Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2024 | Oct. 25, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-35120 | |
Entity Registrant Name | CVR PARTNERS, LP | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 56-2677689 | |
Entity Address, Address Line One | 2277 Plaza Drive, Suite 500 | |
Entity Address, City or Town | Sugar Land | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77479 | |
City Area Code | 281 | |
Local Phone Number | 207-3200 | |
Title of 12(b) Security | Common units representing limited partner interests | |
Trading Symbol | UAN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,569,637 | |
Entity Central Index Key | 0001425292 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 110,539 | $ 45,279 |
Accounts receivable, net | 36,007 | 41,893 |
Inventories | 75,302 | 69,165 |
Prepaid expenses | 3,956 | 8,078 |
Other current assets | 821 | 1,454 |
Total current assets | 226,625 | 165,869 |
Property, plant, and equipment, net | 714,987 | 761,023 |
Other long-term assets | 45,014 | 48,440 |
Total assets | 986,626 | 975,332 |
Current liabilities: | ||
Deferred revenue | 39,340 | 15,796 |
Other current liabilities | 31,785 | 20,872 |
Total current liabilities | 105,184 | 75,473 |
Long-term liabilities: | ||
Long-term debt, net | 547,710 | 547,308 |
Long-term deferred revenue | 28,552 | 33,311 |
Other long-term liabilities | 17,828 | 16,360 |
Total long-term liabilities | 594,090 | 596,979 |
Commitments and contingencies (See Note 11) | ||
Partners’ capital: | ||
Common unitholders, 10,569,637 and 10,569,637 units issued and outstanding as of September 30, 2024 and December 31, 2023, respectively | 287,351 | 302,879 |
General partner interest | 1 | 1 |
Total partners’ capital | 287,352 | 302,880 |
Total liabilities and partners’ capital | 986,626 | 975,332 |
Nonrelated Party | ||
Current liabilities: | ||
Accounts payable | 29,379 | 33,486 |
Related Party | ||
Current liabilities: | ||
Accounts payable | $ 4,680 | $ 5,319 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares | Sep. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Common units issued (in units) | 10,569,637 | 10,569,637 |
Common units outstanding (in units) | 10,569,637 | 10,569,637 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2024 | Sep. 30, 2023 | Sep. 30, 2024 | Sep. 30, 2023 | |
Income Statement [Abstract] | ||||
Net sales | $ 125,203 | $ 130,592 | $ 385,769 | $ 539,858 |
Operating costs and expenses: | ||||
Cost of materials and other | 26,263 | 31,004 | 77,704 | 100,993 |
Direct operating expenses (exclusive of depreciation and amortization) | 55,761 | 58,459 | 158,300 | 171,761 |
Depreciation and amortization | 24,732 | 24,119 | 64,063 | 59,084 |
Cost of sales | 106,756 | 113,582 | 300,067 | 331,838 |
Selling, general and administrative expenses | 7,447 | 7,805 | 21,065 | 22,479 |
Loss on asset disposal | 4 | 1,067 | 17 | 1,324 |
Operating income | 10,996 | 8,138 | 64,620 | 184,217 |
Other (expense) income: | ||||
Interest expense, net | (7,241) | (7,501) | (22,416) | (21,594) |
Other income (expense), net | 52 | 125 | 376 | (88) |
Income before income tax expense | 3,807 | 762 | 42,580 | 162,535 |
Income tax expense (benefit) | 0 | 31 | (25) | 77 |
Net income | $ 3,807 | $ 731 | $ 42,605 | $ 162,458 |
Basic earnings per common unit (in dollars per unit) | $ 0.36 | $ 0.07 | $ 4.03 | $ 15.37 |
Diluted earnings per common unit (in dollars per unit) | $ 0.36 | $ 0.07 | $ 4.03 | $ 15.37 |
Weighted-average common units outstanding: | ||||
Basic (in units) | 10,570 | 10,570 | 10,570 | 10,570 |
Diluted (in units) | 10,570 | 10,570 | 10,570 | 10,570 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL - USD ($) $ in Thousands | Total | General Partner Interest | Common Units |
Beginning balance (in units) at Dec. 31, 2022 | 10,569,637 | ||
Beginning balance at Dec. 31, 2022 | $ 411,811 | $ 1 | $ 411,810 |
Increase (Decrease) in Partners' Capital | |||
Net income | 101,870 | 101,870 | |
Cash distributions to common unitholders - Affiliates | (40,866) | (40,866) | |
Cash distributions to common unitholders - Non-affiliates | (70,115) | $ (70,115) | |
Ending balance (in units) at Mar. 31, 2023 | 10,569,637 | ||
Ending balance at Mar. 31, 2023 | 402,700 | 1 | $ 402,699 |
Beginning balance (in units) at Dec. 31, 2022 | 10,569,637 | ||
Beginning balance at Dec. 31, 2022 | 411,811 | 1 | $ 411,810 |
Increase (Decrease) in Partners' Capital | |||
Net income | 162,458 | ||
Ending balance (in units) at Sep. 30, 2023 | 10,569,637 | ||
Ending balance at Sep. 30, 2023 | 309,288 | 1 | $ 309,287 |
Beginning balance (in units) at Mar. 31, 2023 | 10,569,637 | ||
Beginning balance at Mar. 31, 2023 | 402,700 | 1 | $ 402,699 |
Increase (Decrease) in Partners' Capital | |||
Net income | 59,857 | 59,857 | |
Cash distributions to common unitholders - Affiliates | (40,594) | (40,594) | |
Cash distributions to common unitholders - Non-affiliates | (69,647) | $ (69,647) | |
Ending balance (in units) at Jun. 30, 2023 | 10,569,637 | ||
Ending balance at Jun. 30, 2023 | 352,316 | 1 | $ 352,315 |
Increase (Decrease) in Partners' Capital | |||
Net income | 731 | 731 | |
Cash distributions to common unitholders - Affiliates | (16,113) | (16,113) | |
Cash distributions to common unitholders - Non-affiliates | (27,646) | $ (27,646) | |
Ending balance (in units) at Sep. 30, 2023 | 10,569,637 | ||
Ending balance at Sep. 30, 2023 | 309,288 | 1 | $ 309,287 |
Beginning balance (in units) at Dec. 31, 2023 | 10,569,637 | ||
Beginning balance at Dec. 31, 2023 | 302,880 | 1 | $ 302,879 |
Increase (Decrease) in Partners' Capital | |||
Net income | 12,579 | 12,579 | |
Cash distributions to common unitholders - Affiliates | (6,539) | (6,539) | |
Cash distributions to common unitholders - Non-affiliates | (11,218) | $ (11,218) | |
Ending balance (in units) at Mar. 31, 2024 | 10,569,637 | ||
Ending balance at Mar. 31, 2024 | 297,702 | 1 | $ 297,701 |
Beginning balance (in units) at Dec. 31, 2023 | 10,569,637 | ||
Beginning balance at Dec. 31, 2023 | 302,880 | 1 | $ 302,879 |
Increase (Decrease) in Partners' Capital | |||
Net income | 42,605 | ||
Ending balance (in units) at Sep. 30, 2024 | 10,569,637 | ||
Ending balance at Sep. 30, 2024 | 287,352 | 1 | $ 287,351 |
Beginning balance (in units) at Mar. 31, 2024 | 10,569,637 | ||
Beginning balance at Mar. 31, 2024 | 297,702 | 1 | $ 297,701 |
Increase (Decrease) in Partners' Capital | |||
Net income | 26,219 | 26,219 | |
Cash distributions to common unitholders - Affiliates | (7,472) | (7,472) | |
Cash distributions to common unitholders - Non-affiliates | (12,821) | $ (12,821) | |
Ending balance (in units) at Jun. 30, 2024 | 10,569,637 | ||
Ending balance at Jun. 30, 2024 | 303,628 | 1 | $ 303,627 |
Increase (Decrease) in Partners' Capital | |||
Net income | 3,807 | 3,807 | |
Cash distributions to common unitholders - Affiliates | (7,395) | (7,395) | |
Cash distributions to common unitholders - Non-affiliates | (12,688) | $ (12,688) | |
Ending balance (in units) at Sep. 30, 2024 | 10,569,637 | ||
