRLLC incurred lender and other third-party costs of approximately $9.1 million in 2011. On December 20, 2012, the ABL credit facility was amended and restated as further discussed below. | ||||||||
In connection with the change in control described in Note 3 ("Change of Control") above, CRLLC, Deutsche Bank Trust Company Americas, as Administrative Agent and Collateral Agent, the lenders and the other parties thereto, entered into a First Amendment to Credit Agreement effective as of May 7, 2012 (the "ABL First Amendment"), pursuant to which the parties agreed to exclude the acquisition of common stock by an affiliate of IEP from the definition of change of control as provided in the ABL credit facility. | ||||||||
Amended and Restated Asset Based (ABL) Credit Facility | ||||||||
On December 20, 2012, CRLLC, CVR Refining, Refining LLC and each of the operating subsidiaries of Refining LLC (collectively, the "Credit Parties") entered into an amended and restated ABL credit agreement (the "Amended and Restated ABL Credit Facility") with a group of lenders and Wells Fargo Bank, National Association ("Wells Fargo"), as administrative agent and collateral agent. The Amended and Restated ABL Credit Facility replaced the ABL credit facility described above and is scheduled to mature on December 20, 2017. Under the amended and restated facility, the Refining Partnership assumed the Company's position as borrower and the Company's obligations under the facility upon the closing of the Refining Partnership's IPO on January 23, 2013, as further discussed in Note 1 ("Organization and History of the Company"). | ||||||||
The Amended and Restated ABL Credit Facility is a senior secured asset based revolving credit facility in an aggregate principal amount of up to $400.0 million with an incremental facility, which permits an increase in borrowings of up to $200.0 million subject to additional lender commitments and certain other conditions. The proceeds of the loans may be used for capital expenditures and working capital and general corporate purposes of the Credit Parties and their subsidiaries. The Amended and Restated ABL Credit Facility provides for loans and letters of credit in an amount up to the aggregate availability under the facility, subject to meeting certain borrowing base conditions, with sub-limits of 10% of the total facility commitment for swingline loans and 90% of the total facility commitment for letters of credit. | ||||||||
Borrowings under the Amended and Restated ABL Credit Facility bear interest at either a base rate or LIBOR plus an applicable margin. The applicable margin is (i) (a) 1.75% for LIBOR borrowings and (b) 0.75% for prime rate borrowings, in each case if quarterly average excess availability exceeds 50% of the lesser of the borrowing base and the total commitments and (ii) (a) 2.00% for LIBOR borrowings and (b) 1.00% for prime rate borrowings, in each case if quarterly average excess availability is less than or equal to 50% of the lesser of the borrowing base and the total commitments. The Amended and Restated ABL Credit Facility also requires the payment of customary fees, including an unused line fee of (i) 0.40% if the daily average amount of loans and letters of credit outstanding is less than 50% of the lesser of the borrowing base and the total commitments and (ii) 0.30% if the daily average amount of loans and letters of credit outstanding is equal to or greater than 50% of the lesser of the borrowing base and the total commitments. The Refining Partnership is also required to pay customary letter of credit fees equal to, for standby letters of credit, the applicable margin on LIBOR loans on the maximum amount available to be drawn under and for commercial letters of credit, the applicable margin on LIBOR loans less 0.50% on the maximum amount available to be drawn under, and customary facing fees equal to 0.125% of the face amount of, each letter of credit. | ||||||||
The Amended and Restated ABL Credit Facility also contains customary covenants for a financing of this type that limit the ability of the Credit Parties and their respective subsidiaries to, among other things, incur liens, engage in a consolidation, merger, purchase or sale of assets, pay dividends, incur indebtedness, make advances, investment and loans, enter into affiliate transactions, issue equity interests, or create subsidiaries and unrestricted subsidiaries. The amended and restated facility also contains a fixed charge coverage ratio financial covenant, as defined under the facility. The Credit Parties were in compliance with the covenants of the Amended and Restated ABL Credit Facility as of December 31, 2014. | ||||||||
In connection with the Amended and Restated ABL Credit Facility, CRLLC and its subsidiaries incurred lender and other third-party costs of approximately $2.1 million for the year ended December 31, 2012. These costs are being deferred and amortized to interest expense and other financing costs using a straight-line method over the term of the amended facility. In connection with amendment of the ABL credit facility, a portion of the unamortized deferred financing costs associated with the ABL Credit Facility, totaling approximately $4.1 million, were written off in the fourth quarter of 2012. This expense is reflected on the Consolidated Statement of Operations as a loss on extinguishment of debt for the year ended December 31, 2012. In accordance with guidance provided by the FASB regarding the modification of revolving debt arrangements, the remaining approximately $2.8 million of unamortized deferred financing costs associated with the ABL credit facility will continue to be amortized over the term of the Amended and Restated ABL Credit Facility. | ||||||||
As of December 31, 2014, the Refining Partnership and its subsidiaries had availability under the Amended and Restated ABL Credit Facility of $372.7 million and had letters of credit outstanding of approximately $27.3 million. There were no borrowings outstanding under the Amended and Restated ABL Credit Facility as of December 31, 2014. | ||||||||
Nitrogen Fertilizer Partnership Credit Facility | ||||||||
The Nitrogen Fertilizer Partnership credit facility includes a term loan facility of $125.0 million and a revolving credit facility of $25.0 million with an uncommitted incremental facility of up to $50.0 million. No amounts were outstanding under the revolving credit facility at December 31, 2014. There is no scheduled amortization of the credit facility, which matures in April 2016. The carrying value of the Nitrogen Fertilizer Partnership's debt approximates fair value. The credit facility is available to finance on-going working capital, capital expenditures, letters of credit issuances and general needs of CRNF. | ||||||||
Borrowings under the credit facility bear interest based on a pricing grid determined by the trailing four quarter leverage ratio. The initial pricing for Eurodollar rate loans under the credit facility is the Eurodollar rate plus a margin of 3.50% or, for base rate loans, the prime rate plus 2.50%. Under its terms, the lenders under the credit facility were granted a perfected, first priority security interest (subject to certain customary exceptions) in substantially all of the assets of CRNF and the Nitrogen Fertilizer Partnership. | ||||||||
The credit facility requires the Nitrogen Fertilizer Partnership to maintain a minimum interest coverage ratio and a maximum leverage ratio and contains customary covenants for a financing of this type that limit, subject to certain exceptions, the incurrence of additional indebtedness or guarantees, the creation of liens on assets, the ability to dispose of assets, the ability to make restricted payments, investments and acquisitions, sale-leaseback transactions and affiliate transactions. The credit facility provides that the Nitrogen Fertilizer Partnership can make distributions to holders of its common units provided, among other things, it is in compliance with the leverage ratio and interest coverage ratio on a pro forma basis after giving effect to any distribution and there is no default or event of default under the credit facility. As of December 31, 2014, CRNF was in compliance with the covenants of the credit facility and there were no borrowings outstanding under the credit facility. | ||||||||
In connection with the credit facility, the Nitrogen Fertilizer Partnership incurred lender and other third-party costs of approximately $4.8 million for the year ended December 31, 2011. The costs associated with the credit facility have been deferred and are being amortized over the term of the credit facility as interest expense using the effective-interest amortization method for the term loan facility and the straight-line method for the revolving credit facility. | ||||||||
Deferred Financing Costs | ||||||||
For the years ended December 31, 2014, 2013 and 2012, amortization of deferred financing costs reported as interest expense and other financing costs totaled approximately $2.8 million, $2.9 million and $5.0 million, respectively. | ||||||||
Estimated amortization of deferred financing costs is as follows: | ||||||||
Year Ending December 31, | Deferred | |||||||
Financing | ||||||||
(in millions) | ||||||||
2015 | $ | 2.8 | ||||||
2016 | 2.2 | |||||||
2017 | 1.8 | |||||||
2018 | 0.9 | |||||||
2019 | 0.9 | |||||||
Thereafter | 2.6 | |||||||
$ | 11.2 | |||||||
Capital Lease Obligations | ||||||||
As a result of the Wynnewood Acquisition, the Company acquired certain lease assets and assumed related capital lease obligations related to the Magellan Pipeline Terminals, L.P. and Excel Pipeline LLC. The underlying assets and related depreciation were included in property, plant and equipment. The capital lease relates to a sales-lease back agreement with Sunoco Pipeline, L.P. for its membership interest in the Excel Pipeline. The lease has 178 months remaining through September 2029. The financing agreement relates to the Magellan Pipeline terminals, bulk terminal and loading facility. The lease has 177 months remaining and will expire in September 2029. As of December 31, 2014, the outstanding obligation associated with these arrangements totaled approximately $49.9 million, of which $48.5 million is included in long-term liabilities and $1.4 million is included in current liabilities in the Consolidated Balance Sheets. | ||||||||
Future payments required under capital lease at December 31, 2014 are as follows: | ||||||||
Year Ending December 31, | Capital Lease | |||||||
(in millions) | ||||||||
2015 | $ | 6.4 | ||||||
2016 | 6.4 | |||||||
2017 | 6.4 | |||||||
2018 | 6.5 | |||||||
2019 | 6.5 | |||||||
2020 and thereafter | 63.7 | |||||||
Total future payments | 95.9 | |||||||
Less: amount representing interest | 46 | |||||||
Present value of future minimum payments | 49.9 | |||||||
Less: current portion | 1.4 | |||||||
Long-term portion | $ | 48.5 | ||||||
Dividends
Dividends | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Dividends [Abstract] | ||||||||||||||||||||||||
Dividends | (11) Dividends | |||||||||||||||||||||||
On January 24, 2013, the board of directors of the Company adopted a quarterly cash dividend policy. Dividends are subject to change at the discretion of the board of directors. The Company began paying regular quarterly dividends in the second quarter of 2013. Additionally, the Company declared and paid one special cash dividend during the year ended December 31, 2014 and two special cash dividends during the year ended December 31, 2013. | ||||||||||||||||||||||||
The following is a summary of the quarterly and special dividends paid to stockholders during the years ended December 31, 2014 and 2013: | ||||||||||||||||||||||||
31-Dec-13 | 31-Mar-14 | 30-Jun-14 | 17-Jul-14 | 30-Sep-14 | Total Dividends | |||||||||||||||||||
Paid in 2014 | ||||||||||||||||||||||||
(in millions, except per share data) | ||||||||||||||||||||||||
Dividend type | Quarterly | Quarterly | Quarterly | Special | Quarterly | |||||||||||||||||||
Amount paid to IEP | $ | 53.4 | $ | 53.4 | $ | 53.4 | $ | 142.4 | $ | 53.4 | $ | 356 | ||||||||||||
Amounts paid to public stockholders | 11.7 | 11.7 | 11.7 | 31.3 | 11.7 | 78.2 | ||||||||||||||||||
Total amount paid | $ | 65.1 | $ | 65.1 | $ | 65.1 | $ | 173.7 | $ | 65.1 | $ | 434.2 | ||||||||||||
Per common share | $ | 0.75 | $ | 0.75 | $ | 0.75 | $ | 2 | $ | 0.75 | $ | 5 | ||||||||||||
Shares outstanding | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | |||||||||||||||||||
February 19, 2013 | March 31, 2013 | June 10, 2013 | June 30, 2013 | September 30, 2013 | Total Dividends | |||||||||||||||||||
Paid in 2013 | ||||||||||||||||||||||||
(in millions, except per share data) | ||||||||||||||||||||||||
Dividend type | Special | Quarterly | Special | Quarterly | Quarterly | |||||||||||||||||||
Amount paid to IEP | $ | 391.6 | $ | 53.4 | $ | 462.8 | $ | 53.4 | $ | 53.4 | $ | 1,014.60 | ||||||||||||
Amounts paid to public stockholders | 86 | 11.7 | 101.6 | 11.7 | 11.7 | 222.7 | ||||||||||||||||||
Total amount paid | $ | 477.6 | $ | 65.1 | $ | 564.4 | $ | 65.1 | $ | 65.1 | $ | 1,237.30 | ||||||||||||
Per common share | $ | 5.5 | $ | 0.75 | $ | 6.5 | $ | 0.75 | $ | 0.75 | $ | 14.25 | ||||||||||||
Shares outstanding | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | |||||||||||||||||||
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Earnings Per Share | (12) Earnings Per Share | |||||||||||
The computations of the basic and diluted earnings per share for the years ended December 31, 2014, 2013 and 2012 are as follows: | ||||||||||||
For the Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions, except per share data) | ||||||||||||
Net income attributable to CVR Energy stockholders | $ | 173.9 | $ | 370.7 | $ | 378.6 | ||||||
Weighted-average number of shares of common stock outstanding | 86.8 | 86.8 | 86.8 | |||||||||
Effect of dilutive securities: | ||||||||||||
Non-vested restricted shares | — | — | 0.6 | |||||||||
Weighted-average number of shares of common stock outstanding assuming dilution | 86.8 | 86.8 | 87.4 | |||||||||
Basic earnings per share | $ | 2 | $ | 4.27 | $ | 4.36 | ||||||
Diluted earnings per share | $ | 2 | $ | 4.27 | $ | 4.33 | ||||||
All outstanding stock options totaling 22,900 were exercised in May 2012. There were no dilutive awards outstanding during the years ended December 31, 2014 and 2013, as all unvested awards under the LTIP were liability-classified awards. See Note 4 ("Share-Based Compensation"). |
Benefit_Plans
Benefit Plans | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Benefit Plans | (13) Benefit Plans |
As of December 31, 2014, CVR sponsored two defined-contribution 401(k) plans (the "Plans") for all employees. Participants in the Plans may elect to contribute up to 100% of their annual salaries and up to 100% of their annual income sharing. CVR matches up to 100% of the first 6% of the participant's contribution for the nonunion and union plans. All Plans are administered by CVR and contributions for the union plan were determined in accordance with provisions of negotiated labor contracts. Participants in both Plans are immediately vested in their individual contributions. Both Plans have a three-year vesting schedule for CVR's matching funds and contain a provision to count service with any predecessor organization. CVR's contributions under the Plans were approximately $6.6 million, $6.1 million and $4.5 million for the years ended December 31, 2014, 2013 and 2012, respectively. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Commitments and Contingencies | (14) Commitments and Contingencies | |||||||
The minimum required payments for CVR's operating lease agreements and unconditional purchase obligations are as follows: | ||||||||
Year Ending December 31, | Operating | Unconditional | ||||||
Leases | Purchase | |||||||
Obligations(1) | ||||||||
(in millions) | ||||||||
2015 | $ | 8.5 | $ | 125.6 | ||||
2016 | 7.3 | 108.7 | ||||||
2017 | 4.8 | 107.1 | ||||||
2018 | 3.3 | 106.3 | ||||||
2019 | 1.5 | 105.6 | ||||||
Thereafter | 3.8 | 718.1 | ||||||
$ | 29.2 | $ | 1,271.40 | |||||
_______________________________________ | ||||||||
-1 | This amount includes approximately $799.6 million payable ratably over sixteen years pursuant to petroleum transportation service agreements between CRRM and each of TransCanada Keystone Pipeline Limited Partnership and TransCanada Keystone Pipeline, LP (together "TransCanada"). The purchase obligation reflects the exchange rate between the Canadian dollar and the U.S. dollar as of December 31, 2014, where applicable. Under the agreements, CRRM receives transportation of at least 25,000 barrels per day of crude oil with a delivery point at Cushing, Oklahoma for a term of twenty years on TransCanada's Keystone pipeline system. CRRM began receiving crude oil under the agreements in the first quarter of 2011. | |||||||
CVR leases various equipment, including railcars and real properties, under long-term operating leases expiring at various dates. For the years ended December 31, 2014, 2013 and 2012, lease expense totaled approximately $9.3 million, $9.4 million and $7.7 million, respectively. The lease agreements have various remaining terms. Some agreements are renewable, at CVR's option, for additional periods. It is expected, in the ordinary course of business, that leases will be renewed or replaced as they expire. | ||||||||
Additionally, in the normal course of business, the Company has long-term commitments to purchase oxygen, nitrogen, electricity, storage capacity and pipeline transportation services. For the years ended December 31, 2014, 2013 and 2012, total expense of $137.8 million, $126.1 million and $116.7 million, respectively, was incurred related to long-term commitments. | ||||||||
Crude Oil Supply Agreement | ||||||||
On August 31, 2012, CRRM and Vitol Inc. ("Vitol"), entered into an Amended and Restated Crude Oil Supply Agreement (the "Vitol Agreement"). Under the Vitol Agreement, Vitol supplies the petroleum business with crude oil and intermediation logistics, which helps to reduce the Refining Partnership's inventory position and mitigate crude oil pricing risk. The Vitol Agreement had an initial term commencing on August 31, 2012 and extending through December 31, 2014 (the "Initial Term"). Following the Initial Term, the Vitol Agreement will automatically renew for successive one-year terms (each such term, a "Renewal Term") unless either party provides the other with notice of nonrenewal at least 180 days prior to expiration of the Initial Term or any Renewal Term. The Vitol Agreement was extended for a one-year Renewal Term through December 31, 2015. | ||||||||
Litigation | ||||||||
From time to time, the Company is involved in various lawsuits arising in the normal course of business, including matters such as those described below under, "Environmental, Health, and Safety ("EHS") Matters." Liabilities related to such litigation are recognized when the related costs are probable and can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case. It is possible that management's estimates of the outcomes will change within the next year due to uncertainties inherent in litigation and settlement negotiations. In the opinion of management, the ultimate resolution of any other litigation matters is not expected to have a material adverse effect on the accompanying consolidated financial statements. There can be no assurance that management's beliefs or opinions with respect to liability for potential litigation matters will prove to be accurate. | ||||||||
On June 21, 2012, Goldman, Sachs & Co. ("GS") filed suit against CVR in state court in New York, alleging that CVR failed to pay GS fees allegedly due to GS by CVR pursuant to an engagement letter dated March 21, 2012, which according to the allegations set forth in the complaint, provided that GS was engaged by CVR to assist CVR and the CVR board of directors in connection with a tender offer for CVR's stock, made by Carl C. Icahn and certain of his affiliates. On September 8, 2014, the court (in its decision granting GS's motion for summary judgment against CVR) directed the court clerk to enter judgment against CVR in the amount of approximately $22.6 million. CVR filed its notice of appeal on October 3, 2014 and intends to vigorously pursue the appeal. On November 24, 2014, CVR paid the judgment to GS, subject to a right of refund if it is successful on appeal. | ||||||||
On August 10, 2012, Deutsche Bank ("DB") filed suit against CVR in state court in New York, alleging that CVR failed to pay DB fees allegedly due to DB by CVR pursuant to an engagement letter dated March 23, 2012, which according to the allegations set forth in the complaint, provided that DB was engaged by CVR to assist CVR and the CVR board of directors in connection with a tender offer for CVR's stock made by Carl C. Icahn and certain of his affiliates. On September 8, 2014, the court (in its decision granting DB's motion for summary judgment against CVR) directed the court clerk to enter judgment against CVR in the amount of approximately $22.7 million. CVR filed its notice of appeal on October 3, 2014 and intends to vigorously pursue the appeal. On October 27, 2014, CVR paid the judgment to DB, subject to a right of refund if it is successful on appeal. | ||||||||
CRNF received a ten year property tax abatement from Montgomery County, Kansas in connection with the construction of the nitrogen fertilizer plant that expired on December 31, 2007. In connection with the expiration of the abatement, the county reclassified and reassessed CRNF's nitrogen fertilizer plant for property tax purposes. The reclassification and reassessment resulted in an increase in CRNF's annual property tax expense by an average of approximately $10.7 million per year for the years ended December 31, 2008 and December 31, 2009, $11.7 million for the year ended December 31, 2010, $11.4 million for the year ended December 31, 2011 and $11.3 million for the year ended December 31, 2012. CRNF protested the classification and resulting valuation for each of those years to the Kansas Court of Tax Appeals ("COTA"), followed by an appeal to the Kansas Court of Appeals. However, CRNF fully accrued and paid the property taxes the county claims are owed for the years ended December 31, 2008 through 2012. The Kansas Court of Appeals, in a memorandum opinion dated August 9, 2013, reversed the COTA decision in part and remanded the case to COTA, instructing COTA to classify each asset on an asset by asset basis instead of making a broad determination that the entire plant was real property as COTA did originally. The County filed a motion for rehearing with the Kansas Court of Appeals and a petition for review with the Kansas Supreme Court, both of which have been denied. CRNF believes that when that asset by asset determination is done, the majority of the plant will be classified as personal property which would result in significantly lower property taxes for CRNF for 2008 and for those years after the conclusion of the property tax settlement noted below as compared to the taxes paid by CRNF prior to the settlement. | ||||||||
On February 25, 2013, Montgomery County and CRNF agreed to a settlement for tax years 2009 through 2012, which has lowered and will lower CRNF's property taxes by about $10.7 million per year (as compared to the 2012 tax year) for tax years 2013 to 2016 based on current mill levy rates. In addition, the settlement provides that Montgomery County will support CRNF's application before COTA for a ten-year tax exemption for the UAN expansion. Finally, the settlement provides that CRNF will continue its appeal of the 2008 reclassification and reassessment discussed above. | ||||||||
The U.S. Securities and Exchange Commission ("SEC") is currently conducting an investigation in connection with the Company's disclosures following the announcement of a tender offer for the Company's stock initiated in February 2012. The Company is cooperating with the SEC and has produced, at the SEC's request, documents pertaining to the tender offer and the Company's disclosures. | ||||||||
Flood, Crude Oil Discharge and Insurance | ||||||||
Crude oil was discharged from the Coffeyville refinery on July 1, 2007, due to the short amount of time available to shutdown and secure the refinery in preparation for the flood that occurred on June 30, 2007. In connection with the discharge, the Company received in May 2008, notices of claims from sixteen private claimants under the Oil Pollution Act ("OPA") in an aggregate amount of approximately $4.4 million (plus punitive damages). In August 2008, those claimants filed suit against the Company in the United States District Court for the District of Kansas in Wichita (the "Angleton Case"). In October 2009 and June 2010, companion cases to the Angleton Case were filed in the United States District Court for the District of Kansas in Wichita, seeking a total of approximately $3.2 million (plus punitive damages) for three additional plaintiffs as a result of the July 1, 2007 crude oil discharge. The Company has settled all of the claims with the plaintiffs from the Angleton Case and has settled all of the claims from the companion cases with the last remaining claim against the Company being settled during the first quarter of 2014. The settlements did not have a material adverse effect on the consolidated financial statements. | ||||||||
On October 25, 2010, the Company received a letter from the United States Coast Guard on behalf of the EPA seeking approximately $1.8 million in oversight cost reimbursement. The Company responded by asserting defenses to the Coast Guard's claim for oversight costs. On September 23, 2011, the United States Department of Justice ("DOJ"), acting on behalf of the EPA and the United States Coast Guard, filed suit against CRRM in the United States District Court for the District of Kansas seeking recovery from CRRM related to alleged non-compliance with the Clean Air Act's Risk Management Program ("RMP"), the Clean Water Act ("CWA") and the OPA. CRRM reached an agreement with the DOJ resolving its claims under CWA and OPA. The agreement was memorialized in a Consent Decree that was filed with and approved by the Court on February 12, 2013 and March 25, 2013, respectively (the "2013 Consent Decree"). On April 19, 2013, CRRM paid a civil penalty (including accrued interest) in the amount of $0.6 million related to the CWA claims and reimbursed the Coast Guard for oversight costs under OPA in the amount of $1.7 million. The 2013 Consent Decree also requires CRRM to make small capital upgrades to the Coffeyville refinery crude oil tank farm, develop flood procedures and provide employee training, the majority of which have already been completed. | ||||||||
