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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 14, 2011
CVR PARTNERS, LP
(Exact name of registrant as specified in its charter)
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Delaware
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001-35120
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56-2677689 |
(State or other
jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification Number) |
2277 Plaza Drive, Suite 500
Sugar Land, Texas 77479
(Address of principal executive offices,
including zip code)
Registrants telephone number, including area code: (281) 207-3200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On July 14, 2011, Coffeyville Resources, LLC (CRLLC), an indirect wholly-owned subsidiary of
CVR Energy, Inc. (CVR Energy) and the sole member of CVR GP, LLC (CVR GP), the general partner
of CVR Partners, LP (the Partnership), appointed Stanley A. Riemann to the board of directors of
CVR GP (the Board). Mr. Riemann will not receive any compensation for serving on the Board.
Mr. Riemann has served as chief operating officer of CVR GP since October 2007. He has also
served as chief operating officer of CVR Energy since September 2006, and chief operating officer
of CRLLC since February 2004. Prior to joining CRLLC in February 2004, Mr. Riemann held various
positions associated with the Crop Production and Petroleum Energy Division of Farmland Industries,
Inc. (Farmland) for over 30 years, including, most recently, Executive Vice President of Farmland
and President of Farmlands Energy and Crop Nutrient Division. In this capacity, he was directly
responsible for managing the petroleum refining operation and all domestic fertilizer operations,
which included the Trinidad and Tobago nitrogen fertilizer operations. His leadership also
extended to managing Farmlands interests in SF Phosphates in Rock Springs, Wyoming and Farmland
Hydro, L.P., a phosphate production operation in Florida and managing all company-wide
transportation assets and services. Mr. Riemann has served as a board member and board chairman on
several industry organizations including the Phosphate Potash Institute, the Florida Phosphate
Council and the International Fertilizer Association. He currently serves on the board of The
Fertilizer Institute.
Mr. Riemann has had no direct or indirect material interest in any transaction or series of
similar transactions contemplated by Item 404(a) of Regulation S-K other than through his
employment with CVR Energy and CRLLC. For a discussion of relationships between the Partnership,
CVR GP, CRLLC and CVR Energy, please read Certain Relationships and Related Party Transactions,
which is incorporated herein by reference from the Partnerships prospectus dated April 7, 2011 and
filed pursuant to Rule 424(b)(4) on April 11, 2011.
Also on July 14, 2011, concurrent with the appointment of Mr. Riemann to the Board, an
existing director of CVR GP, George E. Matelich, resigned from the Board. Mr. Matelich remains a
member of the board of directors of CVR Energy.
Item 7.01. Regulation FD Disclosure.
Furnished with this Current Report on Form 8-K is a press release announcing the appointment
of Mr. Riemann as a director of CVR GP.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is being furnished as part of this Current Report on Form 8-K:
99.1 Press release, dated July 20, 2011.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: July 20, 2011
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CVR PARTNERS, LP
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By: |
CVR GP, LLC, its general partner
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By: |
/s/ Edward Morgan
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Edward Morgan, |
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Chief Financial Officer and Treasurer |
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exv99w1
Exhibit 99.1
CVR Partners Announces Appointment
Of Stanley A. Riemann to Board of Its General Partner
SUGAR LAND, Texas (July 20, 2011) CVR Partners, LP (NYSE: UAN), a master limited
partnership and manufacturer of ammonia and urea ammonium nitrate (UAN) solution fertilizer
products, announced today that Stanley A. Riemann has been appointed to the board of directors of
the partnerships general partner, CVR GP, LLC, effective July 14, 2011. He will receive no
compensation in this position.
Riemann has served as chief operating officer of CVR GP since October 2007. He also has served as
chief operating officer of CVR Energy, Inc. (NYSE: CVI) since September 2006, and since February
2004 he has served as chief operating officer of Coffeyville Resources, LLC, an indirect
wholly-owned subsidiary of CVR Energy and the sole member of CVR GP, LLC, the general partner of
CVR Partners, LP.
For 30 years prior, Riemann held various positions with the crop production and petroleum energy
division of Farmland Industries Inc. His last position at that company was as executive vice
president of Farmland and president of Farmlands energy and crop nutrient division, responsible
for managing the petroleum refining and domestic nitrogen fertilizer operations of the company.
He also managed Farmlands interests in SF Phosphates in Rock Springs, Wyo., and Hydro, LP, a
phosphate production operation in Florida, and all the companys transportation assets and
services.
Riemann also has served on the boards of a number of industry organizations and currently sits on
the board of The Fertilizer Institute.
Concurrent with the appointment of Riemann, George E. Matelich resigned from the board of CVR GP.
Matelich continues to serve on the Board of CVR Energy, Inc.
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About CVR Partners, LP
Located in Coffeyville, Kansas, CVR Partners, LP is a Delaware limited partnership focused
primarily on the manufacture of nitrogen fertilizers. The CVR Partners nitrogen fertilizer
manufacturing facility is the only operation in North America that uses a petroleum coke
gasification process to produce nitrogen fertilizer and includes a 1,225 ton-per-day ammonia unit,
a 2,025 ton-per-day urea ammonium nitrate unit, and a dual-train gasifier complex having a capacity
of 84 million standard cubic feet per day of hydrogen.
For further information, please contact:
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Investor Relations:
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Media Relations: |
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Jay Finks
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Steve Eames |
281-207-3464
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281-207-3550 |
InvestorRelations@CVREnergy.com
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MediaRelations@CVREnergy.com |