UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): March 7, 2019
(Commission File Number) | (Exact Name of Registrant as Specified in Its Charter) (Address of Principal Executive Offices) (Zip Code) (Telephone Number) | (State or Other Jurisdiction of Incorporation or Organization) | (IRS Employer Identification No.) |
1-9516 | ICAHN ENTERPRISES L.P. | Delaware | 13-3398766 |
767 Fifth Avenue, Suite 4700 New York, NY 10153 (212) 702-4300 | |||
333-118021-01 | ICAHN ENTERPRISES HOLDINGS L.P. | Delaware | 13-3398767 |
767 Fifth Avenue, Suite 4700 New York, NY 10153 (212) 702-4300 | |||
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging Growth Company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Section 7 - Financial Information
Item 7.01 Regulation FD Disclosure.
Icahn Enterprises L.P. has attached hereto as Exhibit 99.1 a copy of updated presentation materials that it intends to use in connection with meetings with investors, groups of investors and media and in connection with presentations and speeches to various audiences.
The information contained in this Item 7.01 and Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. In addition, the information contained in this Item 7.01 and Exhibit 99.1 shall not be incorporated by reference into any of Icahn Enterprises L.P.’s or Icahn Enterprises Holdings L.P.'s filings with the Securities and Exchange Commission or any other document except as shall be expressly set forth by specific reference in such filing or document.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 - Presentation Materials.
1
SIGNATURE
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 | ||
By: | /s/ Peter Reck | ||
Peter Reck | |||
Chief Accounting Officer | |||
Date: March 7, 2019
ICAHN ENTERPRISES HOLDINGS L.P. | |||
(Registrant) | |||
By: | Icahn Enterprises G.P. Inc., its general partner | ||
By: | /s/ Peter Reck | ||
Peter Reck | |||
Chief Accounting Officer | |||
Date: March 7, 2019
2
Icahn Enterprises L.P. Investor Presentation March 2019
Forward-Looking Statements and Non-GAAP Financial Measures Forward-Looking Statements This presentation contains certain statements that are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements included herein, other than statements that relate solely to historical fact, are “forward-looking statements.” Such statements include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events, or any statement that may relate to strategies, plans or objectives for, or potential results of, future operations, financial results, financial condition, business prospects, growth strategy or liquidity, and are based upon management’s current plans and beliefs or current estimates of future results or trends. Forward-looking statements can generally be identified by phrases such as “believes,” “expects,” “potential,” “continues,” “may,” “should,” “seeks,” “predicts,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “could,” “designed,” “should be” and other similar expressions that denote expectations of future or conditional events rather than statements of fact. Our expectations, beliefs and projections are expressed in good faith and we believe that there is a reasonable basis for them. However, there can be no assurance that these expectations, beliefs and projections will result or be achieved. There are a number of risks and uncertainties that could cause our actual results to differ materially from the forward-looking statements contained in this presentation. These risks and uncertainties are described in our Annual Report on Form 10-K for the year ended December 31, 2018. There may be other factors not presently known to us or which we currently consider to be immaterial that may cause our actual results to differ materially from the forward-looking statements. All forward-looking statements attributable to us or persons acting on our behalf apply only as of the date of this presentation and are expressly qualified in their entirety by the cautionary statements included in this presentation. Except to the extent required by law, we undertake no obligation to update or revise forward-looking statements to reflect events or circumstances after the date such statements are made or to reflect the occurrence of unanticipated events. Non-GAAP Financial Measures This presentation contains certain non-GAAP financial measures, including EBITDA, Adjusted EBITDA and Indicative Net Asset Value. The non-GAAP financial measures contained herein have limitations as analytical tools and should not be considered in isolation or in lieu of an analysis of our results as reported under U.S. GAAP. These non-GAAP measures should be evaluated only on a supplementary basis in connection with our U.S. GAAP results, including those reported in our consolidated financial statements and the related notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2018. A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures can be found in the back of this presentation. 2