The parties also reached an agreement to settle DOJ's claims related to alleged non-compliance with RMP. The agreement was memorialized in a separate consent decree that was filed with and approved by the Court on May 21, 2013 and July 2, 2013, respectively, and provided for a civil penalty of $0.3 million. On July 29, 2013, CRRM paid the civil penalty related to the RMP claims. In 2014, CRRM completed several audits required by the RMP Consent Decree, which were related to compliance with RMP requirements. | ||||||||
CRRM sought insurance coverage for the crude oil release and for the ultimate costs for remediation and third-party property damage claims. On July 10, 2008, the Company filed a lawsuit in the United States District Court for the District of Kansas against certain of the Company's environmental insurance carriers requesting insurance coverage indemnification for the June/July 2007 flood and crude oil discharge losses. Each insurer reserved its rights under various policy exclusions and limitations and cited potential coverage defenses. The Court issued summary judgment opinions that eliminated the majority of the insurance defendants' reservations and defenses. CRRM has received $25.0 million of insurance proceeds under its primary environmental liability insurance policy, which constitutes full payment of the primary pollution liability policy limit. In November 2014, CRRM concluded a jury trial against the remaining insurance carriers and received a verdict and judgment of approximately $27.1 million, exclusive of potential prejudgment interest and attorneys' fees, which have been requested in post-trial motions. The Refining Partnership has a $4.0 million receivable related to this matter included in other assets on the Consolidated Balance Sheets as of December 31, 2014 and 2013. In accordance with accounting guidance related to gain contingencies, no additional amounts have been recognized related to the verdict and judgment in the consolidated financial statements. | ||||||||
Environmental, Health, and Safety ("EHS") Matters | ||||||||
The petroleum and nitrogen fertilizer businesses are subject to various stringent federal, state, and local EHS rules and regulations. Liabilities related to EHS matters are recognized when the related costs are probable and can be reasonably estimated. Estimates of these costs are based upon currently available facts, existing technology, site-specific costs, and currently enacted laws and regulations. In reporting EHS liabilities, no offset is made for potential recoveries. | ||||||||
CRRM, CRNF, Coffeyville Resources Crude Transportation, LLC ("CRCT"), Wynnewood Refining Company, LLC ("WRC") and Coffeyville Resources Terminal ("CRT") own and/or operate manufacturing and ancillary operations at various locations directly related to petroleum refining and distribution and nitrogen fertilizer manufacturing. Therefore, CRRM, CRNF, CRCT, WRC and CRT have exposure to potential EHS liabilities related to past and present EHS conditions at these locations. Under the Comprehensive Environmental Response, Compensation, and Liability Act ("CERCLA"), the Resource Conservation and Recovery Act ("RCRA"), and related state laws, certain persons may be liable for the release or threatened release of hazardous substances. These persons include the current owner or operator of property where a release or threatened release occurred, any persons who owned or operated the property when the release occurred, and any persons who disposed of, or arranged for the transportation or disposal of, hazardous substances at a contaminated property. Liability under CERCLA is strict, and under certain circumstances, joint and several, so that any responsible party may be held liable for the entire cost of investigating and remediating the release of hazardous substances. Similarly, the OPA generally subjects owners and operators of facilities to strict, joint and several liability for all containment and clean-up costs, natural resource damages, and potential governmental oversight costs arising from oil spills into the waters of the United States, which has been broadly interpreted to include most water bodies including intermittent streams. | ||||||||
CRRM, CRNF, CRCT, WRC and CRT are subject to extensive and frequently changing federal, state and local, environmental and health and safety laws and regulations governing the emission and release of hazardous substances into the environment, the treatment and discharge of waste water, the storage, handling, use and transportation of petroleum and nitrogen products, and the characteristics and composition of gasoline and diesel fuels. The ultimate impact of complying with evolving laws and regulations is not always clearly known or determinable due in part to the fact that our operations may change over time and certain implementing regulations for laws, such as the federal Clean Air Act, have not yet been finalized, are under governmental or judicial review or are being revised. These laws and regulations could result in increased capital, operating and compliance costs. | ||||||||
CRRM and CRT have agreed to perform corrective actions at the Coffeyville, Kansas refinery and the now-closed Phillipsburg, Kansas terminal facility, pursuant to Administrative Orders on Consent issued under RCRA to address historical contamination by the prior owners (RCRA Docket No. VII-94-H-20 and Docket No. VII-95-H-11, respectively). As of December 31, 2014 and 2013, environmental accruals of approximately $1.1 million and $1.5 million, respectively, were reflected in the Consolidated Balance Sheets for probable and estimated costs for remediation of environmental contamination under the RCRA Administrative Orders, for which approximately $0.2 million and $0.3 million, respectively, are included in other current liabilities. Accruals were determined based on an estimate of payment costs through 2031, for which the scope of remediation was arranged with the EPA, and were discounted at the appropriate risk free rates at December 31, 2014 and 2013, respectively. The accruals include estimated closure and post-closure costs of approximately $0.9 million and $0.7 million for two landfills at December 31, 2014 and 2013, respectively. The estimated future payments for these required obligations are as follows: | ||||||||
Year Ending December 31, | Amount | |||||||
(in millions) | ||||||||
2015 | $ | 0.2 | ||||||
2016 | 0.1 | |||||||
2017 | 0.1 | |||||||
2018 | 0.1 | |||||||
2019 | 0.1 | |||||||
Thereafter | 0.6 | |||||||
Undiscounted total | 1.2 | |||||||
Less amounts representing interest at 2.06% | 0.1 | |||||||
Accrued environmental liabilities at December 31, 2014 | $ | 1.1 | ||||||
Management periodically reviews and, as appropriate, revises its environmental accruals. Based on current information and regulatory requirements, management believes that the accruals established for environmental expenditures are adequate. | ||||||||
In 2007, the EPA promulgated the Mobile Source Air Toxic II ("MSAT II") rule that requires the reduction of benzene in gasoline by 2011. The MSAT II projects for CRRM and WRC were completed within the compliance deadline of November 1, 2014. The projects were completed at a total cost of approximately $47.6 million and $88.3 million, excluding capitalized interest, by CRRM and WRC, respectively. | ||||||||
The petroleum business is subject to the Renewable Fuel Standard ("RFS") which requires refiners to either blend "renewable fuels" in with their transportation fuels or purchase renewable fuel credits, known as RINs in lieu of blending. Due to mandates in the RFS requiring increasing volumes of renewable fuels to replace petroleum products in the U.S. motor fuel market, there may be a decrease in demand for petroleum products. The EPA is required to determine and publish the applicable annual renewable fuel percentage standards for each compliance year by November 30 for the forthcoming year. The percentage standards represent the ratio of renewable fuel volume to gasoline and diesel volume. Beginning in 2011, the Coffeyville refinery was required to blend renewable fuels into its gasoline and diesel fuel or purchase RINs in lieu of blending. In 2013, the Wynnewood refinery was subject to the RFS for the first time. However, because the cost of purchasing RINs had been extremely volatile and had significantly increased, the Wynnewood refinery petitioned the EPA as a "small refinery" for hardship relief from the RFS requirements in 2013 based on the "disproportionate economic hardship" of the rule on the Wynnewood refinery. The EPA denied the petition in a letter dated September 5, 2014. | ||||||||
During 2013, the cost of purchasing RINs was extremely volatile as the EPA's proposed renewable fuel volume mandates approached the "blend wall." The blend wall refers to the point at which refiners are required to blend more ethanol into the transportation supply than can be supported by the demand for E10 gasoline (gasoline containing 10 percent ethanol by volume). In November 2013, the EPA published the annual renewable fuel percentage standards for 2014, which acknowledged the blend wall and were generally lower than the volumes for 2013 and lower than statutory mandates. The price of RINs decreased significantly after the 2014 proposed percentage standards were published; however, RIN prices remained volatile and increased subsequently in 2014. In May 2014, the EPA lowered the 2013 cellulosic biofuel standard to 0.0005%, and, in June 2014, the EPA extended the compliance demonstration deadline for the 2013 RFS to September 30, 2014. In August 2014, the EPA further extended the compliance demonstration deadline for the 2013 RFS to 30 days following the publication of the final 2014 annual renewable fuel percentage standards. In November 2014, the EPA announced that it would not finalize the 2014 annual renewable fuel percentage standards before the end of 2014 thereby extending the compliance deadline for the 2013 RFS as well. | ||||||||
The cost of RINs for the years ended December 31, 2014, 2013 and 2012 was approximately $127.2 million, $180.5 million and $21.0 million, respectively. As of December 31, 2014 and 2013, the petroleum business' biofuel blending obligation was approximately $52.3 million and $17.4 million, respectively, which is recorded in other current liabilities in the Consolidated Balance Sheets. The future cost of RINs for the petroleum business going forward is difficult to estimate, particularly until such time that the 2014 renewable fuel percentage standards are finalized and the 2015 renewable fuel percentage standards are announced. Additionally, the cost of RINs is dependent upon a variety of factors, which include EPA regulations, the availability of RINs for purchase, the price at which RINs can be purchased, transportation fuel production levels, the mix of the petroleum business' petroleum products, as well as the fuel blending performed at its refineries, all of which can vary significantly from quarter to quarter. | ||||||||
In April 2014, the EPA promulgated the Tier 3 Motor Vehicle Emission and Fuel Standards, which will require that gasoline contain no more than ten parts per million of sulfur on an annual average basis. Refineries must be in compliance with the more stringent emission standards by January 1, 2017; however, compliance with the rule is extended until January 1, 2020 for approved small volume refineries and small refiners. The Wynnewood refinery has submitted an application to EPA requesting "small volume refinery" status. It is not anticipated that the refineries will require additional controls or capital expenditures to meet the anticipated new standard. | ||||||||
In March 2004, CRRM and CRT entered into a Consent Decree (the "2004 Consent Decree") with the EPA and the Kansas Department of Health and Environment (the "KDHE") to resolve air compliance concerns raised by the EPA and KDHE related to Farmland Industries Inc.'s prior ownership and operation of the Coffeyville crude oil refinery and the now-closed Phillipsburg terminal facilities. Under the 2004 Consent Decree, CRRM agreed to install controls to reduce emissions of sulfur dioxide, nitrogen oxides and particulate matter from its FCCU by January 1, 2011. In addition, pursuant to the 2004 Consent Decree, CRRM and CRT assumed clean-up obligations at the Coffeyville refinery and the now-closed Phillipsburg terminal facilities. | ||||||||
In March 2012, CRRM entered into a "Second Consent Decree" with the EPA, which replaces the 2004 Consent Decree, as amended (other than certain financial assurance provisions associated with corrective action at the refinery and terminal under RCRA). The Second Consent Decree was entered by the U.S. District Court for the District of Kansas on April 19, 2012. The Second Consent Decree gives CRRM more time to install the FCCU controls from the 2004 Consent Decree and expands the scope of the settlement so that it is now considered a "global settlement" under the EPA's "National Petroleum Refining Initiative." Under the National Petroleum Refining Initiative, the EPA alleged industry-wide non-compliance with four "marquee" issues under the Clean Air Act: New Source Review, Flaring, Leak Detection and Repair, and Benzene Waste Operations NESHAP. The National Petroleum Refining Initiative has resulted in most U.S. refineries (representing more than 90% of the U.S. refining capacity) entering into consent decrees requiring the payment of civil penalties and the installation of air pollution control equipment and enhanced operating procedures. Under the Second Consent Decree, the Company was required to pay a civil penalty of approximately $0.7 million and complete the installation of FCCU controls required under the 2004 Consent Decree, add controls to certain heaters and boilers and enhance certain work practices relating to wastewater and fugitive emissions. The remaining costs of complying with the Second Consent Decree are expected to be approximately $44.0 million. Additional incremental capital expenditures associated with the Second Consent Decree will not be material and will be limited primarily to the retrofit and replacement of heaters and boilers over a several year timeframe. | ||||||||
WRC entered into a Consent Order with the Oklahoma Department of Environmental Quality ("ODEQ") in August 2011 (the "Wynnewood Consent Order"). The Wynnewood Consent Order addresses certain historic Clean Air Act compliance issues related to the operations of the prior owner. Under the Wynnewood Consent Order, WRC paid a civil penalty of $950,000, and agreed to install certain controls, enhance certain compliance programs, and undertake additional testing and auditing. A substantial portion of the costs of complying with the Wynnewood Consent Order were expended during the last turnaround. The remaining costs are expected to be $3.0 million. In consideration for entering into the Wynnewood Consent Order, WRC received a release from liability from ODEQ for matters described in the ODEQ order. | ||||||||
From time to time, ODEQ conducts inspections of the Wynnewood refinery and pursues enforcement related to any alleged non-compliance with the Clean Air Act seeking civil penalties and injunctive relief, which may necessitate the installation of controls. In January 2014, ODEQ issued a full compliance evaluation ("FCE") report covering the period from December 2010 through June 2013, which covered periods of the previous owner's ownership and operation and, in some cases, continued into CVR Refining's ownership of the Wynnewood refinery. In addition, on April 11, 2014, WRC received a partial compliance evaluation ("PCE") report from ODEQ alleging additional violations of the Clean Air Act. ODE conducted a follow-up inspection on June 30, 2014. WRC has responded to both the FCE and PCE. The costs of any enforcement that may arise as a result of the FCE or the PCE cannot be predicted at this time. However, based on its experience related to Clean Air Act enforcement and control requirements, the Company does not anticipate that the costs of any civil penalties, required additional controls or operational changes would be material. | ||||||||
WRC has entered into a series of Clean Water Act consent orders with ODEQ. The latest consent order (the "CWA Consent Order"), which superseded other consent orders, became effective in September 2011. The CWA Consent Order addressed alleged non-compliance by WRC with its Oklahoma Pollutant Discharge Elimination System ("OPDES") permit limits. The CWA Consent Order required WRC to take corrective action steps, including undertaking studies to determine whether the Wynnewood refinery's wastewater treatment plant capacity is sufficient. WRC completed its obligations under the CWA Consent Order, and ODEQ notified WRC that the CWA Consent Order is closed. | ||||||||
In January 2014, the EPA also issued an inspection report to the Wynnewood refinery related to a RCRA compliance evaluation inspection conducted in March 2013. In February 2014, ODEQ notified WRC that it concurred with the EPA's inspection findings and would be pursuing enforcement. WRC and ODEQ currently are engaged in settlement discussions related to a civil penalty and injunctive relief. The costs of any related enforcement settlement cannot be predicted at this time. However, based on its experience related to RCRA enforcement, the Company does not anticipate that the costs of any civil penalties, required additional controls or operational changes would be material. | ||||||||
Environmental expenditures are capitalized when such expenditures are expected to result in future economic benefits. For the years ended December 31, 2014, 2013 and 2012, capital expenditures were approximately $100.6 million, $111.3 million and $28.4 million, respectively, and were incurred to improve the environmental compliance and efficiency of the operations. | ||||||||
CRRM, CRNF, CRCT, WRC and CRT each believe it is in substantial compliance with existing EHS rules and regulations. There can be no assurance that the EHS matters described above or other EHS matters which may develop in the future will not have a material adverse effect on the business, financial condition, or results of operations. | ||||||||
Wynnewood Refinery Incident | ||||||||
On September 28, 2012, the Wynnewood refinery experienced an explosion in a boiler unit during startup after a short outage as part of the turnaround process. Two employees were fatally injured. Damage at the refinery was limited to the boiler. Additionally, there has been no evidence of environmental impact. The refinery was in the final stages of shutdown for turnaround maintenance at the time of the incident. The petroleum business completed an internal investigation of the incident and cooperated with OSHA in its investigation. OSHA also conducted a general inspection of the facility during the boiler incident investigation. In March 2013, OSHA completed its investigation and communicated its citations to WRC. OSHA also placed WRC in its Severe Violators Enforcement Program ("SVEP"). WRC is vigorously contesting the citations and OSHA's placement of WRC in the SVEP. Any penalties associated with OSHA's citations are not expected to have a material adverse effect on the consolidated financial statements. On September 25, 2013, WRC agreed to pay a small civil penalty to settle rather than defend claims alleged by the EPA under the Clean Air Act's general duty clause related to the boiler incident. In addition to the above, the spouses of the two employees fatally injured have filed a civil lawsuit against WRC, CVR Refining and CVR Energy in Fort Bend County, Texas. The civil suit is in discovery and the companies will vigorously defend the suit. It is currently too early to assess a potential outcome in the matter. | ||||||||
Affiliate Pension Obligations | ||||||||
Mr. Icahn, through certain affiliates, owns approximately 82% of the Company’s capital stock. Applicable pension and tax laws make each member of a "controlled group" of entities, generally defined as entities in which there is at least an 80% common ownership interest, jointly and severally liable for certain pension plan obligations of any member of the controlled group. These pension obligations include ongoing contributions to fund the plan, as well as liability for any unfunded liabilities that may exist at the time the plan is terminated. In addition, the failure to pay these pension obligations when due may result in the creation of liens in favor of the pension plan or the Pension Benefit Guaranty Corporation ("PBGC") against the assets of each member of the controlled group. | ||||||||
As a result of the more than 80% ownership interest in CVR Energy by Mr. Icahn's affiliates, the Company is subject to the pension liabilities of all entities in which Mr. Icahn has a direct or indirect ownership interest of at least 80%. Two such entities, ACF Industries LLC ("ACF") and Federal-Mogul, are the sponsors of several pension plans. All the minimum funding requirements of the Code and the Employee Retirement Income Security Act of 1974, as amended by the Pension Protection Act of 2006, for these plans have been met as of December 31, 2014. If the ACF and Federal-Mogul plans were voluntarily terminated, they would be collectively underfunded by approximately $473.8 million and $591.8 million as of December 31, 2014 and 2013, respectively. These results are based on the most recent information provided by Mr. Icahn's affiliates based on information from the plans' actuaries. These liabilities could increase or decrease, depending on a number of factors, including future changes in benefits, investment returns, and the assumptions used to calculate the liability. As members of the controlled group, CVR Energy would be liable for any failure of ACF and Federal-Mogul to make ongoing pension contributions or to pay the unfunded liabilities upon a termination of their respective pension plans. In addition, other entities now or in the future within the controlled group that includes CVR Energy may have pension plan obligations that are, or may become, underfunded, and the Company would be liable for any failure of such entities to make ongoing pension contributions or to pay the unfunded liabilities upon a termination of such plans. The current underfunded status of the ACF and Federal-Mogul pension plans requires such entities to notify the PBGC of certain "reportable events," such as if CVR Energy were to cease to be a member of the controlled group, or if CVR Energy makes certain extraordinary dividends or stock redemptions. The obligation to report could cause the Company to seek to delay or reconsider the occurrence of such reportable events. Based on the contingent nature of potential exposure related to these affiliate pension obligations, no liability has been recorded in the consolidated financial statements. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | (15) Fair Value Measurements | |||||||||||||||
ASC Topic 820 — Fair Value Measurements and Disclosures ("ASC 820") established a single authoritative definition of fair value when accounting rules require the use of fair value, set out a framework for measuring fair value and required additional disclosures about fair value measurements. ASC 820 clarifies that fair value is an exit price, representing the amount from the perspective of a market participant that holds the asset or owes the liability at the measurement date. | ||||||||||||||||
ASC 820 discusses valuation techniques, such as the market approach (prices and other relevant information generated by market transactions involving identical or comparable assets, liabilities or a group of assets and liabilities such as a business), the income approach (techniques to convert future amounts to a single current amount based on market expectations about those future amounts including present value techniques and option pricing), and the cost approach (amount that would be required currently to replace the service capacity of an asset which is often referred to as a replacement cost). ASC 820 utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: | ||||||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets and liabilities | |||||||||||||||
• | Level 2 — Other significant observable inputs (including quoted prices in active markets for similar assets or liabilities) | |||||||||||||||
• | Level 3 — Significant unobservable inputs (including the Company's own assumptions in determining the fair value) | |||||||||||||||
The following table sets forth the assets and liabilities measured at fair value on a recurring basis, by input level, as of December 31, 2014 and 2013: | ||||||||||||||||
December 31, 2014 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in millions) | ||||||||||||||||
Location and Description | ||||||||||||||||
Cash equivalents | $ | 69 | $ | — | $ | — | $ | 69 | ||||||||
Other current assets (investments) | 73.9 | 2.7 | — | 76.6 | ||||||||||||
Other current assets (other derivative agreements) | — | 25 | — | 25 | ||||||||||||
Other long-term assets (other derivative agreements) | — | 22.3 | — | 22.3 | ||||||||||||
Total Assets | $ | 142.9 | $ | 50 | $ | — | $ | 192.9 | ||||||||
Other current liabilities (interest rate swaps) | — | (0.8 | ) | — | (0.8 | ) | ||||||||||
Other current liabilities (biofuel blending obligations) | — | (49.6 | ) | — | (49.6 | ) | ||||||||||
Other long-term liabilities (interest rate swaps) | — | (0.2 | ) | — | (0.2 | ) | ||||||||||
Total Liabilities | $ | — | $ | (50.6 | ) | $ | — | $ | (50.6 | ) | ||||||
December 31, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in millions) | ||||||||||||||||
Location and Description | ||||||||||||||||
Cash equivalents | $ | 81 | $ | — | $ | — | $ | 81 | ||||||||
Other current assets (other derivative agreements) | — | 0.9 | — | 0.9 | ||||||||||||
Other long-term assets (other derivative agreements) | — | 0.1 | — | 0.1 | ||||||||||||
Total Assets | $ | 81 | $ | 1 | $ | — | $ | 82 | ||||||||
Other current liabilities (other derivative agreements) | — | (15.3 | ) | — | (15.3 | ) | ||||||||||