Ending balance at Sep. 30, 2024 | $ 287,352 | $ 1 | $ 287,351 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Sep. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2024 | Sep. 30, 2023 | Dec. 31, 2023 | |
Cash flows from operating activities: | ||||||||
Net income | $ 3,807 | $ 12,579 | $ 731 | $ 101,870 | $ 42,605 | $ 162,458 | ||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 24,732 | 24,119 | 64,063 | 59,084 | ||||
Share-based compensation | 3,416 | 7,966 | ||||||
Other adjustments | 506 | 2,008 | ||||||
Change in assets and liabilities: | ||||||||
Current assets and liabilities | 27,060 | 29,158 | ||||||
Non-current assets and liabilities | 100 | 715 | ||||||
Net cash provided by operating activities | 137,750 | 261,389 | ||||||
Cash flows from investing activities: | ||||||||
Capital expenditures | (18,728) | (13,744) | ||||||
Return of equity method investment | 4,371 | 20,672 | ||||||
Net cash (used in) provided by investing activities | (14,357) | 6,928 | ||||||
Cash flows from financing activities: | ||||||||
Cash distributions to common unitholders | (20,082) | (17,757) | $ (16,383) | (43,759) | (110,981) | (58,132) | $ (281,364) | |
Payment of deferred financing costs | 0 | (501) | ||||||
Net cash used in financing activities | (58,133) | (265,481) | ||||||
Net increase in cash and cash equivalents | 65,260 | 2,836 | ||||||
Cash and cash equivalents, beginning of period | $ 45,279 | 89,175 | $ 86,339 | 45,279 | 86,339 | 86,339 | ||
Cash and cash equivalents, end of period | $ 110,539 | $ 45,279 | $ 89,175 | 110,539 | 89,175 | $ 45,279 | ||
Related Party | ||||||||
Cash flows from financing activities: | ||||||||
Cash distributions to common unitholders | (21,406) | (97,572) | ||||||
Nonrelated Party | ||||||||
Cash flows from financing activities: | ||||||||
Cash distributions to common unitholders | $ (36,727) | $ (167,408) |
Organization and Nature of Busi
Organization and Nature of Business | 9 Months Ended |
Sep. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Business | (1) Organization and Nature of Business CVR Partners, LP (“CVR Partners” or the “Partnership”) is a Delaware limited partnership formed by CVR Energy, Inc. (together with its subsidiaries, but excluding the Partnership and its subsidiaries, “CVR Energy”) to own, operate and grow its nitrogen fertilizer business. The Partnership produces nitrogen fertilizer products at two manufacturing facilities, one located in Coffeyville, Kansas operated by our wholly owned subsidiary, Coffeyville Resources Nitrogen Fertilizers, LLC (“CRNF”) (the “Coffeyville Facility”) and one located in East Dubuque, Illinois operated by our wholly owned subsidiary, East Dubuque Nitrogen Fertilizers, LLC (“EDNF”) (the “East Dubuque Facility”). Both facilities manufacture ammonia and are able to further upgrade such ammonia to other nitrogen fertilizer products, principally urea ammonium nitrate (“UAN”). Nitrogen fertilizer is used by farmers to improve the yield and quality of their crops, primarily corn and wheat. The Partnership’s products are sold on a wholesale basis in the United States of America. As used in these financial statements, references to CVR Partners, the Partnership, “we”, “us”, and “our” may refer to consolidated subsidiaries of CVR Partners or one or both of the facilities, as the context may require. Interest Holders As of September 30, 2024, public common unitholders held approximately 63% of the Partnership’s outstanding limited partner interests; CVR Services, LLC (“CVR Services”), a wholly owned subsidiary of CVR Energy, held the remaining approximately 37% of the Partnership’s outstanding limited partner interests; and CVR GP, LLC (the “General Partner”), a wholly owned subsidiary of CVR Energy, held 100% of the Partnership’s general partner interest. As of September 30, 2024, Icahn Enterprises L.P. and its affiliates owned approximately 66% of the common stock of CVR Energy. Management and Operations The Partnership, including the General Partner, is managed by a combination of the Board, the General Partner’s executive officers, CVR Services (as sole member of the General Partner), and certain officers of CVR Energy and its subsidiaries, pursuant to the Partnership Agreement, as well as a number of agreements among the Partnership, the General Partner, CVR Energy, and certain of their respective subsidiaries, including certain services agreements. See Part II, Item 8 of CVR Partners’ Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”) for further discussion. Common unitholders have limited voting rights on matters affecting the Partnership and have no right to elect the General Partner’s directors or officers, whether on an annual or continuing basis or otherwise. Subsequent Events The Partnership evaluated subsequent events, if any, that would require an adjustment to the Partnership’s condensed consolidated financial statements or require disclosure in the notes to the condensed consolidated financial statements through the date of issuance of these condensed consolidated financial statements. Where applicable, the notes to these condensed consolidated financial statements have been updated to discuss all significant subsequent events which have occurred. |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | (2) Basis of Presentation The accompanying condensed consolidated financial statements, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), include the accounts of CVR Partners and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated. Certain notes and other information have been condensed or omitted from these condensed consolidated financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the December 31, 2023 audited consolidated financial statements and notes thereto included in the 2023 Form 10-K. In the opinion of the Partnership’s management, the accompanying condensed consolidated financial statements reflect all adjustments that are necessary for fair presentation of the financial position and results of operations of the Partnership for the periods presented. Such adjustments are of a normal recurring nature, unless otherwise disclosed. The condensed consolidated financial statements are prepared in conformity with GAAP, which requires management to make certain estimates and assumptions that affect the reported amounts and disclosure of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Results of operations and cash flows for the interim periods presented are not necessarily indicative of the results that will be realized for the year ending December 31, 2024 or any other interim or annual period. Recent Accounting Pronouncements - Accounting Standards Issued But Not Yet Implemented In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures, which requires enhanced income tax disclosures that reflect how operations and related tax risks, as well as how tax planning and operational opportunities, affect the tax rate and prospects for future cash flows. This standard is effective for the Partnership’s annual reporting beginning January 1, 2025 with early adoption permitted. While the Partnership does not expect adoption will have a material impact on its consolidated financial statements, it currently expects additional disclosures will be included for its annual and interim reporting periods beginning December 31, 2025. The Partnership does not intend to early adopt this ASU. In November 2023, FASB issued ASU 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures , which includes requirements for more robust disclosures about significant segment expenses and information used in assessing segment performance on an annual and interim basis. The guidance also requires that a public entity that has a single reportable segment provide all the disclosures required by the guidance and all existing segment disclosures under the FASB Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting . This standard is effective for the Partnership’s annual period beginning January 1, 2024 and interim periods beginning January 1, 2025 and should be applied retrospectively to all comparative periods. While the Partnership continues to evaluate the effects of adopting this new accounting guidance, it currently expects additional disclosures will be included for its annual and interim reporting periods beginning December 31, 2024. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2024 | |
Inventory Disclosure [Abstract] | |
Inventories | (3) Inventories Inventories consisted of the following: (in thousands) September 30, 2024 December 31, 2023 Finished goods $ 20,111 $ 15,015 Raw materials 2,105 2,472 Parts, supplies and other 53,086 51,678 Total inventories $ 75,302 $ 69,165 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 9 Months Ended |
Sep. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | (4) Property, Plant, and Equipment Property, plant, and equipment consisted of the following: (in thousands) September 30, 2024 December 31, 2023 Machinery and equipment $ 1,457,492 $ 1,446,728 Buildings and improvements 18,193 18,193 Automotive equipment 16,119 16,208 Land and improvements 14,959 14,959 Construction in progress 23,740 19,075 Other 2,916 2,758 1,533,419 1,517,921 Less: Accumulated depreciation and amortization (818,432) (756,898) Total property, plant, and equipment, net $ 714,987 $ 761,023 For the three and nine months ended September 30, 2024, depreciation and amortization expense related to property, plant, and equipment was $24.5 million and $63.3 million, respectively, which includes $4.9 million and $10.6 million, respectively, of additional depreciation expense, which resulted from the Partnership updating the estimated useful lives of certain assets due to planned asset retirements, including granular urea production assets, compared to $23.9 million and $58.5 million for the three and nine months ended September 30, 2023, respectively. For the three and nine months ended September 30, 2024, capitalized interest was $0.2 million and $0.7 million, respectively, compared to $0.2 million and $0.4 million for the three and nine months ended September 30, 2023, respectively. |
Equity Method Investment
Equity Method Investment | 9 Months Ended |
Sep. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investment | (5) Equity Method Investment As part of a series of agreements entered into with unaffiliated parties in January 2023 with the objective to monetize certain tax credits under Section 45Q of the Internal Revenue Code of 1986 (“45Q Transaction”), the Partnership received a 50% interest in CVR-CapturePoint Parent, LLC (“CVRP JV”) in connection with a modification to a carbon oxide contract (“CO Contract”) with a customer. The Partnership applied the variable interest entity (“VIE”) model under FASB ASC Topic 810, Consolidation, to its variable interest in CVRP JV and determined that CVRP JV is a VIE. While the Partnership concluded it is not the primary beneficiary of CVRP JV, it does have significant influence over CVRP JV’s operating and financial policies and, therefore, applied the equity method of accounting for its investment in CVRP JV. The Partnership valued the equity interest received using a combination of the market approach and the discounted cash flow methodology with key inputs including the discount rate, contractual and expected future cash flows, and market multiples. The fair value of the consideration received, which was a non-recurring Level 3 measurement as defined by FASB ASC Topic 820, Fair Value Measurements , was estimated to be $46.0 million in January 2023 based on the use of the Partnership’s own assumptions described above. The Partnership deferred the recognition of the noncash consideration received at inception and has been recognizing the associated revenue proportionally as the performance obligations associated with the CO Contract are satisfied. Refer to Note 9 (“Revenue”) for further discussion. The Partnership has elected to record its share of the earnings or loss of CVRP JV one quarter in arrears. Distributions received from CVRP JV will reduce the Partnership’s equity method investment and will be recorded in the period they are received. The investment in CVRP JV is presented within Other long-term assets on our Condensed Consolidated Balance Sheets: (in thousands) CVRP JV Balance at December 31, 2023 $ 24,518 Cash contributions 3 Cash distributions (1) (2,781) Equity loss (1) Balance at March 31, 2024 21,739 Cash contributions 4 Cash distributions (757) Equity loss (3) Balance at June 30, 2024 20,983 Cash distributions (840) Equity loss (4) Balance at September 30, 2024 $ 20,139 (1) Includes a $2.2 million distribution to the Partnership for CVRP JV exceeding certain carbon oxide capture and sequestration milestones during 2023. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2024 | |
Leases [Abstract] | |
Leases | (6) Leases Balance Sheet Summary as of September 30, 2024 and December 31, 2023 The following table summarizes the right-of-use (“ROU”) asset and lease liability balances for the Partnership’s operating leases at September 30, 2024 and December 31, 2023: (in thousands) September 30, 2024 December 31, 2023 ROU asset, net Railcars $ 13,675 $ 12,032 Real estate and other 1,871 2,007 Lease liability Railcars 13,597 12,032 Real estate and other 264 268 Lease Expense Summary for the Three and Nine Months Ended September 30, 2024 and 2023 We recognize operating lease expense on a straight-line basis over the lease term within Direct operating expenses (exclusive of depreciation and amortization) and Cost of materials and other. For the three and nine months ended September 30, 2024 and 2023, we recognized lease expense comprised of the following components: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Operating lease expense $ 1,450 $ 1,100 $ 4,026 $ 3,466 Short-term lease expense 684 1,031 2,186 2,300 Lease Commitments Not Yet Commenced CRNF is party to an On-Site Product Supply Agreement with Messer LLC. Based on terms outlined in this agreement, the Partnership expects this contract to be recorded as a finance lease with approximately $21 million being capitalized upon lease commencement when the asset is placed in service, which is currently expected to occur in the fourth quarter of 2024. Refer to Part II, Item 8, Note 6 (“Leases”) of our 2023 Form 10-K for further information. |