Company Overview 3
Overview of Icahn Enterprises ▪ Icahn Enterprises L.P. is a diversified holding company with operating segments in Investment, Energy, Automotive, Food Packaging, Metals, Real Estate, Home Fashion, Mining and Railcar(1) ▪ IEP is majority owned and controlled by Carl Icahn – Over many years, Carl Icahn has contributed most of his businesses to and executed transactions primarily through IEP – As of December 31, 2018, Carl Icahn and his affiliates owned approximately 91.7% of IEP’s outstanding depositary units ▪ IEP benefits from cash flows from its subsidiaries: – CVR Energy: $3.00 per share annualized dividend – Recurring cash flows from our Real Estate segment ▪ IEP has daily liquidity through its ability to redeem its investment in the funds on a daily basis ▪ IEP has an $8.00 annualized distribution (10.8% yield as of February 28, 2019) ($ millions) As of December 31, 2018 Twelve Months Ended December 31, 2018 Net Income Adj. EBITDA Segment Assets Revenue Attrib. to IEP Attrib. to IEP Investment(2) $ 10,101 $ 737 $ 319 $ 339 Energy 4,738 7,135 238 464 Automotive 3,024 2,856 (230) (48) Food Packaging 511 379 (12) 43 Metals 233 467 5 24 Real Estate 508 212 112 48 Home Fashion 172 171 (11) — Mining 299 106 3 16 Railcar — 5 1 (2) Holding Company 3,161 (291) (638) (323) Discontinued Operations — 7,202 1,720 — Total $ 22,747 $ 18,979 $ 1,507 $ 561 (1) IEP sold all remaining railcars throughout the first nine months of 2018. As a result, as of December 31, 2018, our business no longer includes an active Railcar segment. 4 (2) Investment segment total assets represents total equity (equity attributable to IEP was $5.1 billion)
Summary Corporate Organizational Chart Icahn 1% Icahn Enterprises L.P. Enterprises G.P. Inc. (NasdaqGS: IEP) 99% LP Interest 1% Icahn Enterprises Holdings L.P. As of 12/31/2018, Icahn Enterprises had investments 100% with a fair market value of approximately $5.1 billion in Icahn Capital LP the Investment Funds 77% Ferrous Resources Brazilian iron ore producer One of the largest independent metal recycling 100% PSC Metals Inc. companies in the US Viskase One of the worldwide leaders in cellulosic, fibrous and 79% Companies Inc. plastic casings for processed meat industry (OTCPK:VKSC) Consists of rental commercial real estate, property AREP Real Estate 100% development and associated resort activities Holdings, LLC 71% CVR Energy Inc. Holding company that owns substantial interests in two (NYSE: CVI) separate operating subsidiaries 100% WestPoint Home Provider of home textile products for nearly 200 years LLC 100% 34% Engaged in the distribution of automotive parts in the Icahn Automotive 100% CVR Refining, LP CVR Partners, LP aftermarket as well as providing automotive services Group LLC (NYSE: UAN) 207k bpd capacity oil refining Producer and distributer of company in the mid-continent nitrogen fertilizer products region of the United States Note: Percentages denote equity ownership as of February 28, 2019. Excludes intermediary and pass through entities. 5
Diversified Subsidiary Companies with Significant Inherent Value ▪ IEP’s subsidiary companies possess key competitive strengths and / or leading market positions ▪ IEP seeks to create incremental value by investing in organic growth and targeting businesses that offer consolidation opportunities – Capitalize on attractive interest rate environment to pursue acquisitions and recognize meaningful synergies Strategically located mid-continent petroleum refiner and Engaged in the distribution of automotive parts in the aftermarket nitrogen fertilizer producer generating record profitability as well as providing automotive services Leading global market position in non-edible meat casings Established regional footprint positioned to actively participate poised to capture further growth in emerging markets in consolidation of the highly fragmented scrap metal market AREP Real Estate Holdings, LLC 200 year heritage with some of the best known brands in home Long-term real estate investment horizon with strong, steady fashion; consolidation likely in fragmented sector cash flows A Brazilian iron ore mining operation that supplies iron ore products to the global steel industry The Company’s diversification across multiple industries and geographies provides a natural hedge against cyclical and general economic swings 6