Other current liabilities (interest rate swaps) | — | (0.9 | ) | — | (0.9 | ) | ||||||||||
Other current liabilities (biofuel blending obligations) | — | (16.2 | ) | — | (16.2 | ) | ||||||||||
Other long-term liabilities (other derivative agreements) | — | (1.8 | ) | — | (1.8 | ) | ||||||||||
Other long-term liabilities (interest rate swaps) | — | (1.0 | ) | — | (1.0 | ) | ||||||||||
Total Liabilities | $ | — | $ | (35.2 | ) | $ | — | $ | (35.2 | ) | ||||||
As of December 31, 2014 and 2013, the only financial assets and liabilities that are measured at fair value on a recurring basis are the Company's cash equivalents, investments, derivative instruments and uncommitted biofuel blending obligation. Additionally, the fair value of the Company's debt issuances is disclosed in Note 10 ("Long-Term Debt"). The Refining Partnership's commodity derivative contracts, certain investments and uncommitted biofuel blending obligation, which use fair value measurements and are valued using broker quoted market prices of similar instruments, are considered Level 2 inputs. The Nitrogen Fertilizer Partnership has interest rate swaps that are measured at fair value on a recurring basis using Level 2 inputs. The fair value of these interest rate swap instruments are based on discounted cash flow models that incorporate the cash flows of the derivatives, as well as the current LIBOR rate and a forward LIBOR curve, along with other observable market inputs. The Company's investments in marketable securities are classified as available-for-sale, and as a result, are reported at fair market value using quoted market prices. | ||||||||||||||||
As of December 31, 2014, the aggregate cost basis for the Company's available-for-sale securities is approximately $73.6 million following an other-than-temporary impairment of $4.7 million during the year ended December 31, 2014. During the year ended December 31, 2013, the Company received proceeds of $24.7 million for the sale of its investments in marketable securities, which were previously classified as available-for-sale and reported at fair market value using quoted market prices. The aggregate cost basis for the available-for-sale securities sold was approximately $18.6 million. Upon the sale of the available-for-sale securities, the Company reclassified the unrealized gain of $6.1 million from AOCI and recognized a realized gain in other income for the year ended December 31, 2013. As of December 31, 2013, the Company did not hold any further investments in available-for-sale securities. The Company had no transfers of assets or liabilities between any of the above levels during the year ended December 31, 2014. |
Derivative_Financial_Instrumen
Derivative Financial Instruments | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||||||||||||
Derivative Financial Instruments | (16) Derivative Financial Instruments | |||||||||||||||||||
Gain (loss) on derivatives, net and current period settlements on derivative contracts were as follows: | ||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Current period settlement on derivative contracts | $ | 122.2 | $ | 6.4 | $ | (137.6 | ) | |||||||||||||
Gain (loss) on derivatives, net | 185.6 | 57.1 | (285.6 | ) | ||||||||||||||||
The Refining Partnership and Nitrogen Fertilizer Partnership are subject to price fluctuations caused by supply conditions, weather, economic conditions, interest rate fluctuations and other factors. To manage price risk on crude oil and other inventories and to fix margins on certain future production, the Refining Partnership from time to time enters into various commodity derivative transactions. | ||||||||||||||||||||
The Refining Partnership has adopted accounting standards which impose extensive record-keeping requirements in order to designate a derivative financial instrument as a hedge. The Refining Partnership holds derivative instruments, such as exchange-traded crude oil futures and certain over-the-counter forward swap agreements, which it believes provide an economic hedge on future transactions, but such instruments are not designated as hedges for GAAP purposes. Gains or losses related to the change in fair value and periodic settlements of these derivative instruments are classified as gain (loss) on derivatives, net in the Consolidated Statements of Operations. There are no premiums paid or received at inception of the derivative contracts and upon settlement, there is no cost recovery associated with these contracts. | ||||||||||||||||||||
The Refining Partnership maintains a margin account to facilitate other commodity derivative activities. A portion of this account may include funds available for withdrawal. These funds are included in cash and cash equivalents within the Consolidated Balance Sheets. The maintenance margin balance is included within other current assets within the Consolidated Balance Sheets. Dependent upon the position of the open commodity derivatives, the amounts are accounted for as other current assets or other current liabilities within the Consolidated Balance Sheets. From time to time, the Refining Partnership may be required to deposit additional funds into this margin account. There were no open commodity positions as of December 31, 2014. The fair value of the open commodity positions as of December 31, 2013 was an immaterial net gain included in other current assets. For the years ended December 31, 2014, 2013 and 2012, the Company recognized a net gain of $0.3 million and net losses of $2.9 million and $11.7 million, respectively, which are recorded in gain (loss) on derivatives, net in the Consolidated Statements of Operations. | ||||||||||||||||||||
Commodity Swaps | ||||||||||||||||||||
The Refining Partnership enters into commodity swap contracts in order to fix the margin on a portion of future production. The physical volumes are not exchanged and these contracts are net settled with cash. The contract fair value of the commodity swaps is reflected on the Consolidated Balance Sheets with changes in fair value currently recognized in the Consolidated Statements of Operations. Quoted prices for similar assets or liabilities in active markets (Level 2) are considered to determine the fair values for the purpose of marking to market the hedging instruments at each period end. At December 31, 2014 and 2013, the Refining Partnership had open commodity hedging instruments consisting of 9.1 million and 23.3 million barrels of crack spreads, respectively, primarily to fix the margin on a portion of its future gasoline and distillate production. The fair value of the outstanding contracts at December 31, 2014 was a net unrealized gain of $47.3 million, of which $25.0 million is included in current assets and $22.3 million is included in other long-term assets. The fair value of the outstanding contracts at December 31, 2013 was a net unrealized loss of $16.1 million, of which $0.9 million is included in current assets, $0.1 million is included in other long-term assets, $15.3 million is included in current liabilities and $1.8 million is included in other long-term liabilities. For the years ended December 31, 2014, 2013 and 2012, the Refining Partnership recognized net gains of $187.4 million and $60.1 million and a net loss of $273.9 million, respectively, which are recorded in gain (loss) on derivatives, net in the Consolidated Statements of Operations. | ||||||||||||||||||||
Nitrogen Fertilizer Partnership Interest Rate Swaps | ||||||||||||||||||||
CRNF has two floating-to-fixed interest rate swap agreements for the purpose of hedging the interest rate risk associated with a portion of the nitrogen fertilizer business' $125.0 million floating rate term debt which matures in April 2016. The aggregate notional amount covered under these agreements, which commenced on August 12, 2011 and expires on February 12, 2016, totals $62.5 million (split evenly between the two agreement dates). Under the terms of the interest rate swap agreement entered into on June 30, 2011, CRNF will receive a floating rate based on three month LIBOR and pay a fixed rate of 1.94%. Under the terms of the interest rate swap agreement entered into on July 1, 2011, CRNF will receive a floating rate based on three month LIBOR and pay a fixed rate of 1.975%. Both swap agreements will be settled every 90 days. The effect of these swap agreements is to lock in a fixed rate of interest of approximately 1.96% plus the applicable margin paid to lenders over three month LIBOR as governed by the CRNF credit facility. At December 31, 2014, the effective rate was approximately 4.56%. The agreements were designated as cash flow hedges at inception and accordingly, the effective portion of the gain or loss on the swap is reported as a component of AOCI, and will be reclassified into interest expense when the interest rate swap transaction affects earnings. Any ineffective portion of the gain or loss will be recognized immediately in interest expense on the Consolidated Statements of Operations. | ||||||||||||||||||||
The realized loss on the interest rate swap re-classed from AOCI into interest expense and other financing costs on the Consolidated Statements of Operations was $1.1 million, $1.1 million and $1.0 million, respectively, for the years ended December 31, 2014, 2013 and 2012, respectively. For the years ended December 31, 2014, 2013 and 2012, the Nitrogen Fertilizer Partnership recognized a decrease in the fair value of the interest rate swap agreements of $0.2 million, $0.2 million and $1.4 million, respectively, which was unrealized in AOCI. | ||||||||||||||||||||
Counterparty Credit Risk | ||||||||||||||||||||
The Refining Partnership's exchange-traded crude oil futures and certain over-the-counter forward swap agreements are potentially exposed to concentrations of credit risk as a result of economic conditions and periods of uncertainty and illiquidity in the credit and capital markets. The Refining Partnership manages credit risk on its exchange-traded crude oil futures by completing trades with an exchange clearinghouse, which subjects the trades to mandatory margin requirements until the contract settles. The Refining Partnership also monitors the creditworthiness of its commodity swap counterparties and assesses the risk of nonperformance on a quarterly basis. Counterparty credit risk identified as a result of this assessment is recognized as a valuation adjustment to the fair value of the commodity swaps recorded in the Consolidated Balance Sheets. As of December 31, 2014, the counterparty credit risk adjustment was not material to the consolidated financial statements. Additionally, the Refining Partnership does not require any collateral to support commodity swaps into which it enters; however, it does have master netting arrangements that allow for the setoff of amounts receivable from and payable to the same party, which mitigates the risk associated with nonperformance. | ||||||||||||||||||||
Offsetting Assets and Liabilities | ||||||||||||||||||||
The commodity swaps and other commodity derivatives agreements discussed above include multiple derivative positions with a number of counterparties for which the Refining Partnership has entered into agreements governing the nature of the derivative transactions. Each of the counterparty agreements provides for the right to setoff each individual derivative position to arrive at the net receivable due from the counterparty or payable owed by the Refining Partnership. As a result of the right to setoff, the Refining Partnership's recognized assets and liabilities associated with the outstanding derivative positions have been presented net in the Consolidated Balance Sheets. The interest rate swap agreements held by the Nitrogen Fertilizer Partnership also provide for the right to setoff. However, as the interest rate swaps are in a liability position, there are no amounts offset in the Consolidated Balance Sheets as of December 31, 2014 and 2013. In accordance with guidance issued by the FASB related to "Disclosures about Offsetting Assets and Liabilities," the tables below outline the gross amounts of the recognized assets and liabilities and the gross amounts offset in the Consolidated Balance Sheets for the various types of open derivative positions at the Refining Partnership. | ||||||||||||||||||||
The offsetting assets and liabilities for the Refining Partnership's derivatives as of December 31, 2014 are recorded as current assets and non-current assets in prepaid expenses and other current assets and other long-term assets, respectively, in the Consolidated Balance Sheets as follows: | ||||||||||||||||||||
As of December 31, 2014 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Current Assets | Amounts | Current Assets | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 25.3 | $ | (0.3 | ) | $ | 25 | $ | — | $ | 25 | |||||||||
Total | $ | 25.3 | $ | (0.3 | ) | $ | 25 | $ | — | $ | 25 | |||||||||
As of December 31, 2014 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Non-Current Assets | Amounts | Non-Current Assets | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 22.3 | $ | — | $ | 22.3 | $ | — | $ | 22.3 | ||||||||||
Total | $ | 22.3 | $ | — | $ | 22.3 | $ | — | $ | 22.3 | ||||||||||
The offsetting assets and liabilities for the Refining Partnership's derivatives as of December 31, 2013 are recorded as current assets, non-current assets, current liabilities and non-current liabilities in prepaid expenses and other current assets, other long-term assets, other current liabilities and other long-term liabilities, respectively, in the Consolidated Balance Sheets as follows: | ||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Current Assets | Amounts | Current Assets | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 4.3 | $ | (3.4 | ) | $ | 0.9 | $ | — | $ | 0.9 | |||||||||
Total | $ | 4.3 | $ | (3.4 | ) | $ | 0.9 | $ | — | $ | 0.9 | |||||||||
As of December 31, 2013 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Non-Current Assets | Amounts | Non-Current Assets | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 0.1 | $ | — | $ | 0.1 | $ | — | $ | 0.1 | ||||||||||
Total | $ | 0.1 | $ | — | $ | 0.1 | $ | — | $ | 0.1 | ||||||||||
As of December 31, 2013 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Current Liabilities | Amounts | Current Liabilities | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 31.4 | $ | (16.1 | ) | $ | 15.3 | $ | — | $ | 15.3 | |||||||||
Total | $ | 31.4 | $ | (16.1 | ) | $ | 15.3 | $ | — | $ | 15.3 | |||||||||
As of December 31, 2013 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Non-Current Liabilities | Amounts | Non-Current Liabilities | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 1.9 | $ | (0.1 | ) | $ | 1.8 | $ | — | $ | 1.8 | |||||||||
Total | $ | 1.9 | $ | (0.1 | ) | $ | 1.8 | $ | — | $ | 1.8 | |||||||||
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (17) Related Party Transactions |
In May 2012, IEP announced that it had acquired control of CVR pursuant to a tender offer to purchase all of the issued and outstanding shares of the Company's common stock. As of December 31, 2014, IEP owned approximately 82% of all common shares outstanding. See Note 3 ("Change of Control") for additional discussion. | |
American Railcar Entities | |
From March 2009 until June 2013, the Company, through the Nitrogen Fertilizer Partnership, leased 199 railcars from American Railcar Leasing LLC ("ARL"), a company controlled by IEP, the Company's majority stockholder. On June 13, 2013, the Nitrogen Fertilizer Partnership purchased the railcars under the lease from ARL for approximately $5.0 million. For the years ended December 31, 2013 and 2012, rent expense of $0.4 million and $1.1 million, respectively, was recorded related to this agreement and is included in cost of product sold (exclusive of depreciation and amortization) in the Consolidated Statements of Operations. | |
In 2014, the Nitrogen Fertilizer Partnership purchased 50 new UAN railcars from American Railcar Industries, Inc. ("ARI"), an affiliate of IEP, for approximately $6.7 million and 12 used UAN railcars from ARL for approximately $1.1 million. Also, ARI performed railcar maintenance for the Nitrogen Fertilizer Partnership, and the expenses associated with this maintenance were approximately $50,000 for the year ended December 31, 2014. | |
International Truck Purchase | |
During the year ended December 31, 2013, the Refining Partnership purchased seven trucks from a subsidiary of Navistar International Corporation ("Navistar") for approximately $0.8 million. | |
Tax Allocation Agreement | |
CVR is a member of the consolidated federal tax group of AEPC, a wholly-owned subsidiary of IEP, and has entered into a Tax Allocation Agreement. Refer to Note 9 ("Income Taxes") for a discussion of related party transactions under the Tax Allocation Agreement. | |
Insight Portfolio Group | |
Insight Portfolio Group LLC is an entity formed and controlled by Mr. Icahn in order to maximize the potential buying power of a group of entities with which Mr. Icahn has a relationship in negotiating with a wide range of suppliers of goods, services and tangible and intangible property at negotiated rates. CVR Energy was a member of the buying group in 2012. In January 2013, CVR Energy acquired a minority equity interest in Insight Portfolio Group and agreed to pay a portion of Insight Portfolio Group's operating expenses in 2013. The Company paid Insight Portfolio Group approximately $0.4 million and $0.1 million during the years ended December 31, 2014 and 2013, respectively. The Company did not pay Insight Portfolio Group any fees or other amounts with respect to the buying group arrangement in 2012. The Company may purchase a variety of goods and services as members of the buying group at prices and terms that management believes would be more favorable than those which would be achieved on a stand-alone basis. |
Business_Segments
Business Segments | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Business Segments | (18) Business Segments | |||||||||||
The Company measures segment profit as operating income for petroleum and nitrogen fertilizer, CVR's two reporting segments, based on the definitions provided in ASC Topic 280 — Segment Reporting. All operations of the segments are located within the United States. | ||||||||||||
Petroleum | ||||||||||||
Principal products of the petroleum segment are refined fuels, propane, and petroleum refining by-products, including pet coke. The petroleum segment's Coffeyville refinery sells pet coke to the Nitrogen Fertilizer Partnership for use in the manufacture of nitrogen fertilizer at the adjacent nitrogen fertilizer plant. For the petroleum segment, a per-ton transfer price is used to record intercompany sales on the part of the petroleum segment and corresponding intercompany cost of product sold (exclusive of depreciation and amortization) for the nitrogen fertilizer segment. The per ton transfer price paid, pursuant to the pet coke supply agreement that became effective October 24, 2007, is based on the lesser of a pet coke price derived from the price received by the nitrogen fertilizer segment for UAN (subject to a UAN based price ceiling and floor) and a pet coke price index for pet coke. The intercompany transactions are eliminated in the other segment. Intercompany sales included in petroleum net sales were approximately $8.7 million, $9.6 million and $9.9 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||
The petroleum segment recorded intercompany cost of product sold (exclusive of depreciation and amortization) for the hydrogen purchases described below under "Nitrogen Fertilizer" of approximately $10.1 million, $11.4 million and $6.1 million for the years ended December 31, 2014, 2013 and 2012, respectively. The petroleum segment recorded intercompany revenue for hydrogen sales of approximately $0 and $0.6 million for the years ended December 31, 2014 and 2013, respectively. | ||||||||||||
Nitrogen Fertilizer | ||||||||||||
The principal product of the nitrogen fertilizer segment is nitrogen fertilizer. Intercompany cost of product sold (exclusive of depreciation and amortization) for the pet coke transfer described above was approximately $9.2 million, $9.8 million and $10.2 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||
Pursuant to the feedstock agreement, the Company's segments have the right to transfer excess hydrogen between the Coffeyville refinery and nitrogen fertilizer plant. Sales of hydrogen to the petroleum segment have been reflected as net sales for the nitrogen fertilizer segment. Receipts of hydrogen from the petroleum segment have been reflected in cost of product sold (exclusive of depreciation and amortization) for the nitrogen fertilizer segment. For the years ended December 31, 2014, 2013 and 2012, the net sales generated from intercompany hydrogen sales were $10.1 million, $11.4 million and $6.3 million, respectively. For the years ended December 31, 2014, 2013 and 2012, the nitrogen fertilizer segment also recognized approximately $0, $0.6 million and $0.2 million, respectively, of cost of product sold related to the transfer of excess hydrogen. As these intercompany sales and cost of product sold are eliminated, there is no financial statement impact on the consolidated financial statements. | ||||||||||||
Other Segment | ||||||||||||
The other segment reflects intercompany eliminations, corporate cash and cash equivalents, income tax activities and other corporate activities that are not allocated to the operating segments. | ||||||||||||
The following table summarizes certain operating results and capital expenditures information by segment: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Net sales | ||||||||||||
Petroleum | $ | 8,829.70 | $ | 8,683.50 | $ | 8,281.50 | ||||||
Nitrogen Fertilizer | 298.7 | 323.7 | 302.3 | |||||||||
Intersegment elimination | (18.9 | ) | (21.4 | ) | (16.5 | ) | ||||||
Total | $ | 9,109.50 | $ | 8,985.80 | $ | 8,567.30 | ||||||
Cost of product sold (exclusive of depreciation and amortization) | ||||||||||||
Petroleum | $ | 8,013.40 | $ | 7,526.70 | $ | 6,667.30 | ||||||
Nitrogen Fertilizer | 72 | 58.1 | 46.1 | |||||||||
Intersegment elimination | (19.4 | ) | (21.6 | ) | (16.5 | ) | ||||||
Total | $ | 8,066.00 | $ | 7,563.20 | $ | 6,696.90 | ||||||
Direct operating expenses (exclusive of depreciation and amortization) | ||||||||||||
Petroleum | $ | 416 | $ | 361.7 | $ | 426.5 | ||||||
Nitrogen Fertilizer | 98.9 | 94.1 | 95.6 | |||||||||
Other | 0.2 | — | — | |||||||||
Total | $ | 515.1 | $ | 455.8 | $ | 522.1 | ||||||
Depreciation and amortization | ||||||||||||
Petroleum | $ | 122.5 | $ | 114.3 | $ | 107.6 | ||||||
Nitrogen Fertilizer | 27.3 | 25.6 | 20.7 | |||||||||
Other | 4.6 | 2.9 | 1.7 | |||||||||
Total | $ | 154.4 | $ | 142.8 | $ | 130 | ||||||
Operating income | ||||||||||||
Petroleum | $ | 207.2 | $ | 603 | $ | 1,012.50 | ||||||
Nitrogen Fertilizer | 82.8 | 124.9 | 115.8 | |||||||||
Other | (25.7 | ) | (17.4 | ) | (93.4 | ) | ||||||
Total | $ | 264.3 | $ | 710.5 | $ | 1,034.90 | ||||||
Capital expenditures | ||||||||||||
Petroleum | $ | 191.3 | $ | 204.5 | $ | 120 | ||||||
Nitrogen fertilizer | 21.1 | 43.8 | 82.2 | |||||||||
Other | 6 | 8.2 | 10 | |||||||||
Total | $ | 218.4 | $ | 256.5 | $ | 212.2 | ||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Total assets | ||||||||||||
Petroleum | $ | 2,417.80 | $ | 2,533.30 | $ | 2,258.50 | ||||||
Nitrogen Fertilizer | 578.8 | 593.5 | 623 | |||||||||
Other | 465.9 | 539 | 729.4 | |||||||||
Total | $ | 3,462.50 | $ | 3,665.80 | $ | 3,610.90 | ||||||
Goodwill | ||||||||||||
Petroleum | $ | — | $ | — | $ | — | ||||||
Nitrogen Fertilizer | 41 | 41 | 41 | |||||||||
Other | — | — | — | |||||||||
Total | $ | 41 | $ | 41 | $ | 41 | ||||||
Major_Customers_and_Suppliers
Major Customers and Suppliers | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Major Customers and Suppliers | |||||||||
Major Customers and Suppliers | (19) Major Customers and Suppliers | ||||||||
Sales to major customers as a percentage of the respective segment's sales were as follows: | |||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Petroleum | |||||||||
Customer A | 13 | % | 12 | % | 10 | % | |||
Nitrogen Fertilizer | |||||||||
Customer B | 17 | % | 15 | % | 10 | % | |||
Customer C | 10 | % | 13 | % | 10 | % | |||
27 | % | 28 | % | 20 | % | ||||
The petroleum segment obtained crude oil from one third-party supplier under a long-term supply agreement during 2014, 2013 and 2012. The crude oil purchased from this supplier is governed by a long-term contract. Volume contracted as a percentage of the total crude oil purchases (in barrels) for each of the periods was as follows: | |||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Petroleum | |||||||||
Supplier A | 67 | % | 69 | % | 45 | % | |||
The nitrogen fertilizer segment maintains long-term contracts with one third-party supplier. Purchases from this supplier as a percentage of direct operating expenses (exclusive of depreciation and amortization) were as follows: | |||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Nitrogen Fertilizer | |||||||||
Supplier B | 4 | % | 4 | % | 5 | % |
Selected_Quarterly_Financial_I
Selected Quarterly Financial Information (unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Selected Quarterly Financial Information (unaudited) | (20) Selected Quarterly Financial Information (unaudited) | |||||||||||||||
Summarized quarterly financial data for December 31, 2014 and 2013. | ||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
Quarter | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
(in millions except per share data) | ||||||||||||||||
Net sales | $ | 2,447.40 | $ | 2,540.30 | $ | 2,279.90 | $ | 1,841.80 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 2,076.90 | 2,189.00 | 2,066.70 | 1,733.40 | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 123.4 | 120.1 | 136.8 | 134.7 | ||||||||||||
Selling, general and administrative (exclusive of depreciation and amortization) | 26.3 | 28 | 31.8 | 23.5 | ||||||||||||
Depreciation and amortization | 37.3 | 38.6 | 37.8 | 40.8 | ||||||||||||
Total operating costs and expenses | 2,263.90 | 2,375.70 | 2,273.10 | 1,932.40 | ||||||||||||
Operating income (loss) | 183.5 | 164.6 | 6.8 | (90.6 | ) | |||||||||||
Other income (expense): | ||||||||||||||||
Interest expense and other financing costs | (10.1 | ) | (9.3 | ) | (9.4 | ) | (11.2 | ) | ||||||||
Interest income | 0.2 | 0.2 | 0.3 | 0.2 | ||||||||||||
