EX-99.1 2 tm249135d1_ex-1.htm EXHIBIT 1

EXHIBIT 1

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Units of CVR Partners, LP and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 18th day of March, 2024.

 

 

CVR ENERGY, INC.

 

By: /s/ Dane J. Neumann

Name: Dane J. Neumann

Title: Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary

 

 

CVR ENERGY HOLDINGS, INC.

 

By: /s/ Dane J. Neumann

Name: Dane J. Neumann

Title: Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary

 

CVR SERVICES, LLC

 

By: /s/ Dane J. Neumann

Name: Dane J. Neumann

Title: Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary

 

IEP ENERGY HOLDING LLC

 

By: American Entertainment Properties Corp., its sole member

By: /s/ Ted Papapostolou

Name: Ted Papapostolou

Title: Chief Financial Officer and Secretary

 

AMERICAN ENTERTAINMENT PROPERTIES CORP.

 

By: /s/ Ted Papapostolou

Name: Ted Papapostolou

Title: Chief Financial Officer, Treasurer and Secretary

 

ICAHN ENTERPRISES HOLDINGS L.P.

 

By: Icahn Enterprises G.P. Inc., its general partner

By: /s/ Ted Papapostolou

Name: Ted Papapostolou

Title: Chief Financial Officer and Secretary

 

ICAHN ENTERPRISES G.P. INC.

 

By: /s/ Ted Papapostolou

Name: Ted Papapostolou

Title: Chief Financial Officer and Secretary

 

 

 

 

BECKTON CORP.

 

By: /s/ Ted Papapostolou

Name: Ted Papapostolou

Title: Vice President

 

/s/ Carl C. Icahn_____________

CARL C. ICAHN

 

 

[Signature Page of Joint Filing Agreement to Schedule 13D - CVR Partners, LP]

 

 

 

SCHEDULE A

DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSONS

 

The following sets forth the name, position, present principal occupation or employment (including the business address of such organization) of, and number and percentage of Common Units owned by, each director and executive officer of each of the Reporting Persons. Each such person is a citizen of the United States of America. The business address of (i) each director and executive officer of CVR Energy, Inc., CVR Energy Holdings, Inc. and CVR Services, LLC is c/o CVR Energy, Inc., 2277 Plaza Drive, Suite 500, Sugar Land, TX 77479, and (ii) each director and executive officer of IEP Energy Holding LLC, American Entertainment Properties Corp., Icahn Enterprises Holdings L.P., Icahn Enterprises G.P. Inc. and Beckton Corp. is c/o Icahn Capital LLC, 16690 Collins Avenue, PH-1, Sunny Isles Beach, FL 33160. To the best of the Reporting Persons’ knowledge, except as set forth in this statement on Schedule 13D (including this Schedule A), none of the directors or executive officers of the Reporting Persons own any Common Units.

 

CVR ENERGY, INC.

 

Name Position at Reporting Person Present Principal Occupation or Employment (outside Reporting Person, if any) Business Address of Organization in which Principal Occupation or Employment is Conducted Number and Percentage of Common Units Beneficially Owned
Dustin DeMaria Director Financial Associate of Icahn Enterprises L.P.

16690 Collins Avenue, PH-1

Sunny Isles Beach, FL 33160

Jaffrey A. Firestone Director Chairman and Chief Executive Officer at Prodigy Pictures Inc.

124 The East Mall

Toronto, ON M8Z 5V5

Stephen A. Mongillo Director Chairman and Chief Executive Officer of AMPF, Inc.

7901 Industrial Village Road

Greensboro, NC 27409

Ted Papapostolou Director and Chairman of the Board Chief Financial Officer  of Icahn Enterprises L.P.

16690 Collins Avenue, PH-1

Sunny Isles Beach, FL 33160

Mark J. Smith Director
James M. Strock Director Chief Executive Officer of Serve to Lead Group, Inc.