Evolution of Icahn Enterprises ▪ IEP began as American Real Estate Partners, which was founded in 1987, and has grown its diversified portfolio to nine operating segments and approximately $23 billion of assets as of December 31, 2018 ▪ IEP has demonstrated a history of successfully acquiring undervalued assets and improving and enhancing their operations and financial results ▪ IEP’s record is based on a long-term horizon that can enhance business value for continued operations and/or facilitate a profitable exit strategy – In 2017, IEP sold American Railcar Leasing for $3.4 billion, resulting in a pre-tax gain of $1.7 billion – In 2018, IEP sold Federal-Mogul for $5.1 billion, resulting in a pre-tax gain of $251 million, Tropicana for $1.5 billion, resulting in a pre-tax gain of $779 million and ARI for $1.75 billion, resulting in a pre-tax gain of $400 million. IEP announced the sale of Ferrous for aggregate consideration of $550 million. ▪ Acquired partnership interest in Icahn Capital Management L.P. in 2007 – IEP and certain of Mr. Icahn's wholly owned affiliates are the sole investors in the Investment Funds ▪ IEP also has grown the business through organic investment and through a series of bolt-on acquisitions Timeline of Recent Acquisitions and Exits As of December 31, 2008 Current(1) ▪ Mkt. Cap: $1.9bn ▪ Mkt. Cap: $10.9bn ▪ Total Assets: $18.8bn ▪ Total Assets: $23.4bn American Railcar Industries CVR Refining & CVR Partners IEH Auto Parts Holding American Railcar Federal-Mogul & 1/15/10: 54.4% of ARI’s shares 2013: CVR Refining completed IPO 6/1/15: Acquired substantially all of the Leasing Tropicana outstanding were contributed by Carl and secondary offering. CVR Partners auto part assets in the U.S. of Uni- 2017: Sale of ARL for 10/1/18: Sold Federal- Icahn in exchange for IEP depositary completed a secondary offering Select Inc. $3.4 billion and a pre- Mogul for $5.1 billion and units tax gain of $1.7 billion Tropicana for $1.5 billion Year: 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Viskase Tropicana Entertainment CVR Energy American Railcar Ferrous Resources Pep Boys American Railcar Industries & 1/15/10: 71.4% of Viskase’s 11/15/10: Received an 5/4/12: Acquired a majority Leasing 6/8/15: IEP 2/4/16: IEP Ferrous shares outstanding were equity interest as a result interest in CVR via a tender 10/2/13: Acquired 75% acquired a acquired Pep 12/5/18: Sold American Railcar contributed by Carl Icahn in of a Ch.11 restructuring offer to purchase all of ARL from companies controlling interest in Boys Industries for $1.75 billion. exchange for IEP and subsequently acquired outstanding shares of CVR wholly owned by Carl Ferrous Resources Announced definitive agreement depositary units a majority stake Icahn to sell Ferrous for $550 million (1) Market capitalization as of December 31, 2018 and balance sheet data as of December 31, 2018. 7
Ability to Maximize Shareholder Value Through Proven Activist Strategy ▪ IEP seeks undervalued companies and often becomes “actively” involved in the targeted companies Putting Activism into Action ▪ Activist strategy requires significant capital, rapid execution and willingness to take control of companies ▪ With over 300 years of collective ▪ Implement changes required to improve experience, IEP’s investment and legal team is capable of unlocking businesses ▪ IEP pursues its activist strategy a target’s hidden value and seeks to promulgate change – Financial / balance sheet – Dealing with the board and restructuring management – Operation turnarounds – Proxy fights – Strategic initiatives Purchase of Stock or Debt – Tender offers – Corporate governance changes – Taking control ▪ Mr. Icahn and Icahn Capital have a long and successful track record of generating significant returns employing the activist strategy – IEP’s subsidiaries often started out as investment positions in debt or equity either directly by Icahn Capital or Mr. Icahn 8
Significant Experience Optimizing Business Strategy and Capital Structure ▪ IEP’s management team possesses substantial strategic and financial expertise – Maintains deep knowledge of capital markets, bankruptcy laws, mergers and acquisitions and transaction processes ▪ Active participation in the strategy and capital allocation for targeted companies – Not involved in day-to-day operations ▪ IEP will make necessary investments to ensure subsidiary companies can compete effectively Select Examples of Strategic and Financial Initiatives ▪ Historically, two businesses had a natural synergy ▪ Structured as a C-Corporation – Motorparts benefited from OEM pedigree and scale – Investors seeking more favorable alternative structures ▪ Review of business identified numerous dis-synergies by ▪ Review of business identifies opportunity for significant cash having both under one business flow generation Situation Overview – Different customers, methods of distribution, cost – High quality refiner in underserved market structures, engineering and R&D, and capital – Benefits from increasing North American oil production requirements – Supported investment in Wynnewood refinery and UAN plant expansion ▪ Strong investor appetite for yield oriented investments ▪ Contributed assets to a separate MLP and subsequently Strategic / Financial ▪ Adjusted business model to separate Powertrain and Initiative Motorparts into two separate businesses launched CVR Refining IPO and secondary Offerings; completed CVR Partners secondary offering ▪ Separation improved management focus for the respective ▪ CVR Energy stock up approximately 107.4%, including Result (1) segments. IEP sold Federal-Mogul for $5.1 billion in 2018. dividends, from tender offer price of $30.00 (1) Based on CVR Energy’s stock price as of December 31, 2018 and the $30 tender offer price which closed in May 2012. 9