Leases | (6) Leases Balance Sheet Summary as of September 30, 2024 and December 31, 2023 The following table summarizes the right-of-use (“ROU”) asset and lease liability balances for the Partnership’s operating leases at September 30, 2024 and December 31, 2023: (in thousands) September 30, 2024 December 31, 2023 ROU asset, net Railcars $ 13,675 $ 12,032 Real estate and other 1,871 2,007 Lease liability Railcars 13,597 12,032 Real estate and other 264 268 Lease Expense Summary for the Three and Nine Months Ended September 30, 2024 and 2023 We recognize operating lease expense on a straight-line basis over the lease term within Direct operating expenses (exclusive of depreciation and amortization) and Cost of materials and other. For the three and nine months ended September 30, 2024 and 2023, we recognized lease expense comprised of the following components: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Operating lease expense $ 1,450 $ 1,100 $ 4,026 $ 3,466 Short-term lease expense 684 1,031 2,186 2,300 Lease Commitments Not Yet Commenced CRNF is party to an On-Site Product Supply Agreement with Messer LLC. Based on terms outlined in this agreement, the Partnership expects this contract to be recorded as a finance lease with approximately $21 million being capitalized upon lease commencement when the asset is placed in service, which is currently expected to occur in the fourth quarter of 2024. Refer to Part II, Item 8, Note 6 (“Leases”) of our 2023 Form 10-K for further information. |
Other Current Liabilities
Other Current Liabilities | 9 Months Ended |
Sep. 30, 2024 | |
Payables and Accruals [Abstract] | |
Other Current Liabilities | (7) Other Current Liabilities Other current liabilities consisted of the following: (in thousands) September 30, 2024 December 31, 2023 Accrued interest $ 9,826 $ 1,404 Personnel accruals 9,234 8,404 Operating lease liabilities 3,830 3,176 Share-based compensation 2,466 1,195 Accrued taxes other than income taxes 2,113 1,825 Sales incentives 553 1,585 Other accrued expenses and liabilities 3,763 3,283 Total other current liabilities $ 31,785 $ 20,872 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | (8) Long-Term Debt Long-term debt consists of the following: (in thousands) September 30, 2024 December 31, 2023 6.125% Senior Secured Notes, due June 2028 (1) $ 550,000 $ 550,000 Unamortized debt issuance costs (2,290) (2,692) Total long-term debt $ 547,710 $ 547,308 (1) The 6.125% Senior Secured Notes, due June 2028 had an estimated fair value of $537.9 million and $513.1 million as of September 30, 2024 and December 31, 2023, respectively. The fair value estimate is a Level 2 measurement, as defined by FASB ASC Topic 820, Fair Value Measurements , as it was determined by quotations obtained from a broker-dealer who makes a market in these and similar securities. Credit Agreements (in thousands) Total Available Borrowing Capacity Amount Borrowed as of September 30, 2024 Outstanding Letters of Credit Available Capacity as of September 30, 2024 Maturity Date ABL Credit Facility $ 39,317 $ — $ — $ 39,317 September 26, 2028 Covenant Compliance The Partnership and its subsidiaries were in compliance with all covenants under their respective debt instruments as of September 30, 2024. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | (9) Revenue The following table presents the Partnership’s revenue, disaggregated by major products: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Ammonia $ 24,614 $ 22,471 $ 83,875 $ 116,002 UAN 76,735 86,310 241,080 354,425 Urea products 8,137 7,723 21,635 23,094 Net sales, exclusive of freight and other 109,486 116,504 346,590 493,521 Freight revenue (1) 11,321 9,909 26,914 31,755 Other revenue (2) 4,396 4,179 12,265 14,582 Total revenue $ 125,203 $ 130,592 $ 385,769 $ 539,858 (1) Freight revenue recognized by the Partnership represents the pass-through finished goods delivery costs incurred prior to customer acceptance and are reimbursed by customers. An offsetting expense for freight is included in Cost of materials and other. (2) Includes revenue from (i) nitric acid sales and (ii) carbon oxide sales, including sales made in connection with the 45Q Transaction and the noncash consideration received, which is recognized as the performance obligation associated with the CO Contract is satisfied over its term through April 2030. Revenue, if any, from the CO Contract is recognized over time based on carbon oxide volumes measured at delivery. Remaining Performance Obligations We have spot and term contracts with customers and the transaction prices are either fixed or based on market indices (variable consideration). We do not disclose remaining performance obligations for contracts that have terms of one year or less and for contracts where the variable consideration was entirely allocated to an unsatisfied performance obligation. As of September 30, 2024, the Partnership had approximately $8.6 million of remaining performance obligations for contracts with an original expected duration of more than one year. The Partnership expects to recognize $0.9 million of these performance obligations as revenue by the end of 2024, $4.1 million in 2025, an additional $3.2 million in 2026, and the remaining balance in 2027. Contract Balances During the nine months ended September 30, 2024 and 2023, the Partnership recognized revenue of $14.1 million and $46.4 million, respectively, that was included in the deferred revenue balances as of December 31, 2023 and December 31, 2022, respectively. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | (10) Share-Based Compensation A summary of compensation expense for the three and nine months ended September 30, 2024 and 2023 is presented below: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Phantom Unit Awards $ 447 $ 2,250 $ 2,105 $ 4,715 Other Awards (1) 267 1,580 1,311 3,251 Total share-based compensation expense $ 714 $ 3,830 $ 3,416 $ 7,966 (1) |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (11) Commitments and Contingencies There have been no material changes in the Partnership’s commitments and contingencies to those disclosed in the 2023 Form 10-K and in the Forms 10-Q for the periods ended March 31, 2024 and June 30, 2024. In the ordinary course of business, the Partnership may become party to lawsuits, administrative proceedings, and governmental investigations, including environmental, regulatory, and other matters. The outcome of these matters cannot always be predicted accurately, but the Partnership accrues liabilities for these matters if the Partnership has determined that it is probable a loss has been incurred and the loss can be reasonably estimated. While it is not possible to predict the outcome of such proceedings, if one or more of them were decided against us, the Partnership believes there would be no material impact to its consolidated financial statements. 