Gain on derivatives, net | 109.4 | 35.9 | 25.7 | 14.5 | ||||||||||||
Other income (expense), net | 0.1 | (2.2 | ) | 2.1 | (3.6 | ) | ||||||||||
Total other income (expense) | 99.6 | 24.6 | 18.7 | (0.1 | ) | |||||||||||
Income (loss) before income taxes | 283.1 | 189.2 | 25.5 | (90.7 | ) | |||||||||||
Income tax expense (benefit) | 69.4 | 45.2 | 4.2 | (21.0 | ) | |||||||||||
Net income (loss) | 213.7 | 144 | 21.3 | (69.7 | ) | |||||||||||
Less: Net income (loss) attributable to noncontrolling interest | 87 | 60.3 | 13.4 | (25.3 | ) | |||||||||||
Net income (loss) attributable to CVR Energy Stockholders | $ | 126.7 | $ | 83.7 | $ | 7.9 | $ | (44.4 | ) | |||||||
Basic earnings (loss) per share | $ | 1.46 | $ | 0.96 | $ | 0.09 | $ | (0.51 | ) | |||||||
Diluted earnings (loss) per share | $ | 1.46 | $ | 0.96 | $ | 0.09 | $ | (0.51 | ) | |||||||
Dividends declared per share | $ | 0.75 | $ | 0.75 | $ | 2.75 | $ | 0.75 | ||||||||
Weighted-average common shares outstanding | ||||||||||||||||
Basic | 86.8 | 86.8 | 86.8 | 86.8 | ||||||||||||
Diluted | 86.8 | 86.8 | 86.8 | 86.8 | ||||||||||||
Year Ended December 31, 2013 | ||||||||||||||||
Quarter | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
(in millions except per share data) | ||||||||||||||||
Net sales | $ | 2,352.40 | $ | 2,220.30 | $ | 1,977.10 | $ | 2,436.00 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 1,813.60 | 1,785.40 | 1,744.40 | 2,219.70 | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 108.5 | 108.3 | 128.4 | 110.6 | ||||||||||||
Selling, general and administrative (exclusive of depreciation and amortization) | 28.4 | 28.9 | 27.7 | 28.6 | ||||||||||||
Depreciation and amortization | 34.2 | 35 | 36.2 | 37.4 | ||||||||||||
Total operating costs and expenses | 1,984.70 | 1,957.60 | 1,936.70 | 2,396.30 | ||||||||||||
Operating income | 367.7 | 262.7 | 40.4 | 39.7 | ||||||||||||
Other income (expense): | ||||||||||||||||
Interest expense and other financing costs | (15.4 | ) | (12.5 | ) | (11.7 | ) | (10.9 | ) | ||||||||
Interest income | 0.3 | 0.3 | 0.3 | 0.3 | ||||||||||||
Gain (loss) on derivatives, net | (20.0 | ) | 120.5 | 72.5 | (115.9 | ) | ||||||||||
Loss on extinguishment of debt | (26.1 | ) | — | — | — | |||||||||||
Other income, net | — | 0.2 | 6.2 | 7.1 | ||||||||||||
Total other income (expense) | (61.2 | ) | 108.5 | 67.3 | (119.4 | ) | ||||||||||
Income (loss) before income taxes | 306.5 | 371.2 | 107.7 | (79.7 | ) | |||||||||||
Income tax expense (benefit) | 93.8 | 99.5 | 29.5 | (39.1 | ) | |||||||||||
Net income (loss) | 212.7 | 271.7 | 78.2 | (40.6 | ) | |||||||||||
Less: Net income (loss) attributable to noncontrolling interest | 47.7 | 88.3 | 34.2 | (18.9 | ) | |||||||||||
Net income (loss) attributable to CVR Energy Stockholders | $ | 165 | $ | 183.4 | $ | 44 | $ | (21.7 | ) | |||||||
Basic earnings (loss) per share | $ | 1.9 | $ | 2.11 | $ | 0.51 | $ | (0.25 | ) | |||||||
Diluted earnings (loss) per share | $ | 1.9 | $ | 2.11 | $ | 0.51 | $ | (0.25 | ) | |||||||
Dividends declared per share | $ | 5.5 | $ | 7.25 | $ | 0.75 | $ | 0.75 | ||||||||
Weighted-average common shares outstanding | ||||||||||||||||
Basic | 86.8 | 86.8 | 86.8 | 86.8 | ||||||||||||
Diluted | 86.8 | 86.8 | 86.8 | 86.8 | ||||||||||||
Factors Impacting the Comparability of Quarterly Results of Operations | ||||||||||||||||
As discussed in Note 8 ("Insurance Claims"), the fire at the Coffeyville refinery's isomerization unit adversely impacted production of refined products for the petroleum business in the third quarter of 2014. Total gross repair and other costs recorded related to the incident for the year ended December 31, 2014 were approximately $6.3 million and are included in direct operating expenses (exclusive of depreciation and amortization) in the Consolidated Statements of Operations. | ||||||||||||||||
During the fourth quarter of 2014, the FCCU at the Wynnewood refinery was offline for approximately 16 days for necessary repairs. As a result of the FCCU outage, crude throughput and production at the Wynnewood refinery was significantly reduced during the fourth quarter of 2014. Additionally, the Refining Partnership incurred approximately $8.5 million in costs to repair the FCCU for the year ended December 31, 2014. These costs are included in direct operating expenses (exclusive of depreciation and amortization) in the Consolidated Statements of Operations. | ||||||||||||||||
As discussed in Note 5 ("Inventories"), the Refining Partnership recorded a lower of FIFO cost or market inventory adjustment of approximately $36.8 million during the fourth quarter of 2014, which is included in cost of product sold (exclusive of depreciation and amortization) in the Consolidated Statements of Operations. | ||||||||||||||||
During the third quarter of 2013, the FCCU at the Coffeyville refinery was offline for approximately 55 days for necessary repairs. As a result of the FCCU outage, crude throughput and production at the Coffeyville refinery was significantly reduced during the third quarter of 2013. Additionally, the Refining Partnership incurred approximately $21.1 million in costs to repair the FCCU for the year ended December 31, 2013. These costs are included in direct operating expenses (exclusive of depreciation and amortization) in the Consolidated Statements of Operations. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | (21) Subsequent Events |
Dividend | |
On February 18, 2015, the board of directors of the Company declared a cash dividend for the fourth quarter of 2014 to the Company's stockholders of $0.50 per share, or $43.4 million in aggregate. The dividend will be paid on March 9, 2015 to stockholders of record at the close of business on March 2, 2015. IEP will receive $35.6 million in respect of its 82% ownership interest in the Company's shares. | |
Nitrogen Fertilizer Partnership Distribution | |
On February 18, 2015, the board of directors of the Nitrogen Fertilizer Partnership's general partner declared a cash distribution for the fourth quarter of 2014 to the Nitrogen Fertilizer Partnership's unitholders of $0.41 per unit, or $30.0 million in aggregate. The cash distribution will be paid on March 9, 2015 to unitholders of record at the close of business on March 2, 2015. The Company will receive $16.0 million in respect of its Nitrogen Fertilizer Partnership common units. | |
Refining Partnership Distribution | |
On February 18, 2015, the board of directors of the Refining Partnership's general partner declared a cash distribution for the fourth quarter of 2014 to the Refining Partnership's unitholders of $0.37 per common unit, or $54.6 million in aggregate. The cash distribution will be paid on March 9, 2015 to unitholders of record at the close of business on March 2, 2015. The Company will receive $36.0 million in respect of its Refining Partnership common units. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Principles of Consolidation | Principles of Consolidation | |
The accompanying CVR consolidated financial statements include the accounts of CVR Energy, Inc. and its majority-owned direct and indirect subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The ownership interests of noncontrolling investors in its subsidiaries are recorded as noncontrolling interests. | ||
The Nitrogen Fertilizer Partnership and the Refining Partnership are both consolidated based upon the fact that their general partners are owned by CVR and, therefore, CVR has the ability to control their activities. The Nitrogen Fertilizer Partnership's and the Refining Partnership's general partners manage their respective operations and activities subject to the terms and conditions specified in their respective partnership agreements. The operations of each general partner in its capacity as general partner are managed by its board of directors. The limited rights of the common unitholders of the Nitrogen Fertilizer Partnership and the Refining Partnership are demonstrated by the fact that the common unitholders have no right to elect either general partner or either general partner's directors on an annual or other continuing basis. Each general partner can only be removed by a vote of the holders of at least 66 2/3% of the outstanding common units, including any common units owned by the general partner and its affiliates (including CVR) voting together as a single class. Actions by the general partner that are made in its individual capacity are made by the CVR subsidiary that serves as the sole member of the general partner and not by the board of directors of the general partner. The officers of the general partner manage the day-to-day affairs of the business. The majority of the officers of both general partners are also officers of CVR. Based upon the general partner's role and rights as afforded by the partnership agreements and the limited rights afforded to the limited partners, the consolidated financial statements of CVR will include the assets, liabilities, cash flows, revenues and expenses of the Nitrogen Fertilizer Partnership and the Refining Partnership. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents | |
For purposes of the Consolidated Statements of Cash Flows, CVR considers all highly liquid money market accounts and debt instruments with original maturities of three months or less to be cash equivalents. Under the Company's cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes and are classified as accounts payable in the Consolidated Balance Sheets. The change in book overdrafts are reported in the Consolidated Statements of Cash Flows as a component of operating cash flow for accounts payable as they do not represent bank overdrafts. | ||
Accounts Receivable, net | Accounts Receivable, net | |
CVR grants credit to its customers. Credit is extended based on an evaluation of a customer's financial condition; generally, collateral is not required. Accounts receivable are due on negotiated terms and are stated at amounts due from customers, net of an allowance for doubtful accounts. Accounts outstanding for longer than their contractual payment terms are considered past due. CVR determines its allowance for doubtful accounts by considering a number of factors, including the length of time trade accounts are past due, the customer's ability to pay its obligations to CVR, and the condition of the general economy and the industry as a whole. CVR writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. Amounts collected on accounts receivable are included in net cash provided by operating activities in the Consolidated Statements of Cash Flows. | ||
Inventories | Inventories | |
Inventories consist primarily of domestic and foreign crude oil, blending stock and components, work-in-progress, fertilizer products, and refined fuels and by-products. Inventories are valued at the lower of the first-in, first-out ("FIFO") cost, or market for fertilizer products, refined fuels and by-products for all periods presented. Refinery unfinished and finished products inventory values were determined using the ability-to-bear process, whereby raw materials and production costs are allocated to work-in-process and finished products based on their relative fair values. Other inventories, including other raw materials, spare parts, and supplies, are valued at the lower of moving-average cost, which approximates FIFO, or market. The cost of inventories includes inbound freight costs. | ||
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets | |
Prepaid expenses and other current assets consist of prepayments for crude oil deliveries to CVR's refineries for which title had not transferred, non-trade accounts receivable, current portions of prepaid insurance, deferred financing costs, derivative agreements and other general current assets. | ||
Property, Plant, and Equipment | Property, Plant, and Equipment | |
Additions to property, plant and equipment, including capitalized interest and certain costs allocable to construction and property purchases, are recorded at cost. Capitalized interest is added to any capital project over $1.0 million in cost which is expected to take more than six months to complete. Depreciation is computed using principally the straight-line method over the estimated useful lives of the various classes of depreciable assets. The lives used in computing depreciation for such assets are as follows: | ||
Asset | Range of Useful | |
Lives, in Years | ||
Improvements to land | 15 to 30 | |
Buildings | 20 to 30 | |
Machinery and equipment | 5 to 30 | |
Automotive equipment | 5 to 15 | |
Furniture and fixtures | 3 to 10 | |
Aircraft | 20 | |
Railcars | 25 to 40 | |
Leasehold improvements and assets held under capital leases are depreciated or amortized on the straight-line method over the shorter of the contractual lease term or the estimated useful life of the asset. Expenditures for routine maintenance and repair costs are expensed when incurred. Such expenses are reported in direct operating expenses (exclusive of depreciation and amortization) in the Company's Consolidated Statements of Operations. | ||
Goodwill and Intangible Assets | Goodwill and Intangible Assets | |
Goodwill represents the excess of the cost of an acquired entity over the fair value of the assets acquired less liabilities assumed. Intangible assets are assets that lack physical substance (excluding financial assets). Goodwill acquired in a business combination and intangible assets with indefinite useful lives are not amortized, and intangible assets with finite useful lives are amortized. Goodwill and intangible assets not subject to amortization are tested for impairment annually or more frequently if events or changes in circumstances indicate the asset might be impaired. CVR uses November 1 of each year as its annual valuation date for its goodwill impairment test. The Company performed its annual impairment review of goodwill for 2014, 2013 and 2012, which is attributable entirely to the nitrogen fertilizer segment and concluded there were no impairments. See Note 7 ("Goodwill") for further discussion. | ||
Deferred Financing Costs, Underwriting and Original Issue Discount | Deferred Financing Costs, Underwriting and Original Issue Discount | |
Deferred financing costs associated with debt issuances are amortized to interest expense and other financing costs using the effective-interest method over the life of the debt. Additionally, the underwriting and original issue discount and premium related to debt issuances have been amortized to interest expense and other financing costs using the effective-interest method over the life of the debt. Deferred financing costs related to the Amended and Restated ABL Credit Facility and CRNF credit facility are amortized to interest expense and other financing costs using the straight-line method through the termination date of the respective facility. | ||
Planned Major Maintenance Costs | Planned Major Maintenance Costs | |
The direct-expense method of accounting is used for planned major maintenance activities. Maintenance costs are recognized as expense when maintenance services are performed. Planned major maintenance activities for the nitrogen plant generally occur every two to three years. The required frequency of the maintenance varies by unit for the refineries, but generally is every four to five years. | ||
Cost Classifications | Cost Classifications | |
Cost of product sold (exclusive of depreciation and amortization) includes cost of crude oil, other feedstocks, blendstocks, purchased refined products, pet coke expense, renewable identification numbers ("RINs") expense and freight and distribution expenses. Cost of product sold excludes depreciation and amortization of approximately $6.3 million, $5.0 million and $3.7 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||
Direct operating expenses (exclusive of depreciation and amortization) includes direct costs of labor, maintenance and services, energy and utility costs, property taxes, environmental compliance costs as well as chemicals and catalysts and other direct operating expenses. Direct operating expenses exclude depreciation and amortization of approximately $141.8 million, $134.5 million and $124.1 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||
Selling, general and administrative expenses (exclusive of depreciation and amortization) consist primarily of legal expenses, treasury, accounting, marketing, human resources, information technology and maintaining the corporate and administrative offices in Texas and Kansas. | ||
Income Taxes | Income Taxes | |
CVR accounts for income taxes utilizing the asset and liability approach. Under this method, deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred amounts are measured using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. See Note 9 ("Income Taxes") for further discussion. | ||
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets | |
CVR accounts for long-lived assets in accordance with accounting standards issued by the Financial Accounting Standards Board ("FASB") regarding the treatment of the impairment or disposal of long-lived assets. As required by these standards, CVR reviews long-lived assets (excluding goodwill, intangible assets with indefinite lives, and deferred tax assets) for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized for the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of are reported at the lower of their carrying value or fair value less cost to sell. | ||
Revenue Recognition | Revenue Recognition | |
Revenues for products sold are recorded upon delivery of the products to customers, which is the point at which title is transferred, the customer has the assumed risk of loss, and payment has been received or collection is reasonably assured. Deferred revenue represents customer prepayments under contracts to guarantee a price and supply of nitrogen fertilizer in quantities expected to be delivered in the next 12 months in the normal course of business. Excise and other taxes collected from customers and remitted to governmental authorities are not included in reported revenues. | ||
Nonmonetary product exchanges and certain buy/sell crude oil transactions which are entered into in the normal course of business are included on a net cost basis in operating expenses on the Consolidated Statement of Operations. | ||
The Company also engages in trading activities, whereby the Company enters into agreements to purchase and sell refined products with third parties. The Company acts as a principal in these transactions, taking title to the products in purchases from counterparties, and accepting the risks and rewards of ownership. The Company records revenue for the gross amount of the sales transactions, and records costs of purchases as an operating expense in the accompanying consolidated financial statements. | ||
Shipping Costs | Shipping Costs | |
Pass-through finished goods delivery costs reimbursed by customers are reported in net sales, while an offsetting expense is included in cost of product sold (exclusive of depreciation and amortization). | ||
Derivative Instruments and Fair Value of Financial Instruments | Derivative Instruments and Fair Value of Financial Instruments | |
The petroleum business uses futures contracts, options, and forward contracts primarily to reduce exposure to changes in crude oil prices and finished goods product prices to provide economic hedges of inventory positions. Although management considers these derivatives economic hedges, these derivative instruments do not qualify as hedges for hedge accounting purposes under ASC Topic 815, Derivatives and Hedging ("ASC 815"), and accordingly are recorded at fair value in the balance sheet. Changes in the fair value of these derivative instruments are recorded into earnings as a component of other income (expense) in the period of change. The estimated fair values of forward and swap contracts are based on quoted market prices and assumptions for the estimated forward yield curves of related commodities in periods when quoted market prices are unavailable. | ||
The nitrogen fertilizer business uses forward swap contracts primarily to reduce the exposure to changes in interest rates on its debt and to provide a cash flow hedge. These derivative instruments have been designated as hedges for accounting purposes. Accordingly, these instruments are recorded at fair value in the Consolidated Balance Sheets at each reporting period end. The actual measurement of the cash flow hedge ineffectiveness is recognized in earnings, if applicable. The effective portion of the gain or loss on the swaps is reported in accumulated other comprehensive income (loss) ("AOCI"), in accordance with ASC 815. See Note 16 ("Derivative Financial Instruments") for further discussion. | ||
Other financial instruments consisting of cash and cash equivalents, accounts receivable, and accounts payable are carried at cost, which approximates fair value, as a result of the short-term nature of the instruments. See Note 10 ("Long-Term Debt") for further discussion of the fair value of the debt instruments. | ||
Share-Based Compensation | Share-Based Compensation | |
The Company accounts for share-based compensation in accordance with ASC Topic 718, Compensation — Stock Compensation ("ASC 718"). ASC 718 requires that compensation costs relating to share-based payment transactions be recognized in a company's financial statements. ASC 718 applies to transactions in which an entity exchanges its equity instruments for goods or services and also may apply to liabilities an entity incurs for goods or services that are based on the fair value of those equity instruments. See Note 4 ("Share-Based Compensation") for further discussion. | ||
Treasury Stock | Treasury Stock | |
The Company accounts for its treasury stock under the cost method. To date, all treasury stock purchased was for the purpose of satisfying minimum statutory tax withholdings due at the vesting of non-vested stock awards. | ||
Environmental Matters | Environmental Matters | |
Liabilities related to future remediation costs of past environmental contamination of properties are recognized when the related costs are considered probable and can be reasonably estimated. Estimates of these costs are based upon currently available facts, internal and third party assessments of contamination, available remediation technology, site-specific costs, and currently enacted laws and regulations. In reporting environmental liabilities, no offset is made for potential recoveries. Loss contingency accruals, including those for environmental remediation, are subject to revision as further information develops or circumstances change and such accruals can take into account the legal liability of other parties. Environmental expenditures are capitalized at the time of the expenditure when such costs provide future economic benefits. | ||
Use of Estimates | Use of Estimates | |
The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles, using management's best estimates and judgments where appropriate. These estimates and judgments affect the reported amounts of assets and liabilities, the disclosure of contingent 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 materially from these estimates and judgments. | ||
Subsequent Events | Subsequent Events | |
The Company evaluated subsequent events, if any, that would require an adjustment to the Company's consolidated financial statements or require disclosure in the notes to the consolidated financial statements through the date of issuance of the consolidated financial statements. See Note 21 ("Subsequent Events") for further discussion. | ||
New Accounting Pronouncements | New Accounting Pronouncements | |
In July 2013, the FASB issued ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" ("ASU 2013-11"). ASU 2013-11 requires the netting of unrecognized tax benefits against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. The standard is effective for interim and annual periods beginning after December 15, 2013 and is to be applied prospectively with optional retrospective adoption permitted. The Company adopted this standard prospectively as of January 1, 2014. The adoption of this standard resulted in a reclassification on the Consolidated Balance Sheets. See Note 9 ("Income Taxes") for further discussion. | ||
In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" ("ASU 2014-09"), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The standard is effective for interim and annual periods beginning after December 15, 2016 and permits the use of either the retrospective or cumulative effect transition method. Early adoption is not permitted. The Company has not yet selected a transition method and is currently evaluating the standard and the impact on its consolidated financial statements and footnote disclosures. | ||
On February 18, 2015, the FASB issued ASU No. 2015-02, "Consolidations (Topic 810) - Amendments to the Consolidation Analysis" ("ASU 2015-02"). The new guidance makes amendments to the current consolidation guidance, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under this analysis, limited partnerships and other similar entities will be considered a variable-interest entity ("VIE") unless the limited partners hold substantive kick-out rights or participating rights. The standard is effective for annual periods beginning after December 15, 2015. The Company is currently evaluating the standard and the impact, if any, on its consolidated financial statements and footnote disclosures. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accounting Policies [Abstract] | ||||||||
Schedule of lives used in computing depreciation for depreciable assets | The lives used in computing depreciation for such assets are as follows: | |||||||
Asset | Range of Useful | |||||||
Lives, in Years | ||||||||
Improvements to land | 15 to 30 | |||||||
Buildings | 20 to 30 | |||||||
Machinery and equipment | 5 to 30 | |||||||
Automotive equipment | 5 to 15 | |||||||
Furniture and fixtures | 3 to 10 | |||||||
Aircraft | 20 | |||||||
Railcars | 25 to 40 | |||||||
A summary of costs for property, plant, and equipment is as follows: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Land and improvements | $ | 37.4 | $ | 36.1 | ||||
Buildings | 50.4 | 42.6 | ||||||
Machinery and equipment | 2,581.20 | 2,312.50 | ||||||
Automotive equipment | 22.1 | 19.2 | ||||||
Furniture and fixtures | 19 | 18.3 | ||||||
Leasehold improvements | 3.4 | 2.5 | ||||||