Deep Team Led by Carl Icahn ▪ Led by Carl Icahn – Substantial investing history provides IEP with unique network of relationships and access to Wall Street ▪ Team consists of approximately 20 professionals with diverse backgrounds – Well rounded team with professionals focusing on different areas such as equity, distressed debt and credit Years of Industry Name Title Years at Icahn Experience Keith Cozza President & Chief Executive Officer, Icahn Enterprises L.P. 14 17 SungHwan Cho Chief Financial Officer, Icahn Enterprises L.P. 12 21 Courtney Mather Portfolio Manager, Icahn Capital 5 19 Nick Graziano Portfolio Manager, Icahn Capital 3 23 Brett Icahn Consultant, Icahn Enterprises L.P. 13 13 Jesse Lynn General Counsel, Icahn Enterprises L.P. 14 23 Andrew Langham General Counsel, Icahn Enterprises L.P. 14 19 10
Overview of Operating Segments 11
Segment: Investment Segment Description Highlights and Recent Developments ▪ IEP invests its proprietary capital through various ▪ Since inception in 2004 through December 31, 2018 the Investment Funds’ cumulative private investment funds (the “Investment Funds”) return was approximately 138.0%, representing an annualized rate of return of managed by the Investment segment approximately 6.3% ▪ Long history of investing in public equity and debt securities and pursuing activist agenda ▪ Fair value of IEP’s interest in the Investment Funds was approximately $5.1 billion as of December 31, 2018 ▪ Employs an activist strategy that seeks to unlock hidden value through various tactics – Financial / balance sheet restructurings (e.g., CIT Group, Apple) ▪ IEP has daily liquidity through its ability to redeem its – Operational turnarounds (e.g., Motorola, Navistar) investment in the Investment Funds on a daily basis – Strategic initiatives (e.g., Motorola, eBay, Manitowoc) – Corporate governance changes (e.g., eBay, Gannet) ▪ As of December 31, 2018, the Investment Funds’ had a net short notional exposure of 24% Historical Segment Financial Summary Historical Returns(2) Investment Segment FYE December 31, ($ millions) 2016 2017 2018 Select Income Statement Data: Total revenue $ (1,223) $ 297 $ 737 Net (loss) income (1,487) 118 679 34.5% 33.3% (3) 30.8% 7.9% Net (loss) income attrib. to IEP (604) 80 319 15.2% 20.2% 2.1% Select Balance Sheet Data(1): (7.4)% (18)% Total Equity $ 5,396 $ 7,417 $ 10,101 (20.3)% Equity attributable to IEP 1,669 3,052 5,066 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 (1) Balance Sheet data as of the end of each respective fiscal period. (2) Represents a weighted-average composite of the gross returns, net of expenses for the Investment Funds. (3) 2012 gross return assumes that IEP’s holdings in CVR Energy remained in the Investment Funds for the entire period. IEP obtained a majority stake in CVR Energy in May 2012. Investment Funds returns were approximately 6.6% when excluding returns on CVR Energy after it became a consolidated entity. 12
Segment: Energy Segment Description Highlights and Recent Developments ▪ CVR Energy, Inc. (NYSE:CVI) is a diversified ▪ In January 2019, CVR Energy purchased the remaining common units of CVR holding company primarily engaged in the petroleum Refining not already owned by CVR Energy for $241 million, excluding the amount refining and nitrogen fertilizer manufacturing paid to us. As a result: businesses through its interests in CVR Refining, LP – CVR Energy and its affiliates own 100% of CVR Refining’s outstanding common and CVR Partners, LP (NYSE:UAN) units – CVR Refining is an independent petroleum refiner and marketer of high-value transportation fuels in ▪ CVR Energy's annualized dividend is $3.00 per unit the mid-continent of the United States – CVR Partners is a manufacturer of ammonia and urea ammonium nitrate solution fertilizer products Petroleum Historical Segment Financial Summary ▪ Strategic location and complex refineries allows CVR to benefit from access to price advantaged crude oil Energy Segment FYE December 31, ($ millions) 2016 2017 2018 – Approximately 221,000 bpcd of crude processing Select Income Statement Data: – Access to quality and price advantaged crude – 100% of crude purchased is Total revenue $ 4,764 $ 5,988 $ 7,135 WTI based Adjusted EBITDA 311 406 825 Net (loss) income (604) 275 379 Adjusted EBITDA attrib. to IEP 156 216 464 Fertilizer Net (loss) income attrib. to IEP (327) 229 238 ▪ CVR Partners acquired an additional fertilizer plant in April 2016, giving it Select Balance Sheet Data(1): geographic and feed stock diversity Total assets $ 5,013 $ 4,700 $ 4,738 Equity attributable to IEP 1,034 1,098 1,243 – Large geographic footprint serving the Southern Plains and Corn Belt region – 2018 UAN summer fill prices improved $30 to $40 per ton over last year (1) Balance Sheet data as of the end of each respective fiscal period. 13
