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CVR Energy Provides Update on Sale Process

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CVR Energy, Inc. (NYSE: CVI), a refiner and marketer of petroleum fuels and a majority owner of CVR Partners, LP (NYSE: UAN), a nitrogen fertilizer producer, today announced that it has engaged Jefferies & Company, Inc. to conduct the previously disclosed sale process agreed to by the previous CVR Board of Directors and certain affiliates of Carl Icahn to solicit acquisition proposals from third parties to acquire CVR. The 60-day process will begin today and end on July 23, 2012.

Icahn Enterprises L.P. (Nasdaq: IEP), the owner of approximately 80 percent of CVR, has agreed to support any bona fide offer made during the 60-day sale process to acquire the stock or assets of CVR, as an entirety, for all-cash consideration, that results in each stockholder receiving a net amount that is equal to or exceeds $35 per share and is otherwise on terms and conditions reasonably acceptable to Icahn Enterprises. Icahn Enterprises may, but is not obligated to, accept offers that result in net consideration below $35 per share. Icahn Enterprises is not committed to supporting any cash or non-cash offer after the 60-day sale process.

But in any event, if a definitive agreement for the sale of CVR at more than $30 per share is executed on or prior to August 18, 2013 and such transaction closes, holders of the contingent value rights that were issued in connection with the recently expired tender offer by Icahn Enterprises will receive the difference between $30 and the price per share at which CVR is sold.

Posted-In: News M&A


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