Simpson Thacher represented the financing sources in providing $2.5 billion of committed financing for the announced $4.2 billion acquisition by CVR Energy, Inc. of two refineries in St. Paul Park, Minnesota and Mandan, North Dakota from Marathon Petroleum Corporation, along with Marathon’s related marketing business. The Firm is also representing the financing sources in a backstop to certain amendments and an incremental increase to CVR Energy’s asset-based revolving credit facility (ABL) sought in connection with the acquisition, which would double the size of the ABL to $1.1 billion.
In connection with the transaction, Simpson Thacher also represented the underwriters in connection with the registered follow-on offering by CVR Energy of an aggregate of 10,515,248 shares of common stock for $500 million in gross proceeds. CVR Energy intends to use the net proceeds from the offering, together with cash on hand and the net proceeds from other related financing transactions, to fund the acquisition, redeem certain of CVR Energy’s existing indebtedness and pay related fees and expenses.
Headquartered in Sugar Land, Texas, CVR Energy is a diversified holding company primarily engaged in the petroleum refining and marketing businesses as well as in the nitrogen fertilizer manufacturing business through its interest in CVR Partners, LP.
The Simpson Thacher team includes John C. Ericson, Evan Zuckerman, Katie Byun, Natalie Chow and Susie Qu (Capital Markets); Erland Modesto, Brandon Barton, Mari Zaldivar, Abigail Wallin, Sam Curry and Katelyn Anderson (Credit); Jonathan Pall (Collateral); Tim Gallagher (Real Estate); Malik Ladhani, Avery Golombek and Soraia Esteves (M&A); Jonathan Cantor, Ruoxi Zhang and Lauren Yun (Tax); George Gerstein (ERISA); Pasco Struhs (ECEB); James Talbot, Stanley Yu and Jennifer Park (IP); and Jennie Getsin (FINRA). Matt Hart provided invaluable assistance.