Faruqi & Faruqi, LLP Announces Investigation of CVR Energy Inc. (CVR)

Faruqi & Faruqi, LLP, a leading national securities firm headquartered in New York City, is investigating the Board of Directors of CVR Energy Inc. (“CVR” or the “Company”) (NYSE: CVI) for potential breaches of fiduciary duties in connection with their conduct related to the Company’s receipt of an unsolicited offer made by Carl C. Icahn through one or more of his affiliated companies to purchase all of the outstanding shares of the Company in a deal valued at about $2.6 billion.  Under the terms of the proposed transaction, tendering shareholders will receive $30 per share in cash, plus a Contingent Value Right.   The Contingent Value Right will entitle stockholders to an additional payment, in cash, equal to the value that CVR is sold for in excess of $30 per share.  According to Yahoo! Finance, at least one financial analyst has set a price target of $35 for CVR.  The proposed transaction is structured as a tender offer and may be effectuated without a shareholder vote.

Whether CVR’s Board of Directors breached their fiduciary duties to the Company’s stockholders by failing to conduct an adequate and fair sales process prior to agreeing to this proposed transaction, whether the proposed transaction undervalues CVR’s shares and by how much this proposed transaction undervalues the Company to the detriment of CVR’s shareholders are the key focus of this investigation.