Aircraft | 3.7 | 2.3 | ||||||
Railcars | 14.5 | 7.9 | ||||||
Construction in progress | 71.5 | 164.9 | ||||||
2,803.20 | 2,606.30 | |||||||
Accumulated depreciation | 887.2 | 741.9 | ||||||
$ | 1,916.00 | $ | 1,864.40 | |||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Incentive Unit Award | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Schedule of share-based compensation activity | A summary of incentive unit activity and changes during the years ended December 31, 2014 and 2013 is presented below: | ||||||||||
Incentive Units | Weighted- | Aggregate | |||||||||
Average | Intrinsic | ||||||||||
Grant-Date | Value | ||||||||||
Fair Value | |||||||||||
(in millions) | |||||||||||
Non-vested at December 31, 2012 | — | $ | — | $ | — | ||||||
Granted | 251,431 | 22.62 | |||||||||
Vested | — | — | |||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2013 | 251,431 | $ | 22.62 | $ | 5.7 | ||||||
Granted | 332,586 | 17.81 | |||||||||
Vested | (65,601 | ) | 22.63 | ||||||||
Forfeited | (82,901 | ) | 22.62 | ||||||||
Non-vested at December 31, 2014 | 435,515 | $ | 18.95 | $ | 7.3 | ||||||
CVR Energy Long Term Incentive Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Schedule of share-based compensation activity | A summary of restricted stock and restricted stock units (collectively "restricted shares") activity and changes during the years ended December 31, 2014, 2013 and 2012 is presented below: | ||||||||||
Restricted | Weighted- | Aggregate | |||||||||
Shares | Average | Intrinsic | |||||||||
Grant-Date | Value | ||||||||||
Fair Value | |||||||||||
(in millions) | |||||||||||
Non-vested at December 31, 2011 | 1,634,154 | $ | 14.61 | $ | 30.6 | ||||||
Granted | 318,508 | 43.66 | |||||||||
Vested | (740,811 | ) | 13.59 | ||||||||
Forfeited | (66,240 | ) | 16.54 | ||||||||
Non-vested at December 31, 2012 | 1,145,611 | $ | 23.24 | $ | 55.9 | ||||||
Granted | 2,600 | 54.75 | |||||||||
Vested | (709,959 | ) | 18.73 | ||||||||
Forfeited | (78,700 | ) | 42.8 | ||||||||
Non-vested at December 31, 2013 | 359,552 | $ | 28.09 | $ | 15.6 | ||||||
Granted | — | — | |||||||||
Vested | (281,684 | ) | 23.89 | ||||||||
Forfeited | (29,857 | ) | 39.17 | ||||||||
Non-vested at December 31, 2014 | 48,011 | $ | 45.89 | $ | 1.9 | ||||||
Summary of activity and price information regarding stock options granted | Activity and price information regarding CVR's stock options granted are summarized as follows: | ||||||||||
Shares | Weighted- | Weighted- | |||||||||
Average | Average | ||||||||||
Exercise | Remaining | ||||||||||
Price | Contractual | ||||||||||
Term | |||||||||||
Outstanding, December 31, 2011 | 22,900 | $ | 18.03 | 7.35 | |||||||
Granted | — | — | |||||||||
Exercised | (22,900 | ) | — | ||||||||
Forfeited | — | — | |||||||||
Expired | — | — | |||||||||
Outstanding, December 31, 2012 | — | $ | — | — | |||||||
CVR Partners' Long-Term Incentive Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Schedule of share-based compensation activity | A summary of common units and phantom units (collectively "units") activity and changes under the CVR Partners LTIP during the years ended December 31, 2014, 2013 and 2012 is presented below: | ||||||||||
Units | Weighted- | Aggregate | |||||||||
Average | Intrinsic | ||||||||||
Grant-Date | Value | ||||||||||
Fair Value | |||||||||||
(in millions) | |||||||||||
Non-vested at December 31, 2011 | 164,571 | $ | 22.99 | $ | 4.1 | ||||||
Granted | 95,370 | 24.53 | |||||||||
Vested | (58,129 | ) | 23.08 | ||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2012 | 201,812 | $ | 23.7 | $ | 5.1 | ||||||
Granted | 58,536 | 16.13 | |||||||||
Vested | (89,229 | ) | 23.24 | ||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2013 | 171,119 | $ | 21.34 | $ | 2.8 | ||||||
Granted | 198,141 | 9.44 | |||||||||
Vested | (48,310 | ) | 20.95 | ||||||||
Forfeited | (77,004 | ) | 23.49 | ||||||||
Non-vested at December 31, 2014 | 243,946 | $ | 11.07 | $ | 2.4 | ||||||
CVR Refining Long Term Incentive Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Schedule of share-based compensation activity | A summary of phantom unit activity and changes under the CVR Refining LTIP during the years ended December 31, 2014 and 2013 is presented below: | ||||||||||
Phantom Units | Weighted- | Aggregate | |||||||||
Average | Intrinsic | ||||||||||
Grant-Date | Value | ||||||||||
Fair Value | |||||||||||
(in millions) | |||||||||||
Non-vested at January 16, 2013 | — | $ | — | $ | — | ||||||
Granted | 187,177 | 21.55 | |||||||||
Vested | — | — | |||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2013 | 187,177 | $ | 21.55 | $ | 4.2 | ||||||
Granted | 281,948 | 17.74 | |||||||||
Vested | (61,002 | ) | 21.55 | ||||||||
Forfeited | (4,176 | ) | 21.55 | ||||||||
Non-vested at December 31, 2014 | 403,947 | $ | 18.89 | $ | 6.8 | ||||||
Inventories_Tables
Inventories (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Schedule of inventories | Inventories consisted of the following: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Finished goods | $ | 176.2 | $ | 268.2 | ||||
Raw materials and precious metals | 88 | 177 | ||||||
In-process inventories | 20.6 | 36.9 | ||||||
Parts and supplies | 44.8 | 44.5 | ||||||
$ | 329.6 | $ | 526.6 | |||||
Property_Plant_and_Equipment_T
Property, Plant, and Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Summary of costs for property, plant, and equipment | The lives used in computing depreciation for such assets are as follows: | |||||||
Asset | Range of Useful | |||||||
Lives, in Years | ||||||||
Improvements to land | 15 to 30 | |||||||
Buildings | 20 to 30 | |||||||
Machinery and equipment | 5 to 30 | |||||||
Automotive equipment | 5 to 15 | |||||||
Furniture and fixtures | 3 to 10 | |||||||
Aircraft | 20 | |||||||
Railcars | 25 to 40 | |||||||
A summary of costs for property, plant, and equipment is as follows: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Land and improvements | $ | 37.4 | $ | 36.1 | ||||
Buildings | 50.4 | 42.6 | ||||||
Machinery and equipment | 2,581.20 | 2,312.50 | ||||||
Automotive equipment | 22.1 | 19.2 | ||||||
Furniture and fixtures | 19 | 18.3 | ||||||
Leasehold improvements | 3.4 | 2.5 | ||||||
Aircraft | 3.7 | 2.3 | ||||||
Railcars | 14.5 | 7.9 | ||||||
Construction in progress | 71.5 | 164.9 | ||||||
2,803.20 | 2,606.30 | |||||||
Accumulated depreciation | 887.2 | 741.9 | ||||||
$ | 1,916.00 | $ | 1,864.40 | |||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Schedule of income tax expense (benefit) | Income tax expense (benefit) is comprised of the following: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Current | ||||||||||||
Federal | $ | 76.1 | $ | 265.8 | $ | 237.3 | ||||||
State | 16.6 | 21.5 | 25.4 | |||||||||
Total current | 92.7 | 287.3 | 262.7 | |||||||||
Deferred | ||||||||||||
Federal | 8.3 | (93.5 | ) | (39.8 | ) | |||||||
State | (3.3 | ) | (10.1 | ) | 2.7 | |||||||
Total deferred | 5 | (103.6 | ) | (37.1 | ) | |||||||
Total income tax expense | $ | 97.7 | $ | 183.7 | $ | 225.6 | ||||||
Schedule of reconciliation of total income tax expense (benefit) to income tax expense (benefit) computed by applying the statutory federal income tax rate (35%) to pre-tax income (loss) | The following is a reconciliation of total income tax expense (benefit) to income tax expense (benefit) computed by applying the statutory federal income tax rate (35%) to pretax income (loss): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Tax computed at federal statutory rate | $ | 142.5 | $ | 247 | $ | 223.4 | ||||||
State income taxes, net of federal tax benefit | 14 | 16.5 | 23.9 | |||||||||
State tax incentives, net of federal tax expense | (5.4 | ) | (9.0 | ) | (5.4 | ) | ||||||
Domestic production activities deduction | (5.5 | ) | (18.5 | ) | (16.5 | ) | ||||||
Non-deductible share-based compensation | 0.2 | 1.5 | 7.3 | |||||||||
Non-deductible transaction costs | — | — | 4.2 | |||||||||
IRS interest expense, net | — | — | 0.1 | |||||||||
Noncontrolling interest | (47.4 | ) | (53.0 | ) | (11.9 | ) | ||||||
Other, net | (0.7 | ) | (0.8 | ) | 0.5 | |||||||
Total income tax expense | $ | 97.7 | $ | 183.7 | $ | 225.6 | ||||||
Schedule of income tax effect of temporary differences that give rise to significant portions of the deferred income tax assets and deferred income tax liabilities | The income tax effect of temporary differences that give rise to significant portions of the deferred income tax assets and deferred income tax liabilities at December 31, 2014 and 2013 are as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
(in millions) | ||||||||||||
Deferred income tax assets: | ||||||||||||
Personnel accruals | $ | 1.8 | $ | 8.8 | ||||||||
State tax credit carryforward, net of federal expense | 12.6 | 19.6 | ||||||||||
Contingent liabilities | 0.1 | 10.3 | ||||||||||
Other | 2.1 | — | ||||||||||
Total gross deferred income tax assets | 16.6 | 38.7 | ||||||||||
Deferred income tax liabilities: | ||||||||||||
Property, plant, and equipment | (2.7 | ) | (2.0 | ) | ||||||||
Investment in CVR Partners | (76.1 | ) | (87.6 | ) | ||||||||
Investment in CVR Refining | (569.4 | ) | (522.1 | ) | ||||||||
Prepaid expenses | (0.3 | ) | (0.4 | ) | ||||||||
Other | (0.1 | ) | (0.5 | ) | ||||||||
Total gross deferred income tax liabilities | (648.6 | ) | (612.6 | ) | ||||||||
Net deferred income tax liabilities | $ | (632.0 | ) | $ | (573.9 | ) | ||||||
Schedule of reconciliation of the unrecognized tax benefits | A reconciliation of the unrecognized tax benefits for the years ended December 31, 2014, 2013 and 2012 is as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Balance beginning of year | $ | 45.2 | $ | 36.9 | $ | 17.7 | ||||||
Increase based on prior year tax positions | 0.5 | — | 4.8 | |||||||||
Decrease based on prior year tax positions | — | (6.4 | ) | (0.1 | ) | |||||||
Increases in current year tax positions | 9.8 | 14.7 | 14.7 | |||||||||
Settlements | — | — | — | |||||||||
Reductions related to expirations of statute of limitations | — | — | (0.2 | ) | ||||||||
Balance end of year | $ | 55.5 | $ | 45.2 | $ | 36.9 | ||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Schedule of long-term debt | Long-term debt was as follows: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
6.5% Senior Notes due 2022 | $ | 500 | $ | 500 | ||||
CRNF credit facility | 125 | 125 | ||||||
Capital lease obligations | 48.5 | 49.9 | ||||||
Long-term debt | $ | 673.5 | $ | 674.9 | ||||
Schedule of estimated amortization of deferred financing costs | Estimated amortization of deferred financing costs is as follows: | |||||||
Year Ending December 31, | Deferred | |||||||
Financing | ||||||||
(in millions) | ||||||||
2015 | $ | 2.8 | ||||||
2016 | 2.2 | |||||||
2017 | 1.8 | |||||||
2018 | 0.9 | |||||||
2019 | 0.9 | |||||||
Thereafter | 2.6 | |||||||
$ | 11.2 | |||||||
Schedule of future payments required under capital lease | Future payments required under capital lease at December 31, 2014 are as follows: | |||||||
Year Ending December 31, | Capital Lease | |||||||
(in millions) | ||||||||
2015 | $ | 6.4 | ||||||
2016 | 6.4 | |||||||
2017 | 6.4 | |||||||
2018 | 6.5 | |||||||
2019 | 6.5 | |||||||
2020 and thereafter | 63.7 | |||||||
Total future payments | 95.9 | |||||||
Less: amount representing interest | 46 | |||||||
Present value of future minimum payments | 49.9 | |||||||
Less: current portion | 1.4 | |||||||
Long-term portion | $ | 48.5 | ||||||
Dividends_Tables
Dividends (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Dividends [Abstract] | ||||||||||||||||||||||||
Schedule of Dividends Paid | The following is a summary of the quarterly and special dividends paid to stockholders during the years ended December 31, 2014 and 2013: | |||||||||||||||||||||||
31-Dec-13 | 31-Mar-14 | 30-Jun-14 | 17-Jul-14 | 30-Sep-14 | Total Dividends | |||||||||||||||||||
Paid in 2014 | ||||||||||||||||||||||||
(in millions, except per share data) | ||||||||||||||||||||||||
Dividend type | Quarterly | Quarterly | Quarterly | Special | Quarterly | |||||||||||||||||||
Amount paid to IEP | $ | 53.4 | $ | 53.4 | $ | 53.4 | $ | 142.4 | $ | 53.4 | $ | 356 | ||||||||||||
Amounts paid to public stockholders | 11.7 | 11.7 | 11.7 | 31.3 | 11.7 | 78.2 | ||||||||||||||||||
Total amount paid | $ | 65.1 | $ | 65.1 | $ | 65.1 | $ | 173.7 | $ | 65.1 | $ | 434.2 | ||||||||||||
Per common share | $ | 0.75 | $ | 0.75 | $ | 0.75 | $ | 2 | $ | 0.75 | $ | 5 | ||||||||||||
Shares outstanding | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | |||||||||||||||||||
February 19, 2013 | March 31, 2013 | June 10, 2013 | June 30, 2013 | September 30, 2013 | Total Dividends | |||||||||||||||||||
Paid in 2013 | ||||||||||||||||||||||||
(in millions, except per share data) | ||||||||||||||||||||||||
Dividend type | Special | Quarterly | Special | Quarterly | Quarterly | |||||||||||||||||||
Amount paid to IEP | $ | 391.6 | $ | 53.4 | $ | 462.8 | $ | 53.4 | $ | 53.4 | $ | 1,014.60 | ||||||||||||
Amounts paid to public stockholders | 86 | 11.7 | 101.6 | 11.7 | 11.7 | 222.7 | ||||||||||||||||||
Total amount paid | $ | 477.6 | $ | 65.1 | $ | 564.4 | $ | 65.1 | $ | 65.1 | $ | 1,237.30 | ||||||||||||
Per common share | $ | 5.5 | $ | 0.75 | $ | 6.5 | $ | 0.75 | $ | 0.75 | $ | 14.25 | ||||||||||||
Shares outstanding | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | |||||||||||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Schedule of computations of the basic and diluted earnings per share | The computations of the basic and diluted earnings per share for the years ended December 31, 2014, 2013 and 2012 are as follows: | |||||||||||
For the Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions, except per share data) | ||||||||||||
Net income attributable to CVR Energy stockholders | $ | 173.9 | $ | 370.7 | $ | 378.6 | ||||||
Weighted-average number of shares of common stock outstanding | 86.8 | 86.8 | 86.8 | |||||||||
Effect of dilutive securities: | ||||||||||||
Non-vested restricted shares | — | — | 0.6 | |||||||||
Weighted-average number of shares of common stock outstanding assuming dilution | 86.8 | 86.8 | 87.4 | |||||||||
Basic earnings per share | $ | 2 | $ | 4.27 | $ | 4.36 | ||||||
Diluted earnings per share | $ | 2 | $ | 4.27 | $ | 4.33 | ||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Schedule of minimum required payments for CVR's operating lease agreements and unconditional purchase obligations | The minimum required payments for CVR's operating lease agreements and unconditional purchase obligations are as follows: | |||||||
Year Ending December 31, | Operating | Unconditional | ||||||
Leases | Purchase | |||||||
Obligations(1) | ||||||||
(in millions) | ||||||||
2015 | $ | 8.5 | $ | 125.6 | ||||
2016 | 7.3 | 108.7 | ||||||
2017 | 4.8 | 107.1 | ||||||
2018 | 3.3 | 106.3 | ||||||
2019 | 1.5 | 105.6 | ||||||
Thereafter | 3.8 | 718.1 | ||||||
$ | 29.2 | $ | 1,271.40 | |||||
_______________________________________ | ||||||||
-1 | This amount includes approximately $799.6 million payable ratably over sixteen years pursuant to petroleum transportation service agreements between CRRM and each of TransCanada Keystone Pipeline Limited Partnership and TransCanada Keystone Pipeline, LP (together "TransCanada"). The purchase obligation reflects the exchange rate between the Canadian dollar and the U.S. dollar as of December 31, 2014, where applicable. Under the agreements, CRRM receives transportation of at least 25,000 barrels per day of crude oil with a delivery point at Cushing, Oklahoma for a term of twenty years on TransCanada's Keystone pipeline system. CRRM began receiving crude oil under the agreements in the first quarter of 2011. | |||||||
Schedule of accrual for environmental loss contingencies | The estimated future payments for these required obligations are as follows: | |||||||
Year Ending December 31, | Amount | |||||||
(in millions) | ||||||||
2015 | $ | 0.2 | ||||||
2016 | 0.1 | |||||||
2017 | 0.1 | |||||||
2018 | 0.1 | |||||||
2019 | 0.1 | |||||||
Thereafter | 0.6 | |||||||
Undiscounted total | 1.2 | |||||||
Less amounts representing interest at 2.06% | 0.1 | |||||||
Accrued environmental liabilities at December 31, 2014 | $ | 1.1 | ||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Schedule of assets and liabilities measured at fair value on a recurring basis | The following table sets forth the assets and liabilities measured at fair value on a recurring basis, by input level, as of December 31, 2014 and 2013: | |||||||||||||||
December 31, 2014 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in millions) | ||||||||||||||||
Location and Description | ||||||||||||||||
Cash equivalents | $ | 69 | $ | — | $ | — | $ | 69 | ||||||||
Other current assets (investments) | 73.9 | 2.7 | — | 76.6 | ||||||||||||
Other current assets (other derivative agreements) | — | 25 | — | 25 | ||||||||||||
Other long-term assets (other derivative agreements) | — | 22.3 | — | 22.3 | ||||||||||||
Total Assets | $ | 142.9 | $ | 50 | $ | — | $ | 192.9 | ||||||||
Other current liabilities (interest rate swaps) | — | (0.8 | ) | — | (0.8 | ) | ||||||||||
Other current liabilities (biofuel blending obligations) | — | (49.6 | ) | — | (49.6 | ) | ||||||||||
Other long-term liabilities (interest rate swaps) | — | (0.2 | ) | — | (0.2 | ) | ||||||||||
Total Liabilities | $ | — | $ | (50.6 | ) | $ | — | $ | (50.6 | ) | ||||||
December 31, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in millions) | ||||||||||||||||
Location and Description | ||||||||||||||||
Cash equivalents | $ | 81 | $ | — | $ | — | $ | 81 | ||||||||
Other current assets (other derivative agreements) | — | 0.9 | — | 0.9 | ||||||||||||
Other long-term assets (other derivative agreements) | — | 0.1 | — | 0.1 | ||||||||||||
Total Assets | $ | 81 | $ | 1 | $ | — | $ | 82 | ||||||||
Other current liabilities (other derivative agreements) | — | (15.3 | ) | — | (15.3 | ) | ||||||||||
Other current liabilities (interest rate swaps) | — | (0.9 | ) | — | (0.9 | ) | ||||||||||
Other current liabilities (biofuel blending obligations) | — | (16.2 | ) | — | (16.2 | ) | ||||||||||
Other long-term liabilities (other derivative agreements) | — | (1.8 | ) | — | (1.8 | ) | ||||||||||
Other long-term liabilities (interest rate swaps) | — | (1.0 | ) | — | (1.0 | ) | ||||||||||
Total Liabilities | $ | — | $ | (35.2 | ) | $ | — | $ | (35.2 | ) | ||||||
Derivative_Financial_Instrumen1
Derivative Financial Instruments (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||||||||||||
Components of gain (loss) on derivatives, net | Gain (loss) on derivatives, net and current period settlements on derivative contracts were as follows: | |||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Current period settlement on derivative contracts | $ | 122.2 | $ | 6.4 | $ | (137.6 | ) | |||||||||||||
Gain (loss) on derivatives, net | 185.6 | 57.1 | (285.6 | ) | ||||||||||||||||
Schedule of offsetting assets | The offsetting assets and liabilities for the Refining Partnership's derivatives as of December 31, 2014 are recorded as current assets and non-current assets in prepaid expenses and other current assets and other long-term assets, respectively, in the Consolidated Balance Sheets as follows: | |||||||||||||||||||
As of December 31, 2014 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Current Assets | Amounts | Current Assets | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 25.3 | $ | (0.3 | ) | $ | 25 | $ | — | $ | 25 | |||||||||
Total | $ | 25.3 | $ | (0.3 | ) | $ | 25 | $ | — | $ | 25 | |||||||||
As of December 31, 2014 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Non-Current Assets | Amounts | Non-Current Assets | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 22.3 | $ | — | $ | 22.3 | $ | — | $ | 22.3 | ||||||||||
Total | $ | 22.3 | $ | — | $ | 22.3 | $ | — | $ | 22.3 | ||||||||||
The offsetting assets and liabilities for the Refining Partnership's derivatives as of December 31, 2013 are recorded as current assets, non-current assets, current liabilities and non-current liabilities in prepaid expenses and other current assets, other long-term assets, other current liabilities and other long-term liabilities, respectively, in the Consolidated Balance Sheets as follows: | ||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Current Assets | Amounts | Current Assets | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 4.3 | $ | (3.4 | ) | $ | 0.9 | $ | — | $ | 0.9 | |||||||||
Total | $ | 4.3 | $ | (3.4 | ) | $ | 0.9 | $ | — | $ | 0.9 | |||||||||
As of December 31, 2013 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Non-Current Assets | Amounts | Non-Current Assets | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 0.1 | $ | — | $ | 0.1 | $ | — | $ | 0.1 | ||||||||||
Total | $ | 0.1 | $ | — | $ | 0.1 | $ | — | $ | 0.1 | ||||||||||
Schedule of offsetting liabilities | ||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Current Liabilities | Amounts | Current Liabilities | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 31.4 | $ | (16.1 | ) | $ | 15.3 | $ | — | $ | 15.3 | |||||||||
Total | $ | 31.4 | $ | (16.1 | ) | $ | 15.3 | $ | — | $ | 15.3 | |||||||||
As of December 31, 2013 | ||||||||||||||||||||
Description | Gross | Gross | Net | Cash | Net | |||||||||||||||
Non-Current Liabilities | Amounts | Non-Current Liabilities | Collateral | Amount | ||||||||||||||||
Offset | Presented | Not Offset | ||||||||||||||||||
(in millions) | ||||||||||||||||||||
Commodity Swaps | $ | 1.9 | $ | (0.1 | ) | $ | 1.8 | $ | — | $ | 1.8 | |||||||||
Total | $ | 1.9 | $ | (0.1 | ) | $ | 1.8 | $ | — | $ | 1.8 | |||||||||
Business_Segments_Tables
Business Segments (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Schedule of segment information | The following table summarizes certain operating results and capital expenditures information by segment: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Net sales | ||||||||||||
Petroleum | $ | 8,829.70 | $ | 8,683.50 | $ | 8,281.50 | ||||||
Nitrogen Fertilizer | 298.7 | 323.7 | 302.3 | |||||||||
Intersegment elimination | (18.9 | ) | (21.4 | ) | (16.5 | ) | ||||||
Total | $ | 9,109.50 | $ | 8,985.80 | $ | 8,567.30 | ||||||
Cost of product sold (exclusive of depreciation and amortization) | ||||||||||||
Petroleum | $ | 8,013.40 | $ | 7,526.70 | $ | 6,667.30 | ||||||
Nitrogen Fertilizer | 72 | 58.1 | 46.1 | |||||||||
Intersegment elimination | (19.4 | ) | (21.6 | ) | (16.5 | ) | ||||||
Total | $ | 8,066.00 | $ | 7,563.20 | $ | 6,696.90 | ||||||
Direct operating expenses (exclusive of depreciation and amortization) | ||||||||||||
Petroleum | $ | 416 | $ | 361.7 | $ | 426.5 | ||||||
Nitrogen Fertilizer | 98.9 | 94.1 | 95.6 | |||||||||
Other | 0.2 | — | — | |||||||||
Total | $ | 515.1 | $ | 455.8 | $ | 522.1 | ||||||
Depreciation and amortization | ||||||||||||
Petroleum | $ | 122.5 | $ | 114.3 | $ | 107.6 | ||||||
Nitrogen Fertilizer | 27.3 | 25.6 | 20.7 | |||||||||
Other | 4.6 | 2.9 | 1.7 | |||||||||
Total | $ | 154.4 | $ | 142.8 | $ | 130 | ||||||
Operating income | ||||||||||||
Petroleum | $ | 207.2 | $ | 603 | $ | 1,012.50 | ||||||
Nitrogen Fertilizer | 82.8 | 124.9 | 115.8 | |||||||||
Other | (25.7 | ) | (17.4 | ) | (93.4 | ) | ||||||
Total | $ | 264.3 | $ | 710.5 | $ | 1,034.90 | ||||||
Capital expenditures | ||||||||||||
Petroleum | $ | 191.3 | $ | 204.5 | $ | 120 | ||||||
Nitrogen fertilizer | 21.1 | 43.8 | 82.2 | |||||||||
Other | 6 | 8.2 | 10 | |||||||||
Total | $ | 218.4 | $ | 256.5 | $ | 212.2 | ||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in millions) | ||||||||||||
Total assets | ||||||||||||
Petroleum | $ | 2,417.80 | $ | 2,533.30 | $ | 2,258.50 | ||||||
Nitrogen Fertilizer | 578.8 | 593.5 | 623 | |||||||||
Other | 465.9 | 539 | 729.4 | |||||||||
Total | $ | 3,462.50 | $ | 3,665.80 | $ | 3,610.90 | ||||||
Goodwill | ||||||||||||
Petroleum | $ | — | $ | — | $ | — | ||||||
Nitrogen Fertilizer | 41 | 41 | 41 | |||||||||
Other | — | — | — | |||||||||
Total | $ | 41 | $ | 41 | $ | 41 | ||||||
Major_Customers_and_Suppliers_
Major Customers and Suppliers (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Major Customers and Suppliers | |||||||||
Schedule of sales to major customers | Sales to major customers as a percentage of the respective segment's sales were as follows: | ||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Petroleum | |||||||||
Customer A | 13 | % | 12 | % | 10 | % | |||
Nitrogen Fertilizer | |||||||||
Customer B | 17 | % | 15 | % | 10 | % | |||
Customer C | 10 | % | 13 | % | 10 | % | |||
27 | % | 28 | % | 20 | % | ||||
Petroleum | Supplier concentration | |||||||||
Major Customers and Suppliers | |||||||||
Schedule of purchases contracted as a percentage of the total cost of product sold (exclusive of depreciation and amortization) | The crude oil purchased from this supplier is governed by a long-term contract. Volume contracted as a percentage of the total crude oil purchases (in barrels) for each of the periods was as follows: | ||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Petroleum | |||||||||
Supplier A | 67 | % | 69 | % | 45 | % | |||
Nitrogen Fertilizer | Supplier concentration | |||||||||
Major Customers and Suppliers | |||||||||
Schedule of purchases contracted as a percentage of the total cost of product sold (exclusive of depreciation and amortization) | The nitrogen fertilizer segment maintains long-term contracts with one third-party supplier. Purchases from this supplier as a percentage of direct operating expenses (exclusive of depreciation and amortization) were as follows: | ||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Nitrogen Fertilizer | |||||||||
Supplier B | 4 | % | 4 | % | 5 | % |
Selected_Quarterly_Financial_I1
Selected Quarterly Financial Information (unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Summary of quarterly financial data | Summarized quarterly financial data for December 31, 2014 and 2013. | |||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
Quarter | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
(in millions except per share data) | ||||||||||||||||
Net sales | $ | 2,447.40 | $ | 2,540.30 | $ | 2,279.90 | $ | 1,841.80 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 2,076.90 | 2,189.00 | 2,066.70 | 1,733.40 | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 123.4 | 120.1 | 136.8 | 134.7 | ||||||||||||
Selling, general and administrative (exclusive of depreciation and amortization) | 26.3 | 28 | 31.8 | 23.5 | ||||||||||||
Depreciation and amortization | 37.3 | 38.6 | 37.8 | 40.8 | ||||||||||||
Total operating costs and expenses | 2,263.90 | 2,375.70 | 2,273.10 | 1,932.40 | ||||||||||||
