Icahn Enterprises L.P. Enters Material Agreement

TL;DR

IEP signed a big deal, new financial obligations incoming.

AI Summary

On November 20, 2024, Icahn Enterprises L.P. entered into a material definitive agreement. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant.

Why It Matters

This filing signals a significant new financial commitment or arrangement for Icahn Enterprises L.P., which could impact its future financial obligations and operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating new financial obligations can introduce financial risks and uncertainties for a company.

Key Players & Entities

• Icahn Enterprises L.P. (company) — Registrant
• November 20, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $500,000,000 — osed their previously announced sale of $500,000,000 aggregate principal amount of new 10.00
• $495 million — he sale of the Notes were approximately $495 million after deducting the Initial Purchaser's

Filing Documents

• tm2428963d1_8k.htm (8-K) — 29KB
• tm2428963d1_ex4-1.htm (EX-4.1) — 1183KB
• 0001104659-24-121171.txt ( ) — 1598KB
• iep-20241120.xsd (EX-101.SCH) — 3KB
• iep-20241120_lab.xml (EX-101.LAB) — 33KB
• iep-20241120_pre.xml (EX-101.PRE) — 22KB
• tm2428963d1_8k_htm.xml (XML) — 4KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement Senior Secured Notes Offering On November 20, 2024, Icahn Enterprises L.P. ("Icahn Enterprises") and Icahn Enterprises Finance Corp. ("Icahn Enterprises Finance" and, together with Icahn Enterprises, the "Issuers") closed their previously announced sale of $500,000,000 aggregate principal amount of new 10.000% Senior Secured Notes due 2029 (the "Notes") pursuant to the purchase agreement, dated November 13, 2024 (the "Purchase Agreement"), by and among the Issuers, Icahn Enterprises Holdings L.P., as guarantor (the "Guarantor"), and Jefferies LLC, as initial purchaser (the "Initial Purchaser"). The Notes were priced at 100.000% of their face amount. The net proceeds from the sale of the Notes were approximately $495 million after deducting the Initial Purchaser's discounts and commissions and estimated fees and expenses related to the offering, and will be used to partially redeem the Issuers' existing 6.250% Senior Notes due 2026 (the "2026 Notes") on December 16, 2024. The Notes will be secured by substantially all the assets directly owned by the Issuers and the Guarantor, subject to customary exceptions. Concurrently with the consummation of the Notes Offering, the Issuers granted a lien in favor of the holders of the Issuers' 2026 Notes, 5.250% Senior Notes due 2027, 4.375% Senior Notes due 2029, 9.750% Senior Notes due 2029 and 9.000% Senior Notes due 2030 (collectively, the "Existing Notes") such that the Existing Notes are secured equally and ratably with the Notes upon the issuance thereof. Interest on the Notes will be payable on November 15 and May 15 of each year, commencing on May 15, 2025. The Purchase Agreement contains customary representations, warranties and covenants of the parties and indemnification and contribution provisions whereby the Issuers and the Guarantor, on the one hand, and the Initial Purchaser, on the other, have agreed to indemnify each other against certain liabilities. T

03 Creation of a Direct Financial Obligation or an Obligation

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. Please see the information set forth in Item 1.01 above, which is incorporated by reference into this Item 2.03.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Indenture, dated November 20, 2024, among Icahn Enterprises L.P., Icahn Enterprises Finance Corp., Icahn Enterprises Holdings L.P., as guarantor, and Wilmington Trust, National Association, as trustee and notes collateral agent. 104 Cover Page Interactive Data File (formatted in Inline XBRL in Exhibit 101).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ICAHN ENTERPRISES L.P. (Registrant) By: Icahn Enterprises G.P. Inc. its general partner Date: November 20, 2024 By: /s/ Ted Papapostolou Ted Papapostolou Chief Financial Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR