CVR Energy, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report (Form 8-K) was filed by CVR Energy, Inc. on August 23, 2013. The report discloses a change in the Company's independent registered public accounting firm. The Company is incorporated in Delaware and is headquartered in Sugar Land, Texas.
Key Financial Metrics
The filing does not provide current revenue, profit, cash flow, margin, debt, or liquidity figures. It references historical data solely to describe the scope of prior audits:
- GWEC Operations (2011): Represented 2% of consolidated revenues and 29% of consolidated total assets as of December 31, 2011.
Material Changes
The primary material change reported is the dismissal of KPMG LLP as the independent registered public accounting firm, effective August 23, 2013. The Audit Committee approved the engagement of Grant Thornton LLP as the new independent registered public accounting firm for the fiscal year ending December 31, 2013.
Management Commentary, Risks, and Unusual Items
Audit History: KPMG's reports for fiscal years 2011 and 2012 contained no adverse opinions, disclaimers, or qualifications regarding accounting principles or audit scope, with one exception: the 2011 internal control report excluded Gary-Williams Energy Company, LLC (GWEC) operations due to the recent acquisition.
Disagreements and Reportable Events: The Company confirmed there were no "disagreements" or "reportable events" with KPMG during the two most recent fiscal years and the subsequent interim period.
New Auditor Relationship: Grant Thornton LLP is the principal accountant for Icahn Enterprises L.P. (IEP). Affiliates of IEP own approximately 82% of CVR Energy's outstanding shares. The Company confirmed no prior consultations with Grant Thornton regarding accounting principles or reportable events prior to the engagement.
Investor Verification Checklist
- Verify the reasons for the dismissal of KPMG LLP, as the filing states no disagreements occurred.
- Confirm the independence of Grant Thornton LLP given their existing relationship with Icahn Enterprises L.P., a major shareholder (82%).
- Review the attached Exhibit 16.1 (KPMG's letter to the SEC) for any additional context regarding the dismissal.
- Monitor future filings for the first audit report issued by Grant Thornton LLP for the fiscal year ending December 31, 2013.