Operating income (loss) | 183.5 | 164.6 | 6.8 | (90.6 | ) | |||||||||||
Other income (expense): | ||||||||||||||||
Interest expense and other financing costs | (10.1 | ) | (9.3 | ) | (9.4 | ) | (11.2 | ) | ||||||||
Interest income | 0.2 | 0.2 | 0.3 | 0.2 | ||||||||||||
Gain on derivatives, net | 109.4 | 35.9 | 25.7 | 14.5 | ||||||||||||
Other income (expense), net | 0.1 | (2.2 | ) | 2.1 | (3.6 | ) | ||||||||||
Total other income (expense) | 99.6 | 24.6 | 18.7 | (0.1 | ) | |||||||||||
Income (loss) before income taxes | 283.1 | 189.2 | 25.5 | (90.7 | ) | |||||||||||
Income tax expense (benefit) | 69.4 | 45.2 | 4.2 | (21.0 | ) | |||||||||||
Net income (loss) | 213.7 | 144 | 21.3 | (69.7 | ) | |||||||||||
Less: Net income (loss) attributable to noncontrolling interest | 87 | 60.3 | 13.4 | (25.3 | ) | |||||||||||
Net income (loss) attributable to CVR Energy Stockholders | $ | 126.7 | $ | 83.7 | $ | 7.9 | $ | (44.4 | ) | |||||||
Basic earnings (loss) per share | $ | 1.46 | $ | 0.96 | $ | 0.09 | $ | (0.51 | ) | |||||||
Diluted earnings (loss) per share | $ | 1.46 | $ | 0.96 | $ | 0.09 | $ | (0.51 | ) | |||||||
Dividends declared per share | $ | 0.75 | $ | 0.75 | $ | 2.75 | $ | 0.75 | ||||||||
Weighted-average common shares outstanding | ||||||||||||||||
Basic | 86.8 | 86.8 | 86.8 | 86.8 | ||||||||||||
Diluted | 86.8 | 86.8 | 86.8 | 86.8 | ||||||||||||
Year Ended December 31, 2013 | ||||||||||||||||
Quarter | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
(in millions except per share data) | ||||||||||||||||
Net sales | $ | 2,352.40 | $ | 2,220.30 | $ | 1,977.10 | $ | 2,436.00 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 1,813.60 | 1,785.40 | 1,744.40 | 2,219.70 | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 108.5 | 108.3 | 128.4 | 110.6 | ||||||||||||
Selling, general and administrative (exclusive of depreciation and amortization) | 28.4 | 28.9 | 27.7 | 28.6 | ||||||||||||
Depreciation and amortization | 34.2 | 35 | 36.2 | 37.4 | ||||||||||||
Total operating costs and expenses | 1,984.70 | 1,957.60 | 1,936.70 | 2,396.30 | ||||||||||||
Operating income | 367.7 | 262.7 | 40.4 | 39.7 | ||||||||||||
Other income (expense): | ||||||||||||||||
Interest expense and other financing costs | (15.4 | ) | (12.5 | ) | (11.7 | ) | (10.9 | ) | ||||||||
Interest income | 0.3 | 0.3 | 0.3 | 0.3 | ||||||||||||
Gain (loss) on derivatives, net | (20.0 | ) | 120.5 | 72.5 | (115.9 | ) | ||||||||||
Loss on extinguishment of debt | (26.1 | ) | — | — | — | |||||||||||
Other income, net | — | 0.2 | 6.2 | 7.1 | ||||||||||||
Total other income (expense) | (61.2 | ) | 108.5 | 67.3 | (119.4 | ) | ||||||||||
Income (loss) before income taxes | 306.5 | 371.2 | 107.7 | (79.7 | ) | |||||||||||
Income tax expense (benefit) | 93.8 | 99.5 | 29.5 | (39.1 | ) | |||||||||||
Net income (loss) | 212.7 | 271.7 | 78.2 | (40.6 | ) | |||||||||||
Less: Net income (loss) attributable to noncontrolling interest | 47.7 | 88.3 | 34.2 | (18.9 | ) | |||||||||||
Net income (loss) attributable to CVR Energy Stockholders | $ | 165 | $ | 183.4 | $ | 44 | $ | (21.7 | ) | |||||||
Basic earnings (loss) per share | $ | 1.9 | $ | 2.11 | $ | 0.51 | $ | (0.25 | ) | |||||||
Diluted earnings (loss) per share | $ | 1.9 | $ | 2.11 | $ | 0.51 | $ | (0.25 | ) | |||||||
Dividends declared per share | $ | 5.5 | $ | 7.25 | $ | 0.75 | $ | 0.75 | ||||||||
Weighted-average common shares outstanding | ||||||||||||||||
Basic | 86.8 | 86.8 | 86.8 | 86.8 | ||||||||||||
Diluted | 86.8 | 86.8 | 86.8 | 86.8 | ||||||||||||
Organization_and_History_of_th1
Organization and History of the Company (Details) (USD $) | 12 Months Ended | 0 Months Ended | 19 Months Ended | 25 Months Ended | 0 Months Ended | 1 Months Ended | 4 Months Ended | 6 Months Ended | 13 Months Ended | 0 Months Ended | ||||||||||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 15, 2011 | Oct. 26, 2007 | Dec. 31, 2014 | 27-May-13 | Jan. 22, 2013 | Jul. 23, 2014 | 19-May-13 | Dec. 31, 2014 | Jun. 29, 2014 | 28-May-13 | Apr. 13, 2011 | Jan. 30, 2013 | Jan. 23, 2013 | Jan. 30, 2013 | Jan. 17, 2013 | Jun. 10, 2013 | 20-May-13 | 29-May-13 | Jul. 24, 2014 | Jun. 30, 2014 | 6-May-12 | Dec. 31, 2010 | Sep. 30, 2012 |
segment | bbl | entity | partnership_interest | partnership_interest | ||||||||||||||||||||||
Organization | ||||||||||||||||||||||||||
Number of reportable segments | 2 | |||||||||||||||||||||||||
Percentage owned by the public prior to Icahn's acquisition | 100.00% | |||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $0 | $0 | $3 | |||||||||||||||||||||||
GWEC | ||||||||||||||||||||||||||
Organization | ||||||||||||||||||||||||||
Capacity of refinery acquired by the entity in Wynnewood, Oklahoma (in barrels per day) | 70,000 | |||||||||||||||||||||||||
Capacity of refinery owned by acquiree in Wynnewood, Oklahoma (in bbls) | 2,000,000 | |||||||||||||||||||||||||
Goldman Sachs Funds and Kelso Funds | ||||||||||||||||||||||||||
Organization | ||||||||||||||||||||||||||
Percentage of outstanding shares beneficially owned | 40.00% | |||||||||||||||||||||||||
IEP | ||||||||||||||||||||||||||
Organization | ||||||||||||||||||||||||||
Ownership percentage held by controlling stockholder | 82.00% | |||||||||||||||||||||||||
CALLC Pre Split | ||||||||||||||||||||||||||
Organization | ||||||||||||||||||||||||||
Number of entities into which the limited liability company was split | 2 | |||||||||||||||||||||||||
CVR Partners, LP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Percentage of Limited Partnership Interest Held by Public (as percent) | 47.00% | 30.00% | ||||||||||||||||||||||||
Number of types of partnership interests outstanding | 2 | 2 | 2 | |||||||||||||||||||||||
Ownership Interest Held by CRLLC or CVR Refining Holdings LLC (as a percent) | 53.00% | |||||||||||||||||||||||||
CVR Partners, LP | Minimum | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Percentage of common units owned by the general partner | 50.00% | |||||||||||||||||||||||||
CVR GP, LLC | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Percentage of common units owned by the general partner | 100.00% | |||||||||||||||||||||||||
CVR Refining, LP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Percentage of Limited Partnership Interest Held by Public (as percent) | 33.00% | 19.00% | 34.00% | 29.00% | ||||||||||||||||||||||
Number of types of partnership interests outstanding | 2 | 2 | 2 | |||||||||||||||||||||||
Percentage of common units owned by the general partner | 100.00% | |||||||||||||||||||||||||
Percentage of ownership interest | 100.00% | |||||||||||||||||||||||||
CVR Refining, LP | IEP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Ownership Interest Held by Public - IEP (as percent) | 4.00% | 4.00% | ||||||||||||||||||||||||
CVR Refining, LP | CVR Refining Holdings LLC [Member] | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Ownership Interest Held by CRLLC or CVR Refining Holdings LLC (as a percent) | 67.00% | 66.00% | 71.00% | |||||||||||||||||||||||
CVR Refining GP, LLC | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Percentage of common units owned by the general partner | 100.00% | |||||||||||||||||||||||||
Secondary Offering | CVR Partners, LP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Number of units sold in public offering (in shares) | 12,000,000 | |||||||||||||||||||||||||
Offering price per unit (in dollars per share) | $25.15 | |||||||||||||||||||||||||
Proceeds from issuance of common limited partners units | 292.6 | |||||||||||||||||||||||||
Underwriting discounts and commissions | 9.2 | |||||||||||||||||||||||||
Payments of Stock Issuance Costs | 0.5 | |||||||||||||||||||||||||
Initial Public Offering | CVR Partners, LP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Number of units sold in public offering (in shares) | 22,080,000 | |||||||||||||||||||||||||
Offering price per unit (in dollars per share) | $16 | |||||||||||||||||||||||||
Initial Public Offering | CVR Refining, LP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Number of units sold in public offering (in shares) | 3,600,000 | 24,000,000 | ||||||||||||||||||||||||
Offering price per unit (in dollars per share) | $25 | $25 | ||||||||||||||||||||||||
Proceeds from issuance of common limited partners units | 90 | 600 | 653.6 | |||||||||||||||||||||||
Underwriting discounts and commissions | 32.5 | |||||||||||||||||||||||||
Payments of Stock Issuance Costs | 3.9 | |||||||||||||||||||||||||
Proceeds from IPO to be utilized for pre-funding of certain maintenance and environmental capital expenditures through 2014 | 160 | |||||||||||||||||||||||||
Proceeds utilized for general partnership purposes | 101.5 | |||||||||||||||||||||||||
Initial Public Offering | CVR Refining, LP | 10.875% Senior Secured Notes, due 2017 | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Proceeds from IPO to be utilized for repurchase of debt | 253 | |||||||||||||||||||||||||
Stated interest rate (as a percent) | 10.88% | |||||||||||||||||||||||||
Initial Public Offering | CVR Refining, LP | IEP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Number of units sold in public offering (in shares) | 4,000,000 | |||||||||||||||||||||||||
Initial Public Offering | Wynnewood refinery | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Proceeds from IPO to be utilized for funding the turnaround expenses in acquisitions | 54 | |||||||||||||||||||||||||
Initial Public Offering | CRLLC | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Amount distributed to CRLLC | 85.1 | |||||||||||||||||||||||||
Underwritten Offering | CVR Refining, LP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Number of units sold in public offering (in shares) | 1,209,236 | 12,000,000 | ||||||||||||||||||||||||
Offering price per unit (in dollars per share) | $30.75 | $30.75 | ||||||||||||||||||||||||
Proceeds from issuance of common limited partners units | 394 | |||||||||||||||||||||||||
Underwriting discounts and commissions | 12.2 | |||||||||||||||||||||||||
Payments of Stock Issuance Costs | 0.4 | |||||||||||||||||||||||||
Units redeemed (in shares) | 13,209,236 | |||||||||||||||||||||||||
Private Placement | AEPC | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Proceeds from issuance of common limited partners units | 61.5 | |||||||||||||||||||||||||
Private Placement | CVR Refining, LP | AEPC | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Units sold in private placement (in shares) | 2,000,000 | |||||||||||||||||||||||||
Second Underwritten Offering | CVR Refining Holdings LLC [Member] | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Number of units sold in public offering (in shares) | 385,900 | |||||||||||||||||||||||||
Offering price per unit (in dollars per share) | $26.07 | |||||||||||||||||||||||||
Proceeds from issuance of common limited partners units | 9.7 | |||||||||||||||||||||||||
Second Underwritten Offering | CVR Refining, LP | ||||||||||||||||||||||||||
CVR Partners, LP and CVR Refining, LP | ||||||||||||||||||||||||||
Number of units sold in public offering (in shares) | 589,100 | 6,500,000 | ||||||||||||||||||||||||
Offering price per unit (in dollars per share) | $26.07 | $26.07 | ||||||||||||||||||||||||
Proceeds from issuance of common limited partners units | 14.9 | 164.1 | ||||||||||||||||||||||||
Underwriting discounts and commissions | 5.3 | |||||||||||||||||||||||||
Payments of Stock Issuance Costs | $0.50 | |||||||||||||||||||||||||
Units redeemed (in shares) | 6,500,000 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
customer | customer | |
Basis of Consolidation | ||
Percentage of holders of the outstanding common units required to vote for removal of the general partner | 66.67% | |
Cash and Cash Equivalents | ||
Checks issued but not presented to banks | 21.5 | 13.2 |
Accounts receivable | Credit concentration | One customer with largest risk concentration | ||
Accounts Receivable, net | ||
Number of customers | 0 | 1 |
Customers individually representing greater than this percentage for disclosure | 8.00% | 12.00% |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 2) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Property, Plant, and Equipment | |
Minimum project cost required for capitalization of interest | $1,000,000 |
Minimum period required for completion of project for capitalization of interest | 6 months |
Aircraft | |
Property, Plant, and Equipment | |
Useful life | 20 years |
Minimum | Improvements to land | |
Property, Plant, and Equipment | |
Useful life | 15 years |
Minimum | Buildings | |
Property, Plant, and Equipment | |
Useful life | 20 years |
Minimum | Machinery and equipment | |
Property, Plant, and Equipment | |
Useful life | 5 years |
Minimum | Automotive equipment | |
Property, Plant, and Equipment | |
Useful life | 5 years |
Minimum | Furniture and fixtures | |
Property, Plant, and Equipment | |
Useful life | 3 years |
Minimum | Railcars | |
Property, Plant, and Equipment | |
Useful life | 25 years |
Maximum | Improvements to land | |
Property, Plant, and Equipment | |
Useful life | 30 years |
Maximum | Buildings | |
Property, Plant, and Equipment | |
Useful life | 30 years |
Maximum | Machinery and equipment | |
Property, Plant, and Equipment | |
Useful life | 30 years |
Maximum | Automotive equipment | |
Property, Plant, and Equipment | |
Useful life | 15 years |
Maximum | Furniture and fixtures | |
Property, Plant, and Equipment | |
Useful life | 10 years |
Maximum | Railcars | |
Property, Plant, and Equipment | |
Useful life | 40 years |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details 3) (USD $) | 12 Months Ended | 3 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2012 |
phase | ||||
Cost Classifications | ||||
Depreciation and amortization not included in cost of product sold | $6.30 | $5 | $3.70 | |
Depreciation and amortization not included in direct operating expenses | 141.8 | 134.5 | 124.1 | |
Depreciation and amortization not included in selling, general and administrative expenses | 6.3 | 3.3 | 2.2 | |
Revenue Recognition | ||||
Expected period of delivery of deferred revenue | 12 months | |||
Nitrogen fertilizer plant | ||||
Planned Major Maintenance Costs | ||||
Planned major maintenance activities cost | 4.8 | |||
Nitrogen fertilizer plant | Minimum | ||||
Planned Major Maintenance Costs | ||||
Frequency of planned major maintenance activities | 2 years | |||
Nitrogen fertilizer plant | Maximum | ||||
Planned Major Maintenance Costs | ||||
Frequency of planned major maintenance activities | 3 years | |||
Petroleum refineries | Minimum | ||||
Planned Major Maintenance Costs | ||||
Frequency of planned major maintenance activities | 4 years | |||
Petroleum refineries | Maximum | ||||
Planned Major Maintenance Costs | ||||
Frequency of planned major maintenance activities | 5 years | |||
Coffeyville refinery | ||||
Planned Major Maintenance Costs | ||||
Planned major maintenance activities cost | 5.5 | 21.2 | ||
Number of phases | 2 | |||
Wynnewood refinery | ||||
Planned Major Maintenance Costs | ||||
Planned major maintenance activities cost | 102.5 | |||
Fluid Catalytic Cracking Unit Outage | Wynnewood refinery | ||||
Planned Major Maintenance Costs | ||||
Planned major maintenance activities cost | $1.30 |
Change_of_Control_Details
Change of Control (Details) (IEP, USD $) | 12 Months Ended | |
Dec. 31, 2014 | Apr. 18, 2012 | |
contingent_cash_payment | ||
IEP | ||
Change of Control | ||
Price per share | $30 | |
Number of non-transferable contingent cash payments right for each Share (in shares) | 1 | |
Ownership percentage held by controlling stockholder | 82.00% |
ShareBased_Compensation_Detail
Share-Based Compensation (Details 1) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||||
Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 15, 2014 | Jul. 15, 2014 | 31-May-12 | Apr. 18, 2012 | |
contingent_cash_payment | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Additional share based compensation incurred on modification of awards | $9,900,000 | ||||||
Liability for unvested restricted share awards | 38,300,000 | 45,800,000 | |||||
CVR Energy Long Term Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock authorized for issuance (in shares) | 7,500,000 | ||||||
Shares available for issuance | 6,787,341 | ||||||
CVR Energy Long Term Incentive Plan | Restricted stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Number of shares right to receive cash payment on vesting equal to fair market value is received per award | 1 | ||||||
Unrecognized compensation cost | 900,000 | ||||||
Weighted-average period for amortization of unrecognized compensation cost | 10 months 24 days | ||||||
Compensation expense | 36,900,000 | 2,600,000 | 13,200,000 | ||||
Cash paid to settle liability-classified awards upon vesting | 22,200,000 | 9,900,000 | 23,800,000 | ||||
CVR Energy Long Term Incentive Plan | Restricted stock units | Tranche One | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting percentage | 33.33% | ||||||
CVR Energy Long Term Incentive Plan | Restricted stock units | Tranche Two | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting percentage | 33.33% | ||||||
CVR Energy Long Term Incentive Plan | Restricted stock units | Tranche Three | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting percentage | 33.33% | ||||||
CVR Energy Long Term Incentive Plan | Restricted Stock and Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Offer price per share received as cash settlement on restricted stock awards vested in 2012 | $30 | ||||||
Number of non-transferable contingent cash payments right for each restricted stock awards vested in 2012 (in shares) | 1 | ||||||
Additional share based compensation incurred on modification of awards | 12,400,000 | ||||||
CVR Energy Long Term Incentive Plan | Performance Unit Awards | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Compensation expense | 4,400,000 | 3,900,000 | |||||
Cash paid to settle liability-classified awards upon vesting | 2,900,000 | 3,900,000 | |||||
CVR Energy Long Term Incentive Plan | Stock Options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock authorized for issuance (in shares) | 1,000,000 | ||||||
Compensation expense | 0 | 0 | 0 | ||||
Exercise of stock options (in shares) | 22,900 | 22,900 | |||||
Granted (in shares) | 0 | 0 | 0 | ||||
Executive Officer | CVR Energy Long Term Incentive Plan | Restricted stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 1 year | ||||||
Personnel Accruals | CVR Energy Long Term Incentive Plan | Restricted stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Liability for unvested restricted share awards | 1,700,000 | 8,900,000 | |||||
Personnel Accruals | CVR Energy Long Term Incentive Plan | Performance Unit Awards | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Liability for unvested restricted share awards | $1,700,000 |
ShareBased_Compensation_Detail1
Share-Based Compensation (Details 2) (CVR Energy Long Term Incentive Plan, Restricted stock units, USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
CVR Energy Long Term Incentive Plan | Restricted stock units | ||||
Non-vested shares activity | ||||
Non-vested at the beginning of the period (in shares) | 359,552 | 1,145,611 | 1,634,154 | |
Granted (in shares) | 0 | 2,600 | 318,508 | |
Vested (in shares) | -281,684 | -709,959 | -740,811 | |
Forfeited (in shares) | -29,857 | -78,700 | -66,240 | |
Non-vested at the end of the period (in shares) | 48,011 | 359,552 | 1,145,611 | |
Weighted-Average Grant-Date Fair Value | ||||
Non-vested at the beginning of the period (in dollars per share) | $28.09 | $23.24 | $14.61 | |
Granted (in dollars per share) | $0 | $54.75 | $43.66 | |
Vested (in dollars per share) | $23.89 | $18.73 | $13.59 | |
Forfeited (in dollars per share) | $39.17 | $42.80 | $16.54 | |
Non-vested at the end of the period (in dollars per share) | $45.89 | $28.09 | $23.24 | |
Aggregate Intrinsic Value | $1,900 | $15,600 | $55,900 | $30,600 |
ShareBased_Compensation_Detail2
Share-Based Compensation (Details 3) (CVR Energy Long Term Incentive Plan, Stock Options, USD $) | 1 Months Ended | 12 Months Ended | |||
31-May-12 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
CVR Energy Long Term Incentive Plan | Stock Options | |||||
Stock option activity | |||||
Options outstanding at the beginning of the period (in shares) | 0 | 22,900 | |||
Granted (in shares) | 0 | 0 | 0 | ||
Exercised (in shares) | -22,900 | -22,900 | |||
Forfeited (in shares) | 0 | ||||
Expired (in shares) | 0 | ||||
Options outstanding at the end of the period (in shares) | 0 | 22,900 | |||
Weighted-Average Exercise Price | |||||
Options outstanding at the beginning of the period (in dollars per share) | $0 | $18.03 | |||
Granted (in dollars per share) | $0 | ||||
Exercised (in dollars per share) | $0 | ||||
Forfeited (in dollars per share) | $0 | ||||
Expired (in dollars per share) | $0 | ||||
Options outstanding at the end of the period (in dollars per share) | $0 | $18.03 | |||
Options outstanding at the end of the period | 0 years | 7 years 4 months 6 days |
ShareBased_Compensation_Detail3
Share-Based Compensation (Details 4) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Liability for unvested restricted share awards | $38,300,000 | $45,800,000 | |
CVR Partners, LP | CVR Partners' Long-Term Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock authorized for issuance (in shares) | 5,000,000 | ||
Shares available for issuance | 4,820,215 | ||
Vesting period | 3 years | ||
Number of shares considered for determining cash payment for each award upon vesting | 1 | ||
CVR Partners, LP | CVR Partners' Long-Term Incentive Plan | Tranche One | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
CVR Partners, LP | CVR Partners' Long-Term Incentive Plan | Tranche Two | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
CVR Partners, LP | CVR Partners' Long-Term Incentive Plan | Tranche Three | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
CVR Partners, LP | CVR Partners' Long-Term Incentive Plan | Phantom Unit and Common Unit | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Unrecognized compensation cost | 2,200,000 | ||
Weighted-average period for amortization of unrecognized compensation cost | 1 year 10 months 24 days | ||
Compensation expense | 400,000 | 1,300,000 | 2,200,000 |
Cash paid to settle liability-classified awards upon vesting | 400,000 | 200,000 | 300,000 |
CVR Partners, LP | CVR Partners' Long-Term Incentive Plan | Performance-Based Phantom Unit | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | 200,000 | ||
Weighted-average period for amortization of unrecognized compensation cost | 1 year 6 months | ||
Compensation expense | 100,000 | ||
Liability for unvested restricted share awards | 100,000 | ||
Period for determination of cash payment value | 10 | ||
Personnel Accruals | CVR Partners, LP | CVR Partners' Long-Term Incentive Plan | Phantom Unit and Common Unit | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Liability for unvested restricted share awards | $200,000 | $200,000 |
ShareBased_Compensation_Detail4
Share-Based Compensation (Details 5) (CVR Partners, LP, CVR Partners' Long-Term Incentive Plan, Phantom Unit and Common Unit, USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
CVR Partners, LP | CVR Partners' Long-Term Incentive Plan | Phantom Unit and Common Unit | ||||
Non-vested shares activity | ||||
Non-vested at the beginning of the period (in shares) | 171,119 | 201,812 | 164,571 | |
Granted (in shares) | 198,141 | 58,536 | 95,370 | |
Vested (in shares) | -48,310 | -89,229 | -58,129 | |
Forfeited (in shares) | -77,004 | 0 | 0 | |
Non-vested at the end of the period (in shares) | 243,946 | 171,119 | 201,812 | |
Weighted-Average Grant-Date Fair Value | ||||
Non-vested at the beginning of the period (in dollars per share) | $21.34 | $23.70 | $22.99 | |
Granted (in dollars per share) | $9.44 | $16.13 | $24.53 | |
Vested (in dollars per share) | $20.95 | $23.24 | $23.08 | |
Forfeited (in dollars per share) | $23.49 | $0 | $0 | |
Non-vested at the end of the period (in dollars per share) | $11.07 | $21.34 | $23.70 | |
Aggregate Intrinsic Value | $2,400 | $2,800 | $5,100 | $4,100 |
ShareBased_Compensation_Detail5
Share-Based Compensation (Details 6) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Jan. 16, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Liability for unvested restricted share awards | 38,300,000 | $45,800,000 | |
CVR Refining, LP | CVR Refining Long Term Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock authorized for issuance (in shares) | 11,070,000 | ||
Vesting period | 3 years | ||
Number of shares considered for determining cash payment for each award upon vesting | 1 | ||
CVR Refining, LP | CVR Refining Long Term Incentive Plan | Tranche One | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
CVR Refining, LP | CVR Refining Long Term Incentive Plan | Tranche Two | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
CVR Refining, LP | CVR Refining Long Term Incentive Plan | Tranche Three | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
CVR Refining, LP | CVR Refining Long Term Incentive Plan | Phantom Unit Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | 6,200,000 | ||
Weighted-average period for amortization of unrecognized compensation cost | 1 year 10 months 24 days | ||
Compensation expense | 2,400,000 | ||
Cash paid to settle liability-classified awards upon vesting | 1,400,000 | ||
CVR Refining, LP | CVR Refining Long Term Incentive Plan | Personnel Accruals | Phantom Unit Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Liability for unvested restricted share awards | 1,000,000 |
ShareBased_Compensation_Detail6
Share-Based Compensation (Details 7) (USD $) | 12 Months Ended | 1 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Liability for unvested restricted share awards | $38,300,000 | 45,800,000 | 38,300,000 |
Incentive Unit Award | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Number of shares considered for determining cash payment for each award upon vesting | 1 | ||
Unrecognized compensation cost | 6,800,000 | 6,800,000 | |
Weighted-average period for amortization of unrecognized compensation cost | 1 year 10 months 24 days | ||
Compensation expense | 2,400,000 | ||
Cash paid to settle liability-classified awards upon vesting | 1,600,000 | ||
Granted (in shares) | 332,586 | 251,431 | |
Incentive Unit Award | Tranche One | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
Incentive Unit Award | Tranche Two | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