45Q Transaction Under the agreements entered into in connection with the 45Q Transaction, the Partnership’s subsidiary, CRNF, is obligated to meet certain minimum quantities of carbon oxide supply each year during the term of the agreement and is subject to fees of up to $15.0 million per year (reduced pro rata for partial years) to the unaffiliated third-party investors, subject to an overall $45.0 million cap, if these minimum quantities are not delivered. The Partnership issued a guarantee to the unaffiliated third-party investors and certain of their affiliates involved in the 45Q Transaction of the payment and performance obligations of CRNF and CVRP JV, which include the aforementioned fees. This guarantee has no impacts on the accounting records of the Partnership unless the parties fail to comply with the terms of the 45Q Transaction contracts. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | (12) Supplemental Cash Flow Information Cash flows related to interest, leases, and capital expenditures included in accounts payable are as follows: Nine Months Ended (in thousands) 2024 2023 Supplemental disclosures: Cash paid for interest $ 17,181 $ 17,123 Cash paid for income taxes, net of refunds 84 281 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 3,523 2,804 Noncash investing and financing activities: Change in capital expenditures included in accounts payable 477 4,353 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2024 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (13) Related Party Transactions Activity associated with the Partnership’s related party arrangements for the three and nine months ended September 30, 2024 and 2023 is summarized below: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Sales to related parties: (1) CVR Energy subsidiary $ 566 $ — $ 687 $ 4 CVRP JV 768 561 2,026 2,909 Expenses from related parties: (2) CVR Energy subsidiary 3,573 3,812 10,969 16,798 CVR Services 6,773 6,687 19,925 21,672 September 30, 2024 December 31, 2023 Accounts payable to affiliates (3) $ 4,680 $ 5,319 (1) Sales to related parties, included in Net sales in our condensed consolidated financial statements, consist of (a) sales of feedstocks and services under the Master Service Agreement with CRNF (the “Coffeyville MSA”) and (b) CO sales to CVRP JV and its subsidiaries. (2) Expenses from related parties, included in Cost of materials and other, Direct operating expenses (exclusive of depreciation and amortization), and Selling, general and administrative expenses in our condensed consolidated financial statements, consist primarily of pet coke and hydrogen purchased under the Coffeyville MSA and management and other professional services from CVR Services under the Corporate MSA. (3) Consists primarily of amounts payable to CVR Energy subsidiaries under the Coffeyville MSA and Corporate MSA. Distributions to CVR Partners’ Unitholders Distributions, if any, including the payment, amount, and timing thereof, and the Board’s distribution policy, including the definition of Available Cash for Distribution, are subject to change at the discretion of the Board. The following tables present quarterly distributions paid by the Partnership to CVR Partners’ unitholders, including amounts paid to CVR Energy, during 2024 and 2023 (amounts presented in table below may not add to totals presented due to rounding): Quarterly Distributions Paid (in thousands) Related Period Date Paid Quarterly Distributions Public Unitholders CVR Energy Total 2023 - 4th Quarter March 11, 2024 $ 1.68 $ 11,218 $ 6,539 $ 17,757 2024 - 1st Quarter May 20, 2024 1.92 12,821 7,472 20,293 2024 - 2nd Quarter August 19, 2024 1.90 12,688 7,395 20,082 Total 2024 quarterly distributions $ 5.50 $ 36,727 $ 21,406 $ 58,132 Quarterly Distributions Paid (in thousands) Related Period Date Paid Quarterly Distributions Public Unitholders CVR Energy Total 2022 - 4th Quarter March 13, 2023 $ 10.50 $ 70,115 $ 40,866 $ 110,981 2023 - 1st Quarter May 22, 2023 10.43 69,647 40,594 110,241 2023 - 2nd Quarter August 21, 2023 4.14 27,646 16,113 43,759 2023 - 3rd Quarter November 20, 2023 1.55 10,350 6,033 16,383 Total 2023 quarterly distributions $ 26.62 $ 177,759 $ 103,605 $ 281,364 For the third quarter of 2024, the Partnership, upon approval by the Board on October 28, 2024, declared a distribution of $1.19 per common unit, or $12.6 million, which is payable November 18, 2024 to unitholders of record as of November 8, 2024. Of this amount, CVR Energy will receive approximately $4.6 million, with the remaining amount payable to public unitholders. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2024 | Sep. 30, 2023 | |
Pay vs Performance Disclosure | ||||||||
Net income | $ 3,807 | $ 26,219 | $ 12,579 | $ 731 | $ 59,857 | $ 101,870 | $ 42,605 | $ 162,458 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Subsequent Events | Subsequent Events The Partnership evaluated subsequent events, if any, that would require an adjustment to the Partnership’s condensed consolidated financial statements or require disclosure in the notes to the condensed consolidated financial statements through the date of issuance of these condensed consolidated financial statements. Where applicable, the notes to these condensed consolidated financial statements have been updated to discuss all significant subsequent events which have occurred. |
Basis of Presentation | The accompanying condensed consolidated financial statements, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), include the accounts of CVR Partners and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated. Certain notes and other information have been condensed or omitted from these condensed consolidated financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the December 31, 2023 audited consolidated financial statements and notes thereto included in the 2023 Form 10-K. In the opinion of the Partnership’s management, the accompanying condensed consolidated financial statements reflect all adjustments that are necessary for fair presentation of the financial position and results of operations of the Partnership for the periods presented. Such adjustments are of a normal recurring nature, unless otherwise disclosed. The condensed consolidated financial statements are prepared in conformity with GAAP, which requires management to make certain estimates and assumptions that affect the reported amounts and disclosure of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Results of operations and cash flows for the interim periods presented are not necessarily indicative of the results that will be realized for the year ending December 31, 2024 or any other interim or annual period. |
