Cvr Energy Inc - Additional Proxy Soliciting Materials (definitive) (DEFA14A)
20 5월 2008 - 5:14AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
Filed by the registrant
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Filed by a Party other than the Registrant
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Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under Rule 14a-12
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CVR ENERGY, INC.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No Fee Required
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Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11:
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(4)
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Proposed maximum aggregate value of transaction:
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Fee paid previously with preliminary materials:
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the
filing for which the offsetting fee was paid previously. Identify the previous filing by registration
statement number, or the form or schedule and the date of its filing.
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(1)
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Amount previously paid:
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(2)
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Form, Schedule or Registration Statement no.:
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(3)
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Filing party:
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(4)
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Date filed:
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EXPLANATORY NOTE
CVR Energy, Inc. (CVR Energy) is filing these Definitive Additional Materials to supplement the
Definitive Proxy Statement (Proxy Statement) filed by CVR Energy with the Securities and Exchange
Commission on April 8, 2008. The purpose of these Definitive Additional Materials is to provide
notice to stockholders that CVR Energys annual meeting, originally scheduled for May 14, 2008,
will now be held on June 6, 2008 in order to give stockholders sufficient time to review the
amended Annual Report on Form 10-K/A filed with the Securities and Exchange Commission on May 8,
2008 and enclosed herewith.
May 19, 2008
Dear Stockholders:
You are cordially invited to attend the 2008 Annual Meeting of Stockholders on Friday, June 6,
2008, at 10:00 a.m. (Central Time) at the Sugar Land Marriott, 16090 City Walk, Sugar Land, Texas
77479. The 2008 Annual Meeting of Stockholders was previously scheduled for Wednesday, May 14,
2008, but was postponed to provide our stockholders with sufficient time to review CVR Energys
amended Annual Report on Form 10-K/A filed with the Securities and Exchange Commission on May 8,
2008 and enclosed herewith.
Whether or not you are able to attend, it is important that your shares be represented at the
meeting. Accordingly, we ask that you please complete, sign, date and return the enclosed proxy
card in the envelope provided at your earliest convenience. Alternatively, you can vote your
proxy by telephone by following the instructions on the enclosed proxy card. If you attend the
meeting, you may revoke your proxy, if you wish, and vote personally.
If you have already returned the proxy card sent with the proxy statement mailed on or about
on April 14, 2008, that proxy card will be voted in accordance with the instructions indicated
thereon. You are free to change your vote by voting the new proxy card enclosed herewith. You are
also free to revoke your previously submitted proxy card.
As the representation of stockholders at the meeting is very important, we thank you in
advance for your participation.
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Sincerely yours,
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John J. Lipinski
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Chairman of the Board of Directors,
Chief Executive Officer and President
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CVR ENERGY, INC.
2277 Plaza Drive, Suite 500
Sugar Land, Texas 77479
(281) 207-3200
www.cvrenergy.com
NOTICE OF 2008 ANNUAL MEETING OF STOCKHOLDERS
NOTICE IS HEREBY GIVEN that the 2008 Annual Meeting of Stockholders of CVR Energy, Inc. (CVR
Energy), originally scheduled for Wednesday, May 14, 2008, will be held on Friday, June 6, 2008,
at 10:00 a.m. (Central Time) at the Sugar Land Marriott, 16090 City Walk, Sugar Land, Texas 77479.
CVR Energy is filing the Definitive Additional Materials to supplement the Definitive Proxy
Statement (Proxy Statement) filed by CVR Energy with the Securities and Exchange Commission on
April 8, 2008. These Definitive Additional Materials will be mailed on or about May 19, 2008. CVR
Energy has postponed the Annual Meeting in order to provide stockholders with sufficient time to
review the amended Annual Report on Form 10-K/A filed with the Securities and Exchange Commission
on May 8, 2008 and enclosed herewith.
The
record date for the Annual Meeting remains the close of business on April 7, 2008, and the
purposes for which the Annual Meeting are being held remain the same as those listed in CVR
Energys Notice of 2008 Annual Meeting of Stockholders dated April 14, 2008, which are:
1. To elect eight directors for terms of one year each, to serve until their successors have
been duly elected and qualified;
2. To ratify the selection of KPMG LLP as CVR Energys independent registered public
accounting firm for 2008; and
3. To transact such other business as may properly come before the meeting or any adjournments
or postponements thereof.
Whether or not you plan to attend the meeting on its new date, please complete, sign, date and
return the proxy card enclosed with these Definitive Additional Materials in the envelope
provided to ensure that your shares of common stock are represented at the meeting. If you have
already returned the proxy card sent with the Proxy Statement mailed on or about on April 14, 2008,
that
proxy card will be voted in accordance with the instructions indicated thereon
unless revoked
or superseded by the enclosed proxy card, which will replace any proxy card previously submitted in
connection with the meeting.
You may also vote your shares by telephone by following the
instructions on the enclosed proxy card. If you attend the meeting in person, you may vote your
shares of common stock at the meeting, even if you have previously sent in your proxy.
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By Order of the Board of Directors,
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Edmund S. Gross
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Senior Vice President, General Counsel
and Secretary
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Sugar Land, Texas
May 19, 2008
If you vote by telephone, you do not need to return your proxy card.
