Business Context and Reporting Period
This Form 8-K Current Report was filed by CVR PARTNERS, LP on August 23, 2013. The report discloses a change in the registrant's certifying accountant effective August 23, 2013.
Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance regarding the external auditor.
Material Changes
- Dismissal of Previous Auditor: The Audit Committee of CVR GP, LLC approved the dismissal of KPMG LLP as the independent registered public accounting firm.
- Engagement of New Auditor: Grant Thornton LLP was engaged as the new independent registered public accounting firm for the fiscal year ending December 31, 2013.
- Audit History: KPMG's reports for fiscal years 2011 and 2012 contained no adverse opinions, disclaimers, or qualifications. There were no disagreements or reportable events between the Partnership and KPMG during the relevant periods.
Outlook, Risks, and Management Commentary
Management confirmed that no consultations were held with Grant Thornton regarding accounting principles or audit opinions prior to the engagement. The filing notes a significant corporate relationship: Grant Thornton is the principal accountant for Icahn Enterprises L.P. (IEP), whose affiliates own approximately 82% of the outstanding shares of CVR Energy, Inc. (the parent company owning the general partner and majority of the Partnership's common units).
Key Facts for Investor Verification
- Verify the rationale for the auditor change, as no disagreements or reportable events were cited.
- Confirm the independence of Grant Thornton LLP given its existing relationship with Icahn Enterprises L.P., a major affiliate of the registrant.
- Review the attached letter from KPMG (Exhibit 16.1) to ensure they concur with the company's statements regarding the dismissal.