16042 Via Galan

Rancho Santa Fe, CA 92091

David L. Lamp President, Chief Executive Officer and Director
Dane J. Neumann Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary
C. Douglas Johnson Executive Vice President and Chief Commercial Officer
Melissa M. Buhrig Executive Vice President, General Counsel and Secretary 2,200 (Less than 1%)
Mark A. Pytosh Executive Vice President—Corporate Services 30,593 (Less than 1%)
Michael H. Wright, Jr. Executive Vice President and Chief Operating Officer
Jeffrey D. Conaway Vice President, Chief Accounting Officer and Corporate Controller

 

 

 

 

 

CVR ENERGY HOLDINGS, INC.

 

Name Position at Reporting Person Present Principal Occupation or Employment (outside Reporting Person, if any) Business Address of Organization in which Principal Occupation or Employment is Conducted Number and Percentage of Common Units Beneficially Owned
David L. Lamp President, Chief Executive Officer and Director President, Chief Executive Officer and Director of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

Melissa M. Buhrig Executive Vice President, General Counsel, Secretary and Director Executive Vice President, General Counsel and Secretary of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

2,200 (Less than 1%)
Dane J. Neumann Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

Jeffrey D. Conaway Vice President, Chief Accounting Officer and Corporate Controller Vice President, Chief Accounting Officer and Corporate Controller of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

 

 

CVR SERVICES, LLC

 

Name Position at Reporting Person Present Principal Occupation or Employment (outside Reporting Person, if any) Business Address of Organization in which Principal Occupation or Employment is Conducted Number and Percentage of Common Units Beneficially Owned
David L. Lamp President and Chief Executive Officer President, Chief Executive Officer and Director of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

Dane J. Neumann Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

Melissa M. Buhrig Executive Vice President, General Counsel and Secretary Executive Vice President, General Counsel and Secretary of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

2,200 (Less than 1%)
C. Douglas Johnson Executive Vice President and Chief Commercial Officer Executive Vice President and Chief Commercial Officer of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

Mark A. Pytosh Executive Vice President—Corporate Services Executive Vice President—Corporate Services of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

30,593 (Less than 1%)
Michael H. Wright, Jr. Executive Vice President and Chief Operating Officer Executive Vice President and Chief Operating Officer of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

Jeffrey D. Conaway Vice President, Chief Accounting Officer and Corporate Controller Vice President, Chief Accounting Officer and Corporate Controller of CVR Energy, Inc.

2277 Plaza Drive, Suite 500

Sugar Land, TX 77479

 

 

 

 

 

IEP ENERGY HOLDING LLC

 

Name Position
American Entertainment Properties Corp. Sole Member

 

AMERICAN ENTERTAINMENT PROPERTIES CORP.

 

Name Position
Andrew Teno Director; President
Ted Papapostolou Director; Chief Financial Officer; Treasurer;  Secretary
Joseph Pacetti Director of SEC Reporting
Craig Pettit Vice President of Tax Administration

 

ICAHN ENTERPRISES HOLDINGS L.P.

 

Name Position
Icahn Enterprises G.P. Inc. General Partner

 

ICAHN ENTERPRISES G.P. INC.

 

Name Position
Carl C. Icahn Chairman
Brett Icahn Director
Alvin B. Krongard Director
Denise Barton Director
Nancy Dunlap Director
Andrew Teno Director; President; Chief Executive Officer
Ted Papapostolou Director; Chief Financial Officer; Secretary
Robert Flint Chief Accounting Officer
Steve A. Mongillo Director
Michael Nevin Director
Joseph Pacetti Director of SEC Reporting
Craig Pettit Vice President of Tax Administration

 

BECKTON CORP.

Name Position
Carl C. Icahn Chairman of the Board; President
Ted Papapostolou Vice President
Rowella Asuncion-Gumabong Vice President
Hunter Gary Secretary
Gregory L. Bonyne Vice President, Taxes
Julie Price Authorized Signatory
Marat Muratov Authorized Signatory