CVR Energy to Buy Two Refineries from Marathon for $4.2 Billion
Key Facts
CVR Energy agreed on November 3, 2026, to buy the St. Paul Park and Mandan refineries and related assets from Marathon Petroleum and MPLX for about $4.2 billion, plus net working capital, according to Reuters. The deal gives CVR a broader refining base in the Midwest, along with a marketing business serving up to 590 branded locations across the Upper Midwest and Northern Great Plains. The companies said Marathon Petroleum, or MPC, will receive $3.45 billion for the refining assets, excluding inventory value, while MPLX will receive $750 million for the midstream assets. Those assets include an interest in a crude pipeline, storage capacity and three terminals. The price remains subject to purchase adjustments, with net working capital added according to the deal terms.
The St. [source text is incomplete] crude processing capacity at the St. The company valued the midstream assets at 9 times projected 2027 earnings before interest, taxes, depreciation and amortization. The acquired business also generated about $1.2 billion in earnings before interest, taxes, depreciation and amortization during the twelve months ended September 30, 2026, adjusted to CVR’s accounting policies.
CVR expects steady-state annual operating synergies of about $70 million, mainly from lower general and administrative expenses and commercial and operating opportunities, according to Reuters. These estimated savings would add to the expansion of refining capacity and the marketing base, while their realization remains contingent on completing the deal and integrating the assets. In its earnings results, CVR said adjusted earnings before interest, taxes, depreciation and amortization were $582 million in the third quarter of 2026, compared with $180 million in the same quarter a year earlier. The company said record crack spreads helped drive the quarter’s results. The results provide operating context for the deal, as the company reported substantially higher quarterly earnings than in the year-earlier period.
CVR plans to fund the acquisition with $2.5 billion in committed secured debt, a $500 million equity commitment from its controlling shareholder, an $800 million equity investment from Trafigura, and available cash, according to Reuters. Trafigura said its equity investment and transaction-related commercial intermediation support would total more than $1 billion combined. It will subscribe for new shares when the acquisition closes and become the exclusive crude supplier and a crude-trading intermediary for the acquired refineries. The crude supply and marketing agreements are intended, according to Trafigura, to provide guaranteed crude supplies and a reliable outlet for marketing fuel produced in the United States. Its arrangement therefore combines financing part of the purchase with supplying crude and commercial services to the facilities.
The chief executive of MPC and MPLX said the company plans to reinvest capital "primarily on the Gulf Coast," while supporting MPLX’s growth in the Permian and Marcellus basins. The deal is expected to close by the end of 2026, subject to customary closing conditions and regulatory approvals, including the expiration of the waiting period under the Hart-Scott-Rodino Act, according to Reuters. In trading before the deal was announced, MPC shares closed at $430.39, MPLX shares at $58.94, and CVR Energy shares at $55.92 in the November 2 session. In premarket trading on November 3, Marathon shares rose 2.2%, while CVR shares fell 1.3%, according to Reuters. CVR was scheduled to hold a call on its third-quarter 2026 results on November 3.