Incentive Unit Award | Tranche Three | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.33% | ||
Personnel Accruals | Incentive Unit Award | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Liability for unvested restricted share awards | $800,000 | 800,000 | |
Executive | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Period for determination of cash payment value | 10 | ||
Executive | Stock Appreciation Rights (SARs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Number of shares considered for determining cash payment for each award upon vesting | 1 | ||
Granted (in shares) | 227,927 |
ShareBased_Compensation_Detail7
Share-Based Compensation (Details 8) (CVR Refining Long Term Incentive Plan, Phantom Unit Plan, CVR Refining, LP, USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 | Jan. 16, 2013 |
CVR Refining Long Term Incentive Plan | Phantom Unit Plan | CVR Refining, LP | |||
Non-vested shares activity | |||
Non-vested at the beginning of the period (in shares) | 0 | 187,177 | |
Granted (in shares) | 187,177 | 281,948 | |
Vested (in shares) | 0 | -61,002 | |
Forfeited (in shares) | 0 | -4,176 | |
Non-vested at the end of the period (in shares) | 187,177 | 403,947 | |
Weighted-Average Grant-Date Fair Value | |||
Non-vested at the beginning of the period (in dollars per share) | $0 | $21.55 | |
Granted (in dollars per share) | $21.55 | $17.74 | |
Vested (in dollars per share) | $0 | $21.55 | |
Forfeited (in dollars per share) | $0 | $21.55 | |
Non-vested at the end of the period (in dollars per share) | $21.55 | $18.89 | |
Aggregate Intrinsic Value | $4,200 | $6,800 | $0 |
ShareBased_Compensation_Detail8
Share-Based Compensation (Details 9) (Incentive Unit Award, USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Incentive Unit Award | |||
Non-vested shares activity | |||
Non-vested at the beginning of the period (in shares) | 251,431 | 0 | |
Granted (in shares) | 332,586 | 251,431 | |
Vested (in shares) | -65,601 | 0 | |
Forfeited (in shares) | -82,901 | 0 | |
Non-vested at the end of the period (in shares) | 435,515 | 251,431 | |
Weighted-Average Grant-Date Fair Value | |||
Non-vested at the beginning of the period (in dollars per share) | $22.62 | $0 | |
Granted (in dollars per share) | $17.81 | $22.62 | |
Vested (in dollars per share) | $22.63 | $0 | |
Forfeited (in dollars per share) | $22.62 | $0 | |
Non-vested at the end of the period (in dollars per share) | $18.95 | $22.62 | |
Aggregate Intrinsic Value | $7,300 | $5,700 | $0 |
Inventories_Details
Inventories (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Inventory Disclosure [Abstract] | ||
Finished goods | $176.20 | $268.20 |
Raw materials and precious metals | 88 | 177 |
In-process inventories | 20.6 | 36.9 |
Parts and supplies | 44.8 | 44.5 |
Inventories | 329.6 | 526.6 |
Lower of FIFO cost or market inventory adjustment | $36.80 |
Property_Plant_and_Equipment_D
Property, Plant, and Equipment (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant, and Equipment | |||
Gross property, plant and equipment | $2,803.20 | $2,606.30 | |
Accumulated depreciation | 887.2 | 741.9 | |
Property, plant, and equipment, net of accumulated depreciation | 1,916 | 1,864.40 | |
Capitalized interest | 9.4 | 3.6 | 10.8 |
Original carrying value of assets under capital lease obligations | 24.8 | 24.8 | |
Land and improvements | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 37.4 | 36.1 | |
Buildings | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 50.4 | 42.6 | |
Machinery and equipment | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 2,581.20 | 2,312.50 | |
Automotive equipment | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 22.1 | 19.2 | |
Furniture and fixtures | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 19 | 18.3 | |
Leasehold improvements | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 3.4 | 2.5 | |
Aircraft | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 3.7 | 2.3 | |
Railcars | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 14.5 | 7.9 | |
Construction in progress | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | $71.50 | $164.90 |
Insurance_Claims_Details
Insurance Claims (Details) (USD $) | 12 Months Ended | 0 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2012 | Jul. 29, 2014 |
employee | |||
Coffeyville refinery | |||
Unusual or Infrequent Item [Line Items] | |||
Planned major maintenance activities cost | $5.50 | $21.20 | |
CVR Refining, LP | Coffeyville Refinery Incident, Fire Isomerization Unit | |||
Unusual or Infrequent Item [Line Items] | |||
Number of employees injured | 4 | ||
Number of employees fatally injured | 1 | ||
Property damage gross repair and other costs | 6.3 | ||
Property damage insurance deductible amount | 5 | ||
Workers compensation accident deductible | 0.5 | ||
CVR Refining, LP | Coffeyville Refinery Incident, Fire Isomerization Unit | Prepaid Expenses and Other Current Assets [Member] | |||
Unusual or Infrequent Item [Line Items] | |||
Insurance receivable | $1.30 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Taxes [Line Items] | |||
Due from parent | $44,500,000 | $0 | |
Due to parent | 0 | 100,000 | |
Statutory federal income tax rate (as a percent) | 35.00% | ||
Valuation allowance | 0 | 0 | |
Unrecognized tax benefits which, if recognized, would impact the company's effective tax rate | 25,600,000 | 19,100,000 | 10,400,000 |
Unrecognized tax benefits reasonably possible to be recognized in next fiscal year | 18,500,000 | ||
State tax credits | 13,500,000 | ||
Interest on income recognized on uncertain tax positions | 3,800,000 | 2,200,000 | 500,000 |
Penalties recognized on uncertain tax positions | 0 | 0 | 200,000 |
Accrued interest | 6,500,000 | 2,600,000 | |
Accrued penalties | 0 | 0 | |
Kansas | |||
Income Taxes [Line Items] | |||
Net income tax benefit recognized from Kansas High Performance Incentive Program | 2,800,000 | 7,800,000 | 4,500,000 |
Kansas High Performance Incentive Program (HPIP) credits for qualified business facility investment earned | 4,300,000 | 12,000,000 | 6,900,000 |
Oklahoma | |||
Income Taxes [Line Items] | |||
Net income tax benefit recognized from qualified manufacturing facility investment | 2,500,000 | 1,200,000 | 900,000 |
Qualified manufacturing facility investment credit earned | 3,900,000 | 1,800,000 | 1,300,000 |
AEPC | |||
Income Taxes [Line Items] | |||
Due from parent | 44,500,000 | ||
Due to parent | 100,000 | ||
Federal taxes paid to AEPC under the Tax Sharing Agreement | 120,100,000 | 260,000,000 | 150,700,000 |
State | Kansas | |||
Income Taxes [Line Items] | |||
Tax credit carryforwards | 1,700,000 | ||
State | Oklahoma | |||
Income Taxes [Line Items] | |||
Tax credit carryforwards | $17,500,000 |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current | |||||||||||
Federal | $76.10 | $265.80 | $237.30 | ||||||||
State | 16.6 | 21.5 | 25.4 | ||||||||
Total current | 92.7 | 287.3 | 262.7 | ||||||||
Deferred | |||||||||||
Federal | 8.3 | -93.5 | -39.8 | ||||||||
State | -3.3 | -10.1 | 2.7 | ||||||||
Total deferred | 5 | -103.6 | -37.1 | ||||||||
Total income tax expense | ($21) | $4.20 | $45.20 | $69.40 | ($39.10) | $29.50 | $99.50 | $93.80 | $97.70 | $183.70 | $225.60 |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||||||||||
Tax computed at federal statutory rate | $142.50 | $247 | $223.40 | ||||||||
State income taxes, net of federal tax benefit | 14 | 16.5 | 23.9 | ||||||||
State tax incentives, net of federal tax expense | -5.4 | -9 | -5.4 | ||||||||
Domestic production activities deduction | -5.5 | -18.5 | -16.5 | ||||||||
Non-deductible share-based compensation | 0.2 | 1.5 | 7.3 | ||||||||
Non-deductible transaction costs | 0 | 0 | 4.2 | ||||||||
IRS interest expense, net | 0 | 0 | 0.1 | ||||||||
Noncontrolling interest | -47.4 | -53 | -11.9 | ||||||||
Other, net | -0.7 | -0.8 | 0.5 | ||||||||
Total income tax expense | ($21) | $4.20 | $45.20 | $69.40 | ($39.10) | $29.50 | $99.50 | $93.80 | $97.70 | $183.70 | $225.60 |
Income_Taxes_Details_4
Income Taxes (Details 4) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Deferred income tax assets: | ||
Personnel accruals | $1.80 | $8.80 |
State tax credit carryforward, net of federal expense | 12.6 | 19.6 |
Contingent liabilities | 0.1 | 10.3 |
Other | 2.1 | 0 |
Total gross deferred income tax assets | 16.6 | 38.7 |
Deferred income tax liabilities: | ||
Property, plant, and equipment | -2.7 | -2 |
Prepaid expenses | -0.3 | -0.4 |
Other | -0.1 | -0.5 |
Total gross deferred income tax liabilities | -648.6 | -612.6 |
Net deferred income tax liabilities | -632 | -573.9 |
CVR Partners, LP | ||
Deferred income tax liabilities: | ||
Investment in CVR Partners and Refining | -76.1 | -87.6 |
CVR Refining, LP | ||
Deferred income tax liabilities: | ||
Investment in CVR Partners and Refining | ($569.40) | ($522.10) |
Income_Taxes_Details_5
Income Taxes (Details 5) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Reconciliation of the unrecognized tax benefits | |||
Balance beginning of year | $45.20 | $36.90 | $17.70 |
Increase based on prior year tax positions | 0.5 | 0 | 4.8 |
Decrease based on prior year tax positions | 0 | -6.4 | -0.1 |
Increases in current year tax positions | 9.8 | 14.7 | 14.7 |
Settlements | 0 | 0 | 0 |
Reductions related to expirations of statute of limitations | 0 | 0 | -0.2 |
Balance end of year | $55.50 | $45.20 | $36.90 |
LongTerm_Debt_Details_1
Long-Term Debt (Details 1) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Capital lease obligations | $48.50 | $49.90 |
Long-term debt | 673.5 | 674.9 |
6.5% Senior Notes due 2022 | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as a percent) | 6.50% | 6.50% |
Long-term debt | 500 | 500 |
CRNF credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | $125 | $125 |
LongTerm_Debt_Details_2
Long-Term Debt (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 0 Months Ended | |||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 15, 2011 | 16-May-11 | Dec. 30, 2010 | Jan. 23, 2013 | Jan. 30, 2013 | Apr. 06, 2010 | |
Debt Instrument [Line Items] | |||||||||||||
Loss on extinguishment of debt | $0 | $0 | $0 | ($26,100,000) | $0 | ($26,100,000) | ($37,500,000) | ||||||
CRLLC and Coffeyville Finance Inc. (Issuers) | Original Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal | 275,000,000 | ||||||||||||
Stated interest rate (as a percent) | 9.00% | ||||||||||||
Issue price as a percentage of principal amount | 99.51% | ||||||||||||
CRLLC and Coffeyville Finance Inc. (Issuers) | Additional First Lien Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal | 200,000,000 | ||||||||||||
Issue price as a percentage of principal amount | 105.00% | ||||||||||||
Accrued interest payable | 3,700,000 | ||||||||||||
CRLLC and Coffeyville Finance Inc. (Issuers) | 10.875% Senior Secured Notes, due 2017 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal | 225,000,000 | ||||||||||||
Stated interest rate (as a percent) | 10.88% | ||||||||||||
Issue price as a percentage of principal amount | 98.81% | ||||||||||||
CRLLC | Original Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Principal payment | 2,700,000 | 27,500,000 | |||||||||||
Purchase price as a percentage of the principal amount at which the entity is required to purchase a portion of the notes | 103.00% | ||||||||||||
Prepayment premium percentage | 3.00% | ||||||||||||
CRLLC | Additional First Lien Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Stated interest rate (as a percent) | 9.00% | ||||||||||||
Unamortized premium | 10,000,000 | ||||||||||||
CVR Refining, LP | 10.875% Senior Secured Notes, due 2017 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt repurchased | 222,800,000 | ||||||||||||
Prepayment premium | 20,600,000 | ||||||||||||
Interest paid | 9,500,000 | ||||||||||||
Loss on extinguishment of debt | 26,100,000 | ||||||||||||
Write-off of previously deferred financing charges | 3,700,000 | ||||||||||||
Write off of unamortized discount | 1,800,000 | ||||||||||||
Initial Public Offering | CVR Refining, LP | 10.875% Senior Secured Notes, due 2017 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Stated interest rate (as a percent) | 10.88% | ||||||||||||
Proceeds from IPO to be utilized for repurchase of debt | $253,000,000 |
LongTerm_Debt_Details_3
Long-Term Debt (Details 3) (CRLLC and Coffeyville Finance Inc. (Issuers), Old Notes) | 0 Months Ended |
Jun. 04, 2012 | |
CRLLC and Coffeyville Finance Inc. (Issuers) | Old Notes | |
Debt Instrument [Line Items] | |
Purchase price as a percentage of the principal amount at which the entity is required to purchase a portion of the notes | 101.00% |
LongTerm_Debt_Details_4
Long-Term Debt (Details 4) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | ||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 23, 2012 | Nov. 23, 2012 | Nov. 23, 2012 | Dec. 31, 2012 | |
Debt Instrument [Line Items] | |||||||||||
Accrued interest settled on redemption | $37,200,000 | $54,900,000 | $73,900,000 | ||||||||
Loss on extinguishment of debt | 0 | 0 | 0 | -26,100,000 | 0 | -26,100,000 | -37,500,000 | ||||
Accrued interest payable | 5,400,000 | 5,400,000 | 5,400,000 | ||||||||
6.5% Senior Notes due 2022 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate (as a percent) | 6.50% | 6.50% | 6.50% | ||||||||
Refining LLC | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of CVR Refining's ownership interest in Refining LLC | 100.00% | ||||||||||
Refining LLC | 6.5% Senior Notes due 2022 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal | 500,000,000 | ||||||||||
Stated interest rate (as a percent) | 6.50% | ||||||||||
Total net proceeds from the offering | 492,500,000 | ||||||||||
Deferred finance costs | 8,700,000 | ||||||||||
Aggregate debt issuance costs incurred | 400,000 | ||||||||||
CRLLC | 9.0% Senior Secured Notes, due 2015 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from issuance of CVR Refining's long-term debt | 348,100,000 | ||||||||||
Principal payment | 323,000,000 | 124,100,000 | |||||||||
Accrued interest settled on redemption | 1,800,000 | 1,600,000 | |||||||||
Prepayment premium | 23,200,000 | 8,400,000 | 31,600,000 | ||||||||
Write-off of previously deferred financing charges | 8,100,000 | ||||||||||
Portion of unamortized premium written off | 6,300,000 | ||||||||||
Loss on extinguishment of debt | 33,400,000 | ||||||||||
Level 2 | 6.5% Senior Notes due 2022 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Estimated fair value | $475,000,000 |
LongTerm_Debt_Details_5
Long-Term Debt (Details 5) (CRLLC, USD $) | Dec. 31, 2011 | Dec. 15, 2011 | Feb. 22, 2011 |
ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Borrowing capacity | $400,000,000 | $250,000,000 | |
Deferred finance costs | 9,100,000 | ||
Letter of credit sublimit as a percentage of the total facility commitment | 90.00% | ||
Maximum borrowing capacity optional expansion | 250,000,000 | ||
First Priority Credit Facility | |||
Debt Instrument [Line Items] | |||
Borrowing capacity | $150,000,000 |
LongTerm_Debt_Details_6
Long-Term Debt (Details 6) (USD $) | 0 Months Ended | 3 Months Ended | ||||
Dec. 20, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 15, 2011 | Feb. 22, 2011 | Dec. 31, 2014 | |
Credit parties | Amended and Restated Asset Based Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity on credit facility | $400,000,000 | |||||
Maximum borrowing capacity optional expansion | 200,000,000 | |||||
Swingline loans sublimit as a percentage of the total facility commitment | 10.00% | |||||
Letter of credit sublimit as a percentage of the total facility commitment | 90.00% | |||||
Percentage of maximum amount available to be drawn under line of credit deducted to compute fees on commercial letters of credit | 0.50% | |||||
Percentage of customary facing fees | 0.13% | |||||
Credit parties | Amended and Restated Asset Based Credit Facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Variable rate basis | LIBOR | |||||
Credit parties | Amended and Restated Asset Based Credit Facility | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Variable rate basis | prime rate | |||||
CRLLC | Amended and Restated Asset Based Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Deferred finance costs | 2,100,000 | |||||
Increase in deferred financing costs due to modification or extinguishment of debt instrument | 2,800,000 | |||||
CRLLC | ABL Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity on credit facility | 400,000,000 | 250,000,000 | ||||
Maximum borrowing capacity optional expansion | 250,000,000 | |||||
Letter of credit sublimit as a percentage of the total facility commitment | 90.00% | |||||
Deferred finance costs | 9,100,000 | |||||
Write-off of previously deferred financing charges | 4,100,000 | |||||
CVR Refining, LP | Amended and Restated Asset Based Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate availability | 372,700,000 | |||||
Outstanding letters of credit | 27,300,000 | |||||
Amount outstanding | $0 | |||||
Quarterly Average Excess Availability Exceeding 50% Of Lesser Of Borrowing Base And Total Commitments | Credit parties | Amended and Restated Asset Based Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Percentage threshold of borrowing base and total commitments for determination of unused capacity commitment fee | 50.00% | |||||
Line of Credit Facility Percentage Threshold of Borrowing Base and Total Commitments for Determination of Interest Rate | 50.00% | |||||
Quarterly Average Excess Availability Exceeding 50% Of Lesser Of Borrowing Base And Total Commitments | Credit parties | Amended and Restated Asset Based Credit Facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||
Quarterly Average Excess Availability Exceeding 50% Of Lesser Of Borrowing Base And Total Commitments | Credit parties | Amended and Restated Asset Based Credit Facility | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 0.75% | |||||
Quarterly Average Excess Availability Less Than Or Equal To 50% Of Lesser Of Borrowing Base And Total Commitments | Credit parties | Amended and Restated Asset Based Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Percentage threshold of borrowing base and total commitments for determination of unused capacity commitment fee | 50.00% | |||||
Line of Credit Facility Percentage Threshold of Borrowing Base and Total Commitments for Determination of Interest Rate | 50.00% | |||||
Quarterly Average Excess Availability Less Than Or Equal To 50% Of Lesser Of Borrowing Base And Total Commitments | Credit parties | Amended and Restated Asset Based Credit Facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 2.00% | |||||
Quarterly Average Excess Availability Less Than Or Equal To 50% Of Lesser Of Borrowing Base And Total Commitments | Credit parties | Amended and Restated Asset Based Credit Facility | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 1.00% | |||||
Daily Average Amount Of Loans And Letters Of Credit Outstanding Less Than 50% Of Lesser Of Borrowing Base And Total Commitments | Credit parties | Amended and Restated Asset Based Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Unused line fee (as a percent) | 0.40% | |||||
Daily Average Amount Of Loans And Letters Of Credit Outstanding Equal To Or Greater Than 50% Of Lesser Of Borrowing Base And Total Commitments | Credit parties | Amended and Restated Asset Based Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Unused line fee (as a percent) | 0.30% |
LongTerm_Debt_Details_7
Long-Term Debt (Details 7) (CRNF, USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Apr. 13, 2011 | Dec. 31, 2011 | |
CRNF Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Borrowing capacity | $125,000,000 | ||
Amount outstanding | 0 | ||
Revolving credit facility | |||
Debt Instrument [Line Items] | |||
Borrowing capacity | 25,000,000 | ||
Uncommitted incremental facility | 50,000,000 | ||
Partnership Credit Facility | |||
Debt Instrument [Line Items] | |||
Deferred finance costs | $4,800,000 | ||
Partnership Credit Facility | Prime Rate | |||
Debt Instrument [Line Items] | |||
Variable rate basis | prime rate | ||
Basis spread on variable rate (as a percent) | 2.50% | ||
Partnership Credit Facility | Eurodollar | |||
Debt Instrument [Line Items] | |||
Variable rate basis | Eurodollar | ||
Basis spread on variable rate (as a percent) | 3.50% |
LongTerm_Debt_Details_8
Long-Term Debt (Details 8) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Disclosure [Abstract] | |||
Amortization of deferred financing costs reported as interest expense and other financing costs | $2.80 | $2.90 | $5 |
2015 | 2.8 | ||
2016 | 2.2 | ||
2017 | 1.8 | ||
2018 | 0.9 | ||
2019 | 0.9 | ||
Thereafter | 2.6 | ||
Total | $11.20 |
LongTerm_Debt_Details_9
Long-Term Debt (Details 9) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||
Long-term portion | 48.5 | $49.90 |
Capital Lease related to Excel Pipeline LLC | ||
Capital Leased Assets [Line Items] | ||
Remaining term of leases | 178 months | |
Capital Lease related to Magellan Pipeline Terminals, L.P. | ||
Capital Leased Assets [Line Items] | ||
Remaining term of leases | 177 months | |
Capital lease | ||
Capital Leased Assets [Line Items] | ||
Outstanding obligation | 49.9 | |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||
2015 | 6.4 | |
2016 | 6.4 | |
2017 | 6.4 | |
2018 | 6.5 | |
2019 | 6.5 | |
2020 and thereafter | 63.7 | |
Total future payments | 95.9 | |
Less: amount representing interest | 46 | |
Present value of future minimum payments | 49.9 | |
Less: current portion | 1.4 | |
Long-term portion | 48.5 |
Dividends_Details
Dividends (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 17, 2014 | Jun. 10, 2013 | Feb. 19, 2013 |
dividend | dividend | |||||||||||||
Dividends [Abstract] | ||||||||||||||
Number of Special Cash Dividends Declared and Paid | 1 | 2 | ||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Payments of Dividends | $434.20 | $1,237.30 | $0 | |||||||||||
Dividends declared per share (in dollars per share) | $0.75 | $2.75 | $0.75 | $0.75 | $0.75 | $0.75 | $7.25 | $5.50 | $5 | $14.25 | $0 | |||
Total dividends paid per common share (in dollars per share) | $5 | $14.25 | ||||||||||||
IEP | ||||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Payments of Dividends | 356 | 1,014.60 | ||||||||||||
Public Stockholders [Member] | ||||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Payments of Dividends | 78.2 | 222.7 | ||||||||||||
Quarterly Dividend | ||||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Dividends | 65.1 | 65.1 | 65.1 | 65.1 | 65.1 | 65.1 | 65.1 | |||||||
Dividends declared per share (in dollars per share) | $0.75 | $0.75 | $0.75 | $0.75 | $0.75 | $0.75 | $0.75 | |||||||
Shares outstanding (in shares) | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | ||||||
Quarterly Dividend | IEP | ||||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Dividends | 53.4 | 53.4 | 53.4 | 53.4 | 53.4 | 53.4 | 53.4 | |||||||
Quarterly Dividend | Public Stockholders [Member] | ||||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Dividends | 11.7 | 11.7 | 11.7 | 11.7 | 11.7 | 11.7 | 11.7 | |||||||
Special Dividend | ||||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Dividends | 173.7 | 564.4 | 477.6 | |||||||||||
Dividends declared per share (in dollars per share) | $2 | $6.50 | $5.50 | |||||||||||
Shares outstanding (in shares) | 86,800,000 | 86,800,000 | 86,800,000 | |||||||||||
Special Dividend | IEP | ||||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Dividends | 142.4 | 462.8 | 391.6 | |||||||||||
Special Dividend | Public Stockholders [Member] | ||||||||||||||
Schedule Of Dividends Paid Table [Line Items] | ||||||||||||||
Dividends | $31.30 | $101.60 | $86 |
Earnings_Per_Share_Details
Earnings Per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 31-May-12 |
Earnings Per Share [Abstract] | ||||||||||||
Net income attributable to CVR Energy stockholders | $173.90 | $370.70 | $378.60 | |||||||||
Weighted-average number of shares of common stock outstanding | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | |
Effect of dilutive securities: | ||||||||||||
Non-vested restricted shares | 0 | 0 | 600,000 | |||||||||
Weighted-average number of shares of common stock outstanding assuming dilution | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 86,800,000 | 87,400,000 | |
Basic earnings per share (in dollars per share) | ($0.51) | $0.09 | $0.96 | $1.46 | ($0.25) | $0.51 | $2.11 | $1.90 | $2 | $4.27 | $4.36 | |
Diluted earnings per share (in dollars per share) | ($0.51) | $0.09 | $0.96 | $1.46 | ($0.25) | $0.51 | $2.11 | $1.90 | $2 | $4.27 | $4.33 | |
CVR Energy Long Term Incentive Plan | Stock Options | ||||||||||||
Antidilutive securities | ||||||||||||
Number of options exercised | 22,900 | 22,900 | ||||||||||
CVR Energy Long Term Incentive Plan | Stock Options | CVR Energy Long Term Incentive Plan | ||||||||||||
Antidilutive securities | ||||||||||||
Number of options exercised | 22,900 |
Benefit_Plans_Details
Benefit Plans (Details) (Defined-contribution 401(k) plans, USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
plan | |||
Benefit Plans | |||
Number of defined-contribution 401(k) plans | 2 | ||
Vesting schedule for employer's matching funds | 3 years | ||
Matching contributions made by the company during the year | $6.60 | $6.10 | $4.50 |
CVR | |||
Benefit Plans | |||
Employee contribution limit per calendar year as a percentage of annual salaries | 100.00% | ||
Employee contribution limit per calendar year as a percentage of annual income sharing | 100.00% | ||
Nonunion plan | CVR | |||
Benefit Plans | |||
Percentage of employer match | 100.00% | ||
Percent of employees' gross pay matched | 6.00% | ||
Union plan | CVR | |||
Benefit Plans | |||
Percentage of employer match | 100.00% | ||
Percent of employees' gross pay matched | 6.00% |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details 1) (USD $) | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Operating Leases | ||||
2015 | $8.50 | |||
2016 | 7.3 | |||
2017 | 4.8 | |||
2018 | 3.3 | |||
2019 | 1.5 | |||
Thereafter | 3.8 | |||
Operating leases | 29.2 | |||
Unconditional Purchase Obligations | ||||
2015 | 125.6 | [1] | ||
2016 | 108.7 | [1] | ||
2017 | 107.1 | [1] | ||
2018 | 106.3 | [1] | ||
2019 | 105.6 | [1] | ||
Thereafter | 718.1 | [1] | ||
Unconditional purchase obligations | 1,271.40 | [1] | ||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Lease expenses | 9.3 | 9.4 | 7.7 | |
Long-Term commitment expense | 137.8 | 126.1 | 116.7 | |
CRRM | Petroleum transportation service agreement with TransCanada | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Amount payable related to petroleum transportation service agreements | $799.60 | |||