Recent Accounting Pronouncements - Accounting Standards Issued But Not Yet Implemented | Recent Accounting Pronouncements - Accounting Standards Issued But Not Yet Implemented In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures, which requires enhanced income tax disclosures that reflect how operations and related tax risks, as well as how tax planning and operational opportunities, affect the tax rate and prospects for future cash flows. This standard is effective for the Partnership’s annual reporting beginning January 1, 2025 with early adoption permitted. While the Partnership does not expect adoption will have a material impact on its consolidated financial statements, it currently expects additional disclosures will be included for its annual and interim reporting periods beginning December 31, 2025. The Partnership does not intend to early adopt this ASU. In November 2023, FASB issued ASU 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures , which includes requirements for more robust disclosures about significant segment expenses and information used in assessing segment performance on an annual and interim basis. The guidance also requires that a public entity that has a single reportable segment provide all the disclosures required by the guidance and all existing segment disclosures under the FASB Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting . This standard is effective for the Partnership’s annual period beginning January 1, 2024 and interim periods beginning January 1, 2025 and should be applied retrospectively to all comparative periods. While the Partnership continues to evaluate the effects of adopting this new accounting guidance, it currently expects additional disclosures will be included for its annual and interim reporting periods beginning December 31, 2024. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following: (in thousands) September 30, 2024 December 31, 2023 Finished goods $ 20,111 $ 15,015 Raw materials 2,105 2,472 Parts, supplies and other 53,086 51,678 Total inventories $ 75,302 $ 69,165 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | Property, plant, and equipment consisted of the following: (in thousands) September 30, 2024 December 31, 2023 Machinery and equipment $ 1,457,492 $ 1,446,728 Buildings and improvements 18,193 18,193 Automotive equipment 16,119 16,208 Land and improvements 14,959 14,959 Construction in progress 23,740 19,075 Other 2,916 2,758 1,533,419 1,517,921 Less: Accumulated depreciation and amortization (818,432) (756,898) Total property, plant, and equipment, net $ 714,987 $ 761,023 |
Equity Method Investment (Table
Equity Method Investment (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | The investment in CVRP JV is presented within Other long-term assets on our Condensed Consolidated Balance Sheets: (in thousands) CVRP JV Balance at December 31, 2023 $ 24,518 Cash contributions 3 Cash distributions (1) (2,781) Equity loss (1) Balance at March 31, 2024 21,739 Cash contributions 4 Cash distributions (757) Equity loss (3) Balance at June 30, 2024 20,983 Cash distributions (840) Equity loss (4) Balance at September 30, 2024 $ 20,139 (1) Includes a $2.2 million distribution to the Partnership for CVRP JV exceeding certain carbon oxide capture and sequestration milestones during 2023. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Leases [Abstract] | |
Schedule of Right of Use Asset and Lease Liability Balances for Operating and Finance Leases | The following table summarizes the right-of-use (“ROU”) asset and lease liability balances for the Partnership’s operating leases at September 30, 2024 and December 31, 2023: (in thousands) September 30, 2024 December 31, 2023 ROU asset, net Railcars $ 13,675 $ 12,032 Real estate and other 1,871 2,007 Lease liability Railcars 13,597 12,032 Real estate and other 264 268 |
Schedule of Lease Expense, Terms, and Discount Rates | For the three and nine months ended September 30, 2024 and 2023, we recognized lease expense comprised of the following components: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Operating lease expense $ 1,450 $ 1,100 $ 4,026 $ 3,466 Short-term lease expense 684 1,031 2,186 2,300 |
Other Current Liabilities (Tabl
Other Current Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Other Current Liabilities | Other current liabilities consisted of the following: (in thousands) September 30, 2024 December 31, 2023 Accrued interest $ 9,826 $ 1,404 Personnel accruals 9,234 8,404 Operating lease liabilities 3,830 3,176 Share-based compensation 2,466 1,195 Accrued taxes other than income taxes 2,113 1,825 Sales incentives 553 1,585 Other accrued expenses and liabilities 3,763 3,283 Total other current liabilities $ 31,785 $ 20,872 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consists of the following: (in thousands) September 30, 2024 December 31, 2023 6.125% Senior Secured Notes, due June 2028 (1) $ 550,000 $ 550,000 Unamortized debt issuance costs (2,290) (2,692) Total long-term debt $ 547,710 $ 547,308 (1) The 6.125% Senior Secured Notes, due June 2028 had an estimated fair value of $537.9 million and $513.1 million as of September 30, 2024 and December 31, 2023, respectively. The fair value estimate is a Level 2 measurement, as defined by FASB ASC Topic 820, Fair Value Measurements , as it was determined by quotations obtained from a broker-dealer who makes a market in these and similar securities. Credit Agreements (in thousands) Total Available Borrowing Capacity Amount Borrowed as of September 30, 2024 Outstanding Letters of Credit Available Capacity as of September 30, 2024 Maturity Date ABL Credit Facility $ 39,317 $ — $ — $ 39,317 September 26, 2028 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents the Partnership’s revenue, disaggregated by major products: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Ammonia $ 24,614 $ 22,471 $ 83,875 $ 116,002 UAN 76,735 86,310 241,080 354,425 Urea products 8,137 7,723 21,635 23,094 Net sales, exclusive of freight and other 109,486 116,504 346,590 493,521 Freight revenue (1) 11,321 9,909 26,914 31,755 Other revenue (2) 4,396 4,179 12,265 14,582 Total revenue $ 125,203 $ 130,592 $ 385,769 $ 539,858 (1) Freight revenue recognized by the Partnership represents the pass-through finished goods delivery costs incurred prior to customer acceptance and are reimbursed by customers. An offsetting expense for freight is included in Cost of materials and other. (2) Includes revenue from (i) nitric acid sales and (ii) carbon oxide sales, including sales made in connection with the 45Q Transaction and the noncash consideration received, which is recognized as the performance obligation associated with the CO Contract is satisfied over its term through April 2030. Revenue, if any, from the CO Contract is recognized over time based on carbon oxide volumes measured at delivery. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-Based Compensation Expense | A summary of compensation expense for the three and nine months ended September 30, 2024 and 2023 is presented below: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Phantom Unit Awards $ 447 $ 2,250 $ 2,105 $ 4,715 Other Awards (1) 267 1,580 1,311 3,251 Total share-based compensation expense $ 714 $ 3,830 $ 3,416 $ 7,966 (1) |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash flows Related to Interest, Leases, and Capital Expenditures Included in Accounts Payable | Cash flows related to interest, leases, and capital expenditures included in accounts payable are as follows: Nine Months Ended (in thousands) 2024 2023 Supplemental disclosures: Cash paid for interest $ 17,181 $ 17,123 Cash paid for income taxes, net of refunds 84 281 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 3,523 2,804 Noncash investing and financing activities: Change in capital expenditures included in accounts payable 477 4,353 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Activity associated with the Partnership’s related party arrangements for the three and nine months ended September 30, 2024 and 2023 is summarized below: Three Months Ended Nine Months Ended (in thousands) 2024 2023 2024 2023 Sales to related parties: (1) CVR Energy subsidiary $ 566 $ — $ 687 $ 4 CVRP JV 768 561 2,026 2,909 Expenses from related parties: (2) CVR Energy subsidiary 3,573 3,812 10,969 16,798 CVR Services 6,773 6,687 19,925 21,672 September 30, 2024 December 31, 2023 Accounts payable to affiliates (3) $ 4,680 $ 5,319 (1) Sales to related parties, included in Net sales in our condensed consolidated financial statements, consist of (a) sales of feedstocks and services under the Master Service Agreement with CRNF (the “Coffeyville MSA”) and (b) CO sales to CVRP JV and its subsidiaries. (2) Expenses from related parties, included in Cost of materials and other, Direct operating expenses (exclusive of depreciation and amortization), and Selling, general and administrative expenses in our condensed consolidated financial statements, consist primarily of pet coke and hydrogen purchased under the Coffeyville MSA and management and other professional services from CVR Services under the Corporate MSA. (3) Consists primarily of amounts payable to CVR Energy subsidiaries under the Coffeyville MSA and Corporate MSA. |
Schedule of Distributions Paid | The following tables present quarterly distributions paid by the Partnership to CVR Partners’ unitholders, including amounts paid to CVR Energy, during 2024 and 2023 (amounts presented in table below may not add to totals presented due to rounding): Quarterly Distributions Paid (in thousands) Related Period Date Paid Quarterly Distributions Public Unitholders CVR Energy Total 2023 - 4th Quarter March 11, 2024 $ 1.68 $ 11,218 $ 6,539 $ 17,757 2024 - 1st Quarter May 20, 2024 1.92 12,821 7,472 20,293 2024 - 2nd Quarter August 19, 2024 1.90 12,688 7,395 20,082 Total 2024 quarterly distributions $ 5.50 $ 36,727 $ 21,406 $ 58,132 Quarterly Distributions Paid (in thousands) Related Period Date Paid Quarterly Distributions Public Unitholders CVR Energy Total 2022 - 4th Quarter March 13, 2023 $ 10.50 $ 70,115 $ 40,866 $ 110,981 2023 - 1st Quarter May 22, 2023 10.43 69,647 40,594 110,241 2023 - 2nd Quarter August 21, 2023 4.14 27,646 16,113 43,759 2023 - 3rd Quarter November 20, 2023 1.55 10,350 6,033 16,383 Total 2023 quarterly distributions $ 26.62 $ 177,759 $ 103,605 $ 281,364 |
Organization and Nature of Bu_2
Organization and Nature of Business (Details) | 9 Months Ended |
Sep. 30, 2024 manufacturing_facility | |
Schedule of Partners' Capital [Line Items] | |
Number of manufacturing facilities | 2 |
Percentage of limited partner interest held by the public | 63% |
CVR Energy | IEP Energy LLC | |
Schedule of Partners' Capital [Line Items] | |
Aggregate ownership percentage | 66% |
CVR Partners | CVR Services | |
Schedule of Partners' Capital [Line Items] | |
Limited partner interest | 37% |
CVR Partners | CVR GP | |
Schedule of Partners' Capital [Line Items] | |
General partner interest | 100% |
Coffeyville, Kansas | |
Schedule of Partners' Capital [Line Items] | |
Number of manufacturing facilities | 1 |
East Dubuque, Illinois | |
Schedule of Partners' Capital [Line Items] | |
Number of manufacturing facilities | 1 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 20,111 | $ 15,015 |
Raw materials | 2,105 | 2,472 |
Parts, supplies and other | 53,086 | 51,678 |
Total inventories | $ 75,302 | $ 69,165 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment - Schedule of Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2024 | Dec. 31, 2023 |
Property, Plant, and Equipment | ||
Total property, plant and equipment, gross | $ 1,533,419 | $ 1,517,921 |
Less: Accumulated depreciation and amortization | (818,432) | (756,898) |
Total property, plant, and equipment, net | 714,987 | 761,023 |
Machinery and equipment | ||
Property, Plant, and Equipment | ||
Total property, plant and equipment, gross | 1,457,492 | 1,446,728 |
Buildings and improvements | ||
Property, Plant, and Equipment | ||
Total property, plant and equipment, gross | 18,193 | 18,193 |
Automotive equipment | ||
Property, Plant, and Equipment | ||
Total property, plant and equipment, gross | 16,119 | 16,208 |
Land and improvements | ||
Property, Plant, and Equipment | ||
Total property, plant and equipment, gross | 14,959 | 14,959 |
Construction in progress | ||
Property, Plant, and Equipment | ||
Total property, plant and equipment, gross | 23,740 | 19,075 |
Other | ||
Property, Plant, and Equipment | ||
Total property, plant and equipment, gross | $ 2,916 | $ 2,758 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2024 | Sep. 30, 2023 | Sep. 30, 2024 | Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | ||||
Initial depreciation and amortization expense | $ 24.5 | $ 23.9 | $ 63.3 | $ 58.5 |
Additional depreciation expense | 4.9 | 10.6 | ||
Interest costs capitalized | $ 0.2 | $ 0.2 | $ 0.7 | $ 0.4 |
Equity Method Investment - Addi
Equity Method Investment - Additional Information (Details) - CVRP JV - USD ($) $ in Millions | Sep. 30, 2024 | Jan. 31, 2023 |
Schedule of Equity Method Investments [Line Items] | ||
Ownership percentage | 50% | |
Equity method investment, fair value | $ 46 |
Equity Method Investment - Sche
Equity Method Investment - Schedule of Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Sep. 30, 2024 | Sep. 30, 2023 | |
Equity Method Investments [Roll Forward] | |||||
Cash distributions | $ (4,371) | $ (20,672) | |||
CVRP JV | |||||
Equity Method Investments [Roll Forward] | |||||
Balance at beginning of period | $ 20,983 | $ 21,739 | $ 24,518 | 24,518 | |
Cash contributions | 4 | 3 | |||
Cash distributions | (840) | (757) | (2,781) | ||
Equity loss | (4) | (3) | (1) | ||
Balance at end of period | $ 20,139 | $ 20,983 | 21,739 | $ 20,139 | |
Distribution for exceeding milestones | $ 2,200 |
Leases - Schedule of Right of U
Leases - Schedule of Right of Use Asset and Lease Liability Balances for Operating and Finance Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2024 | Dec. 31, 2023 |
Railcars | ||
Lessee, Operating Lease, Description [Abstract] | ||
ROU asset, net | $ 13,675 | $ 12,032 |