Segment: Automotive Segment Description Highlights and Recent Developments ▪ We conduct our Automotive segment through our wholly owned subsidiary Icahn Automotive Group ▪ In October 2018, IEP sold Federal-Mogul, which was previously reported in our LLC ("Icahn Automotive"). Automotive segment. IEP is reporting Federal-Mogul's results in discontinued operations. ▪ Icahn Automotive is engaged in the retail and wholesale distribution of automotive parts in the aftermarket as well as providing automotive repair ▪ Icahn Automotive is in the process of implementing a multi-year transformation and maintenance services to its customers. plan. Key priorities include: – Continued integration of the businesses including, but not limited to, supply chain and information technology capabilities – Positioning the service business to take advantage of opportunities in the do-it- for-me market and vehicle fleets – Growing the commercial parts distribution business in high volume markets Historical Segment Financial Summary – Optimizing inventory across parts and tire distribution network Automotive Segment FYE December 31, (2) ($ millions) 2016 2017 2018 Select Income Statement Data: Total revenue $ 2,503 $ 2,728 $ 2,856 Adjusted EBITDA 108 3 (48) Net income (loss) 19 (51) (230) Adjusted EBITDA attrib. to IEP 108 3 (48) Net income (loss) attrib. to IEP 19 (51) (230) Select Balance Sheet Data(1): Total assets $ 2,573 $ 3,011 $ 3,024 Equity attributable to IEP 1,319 1,727 1,747 (1) Balance Sheet data as of the end of each respective fiscal period. (2) Results include Pep Boys beginning February 3, 2016 14
Segment: Food Packaging Segment Description Highlights and Recent Developments ▪ Viskase Companies, Inc (OTCPK:VKSC) is a worldwide leader in the production and sale of ▪ Future growth expected to be driven by changing diets of a growing middle class cellulosic, fibrous and plastic casings for the in emerging markets processed meat and poultry industry – Majority of revenues from emerging markets ▪ Leading worldwide manufacturer of non-edible – Acquired a plastic casing manufacturer in Poland in December 2016 and a cellulosic casings for small-diameter meats (hot fibrous casing manufacturer in January 2017 dogs and sausages) – Leading manufacturer of non-edible fibrous ▪ Developed markets remain a steady source of income casings for large-diameter meats (sausages, salami, hams and deli meats) – Distribution channels to certain customers spanning more than 50 years ▪ Significant barriers to entry – Technically difficult chemical production process Historical Segment Financial Summary – Significant environmental and food safety regulatory requirements Food Packaging Segment FYE December 31, – Substantial capital cost ($ millions) 2016 2017 2018 Select Income Statement Data: Total revenue $ 328 $ 389 $ 379 ▪ Rights offering completed in January 2018 raising $50 million Adjusted EBITDA 55 62 54 Net income (loss) 8 (6) (15) Adjusted EBITDA attrib. to IEP $ 40 $ 45 $ 43 Net income (loss) attrib. to IEP 6 (5) (12) Select Balance Sheet Data(1): Total assets $ 428 $ 487 $ 511 Equity attributable to IEP 25 28 55 (1) Balance Sheet data as of the end of each respective fiscal period. 15
Segment: Metals Segment Description Highlights and Recent Developments ▪ PSC Metals, Inc. is one of the largest independent metal recycling companies in the U.S. ▪ Increasing global demand for steel and other metals drives demand for U.S. scrap ▪ Collects industrial and obsolete scrap metal, processes it into reusable forms and supplies the recycled metals to its customers ▪ Scrap recycling process is “greener” than virgin steel production ▪ Strong regional footprint (Upper Midwest, St. Louis – Electric arc furnace drive scrap demand and are significantly more energy Region and the South) efficient than blast furnaces – Electric arc furnace steel mills are approximately 60% of U.S. production ▪ Highly fragmented industry with potential for further consolidation – Capitalizing on consolidation and vertical integration opportunities – PSC is building a leading position in its markets Historical Segment Financial Summary ▪ Product diversification will reduce volatility through cycles Metals Segment FYE December 31, ($ millions) 2016 2017 2018 – Expansion of non-ferrous share of total business Select Income Statement Data: Total revenue $ 269 $ 408 $ 467 Adjusted EBITDA (15) 20 24 Net (loss) income (20) (44) 5 Adjusted EBITDA attrib. to IEP (15) 20 24 Net (loss) income attrib. to IEP (20) (44) 5 Select Balance Sheet Data(1): Total assets $ 193 $ 226 $ 233 Equity attributable to IEP 155 182 177 (1) Balance Sheet data as of the end of each respective fiscal period. 16