Term of agreement | 16 years | |||
Minimum quantity of crude oil to be received per day (in barrels) | 25,000 | |||
Period over which minimum quantity of crude oil is receivable | 20 years | |||
[1] | This amount includes approximately $799.6 million payable ratably over sixteen years pursuant to petroleum transportation service agreements between CRRM and each of TransCanada Keystone Pipeline Limited Partnership and TransCanada Keystone Pipeline,B LP (together "TransCanada"). The purchase obligation reflects the exchange rate between the Canadian dollar and the U.S. dollar as of December 31, 2014, where applicable. Under the agreements, CRRM receives transportation of at least 25,000 barrels per day of crude oil with a delivery point at Cushing, Oklahoma for a term of twenty years on TransCanada's Keystone pipeline system. CRRM began receiving crude oil under the agreements in the first quarter of 2011. |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 2) (CRRM, New Vitol Agreement) | 12 Months Ended |
Dec. 31, 2014 | |
CRRM | New Vitol Agreement | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Renewal term of agreement | 1 year |
Number of days for prior notice of nonrenewal | 180 days |
Commitments_and_Contingencies_3
Commitments and Contingencies (Details 3) (USD $) | 0 Months Ended | 12 Months Ended | ||||||
In Millions, unless otherwise specified | Sep. 08, 2014 | Feb. 25, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2008 | Dec. 31, 2007 |
Goldman, Sachs & Co. vs CVR | ||||||||
Loss Contingencies [Line Items] | ||||||||
Litigation settlement | $22.60 | |||||||
Deutsche Bank vs CVR | ||||||||
Loss Contingencies [Line Items] | ||||||||
Litigation settlement | 22.7 | |||||||
Litigation | CRNF | ||||||||
Loss Contingencies [Line Items] | ||||||||
Property tax abatement period | 10 years | |||||||
Increase in property tax expenses | 11.3 | 11.4 | 11.7 | 10.7 | 10.7 | |||
Decrease in property tax expenses | $10.70 | |||||||
Tax exemption period | 10 years |
Commitments_and_Contingencies_4
Commitments and Contingencies (Details 4) (Flood, Crude Oil Discharge and Insurance, USD $) | 1 Months Ended | 12 Months Ended | |||||||
In Millions, unless otherwise specified | Nov. 30, 2014 | Jun. 30, 2010 | Oct. 31, 2009 | 31-May-08 | Dec. 31, 2014 | Oct. 25, 2010 | Jul. 02, 2013 | Apr. 19, 2013 | Dec. 31, 2013 |
plaintiff | claimant | ||||||||
Litigation Matters | |||||||||
Number of private claimants | 16 | ||||||||
Aggregate amount of claims | $3.20 | $3.20 | $4.40 | ||||||
Number of additional plaintiffs | 3 | ||||||||
Reimbursement of oversight cost | 1.8 | ||||||||
Insurance proceeds under primary environmental liability insurance policy | 25 | ||||||||
Litigation settlement | 27.1 | ||||||||
CRRM | |||||||||
Litigation Matters | |||||||||
Environmental civil penalty for CWA violations | 0.6 | ||||||||
Amount of reimbursement agreed for oversight cost | 1.7 | ||||||||
Environmental civil penalty for Risk Management Program violations | 0.3 | ||||||||
Other Assets | CVR Refining, LP | |||||||||
Litigation Matters | |||||||||
Litigation Receivable | $4 | $4 |
Commitments_and_Contingencies_5
Commitments and Contingencies (Details 5) (USD $) | 12 Months Ended | 1 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 31, 2011 | Mar. 31, 2012 | |
issue | |||||
Environmental, Health, and Safety ("EHS") Matters | |||||
Expenses related to environmental, health and safety ("EHS") matters | $100,600,000 | $111,300,000 | $28,400,000 | ||
WRC | |||||
Environmental, Health, and Safety ("EHS") Matters | |||||
Payment of civil penalties | 950,000 | ||||
Expected remaining costs under consent order | 3,000,000 | ||||
EHS | |||||
Environmental, Health, and Safety ("EHS") Matters | |||||
Environmental accruals | 1,100,000 | 1,500,000 | |||
Environmental accruals included in other current liabilities | 200,000 | 300,000 | |||
Estimated closure and post-closure costs | 900,000 | 700,000 | |||
Number of landfills | 2 | 2 | |||
EHS | CRRM | |||||
Environmental, Health, and Safety ("EHS") Matters | |||||
Cost of renewable identification numbers | 127,200,000 | 180,500,000 | 21,000,000 | ||
Biofuel blending obligation recorded in other current liabilities | 52,300,000 | 17,400,000 | |||
Marquee issues under the Clean Air Act | 4 | ||||
Percentage of refining capacity | 90.00% | ||||
Environmental civil penalty | 700,000 | ||||
Remaining costs associated with Second Consent Decree | 44,000,000 | ||||
MSAT II | CRRM | |||||
Environmental, Health, and Safety ("EHS") Matters | |||||
Expense incurred to date | 47,600,000 | ||||
MSAT II | WRC | |||||
Environmental, Health, and Safety ("EHS") Matters | |||||
Expense incurred to date | $88,300,000 |
Commitments_and_Contingencies_6
Commitments and Contingencies (Details 6) (EHS, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
EHS | ||
Estimated future payments for environmental obligations | ||
2015 | $0.20 | |
2016 | 0.1 | |
2017 | 0.1 | |
2018 | 0.1 | |
2019 | 0.1 | |
Thereafter | 0.6 | |
Undiscounted total | 1.2 | |
Less amounts representing interest at 2.73% | 0.1 | |
Accrued environmental liabilities at the end of the year | $1.10 | $1.50 |
Interest rate (as a percent) | 2.06% |
Commitments_and_Contingencies_7
Commitments and Contingencies (Details 7) (Wynnewood refinery incident) | 0 Months Ended |
Sep. 28, 2012 | |
employee | |
Wynnewood refinery incident | |
Loss Contingencies [Line Items] | |
Number of employees fatally injured | 2 |
Commitments_and_Contingencies_8
Commitments and Contingencies (Details 8) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Loss Contingencies [Line Items] | ||
Minimum ownership interest in company | 80.00% | |
Affiliate Pension Obligations | ||
Loss Contingencies [Line Items] | ||
Aggregate underfunded pension obligation if pension plans voluntarily terminated by affiliate | 473.8 | $591.80 |
IEP | ||
Loss Contingencies [Line Items] | ||
Ownership percentage held by controlling stockholder | 82.00% |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (Recurring, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Fair value measurements | ||
Cash equivalents | $69 | $81 |
Marketable Securities | 76.6 | |
Total Assets | 192.9 | 82 |
Total Liabilities | -50.6 | -35.2 |
Commodity swaps | ||
Fair value measurements | ||
Other current assets | 25 | 0.9 |
Other long-term assets | 22.3 | 0.1 |
Other current liabilities | -15.3 | |
Other long-term liabilities | -1.8 | |
Interest rate swap | ||
Fair value measurements | ||
Other current liabilities | -0.8 | -0.9 |
Other long-term liabilities | -0.2 | -1 |
Biofuels blending obligation | ||
Fair value measurements | ||
Other current liabilities (biofuel blending obligation) | -49.6 | -16.2 |
Level 1 | ||
Fair value measurements | ||
Cash equivalents | 69 | 81 |
Marketable Securities | 73.9 | |
Total Assets | 142.9 | 81 |
Total Liabilities | 0 | 0 |
Level 1 | Commodity swaps | ||
Fair value measurements | ||
Other current assets | 0 | 0 |
Other long-term assets | 0 | 0 |
Other current liabilities | 0 | |
Other long-term liabilities | 0 | |
Level 1 | Interest rate swap | ||
Fair value measurements | ||
Other current liabilities | 0 | 0 |
Other long-term liabilities | 0 | 0 |
Level 1 | Biofuels blending obligation | ||
Fair value measurements | ||
Other current liabilities (biofuel blending obligation) | 0 | 0 |
Level 2 | ||
Fair value measurements | ||
Cash equivalents | 0 | 0 |
Marketable Securities | 2.7 | |
Total Assets | 50 | 1 |
Total Liabilities | -50.6 | -35.2 |
Level 2 | Commodity swaps | ||
Fair value measurements | ||
Other current assets | 25 | 0.9 |
Other long-term assets | 22.3 | 0.1 |
Other current liabilities | -15.3 | |
Other long-term liabilities | -1.8 | |
Level 2 | Interest rate swap | ||
Fair value measurements | ||
Other current liabilities | -0.8 | -0.9 |
Other long-term liabilities | -0.2 | -1 |
Level 2 | Biofuels blending obligation | ||
Fair value measurements | ||
Other current liabilities (biofuel blending obligation) | -49.6 | -16.2 |
Level 3 | ||
Fair value measurements | ||
Cash equivalents | 0 | 0 |
Marketable Securities | 0 | |
Total Assets | 0 | 0 |
Total Liabilities | 0 | 0 |
Level 3 | Commodity swaps | ||
Fair value measurements | ||
Other current assets | 0 | 0 |
Other long-term assets | 0 | 0 |
Other current liabilities | 0 | |
Other long-term liabilities | 0 | |
Level 3 | Interest rate swap | ||
Fair value measurements | ||
Other current liabilities | 0 | 0 |
Other long-term liabilities | 0 | 0 |
Level 3 | Biofuels blending obligation | ||
Fair value measurements | ||
Other current liabilities (biofuel blending obligation) | $0 | $0 |
Fair_Value_Measurements_Detail1
Fair Value Measurements (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Fair Value Disclosures [Abstract] | |||||||||||
Available-for-sale Securities, Amortized Cost Basis | $73.60 | $18.60 | $73.60 | $18.60 | |||||||
Other than Temporary Impairment Losses, Investments | 4.7 | ||||||||||
Proceeds from sale of available for-sale securities | 0 | 24.7 | 0 | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||||||||||
Other income (expense), net | -3.6 | 2.1 | -2.2 | 0.1 | 7.1 | 6.2 | 0.2 | 0 | -3.7 | 13.5 | 0.9 |
Accumulated Net Unrealized Investment Gain | Reclassification out of Accumulated Other Comprehensive Income | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||||||||||
Other income (expense), net | $6.10 |
Derivative_Financial_Instrumen2
Derivative Financial Instruments (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2011 | Jul. 01, 2011 | Apr. 13, 2011 | |
agreement | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Current period settlement on derivative contracts | $122,200,000 | $6,400,000 | ($137,600,000) | |||||||||||
Gain (loss) on derivatives, net | 14,500,000 | 25,700,000 | 35,900,000 | 109,400,000 | -115,900,000 | 72,500,000 | 120,500,000 | -20,000,000 | 185,600,000 | 57,100,000 | -285,600,000 | |||
Commodity derivatives | CVR Refining, LP | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Gain (loss) on derivatives, net | 300,000 | -2,900,000 | -11,700,000 | |||||||||||
Commodity swaps | CVR Refining, LP | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Gain (loss) on derivatives, net | 187,400,000 | 60,100,000 | -273,900,000 | |||||||||||
Interest rate swap agreements | CRNF | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Realized loss on the interest rate swap re-classed from AOCI into interest expense | -1,100,000 | -1,100,000 | -1,000,000 | |||||||||||
Increase (decrease) in fair value of interest rate fair value hedging instruments | -200,000 | -200,000 | -1,400,000 | |||||||||||
Not Designated as Hedging Instrument [Member] | Commodity swaps | CVR Refining, LP | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Number of barrels | 9,100,000 | 23,300,000 | 9,100,000 | 23,300,000 | ||||||||||
Derivative asset (liabilities) | 47,300,000 | -16,100,000 | 47,300,000 | -16,100,000 | ||||||||||
Portion of net unrealized gain in current assets | 25,000,000 | 900,000 | 25,000,000 | 900,000 | ||||||||||
Portion of net unrealized gain in long-term assets | 22,300,000 | 100,000 | 22,300,000 | 100,000 | ||||||||||
Portion of net unrealized loss in current liabilities | 15,300,000 | 15,300,000 | ||||||||||||
Portion of net unrealized loss in long-term liabilities | 1,800,000 | 1,800,000 | ||||||||||||
Designated as Hedging Instrument [Member] | Interest rate swap agreements | CRNF | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Number of floating-to-fixed interest rate swap agreements | 2 | |||||||||||||
Aggregate notional amount | 62,500,000 | |||||||||||||
Average fixed rate of interest (as a percent) | 1.96% | 1.96% | ||||||||||||
Effective rate (as a percent) | 4.56% | 4.56% | ||||||||||||
Designated as Hedging Instrument [Member] | Interest rate swap agreements entered into on June 30, 2011 | CRNF | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Fixed rate (as a percent) | 1.94% | |||||||||||||
Settlement period | 90 days | |||||||||||||
Designated as Hedging Instrument [Member] | Interest rate swap agreements entered into on July 1, 2011 | CRNF | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Fixed rate (as a percent) | 1.98% | |||||||||||||
Settlement period | 90 days | |||||||||||||
CRNF Term Loan Facility | CRNF | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
Borrowing capacity on credit facility | $125,000,000 |
Derivative_Financial_Instrumen3
Derivative Financial Instruments (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
CVR Refining, LP | Current Assets | ||
Offsetting Assets | ||
Gross Assets | $25,300,000 | $4,300,000 |
Gross Amounts Offset | -300,000 | -3,400,000 |
Net Assets Presented | 25,000,000 | 900,000 |
Cash Collateral Not Offset | 0 | 0 |
Net Amount | 25,000,000 | 900,000 |
CVR Refining, LP | Noncurrent Assets | ||
Offsetting Assets | ||
Gross Assets | 22,300,000 | 100,000 |
Gross Amounts Offset | 0 | 0 |
Net Assets Presented | 22,300,000 | 100,000 |
Cash Collateral Not Offset | 0 | 0 |
Net Amount | 22,300,000 | 100,000 |
CVR Refining, LP | Current Liabilities | ||
Offsetting Liabilities | ||
Gross Liabilities | 31,400,000 | |
Gross Amounts Offsets | -16,100,000 | |
Net Liabilities Presented | 15,300,000 | |
Cash Collateral Not Offset | 0 | |
Net Amount | 15,300,000 | |
CVR Refining, LP | Noncurrent Liabilities | ||
Offsetting Liabilities | ||
Gross Liabilities | 1,900,000 | |
Gross Amounts Offsets | -100,000 | |
Net Liabilities Presented | 1,800,000 | |
Cash Collateral Not Offset | 0 | |
Net Amount | 1,800,000 | |
Interest rate swap | CVR Partners, LP | ||
Offsetting Liabilities | ||
Gross Amounts Offsets | 0 | 0 |
Commodity swaps | CVR Refining, LP | Current Assets | ||
Offsetting Assets | ||
Gross Assets | 25,300,000 | 4,300,000 |
Gross Amounts Offset | -300,000 | -3,400,000 |
Net Assets Presented | 25,000,000 | 900,000 |
Cash Collateral Not Offset | 0 | 0 |
Net Amount | 25,000,000 | 900,000 |
Commodity swaps | CVR Refining, LP | Noncurrent Assets | ||
Offsetting Assets | ||
Gross Assets | 22,300,000 | 100,000 |
Gross Amounts Offset | 0 | 0 |
Net Assets Presented | 22,300,000 | 100,000 |
Cash Collateral Not Offset | 0 | 0 |
Net Amount | 22,300,000 | 100,000 |
Commodity swaps | CVR Refining, LP | Current Liabilities | ||
Offsetting Liabilities | ||
Gross Liabilities | 31,400,000 | |
Gross Amounts Offsets | -16,100,000 | |
Net Liabilities Presented | 15,300,000 | |
Cash Collateral Not Offset | 0 | |
Net Amount | 15,300,000 | |
Commodity swaps | CVR Refining, LP | Noncurrent Liabilities | ||
Offsetting Liabilities | ||
Gross Liabilities | 1,900,000 | |
Gross Amounts Offsets | -100,000 | |
Net Liabilities Presented | 1,800,000 | |
Cash Collateral Not Offset | 0 | |
Net Amount | $1,800,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 0 Months Ended | 12 Months Ended | 51 Months Ended | ||
Jun. 13, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 13, 2013 | |
railcar | railcar | ||||
IEP | |||||
Related Party Transactions | |||||
Ownership percentage held by controlling stockholder | 82.00% | ||||
American Railcar Leasing LLC | CVR Partners, LP | |||||
Related Party Transactions | |||||
Number of railcars leased | 199 | ||||
Purchase of railcars from ARL | $5,000,000 | ||||
Rent expenses | 400,000 | 1,100,000 | |||
Purchase of railcars and trucks | 1,100,000 | ||||
Number of used railcars purchased | 12 | ||||
American Railcar Industries, Inc | CVR Partners, LP | |||||
Related Party Transactions | |||||
Number of Railcars Purchased | 50 | ||||
Purchase of railcars and trucks | 6,700,000 | ||||
Expenses from transactions with related parties | 50,000 | ||||
Navistar International Corporation | CVR Refining, LP | |||||
Related Party Transactions | |||||
Purchase of railcars and trucks | 800,000 | ||||
Number of trucks purchased | 7 | ||||
Insight Portfolio Group | |||||
Related Party Transactions | |||||
Payment to related party | $400,000 | $100,000 |
Business_Segments_Details_1
Business Segments (Details 1) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | 2 | ||
Petroleum | |||
Segment Reporting Information [Line Items] | |||
Intercompany sales | $8.70 | $9.60 | $9.90 |
Intercompany cost of product sold (exclusive of depreciation and amortization) | 10.1 | 11.4 | 6.1 |
Nitrogen Fertilizer | |||
Segment Reporting Information [Line Items] | |||
Intercompany sales | 10.1 | 11.4 | 6.3 |
Intercompany cost of product sold (exclusive of depreciation and amortization) | 9.2 | 9.8 | 10.2 |
Cost of product sold related to the transfer of excess hydrogen | 0 | 0.6 | 0.2 |
Hydrogen | Petroleum | |||
Segment Reporting Information [Line Items] | |||
Intercompany sales | $0 | $0.60 |
Business_Segments_Details_2
Business Segments (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $1,841.80 | $2,279.90 | $2,540.30 | $2,447.40 | $2,436 | $1,977.10 | $2,220.30 | $2,352.40 | $9,109.50 | $8,985.80 | $8,567.30 |
Cost of product sold (exclusive of depreciation and amortization) | 1,733.40 | 2,066.70 | 2,189 | 2,076.90 | 2,219.70 | 1,744.40 | 1,785.40 | 1,813.60 | 8,066 | 7,563.20 | 6,696.90 |
Direct operating expenses (exclusive of depreciation and amortization) | 134.7 | 136.8 | 120.1 | 123.4 | 110.6 | 128.4 | 108.3 | 108.5 | 515.1 | 455.8 | 522.1 |
Depreciation and amortization | 40.8 | 37.8 | 38.6 | 37.3 | 37.4 | 36.2 | 35 | 34.2 | 154.4 | 142.8 | 130 |
Operating income | -90.6 | 6.8 | 164.6 | 183.5 | 39.7 | 40.4 | 262.7 | 367.7 | 264.3 | 710.5 | 1,034.90 |
Capital expenditures | 218.4 | 256.5 | 212.2 | ||||||||
Total assets | 3,462.50 | 3,665.80 | 3,462.50 | 3,665.80 | 3,610.90 | ||||||
Goodwill | 41 | 41 | 41 | 41 | 41 | ||||||
Petroleum | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 8,829.70 | 8,683.50 | 8,281.50 | ||||||||
Cost of product sold (exclusive of depreciation and amortization) | 8,013.40 | 7,526.70 | 6,667.30 | ||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 416 | 361.7 | 426.5 | ||||||||
Depreciation and amortization | 122.5 | 114.3 | 107.6 | ||||||||
Operating income | 207.2 | 603 | 1,012.50 | ||||||||
Capital expenditures | 191.3 | 204.5 | 120 | ||||||||
Total assets | 2,417.80 | 2,533.30 | 2,417.80 | 2,533.30 | 2,258.50 | ||||||
Goodwill | 0 | 0 | 0 | 0 | 0 | ||||||
Nitrogen Fertilizer | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 298.7 | 323.7 | 302.3 | ||||||||
Cost of product sold (exclusive of depreciation and amortization) | 72 | 58.1 | 46.1 | ||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 98.9 | 94.1 | 95.6 | ||||||||
Depreciation and amortization | 27.3 | 25.6 | 20.7 | ||||||||
Operating income | 82.8 | 124.9 | 115.8 | ||||||||
Capital expenditures | 21.1 | 43.8 | 82.2 | ||||||||
Total assets | 578.8 | 593.5 | 578.8 | 593.5 | 623 | ||||||
Goodwill | 41 | 41 | 41 | 41 | 41 | ||||||
Intersegment elimination | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | -18.9 | -21.4 | -16.5 | ||||||||
Cost of product sold (exclusive of depreciation and amortization) | -19.4 | -21.6 | -16.5 | ||||||||
Other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 0.2 | 0 | 0 | ||||||||
Depreciation and amortization | 4.6 | 2.9 | 1.7 | ||||||||
Operating income | -25.7 | -17.4 | -93.4 | ||||||||
Capital expenditures | 6 | 8.2 | 10 | ||||||||
Total assets | 465.9 | 539 | 465.9 | 539 | 729.4 | ||||||
Goodwill | $0 | $0 | $0 | $0 | $0 |
Major_Customers_and_Suppliers_1
Major Customers and Suppliers (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Sales | Customer concentration | Petroleum | Customer A | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 13.00% | 12.00% | 10.00% |
Sales | Customer concentration | Nitrogen Fertilizer | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 27.00% | 28.00% | 20.00% |
Sales | Customer concentration | Nitrogen Fertilizer | Customer B | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 17.00% | 15.00% | 10.00% |
Sales | Customer concentration | Nitrogen Fertilizer | Customer C | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 10.00% | 13.00% | 10.00% |
Contracted volume | Supplier concentration | Petroleum | |||
Major Customers and Suppliers | |||
Number of major suppliers | 1 | 1 | 1 |
Contracted volume | Supplier concentration | Petroleum | Supplier A | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 67.00% | 69.00% | 45.00% |
Direct operating expenses (exclusive of depreciation and amortization) | Supplier concentration | Nitrogen Fertilizer | |||
Major Customers and Suppliers | |||
Number of major suppliers | 1 | 1 | 1 |
Direct operating expenses (exclusive of depreciation and amortization) | Supplier concentration | Nitrogen Fertilizer | Supplier B | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 4.00% | 4.00% | 5.00% |
Selected_Quarterly_Financial_I2
Selected Quarterly Financial Information (unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $1,841.80 | $2,279.90 | $2,540.30 | $2,447.40 | $2,436 | $1,977.10 | $2,220.30 | $2,352.40 | $9,109.50 | $8,985.80 | $8,567.30 |
Operating costs and expenses: | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 1,733.40 | 2,066.70 | 2,189 | 2,076.90 | 2,219.70 | 1,744.40 | 1,785.40 | 1,813.60 | 8,066 | 7,563.20 | 6,696.90 |
Direct operating expenses (exclusive of depreciation and amortization) | 134.7 | 136.8 | 120.1 | 123.4 | 110.6 | 128.4 | 108.3 | 108.5 | 515.1 | 455.8 | 522.1 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 23.5 | 31.8 | 28 | 26.3 | 28.6 | 27.7 | 28.9 | 28.4 | 109.7 | 113.5 | 183.4 |
Depreciation and amortization | 40.8 | 37.8 | 38.6 | 37.3 | 37.4 | 36.2 | 35 | 34.2 | 154.4 | 142.8 | 130 |
Total operating costs and expenses | 1,932.40 | 2,273.10 | 2,375.70 | 2,263.90 | 2,396.30 | 1,936.70 | 1,957.60 | 1,984.70 | 8,845.20 | 8,275.30 | 7,532.40 |
Operating income | -90.6 | 6.8 | 164.6 | 183.5 | 39.7 | 40.4 | 262.7 | 367.7 | 264.3 | 710.5 | 1,034.90 |
Other income (expense): | |||||||||||
Interest expense and other financing costs | -11.2 | -9.4 | -9.3 | -10.1 | -10.9 | -11.7 | -12.5 | -15.4 | -40 | -50.5 | -75.4 |
Interest income | 0.2 | 0.3 | 0.2 | 0.2 | 0.3 | 0.3 | 0.3 | 0.3 | 0.9 | 1.2 | 0.9 |
Gain (loss) on derivatives, net | 14.5 | 25.7 | 35.9 | 109.4 | -115.9 | 72.5 | 120.5 | -20 | 185.6 | 57.1 | -285.6 |
Loss on extinguishment of debt | 0 | 0 | 0 | -26.1 | 0 | -26.1 | -37.5 | ||||
Other income (expense), net | -3.6 | 2.1 | -2.2 | 0.1 | 7.1 | 6.2 | 0.2 | 0 | -3.7 | 13.5 | 0.9 |
Total other income (expense) | -0.1 | 18.7 | 24.6 | 99.6 | -119.4 | 67.3 | 108.5 | -61.2 | 142.8 | -4.8 | -396.7 |
Income before income taxes | -90.7 | 25.5 | 189.2 | 283.1 | -79.7 | 107.7 | 371.2 | 306.5 | 407.1 | 705.7 | 638.2 |
Income tax expense (benefit) | -21 | 4.2 | 45.2 | 69.4 | -39.1 | 29.5 | 99.5 | 93.8 | 97.7 | 183.7 | 225.6 |
Net income | -69.7 | 21.3 | 144 | 213.7 | -40.6 | 78.2 | 271.7 | 212.7 | 309.4 | 522 | 412.6 |
Less: Net income (loss) attributable to noncontrolling interest | -25.3 | 13.4 | 60.3 | 87 | -18.9 | 34.2 | 88.3 | 47.7 | 135.5 | 151.3 | 34 |
Net income attributable to CVR Energy Stockholders | ($44.40) | $7.90 | $83.70 | $126.70 | ($21.70) | $44 | $183.40 | $165 | $173.90 | $370.70 | $378.60 |
Net earnings (loss) per share | |||||||||||
Basic earnings (loss) per share (in dollars per share) | ($0.51) | $0.09 | $0.96 | $1.46 | ($0.25) | $0.51 | $2.11 | $1.90 | $2 | $4.27 | $4.36 |
Diluted earnings (loss) per share (in dollars per share) | ($0.51) | $0.09 | $0.96 | $1.46 | ($0.25) | $0.51 | $2.11 | $1.90 | $2 | $4.27 | $4.33 |
Dividends declared per share (in dollars per share) | $0.75 | $2.75 | $0.75 | $0.75 | $0.75 | $0.75 | $7.25 | $5.50 | $5 | $14.25 | $0 |
Weighted-average common shares outstanding | |||||||||||
Basic (in shares) | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 |
Diluted (in shares) | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 86.8 | 87.4 |
Selected_Quarterly_Financial_I3
Selected Quarterly Financial Information (unaudited) (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Unusual or Infrequent Item [Line Items] | ||||
Lower of FIFO cost or market inventory adjustment | $36.80 | |||
Coffeyville Refinery Incident, Fire Isomerization Unit | CVR Refining, LP | ||||
Unusual or Infrequent Item [Line Items] | ||||
Property damage gross repair and other costs | 6.3 | |||
Coffeyville refinery | Fluid Catalytic Cracking Unit Outage | ||||
Unusual or Infrequent Item [Line Items] | ||||
Number of days offline | 55 days | |||
Wynnewood refinery | Fluid Catalytic Cracking Unit Outage | ||||
Unusual or Infrequent Item [Line Items] | ||||
Number of days offline | 16 days | |||
Direct Operating Expenses | Coffeyville Refinery Incident, Fire Isomerization Unit | CVR Refining, LP | ||||
Unusual or Infrequent Item [Line Items] | ||||
Property damage gross repair and other costs | 6.3 | |||
Direct Operating Expenses | Coffeyville refinery | Fluid Catalytic Cracking Unit Outage | ||||
Unusual or Infrequent Item [Line Items] | ||||
Property damage gross repair and other costs | 21.1 | |||
Direct Operating Expenses | Wynnewood refinery | Fluid Catalytic Cracking Unit Outage | ||||
Unusual or Infrequent Item [Line Items] | ||||
Property damage gross repair and other costs | 8.5 | |||
Cost of Goods Sold, Excluding Depreciation, Depletion, and Amortization | ||||
Unusual or Infrequent Item [Line Items] | ||||
Lower of FIFO cost or market inventory adjustment | $36.80 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 18, 2015 |
Dividend | ||||||||||||
Dividends declared per share (in dollars per share) | $0.75 | $2.75 | $0.75 | $0.75 | $0.75 | $0.75 | $7.25 | $5.50 | $5 | $14.25 | $0 | |
Aggregate dividends declared | $434.20 | $1,237.30 | ||||||||||
Subsequent event | ||||||||||||
Dividend | ||||||||||||
Dividends declared per share (in dollars per share) | $0.50 | |||||||||||
Aggregate dividends declared | 43.4 | |||||||||||
Subsequent event | CVR Partners, LP | ||||||||||||
Distribution | ||||||||||||
Cash distribution (in dollars per unit) | $0.41 | |||||||||||
Aggregate cash distributions paid | 30 | |||||||||||
Expected proceeds from declared distributions | 16 | |||||||||||
Subsequent event | CVR Refining, LP | ||||||||||||
Distribution | ||||||||||||
Cash distribution (in dollars per unit) | $0.37 | |||||||||||
Aggregate cash distributions paid | 54.6 | |||||||||||
Expected proceeds from declared distributions | 36 | |||||||||||
IEP | ||||||||||||
Dividend | ||||||||||||
Ownership percentage held by controlling stockholder | 82.00% | |||||||||||
IEP | Subsequent event | ||||||||||||
Dividend | ||||||||||||
Aggregate dividends declared | $35.60 | |||||||||||
Ownership percentage held by controlling stockholder | 82.00% |