Cvr Energy Inc. · NYSE:CVI
Cvr Energy — Merger or Acquisition (November 2011)
17 slides from Cvr Energy's merger presentation, Nov 3, 2011
Slide 1: CVR Energy, Inc. Acquisition of Gary-Williams Energy Corporation
CVR Energy, Inc. Acquisition of Gary-Williams Energy Corporation November 3, 2011
Slide 2: Forward-Looking Statements
Forward-Looking Statements The following information contains forward-looking statements based on management's current expectations and beliefs, as well as a number of assumptions concerning future events. These statements are subject to risks, uncertainties, assumptions and other important factors.
Slide 3: Transaction Overview
Transaction Overview CVR Energy, Inc. has agreed to acquire Gary-Williams Energy Corporation for $525 million in cash plus working capital Gary-Williams' primary asset is a 70,000 barrels-per-day ("bpd") refinery located in Wynnewood, Oklahoma Complexity rating of 9.3 CVR Energy will also acquire as
Slide 4: Strategic Rationale
Strategic Rationale High quality assets increase our scale and operational diversity Pro forma company will have more than 185,000 bpd of crude throughput capacity Wynnewood refinery is in excellent operating condition after significant recent capital improvements Fully compliant with ULSD and ULSG
Slide 5: Wynnewood Refinery Overview
Deals Sweet Crude 0.77 Sour Crude 0.18 Butane 0.02 Isobutane 0.02 Mixed butane 0.01 Wynnewood Refinery Overview 70,000 bpd of crude throughput capacity 9.3 complexity Produces a full slate of gasoline, diesel, asphalt, jet fuel, LPG and specialty products 97% liquid product yield Strategically locat
Slide 6: PADD II Consolidated Refinery Statistics - By Owner
PADD II Consolidated Refinery Statistics - By Owner (1) "Top Quartile" Consolidated Asset Profile PADD II Refiners (1) ___________________________ Source: EIA and Wall Street research. 100% of capacity in Wood River, IL refinery JV consolidated (50% ownership interest). Includes 50% interest in JV i
Slide 7: Access to WTI Priced Crudes
Bakken Crude Production Series 3 Series 4 Series 5 Series 6 Series 7 Series 8 2006 87.63 233 3961 2876 1297 466 267 2007 102.11 269 3691 2876 1027 1333 303 2008 132.72 2009 142.25 2010 201.77 2011 262.9 2012 313.06 2013 340 2014 362.43 Access to WTI Priced Crudes WTI price-linked crudes are currentl
Slide 8: Extensive Crude Oil Supply and Product Distribution Network
Extensive Crude Oil Supply and Product Distribution Network Consolidated Supply Network Consolidated Marketing Network Major Canadian Crude Oil Pipelines Terminals Third-Party Refined Product Pipelines Wynnewood Refinery Coffeyville Resources Refining & Marketing and Nitrogen Fertilizer Wynnewood Ex
Slide 9: Expected Wynnewood EPS Contribution
Expected Wynnewood EPS Contribution Assumptions Projections based on adjusted NYMEX 2-1-1 forward curve as of 10/19/2011 Includes synergies, anticipated operational efficiencies and cost savings Assumes U.S. marginal tax rate of 38% Includes approximately $27.5 million in additional annual interest
Slide 10: Post-Closing Value Enhancement Initiatives
Post-Closing Value Enhancement Initiatives Integrate and optimize operations with existing businesses Expand existing crude oil gathering business to supply lower cost, local crude to Wynnewood refinery Proximity of plant is a benefit to managing feedstocks Increase ability to optimize Sour / Heavy
Slide 11: Comparative Valuation Overview
Comparative Valuation Overview ___________________________ Note: Market data as of 10/28/2011. Balance Sheet data as of 9/30/2011. Please see Appendix for GAAP reconciliation of Adjusted EBITDA. Represents: (i) CVI's book minority interest at 9/30/2011, plus (ii) 69.8% (tax effected at 38%) of (A) U
Slide 12: Summary
Summary High quality assets Enhances position in attractive Mid-Continent region Access to advantageously priced WTI-linked feedstocks Significant near-term synergies with our existing businesses Additional opportunities to build long-term value Enhances financial strength and flexibility Accretive
Slide 13: Appendix
Appendix
Slide 14: Wynnewood Refinery Configuration
Wynnewood Refinery Configuration
Slide 15: Non-GAAP Financial Measures
To supplement the actual results in accordance with U.S. generally accepted accounting principles (GAAP), for the applicable periods, the Company also uses certain non-GAAP financial measures as discussed below, which are adjusted for GAAP-based results. The use of non-GAAP adjustments are not in ac
Slide 16: EBITDA and Adjusted EBITDA definitions
EBITDA: EBITDA represents net income before the effect of interest expense, interest income, income tax expense (benefit) and depreciation and amortization. EBITDA is not a calculation based upon GAAP; however, the amounts included in EBITDA are derived from amounts included in the consolidated stat
Slide 17: Non-GAAP Financial Measures (cont'd)
Non-GAAP Financial Measures (cont'd)