Marathon Petroleum has agreed to sell two refineries and related midstream assets to CVR Energy for $4.2 billion, the companies announced on 3 November 2026, in a deal that will nearly double CVR’s refining capacity.
FAKTA
- Total purchase price is $4.2 billion, plus inventory value and subject to purchase price adjustments.
- Marathon Petroleum will receive $3.45 billion for the refining assets, excluding inventory value, and its midstream subsidiary MPLX will receive $750 million for related midstream assets.
- The refineries are St. Paul Park in Minnesota, with crude capacity of 105,000 barrels per calendar day, and Mandan in North Dakota, with 72,000 barrels per calendar day — a combined 177,000 barrels per day.
- CVR’s crude processing capacity would rise from about 207,000 to about 384,000 barrels per day, including its existing Coffeyville and Wynnewood refineries.
- Commodities trader Trafigura has agreed to invest $800 million in newly issued CVR shares for a minority stake, and will become the exclusive crude supplier and trading intermediary for the acquired refineries.
- The transaction is expected to close by the end of 2026, subject to customary closing conditions including clearance under the Hart-Scott-Rodino Antitrust Improvements Act.
Marathon CVR refinery deal
Marathon announced the deal alongside third-quarter results on 3 November, reporting that it had beaten Wall Street estimates for third-quarter profit on stronger refining margins. The sale covers the two refineries, related marketing operations and certain logistics assets.
CVR said the acquisition is expected to be more than 50 percent accretive to earnings and free cash flow in the first full year after closing. The company will fund the purchase with a mix of common equity, cash and debt, including $2.5 billion of bridge financing, with about $3.8 billion of pro forma debt at closing, according to its earnings call.
| Asset | Detail |
|---|---|
| St. Paul Park, Minnesota | 105,000 barrels per day |
| Mandan, North Dakota | 72,000 barrels per day |
| Combined acquired capacity | 177,000 barrels per day |
| CVR capacity before | About 207,000 barrels per day |
| CVR capacity after | About 384,000 barrels per day |
| Total price | $4.2 billion plus inventory |
What the deal means for both companies
For Marathon, the sale narrows its refining footprint while returning $3.45 billion for the refinery assets and $750 million to MPLX for midstream assets. For CVR, controlled by investor Carl Icahn, the deal transforms its scale, nearly doubling its refining capacity and adding marketing operations in the US Midwest.
Trafigura’s $800 million investment and its role as exclusive crude supplier give CVR a trading partner for the new plants, while Trafigura also enters petroleum product offtake arrangements for the acquired refineries.