Lease liability | 13,597 | 12,032 |
Real estate and other | ||
Lessee, Operating Lease, Description [Abstract] | ||
ROU asset, net | 1,871 | 2,007 |
Lease liability | $ 264 | $ 268 |
Leases - Schedule of Lease Expe
Leases - Schedule of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2024 | Sep. 30, 2023 | Sep. 30, 2024 | Sep. 30, 2023 | |
Leases [Abstract] | ||||
Operating lease expense | $ 1,450 | $ 1,100 | $ 4,026 | $ 3,466 |
Short-term lease expense | $ 684 | $ 1,031 | $ 2,186 | $ 2,300 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | Sep. 30, 2024 USD ($) |
Leases [Abstract] | |
Unrecorded unconditional purchase obligation | $ 21 |
Other Current Liabilities (Deta
Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accrued interest | $ 9,826 | $ 1,404 |
Personnel accruals | $ 9,234 | $ 8,404 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Total other current liabilities | Total other current liabilities |
Operating lease liabilities | $ 3,830 | $ 3,176 |
Share-based compensation | 2,466 | 1,195 |
Accrued taxes other than income taxes | 2,113 | 1,825 |
Sales incentives | 553 | 1,585 |
Other accrued expenses and liabilities | 3,763 | 3,283 |
Total other current liabilities | $ 31,785 | $ 20,872 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (2,290) | $ (2,692) |
Total long-term debt | 547,710 | 547,308 |
6.125% Senior Secured Notes, due June 2028 | Level 2 | ||
Debt Instrument [Line Items] | ||
Estimated fair value of total long-term debt outstanding | $ 537,900 | 513,100 |
Senior Notes | 6.125% Senior Secured Notes, due June 2028 | ||
Debt Instrument [Line Items] | ||
Debt instrument, percentage rate | 6.125% | |
6.125% Senior Secured Notes, due June 2028 | $ 550,000 | $ 550,000 |
Long-Term Debt - Schedule of Cr
Long-Term Debt - Schedule of Credit Facilities Outstanding (Details) - ABL Credit Agreement - Line of Credit - Revolving Credit Facility $ in Thousands | Sep. 30, 2024 USD ($) |
Line of Credit Facility [Line Items] | |
Total Available Borrowing Capacity | $ 39,317 |
Amount Borrowed as of September 30, 2024 | 0 |
Outstanding Letters of Credit | 0 |
Available Capacity as of September 30, 2024 | $ 39,317 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2024 | Sep. 30, 2023 | Sep. 30, 2024 | Sep. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 125,203 | $ 130,592 | $ 385,769 | $ 539,858 |
Net sales, exclusive of freight and other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 109,486 | 116,504 | 346,590 | 493,521 |
Ammonia | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 24,614 | 22,471 | 83,875 | 116,002 |
UAN | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 76,735 | 86,310 | 241,080 | 354,425 |
Urea products | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 8,137 | 7,723 | 21,635 | 23,094 |
Freight revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 11,321 | 9,909 | 26,914 | 31,755 |
Other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 4,396 | $ 4,179 | $ 12,265 | $ 14,582 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) $ in Millions | Sep. 30, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 8.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 3 months |
Remaining performance obligation | $ 0.9 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 1 year |
Remaining performance obligation | $ 4.1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 1 year |
Remaining performance obligation | $ 3.2 |
Revenue - Contract Balances (De
Revenue - Contract Balances (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2024 | Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized | $ 14.1 | $ 46.4 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2024 | Sep. 30, 2023 | Sep. 30, 2024 | Sep. 30, 2023 | |
Share-Based Compensation | ||||
Total share-based compensation expense | $ 714 | $ 3,830 | $ 3,416 | $ 7,966 |
Phantom Unit Awards | ||||
Share-Based Compensation | ||||
Total share-based compensation expense | 447 | 2,250 | 2,105 | 4,715 |
Other Awards | ||||
Share-Based Compensation | ||||
Total share-based compensation expense | $ 267 | $ 1,580 | $ 1,311 | $ 3,251 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - CVR-CapturePoint Parent, LLC (CVRP JV) - Collaborative Arrangement, Transaction with Party to Collaborative Arrangement and Third Party - CRNF $ in Millions | 9 Months Ended |
Sep. 30, 2024 USD ($) | |
Supply Commitment [Line Items] | |
Collaborative arrangement, fee threshold per year | $ 15 |
Fees threshold cap | $ 45 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2024 | Sep. 30, 2023 | |
Supplemental disclosures: | ||
Cash paid for interest | $ 17,181 | $ 17,123 |
Cash paid for income taxes, net of refunds | 84 | 281 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 3,523 | 2,804 |
Noncash investing and financing activities: | ||
Change in capital expenditures included in accounts payable | $ 477 | $ 4,353 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2024 | Sep. 30, 2023 | Sep. 30, 2024 | Sep. 30, 2023 | Dec. 31, 2023 | |
CVR Energy subsidiary | |||||
Related Party Transaction [Line Items] | |||||
Expenses from related parties | $ 3,573 | $ 3,812 | $ 10,969 | $ 16,798 | |
CVR Services | |||||
Related Party Transaction [Line Items] | |||||
Expenses from related parties | 6,773 | 6,687 | 19,925 | 21,672 | |
Related Party | |||||
Related Party Transaction [Line Items] | |||||
Due to related parties | 4,680 | 4,680 | $ 5,319 | ||
Related Party | CVR Energy subsidiary | |||||
Related Party Transaction [Line Items] | |||||
Net sales | 566 | 0 | 687 | 4 | |
Related Party | CVRP JV | |||||
Related Party Transaction [Line Items] | |||||
Net sales | $ 768 | $ 561 | $ 2,026 | $ 2,909 |
Related Party Transactions - _2
Related Party Transactions - Schedule of Distributions Paid (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2024 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | |||||||||
Quarterly distributions per common unit (in dollars per unit) | $ 1.90 | $ 1.92 | $ 1.68 | $ 1.55 | $ 4.14 | $ 10.43 | $ 10.50 | $ 5.50 | $ 26.62 |
Quarterly distributions paid | $ 20,082 | $ 20,293 | $ 17,757 | $ 16,383 | $ 43,759 | $ 110,241 | $ 110,981 | $ 58,132 | $ 281,364 |
CVR Energy | |||||||||
Related Party Transaction [Line Items] | |||||||||
Quarterly distributions paid | 7,395 | 7,472 | 6,539 | 6,033 | 16,113 | 40,594 | 40,866 | 21,406 | 103,605 |
Public Unitholders | |||||||||
Related Party Transaction [Line Items] | |||||||||
Quarterly distributions paid | $ 12,688 | $ 12,821 | $ 11,218 | $ 10,350 | $ 27,646 | $ 69,647 | $ 70,115 | $ 36,727 | $ 177,759 |
Related Party Transactions - Di
Related Party Transactions - Distributions (Details) - Subsequent Event - USD ($) $ / shares in Units, $ in Millions | Nov. 18, 2024 | Oct. 28, 2024 |
Related Party Transaction [Line Items] | ||
Distributions declared per common unit (in dollars per unit) | $ 1.19 | |
Distribution declared | $ 12.6 | |
CVR Energy | Forecast | ||
Related Party Transaction [Line Items] | ||
Proceeds from distribution | $ 4.6 |