CVR Energy announced it intends to raise $1 billion through a private placement of senior unsecured notes split between maturities due 2031 and 2034, subject to market conditions.
The company said the notes are expected to be jointly and severally guaranteed on a senior unsecured basis by certain domestic subsidiaries, including subsidiaries that are borrowers or guarantors under CVR Energy’s $345 million senior secured asset-based revolving credit facility.
The company said it plans to use the net proceeds from the offering, together with cash on hand or borrowings under its petroleum asset-based revolving credit facility, to refinance and reduce existing debt. Specifically, CVR Energy said the funds would be used to repay the full principal balance under its senior secured term loan facility, redeem all outstanding 8.500% senior notes due 2029, and redeem $217 million aggregate principal amount of its outstanding 5.750% senior notes due 2028.
CVR Energy emphasized that the securities and related guarantees have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption. The company said it expects to offer and sell the notes only to qualified institutional buyers under Rule 144A and to non-U.S. persons outside the United States under Regulation S.
The company also noted there is no assurance the offering will be completed on the described terms or at all and stated that the release does not constitute an offer to sell, a solicitation of an offer to buy, or a notice of redemption under the indentures governing the 2028 and 2029 notes.
CVR Energy, headquartered in Sugar Land, Texas, is a diversified holding company with operations primarily in petroleum refining and marketing and nitrogen fertilizer manufacturing through its interest in CVR Partners, LP.