Segment: Real Estate Segment Description Highlights and Recent Developments ▪ Consists of rental real estate, property development and club operations ▪ Business strategy is based on long-term investment outlook and operational expertise Rental Real Estate Operations ▪ Rental real estate consists primarily of retail, office and industrial properties leased to single corporate tenants ▪ During 2018, our Real Estate segment sold two commercial rental properties for aggregate proceeds of $179 million, resulting in aggregate pretax gain on disposition of ▪ Property development is focused on the construction assets of $89 million and sale of single and multi-family houses, lots in subdivisions and planned communities and raw land for ▪ Net lease portfolio overview residential development – Single tenant (Over $100bn market cap, A- credit) for one large building with a lease ▪ Club operations focus on operating golf club and related through 2021 activities – 6 legacy properties with 1.1 million square feet: 30% Office, 36% Industrial, 33% Retail ▪ Maximize value of commercial lease portfolio through effective management of existing Historical Segment Financial Summary properties – Seek to sell assets on opportunistic basis Real Estate Segment FYE December 31, (2) ($ millions) 2016 2017 (2) 2018 Property Development & Club Operations Select Income Statement Data: Net sales and other revenues from ▪ New Seabury in Cape Cod, Massachusetts and Grand Harbor in Vero Beach, Florida operations $ 88 $ 87 $ 106 include land for future residential development of approximately 257 and 1,119 units, Adjusted EBITDA 35 40 48 respectively Net income 5 549 112 Club operations in New Seabury, Cape Cod and Grand Harbor, Vero Beach focus on Adjusted EBITDA attrib. to IEP 35 40 48 ▪ operating golf club and related activities Net income attrib. to IEP 5 549 112 Select Balance Sheet Data(1): ▪ Includes hotel, timeshare and casino resort property in Aruba and Plaza Hotel and Total assets $ 731 $ 931 $ 508 Casino in Atlantic City, NJ, which ceased operations in 2014 Equity attributable to IEP 684 846 465 (1) Balance Sheet data as of the end of each respective fiscal period. (2) Excludes results from timeshare and casino resort property in Aruba 17
Segment: Home Fashion Segment Description Highlights and Recent Developments ▪ WestPoint Home LLC is engaged in manufacturing, sourcing, marketing, distributing and selling home ▪ One of the largest providers of home textile goods in the United States fashion consumer products ▪ Transitioned majority of manufacturing to low cost plants overseas ▪ WestPoint Home owns many of the most well- known brands in home textiles including Martex, ▪ Streamlined merchandising, sales and customer service divisions Grand Patrician, Luxor and Vellux ▪ Focus on core profitable customers and product lines ▪ WPH also licenses brands such as IZOD, Under – WPH has implemented a more customer-focused organizational structure with the Canopy, Southern Tide and Hanes the intent of expanding key customer relationships and rebuilding the company’s sales backlog – Realizing success placing new brands with top retailers Historical Segment Financial Summary – Continued strength with institutional customers Home Fashion Segment FYE December 31, ($ millions) 2016 2017 2018 ▪ Consolidation opportunity in fragmented industry Select Income Statement Data: Total revenue $ 196 $ 183 $ 171 Adjusted EBITDA (1) (9) — Net loss (12) (20) (11) Adjusted EBITDA attrib. to IEP (1) (9) — Net loss attrib. to IEP (12) (20) (11) Select Balance Sheet Data(1): Total assets $ 193 $ 183 $ 172 Equity attributable to IEP 164 144 133 (1) Balance Sheet data as of the end of each respective fiscal period. 18
Segment: Mining Segment Description Highlights and Recent Developments ▪ Ferrous Resources has rights to certain iron ore mineral resources in Brazil and develops mining ▪ IEP acquired a controlling interest in Ferrous Resources in June 2015 operations and related infrastructure to produce and sell iron ore products to the global steel ▪ Mining segment has been concentrating on sales in Brazil, where the best industry margins are being captured – Significant iron ore assets in the State of Minas – Lower discounts on impurities have been offset by higher ocean freight rates Gerais, Brazil, known as Viga, Viga Norte, Esperança, Serrinha and Santanense – Continued investment in processing plants to produce higher quality iron ore product that currently sells at significant premium – Mineral rights near Jacuípe in the State of Bahia, Brazil ▪ Iron ore prices have recovered significantly due to increased demand from China ▪ On December 5, 2018, IEP announced a definitive agreement to sell Ferrous Historical Segment Financial Summary Resources for total consideration of $550 million. The transaction is expected to close in 2019 Mining Segment FYE December 31, ($ millions) 2016 2017 2018 Select Income Statement Data: Total revenue $ 63 $ 93 $ 106 Adjusted EBITDA 2 22 20 Net (loss) income (24) 10 1 Adjusted EBITDA attrib. to IEP 1 17 16 Net (loss) income attrib. to IEP (19) 9 3 Select Balance Sheet Data(1): Total assets $ 219 $ 265 $ 299 Equity attributable to IEP 104 138 165 (1) Balance Sheet data as of the end of the fiscal period. 19
