CVR Files Target Financials and Pro Forma for $4.97B Marathon Refinery Deal
CVI has more than doubled off its 52-week low of $19.62.
Summary
CVR Energy filed the audited and interim financial statements of the Marathon refineries it is buying, plus pro forma combined results showing $958 million of nine-month 2026 net income, or $7.67 per share, and the full debt-and-preferred financing package.
Key Events · M&A and Partnerships · CVI
-
Target Financials Disclosed
The Mandan/St. Paul Park business earned $289 million in 2025 on $7,476 million of sales and other operating revenues, and $697 million in the first nine months of 2026 on $7,605 million of total revenues and other income.
-
Pro Forma Earnings Power
Giving effect to the deal and financing, nine-month 2026 net income attributable to CVR would be $958 million, or $7.67 per share, on 124.9 million shares versus $3.73 reported; FY2025 pro forma EPS would be $0.66.
-
Purchase Price and Goodwill
Total cash consideration is estimated at $4,969 million, including $740 million of hydrocarbon inventory, with a preliminary allocation of $1,499 million to goodwill and $1,356 million of property, plant and equipment step-up.
-
Financing Cost Detail
Pro forma assumes $2,450 million of net bridge debt at an estimated 8.0% and a $225 million ABL draw at 4.25%, adding $166 million of nine-month interest expense; $1,295 million of preferred equity is priced at $53.43, a 10% discount to the 20-day VWAP.
Analysis · CVI · Energy & Transportation
The numbers behind the $4.2 billion base purchase of Marathon's St. Paul Park and Mandan refineries, missing from the earlier announcement, are now on the table. The acquired business earned $289 million in 2025 and $697 million in the first nine months of 2026; on a pro forma basis, CVR's nine-month 2026 net income attributable to shareholders would have been $958 million, or $7.67 per share, versus $3.73 reported. Financing also gets hard figures: $2,450 million of net bridge debt at roughly 8.0%, a $225 million ABL draw, and $1,295 million of preferred equity priced at $53.43, a 10% discount to the 20-day VWAP. The resulting added nine-month interest expense is $166 million. Because the deal has not closed and still needs regulatory approvals, the pro forma figures are illustrative, not a forecast.
How filings like this one have moved
In the 30 days to Nov 3, 2026, 32.3% of the 2077 measured filings Wiseek scored 7 moved their stock by 5% or more by the next session's close. The median move was 0.00%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, CVI was trading at $54.22 on NYSE in the Energy & Transportation sector, with a market capitalization of approximately $5.6B. The 52-week trading range was $19.62 to $63.51. This filing was assessed with neutral market sentiment and an importance score of 7 out of 10.