ANNUAL
MEETING OF STOCKHOLDERS OF
CVR Energy, Inc.
June 6, 2008
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PROXY VOTING INSTRUCTIONS
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MAIL
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Date, sign and mail your proxy card in the
envelope provided as soon as possible.
- OR -
TELEPHONE
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Call toll-free
1-800-PROXIES
(1-800-776-9437) in the United States or
1-718-921-8500
from foreign countries and follow the instructions. Have your proxy card available when you call.
- OR
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IN PERSON
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You may vote your shares in person by attending the Annual Meeting.
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COMPANY NUMBER
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ACCOUNT NUMBER
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You may enter your voting instructions at 1-800-PROXIES in the United States or 1-718-921-8500 from foreign countries up until 11:59 PM Eastern Time the day before the cut-off or meeting date.
ê
Please
detach along perforated line and mail in the envelope provided
IF
you are not voting via telephone.
ê
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2 0 8 3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 4
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0 6 0 6 0 8
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THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE ELECTION OF
DIRECTORS AND FOR PROPOSAL 2.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE
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FOR
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AGAINST
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ABSTAIN
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1.
To elect eight directors for terms of one year each, to serve until their successors have been duly elected and qualified.
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2.
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To ratify the selection of KPMG LLP as the Companys independent registered public accounting firm for 2008.
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FOR ALL NOMINEES
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NOMINEES:
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John J. Lipinski
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Scott L. Lebovitz
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WITHHOLD AUTHORITY
FOR ALL NOMINEES
FOR ALL EXCEPT
(See Instructions below)
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Regis B. Lippert
George E. Matelich
Steve A. Nordaker
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Stanley de J. Osborne
Kenneth A. Pontarelli
Mark E. Tomkins
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INSTRUCTIONS:
To withhold authority to vote for any individual nominee(s),
mark
FOR ALL EXCEPT
and fill in the circle next to each
nominee
you wish to
withhold, as shown here:
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To change the address on your account, please check the box
at right and indicate your new address in the address space
above. Please note that changes to the registered name(s)
on the account may not be submitted
via this method.
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Signature
of Stockholder
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Date:
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Signature
of Stockholder
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Date:
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Note:
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Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as
such. If signer is a partnership, please sign in partnership name by authorized person.
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ANNUAL
MEETING OF STOCKHOLDERS OF
CVR Energy, Inc.
June 6, 2008
Please date, sign and mail
your proxy card in the
envelope provided as soon
as possible.
ê
Please
detach along perforated line and mail in the envelope
provided.
ê
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2 0 8 3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 4
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0 6 0 6 0 8
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THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE ELECTION OF DIRECTORS AND FOR PROPOSAL 2.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE
ý
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FOR
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AGAINST
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ABSTAIN
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1.
To elect eight directors for terms of one year each, to serve until their successors have been duly elected and qualified.
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2.
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To
ratify the selection of KPMG LLP as the Companys independent registered public accounting firm for 2008.
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o
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FOR ALL NOMINEES
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NOMINEES:
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John J. Lipinski
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Scott L. Lebovitz
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WITHHOLD AUTHORITY
FOR ALL NOMINEES
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Regis B. Lippert
George E. Matelich
Steve A. Nordaker
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FOR ALL EXCEPT
(See Instructions below)
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Stanley de J. Osborne
Kenneth A. Pontarelli
Mark E. Tomkins
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INSTRUCTIONS:
To withhold authority to vote for any individual nominee(s),
mark
FOR ALL EXCEPT
and fill in the circle next to each
nominee
you wish to
withhold, as shown here:
=
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To change the address on your account, please check the box
at right and indicate your new address in the address space
above. Please note that changes to the registered name(s)
on the account may not be submitted
via this method.
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Signature of Stockholder
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Date:
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Signature of Stockholder
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Date:
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Note:
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Please sign exactly as
your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by a duly authorized officer, giving full title as such. If signer is
a partnership, please sign in partnership name by
authorized person.
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CVR ENERGY, INC.
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The
undersigned hereby appoints Stanley A. Riemann, Edmund S. Gross and James T. Rens and each or any of them his/her attorneys and agents, with full power of substitution to vote as Proxy for the undersigned as herein stated at the Annual Meeting of Stockholders of CVR Energy, Inc. (the Company) to be held at the Sugar Land Marriott, 16090 City Walk,
Sugar Land, Texas 77479 on Friday, June 6, 2008 at 10:00 a.m. (Central Time), and at any adjournment thereof, according to the number of votes the undersigned would be entitled to vote if personally present, on the proposals set forth on the reverse hereof and in accordance with their discretion on any other matters that may properly come before the meeting or any adjournments thereof. The undersigned hereby acknowledges receipt of the amended Annual
Report on Form 10-K/A dated May 8, 2008, Notice of 2008 Annual Meeting of Stockholders, dated May 19, 2008 and Proxy Statement, dated April 14, 2008. If this proxy is returned without direction being given, this proxy will be voted FOR Proposals One and Two.
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(Continued and to be signed on reverse side)
CVR Energy (NYSE:CVI)
과거 데이터 주식 차트
부터 6월(6) 2024 으로 7월(7) 2024
CVR Energy (NYSE:CVI)
과거 데이터 주식 차트
부터 7월(7) 2023 으로 7월(7) 2024