Financial Performance 20
Financial Performance Net (loss) Income Attributable to Adjusted EBITDA Attributable to Icahn Enterprises Icahn Enterprises $2,430 $642 $561 $1,507 $61 $(1,128) FYE 2016 FYE 2017 FYE 2018 FYE 2016 FYE 2017 FYE 2018 FYE December 31, FYE December 31, ($ millions) 2016 2017 2018 ($ millions) 2016 2017 2018 Net (loss) income attributable to Icahn Enterprises: Adjusted EBITDA attributable to Icahn Enterprises: Investment $ (604) $ 80 $ 319 Investment $ (528) $ 138 $ 339 Energy (327) 229 238 Energy 156 216 464 Automotive 19 (51) (230) Automotive 108 3 (48) Food Packaging 6 (5) (12) Food Packaging 40 45 43 Metals (20) (44) 5 Metals (15) 20 24 Real Estate 5 549 112 Real Estate 35 40 48 Home Fashion (12) (20) (11) Home Fashion (1) (9) — Mining (19) 9 3 Mining 1 17 16 Railcar 112 1,171 1 Railcar 266 136 (2) Holding Company (287) 355 (638) Holding Company (1) 36 (323) Discontinued Operations (1) 157 1,720 Discontinued Operations — — — Net (loss) income attributable to Adjusted EBITDA attributable to Icahn Enterprises $ (1,128) $ 2,430 $ 1,507 Icahn Enterprises $ 61 $ 642 $ 561 21
Consolidated Financial Snapshot ($ Millions) FYE December 31, 2016 2017 2018 Net income from continuing operations: Investment $ (1,487) $ 118 $ 679 Energy (604) 275 379 Automotive 19 (51) (230) Food Packaging 8 (6) (15) Metals (20) (44) 5 Real Estate 5 549 112 Home Fashion (12) (20) (11) Mining (24) 10 1 Railcar 117 1,171 1 Holding Company (287) 355 (639) Net (loss) income from continuing operations $ (2,285) $ 2,357 $ 282 Less: net income from continuing operations attributable to NCI (1,158) 84 495 Net (loss) income from continuing operations attributable to IEP $ (1,127) $ 2,273 $ (213) Adjusted EBITDA: Investment $ (1,257) $ 284 $ 725 Energy 311 406 825 Automotive 108 3 (48) Food Packaging 55 62 54 Metals (15) 20 24 Real Estate 35 40 48 Home Fashion (1) (9) — Mining 2 22 20 Railcar 271 136 (2) Holding Company (1) 36 (323) Consolidated Adjusted EBITDA $ (492) $ 1,000 $ 1,323 Less: Adjusted EBITDA attributable to NCI (553) 358 762 Adjusted EBITDA attributable to IEP $ 61 $ 642 $ 561 Capital expenditures $ 247 $ 316 $ 272 22
Strong Balance Sheet ($ Millions) As of December 31, 2018 Food Home Holding Investment Energy Automotive Packaging Metals Real Estate Fashion Mining Company Consolidated Assets Cash and cash equivalents $ 5 $ 668 $ 43 $ 46 $ 20 $ 39 $ 1 $ — $ 1,834 $ 2,656 Cash held at consolidated affiliated partnerships and restricted cash 2,648 — — 1 1 26 2 — 4 2,682 Investments 6,867 84 59 — — 15 — — 1,312 8,337 Accounts receivable, net — 169 149 74 48 3 31 — — 474 Inventories, net — 380 1,203 93 39 — 64 — — 1,779 Property, plant and equipment, net — 3,042 941 169 115 367 69 — — 4,703 Goodwill and intangible assets, net — 278 412 32 2 24 — — — 748 Assets held for sale — 33 — — 1 — 299 — 333 Other assets 1,230 84 217 96 7 34 5 — 11 1,684 Total assets $ 10,750 $ 4,738 $ 3,024 $ 511 $ 233 $ 508 $ 172 $ 299 $ 3,161 $ 23,396 Liabilities and Equity Accounts payable, accrued expenses and other liabilities $ 40 $ 1,025 $ 905 $ 164 $ 56 $ 41 $ 35 $ — $ 178 $ 2,444 Securities sold, not yet purchased, at fair value 468 — — — — — — — — 468 Due to brokers 141 — — — — — — — — 141 Liabilities held for sale — — — — — — — 112 — 112 Debt — 1,170 372 273 — 2 4 — 5,505 7,326 Total liabilities 649 2,195 1,277 437 56 43 39 112 5,683 10,491 Equity attributable to Icahn Enterprises 5,066 1,243 1,747 55 177 465 133 165 (2,522) 6,529 Equity attributable to non-controlling interests 5,035 1,300 — 19 — — — 22 — 6,376 Total equity 10,101 2,543 1,747 74 177 465 133 187 (2,522) 12,905 Total liabilities and equity $ 10,750 $ 4,738 $ 3,024 $ 511 $ 233 $ 508 $ 172 $ 299 $ 3,161 $ 23,396 23
IEP Summary Financial Information ($ Millions) ▪ Significant Valuation demonstrated by market value of IEP’s public subsidiaries and Holding Company interest in Funds and book value or market comparables of other assets Actual As of Dec 31 Mar 31 Jun 30 Sep 30 Dec 31 2017 2018 2018 2018 2018 Market-valued Subsidiaries and Investments: Holding Company interest in Funds(1) $ 3,052 $ 3,214 $ 3,354 $ 3,003 $ 5,066 CVR Energy(2) 2,651 2,152 2,634 2,864 2,455 CVR Refining - direct holding(2) 95 75 129 113 60 American Railcar Industries(2) 494 444 469 547 — Tenneco Inc.