CVR Energy to Buy Marathon Refineries in $4.2 Billion Deal
The asset purchase lifts CVR Energy’s crude throughput to about 384,000 barrels a day and puts the refiner in the Upper Midwest and Northern Great Plains.
CVR Energy, Inc. (CVI) agreed to buy Marathon Petroleum’s St. Paul Park, Minnesota and Mandan, North Dakota refineries and Marathon’s related marketing business for approximately $4.2 billion, plus net working capital, in an asset-purchase deal expected to close by the end of 2026.
The diversified petroleum refiner said the acquisition would raise crude oil throughput capacity from approximately 207,000 barrels per day to approximately 384,000 barrels per day and establish a footprint across the Upper Midwest and Northern Great Plains, diversifying the asset portfolio and broadening exposure to regional transportation fuel demand.
Until now CVR Energy has run two Mid-Continent refineries close to Cushing, Oklahoma, with nameplate crude oil capacity of 206,500 barrels per day and an average complexity rating of 10.8, plus nitrogen fertilizer plants through CVR Partners, LP. The Minnesota and North Dakota units would add a second geography and a related marketing book rather than another Cushing-adjacent complex.
President and Chief Executive Officer Dane Neumann said the two Marathon plants have generated more than $1.1 billion of EBITDA for the first nine months of 2026. “We are thrilled to deliver on our plan to strategically grow and diversify our business. We are acquiring 2 well-maintained, highly productive refineries from Marathon that have generated more than $1.1 billion of EBITDA for the first nine months of 2026. In light of current favorable market conditions, we expect the Acquired Business to continue to generate substantial cash flows over at least the next twelve months,” Neumann said.
CVR Energy has listed expanding its asset footprint among its strategic priorities in recent petroleum-segment materials. The company said the deal would diversify the portfolio and broaden exposure to regional transportation fuel demand rather than simply add barrels to the existing Mid-Continent system.
The transaction is structured as an asset purchase of the two refineries and the related marketing business, with the $4.2 billion figure stated as approximate and subject to a net working capital adjustment. Closing is expected by year-end 2026.
Neumann said the company expects the Acquired Business to continue to generate substantial cash flows over at least the next twelve months in light of current favorable market conditions. Throughput of about 384,000 barrels per day would sit against the prior approximately 207,000 barrels per day, with the Upper Midwest and Northern Great Plains plants and marketing operations forming the new regional footprint the company described.