(2) — — — — 806 Total market-valued subsidiaries and investments $ 6,293 $ 5,885 $ 6,585 $ 6,527 $ 8,387 Other Subsidiaries: Tropicana(3) $ 1,439 $ 1,510 $ 1,509 $ 1,566 $ — Viskase(4) 173 209 198 185 147 Federal-Mogul(5) 1,690 2,414 2,094 2,041 — Real-Estate Holdings(1) 846 841 843 915 465 PSC Metals(1) 182 185 177 179 177 WestPoint Home(1) 144 139 137 134 133 ARL(6) 18 3 1 — — Ferrous Resources(7) 138 143 154 166 423 Icahn Automotive Group(1) 1,728 1,853 1,877 1,891 1,747 Total other subsidiaries $ 6,359 $ 7,297 $ 6,990 $ 7,077 $ 3,092 Add: Holding Company cash and cash equivalents(8) 526 199 79 97 1,834 Less: Holding Company debt(8) (5,507) (5,506) (5,505) (5,505) (5,505) Add: Other Holding Company net assets(9) 189 226 273 448 344 Indicative Net Asset Value $ 7,860 $ 8,101 $ 8,422 $ 8,644 $ 8,152 Note: Indicative net asset value does not purport to reflect a valuation of IEP. The calculated Indicative net asset value does not include any value for our Investment Segment other than the fair market value of our investment in the Investment Funds. A valuation is a subjective exercise and Indicative net asset value does not necessarily consider all elements or consider in the adequate proportion the elements that could affect the valuation of IEP. Investors may reasonably differ on what such elements are and their impact on IEP. No representation or assurance, express or implied is made as to the accuracy and correctness of indicative net asset value as of these dates or with respect to any future indicative or prospective results which may vary. (1) Represents equity attributable to us as of each respective date. (2) Based on closing share price on each date (or if such date was not a trading day, the immediately preceding trading day) and the number of shares owned by the Holding Company as of each respective date. (3) Amounts based on market comparables due to lack of material trading volume, valued at 9.0x Adjusted EBITDA for the twelve months ended December 31, 2017, March 31, 2018 and June 30, 2018. September 30, 2018 value is pro-forma the announced sale of Tropicana. (4) Amounts based on market comparables due to lack of material trading volume, valued at 9.0x Adjusted EBITDA for the twelve months ended December 31, 2017, March 31, 2018, June 30, 2018, September 30, 2018 and December 31, 2018. (5) December 31, 2017 based on the value of IEP's tender offer during Q1 2017. March 31, 2018, June 30, 2018 and September 30, 2018 value is pro-forma the announced sale to Tenneco Inc. (6) Represents the option purchase price of the remaining cars not sold in the initial ARL sale, plus working capital as of that date. (7) Represents equity attributable to us as of each respective data, except for December 31, 2018 which represents the estimated proceeds based on the sale agreement signed during December 2018. (8) Holding Company’s balance as of each respective date. (9) Holding Company’s balance as of each respective date. For March 31, 2018, the distribution payable was adjusted to $24 million, which represents the actual distribution paid subsequent to March 31, 2018. 24
Appendix Adjusted EBITDA 25
Non-GAAP Financial Measures The Company uses certain non-GAAP financial measures in evaluating its performance. These include non-GAAP EBITDA and Adjusted EBITDA. EBITDA represents earnings from continuing operations before interest expense, income tax (benefit) expense and depreciation and amortization. We define Adjusted EBITDA as EBITDA excluding the effects of impairment, restructuring costs, certain pension plan expenses, OPEB curtailment gains, purchase accounting inventory adjustments, certain share-based compensation, discontinued operations, gains/losses on extinguishment of debt, major scheduled turnaround expenses, FIFO adjustments and unrealized gains/losses on energy segment derivatives and certain other non-operational charges. We present EBITDA and Adjusted EBITDA a consolidated basis and attributable to Icahn Enterprises net of the effect of non-controlling interests. We conduct substantially all of our operations through subsidiaries. The operating results of our subsidiaries may not be sufficient to make distributions to us. In addition, our subsidiaries are not obligated to make funds available to us for payment of our indebtedness, payment of distributions on our depositary units or otherwise, and distributions and intercompany transfers from our subsidiaries to us may be restricted by applicable law or covenants contained in debt agreements and other agreements to which these subsidiaries currently may be subject or into which they may enter into in the future. The terms of any borrowings of our subsidiaries or other entities in which we own equity may restrict dividends, distributions or loans to us. We believe that providing EBITDA and Adjusted EBITDA to investors has economic substance as these measures provide important supplemental information of our performance to investors and permits investors and management to evaluate the core operating performance of our business without regard to interest, taxes and depreciation and amortization and the effects of impairment, restructuring costs, certain pension plan expenses, certain gains/losses on disposition of assets, certain share-based compensation, discontinued operations, gains/losses on extinguishment of debt, major scheduled turnaround expenses and certain other non-operational charges. Additionally, we believe this information is frequently used by securities analysts, investors and other interested parties in the evaluation of companies that have issued debt. Management uses, and believes that investors benefit from referring to these non-GAAP financial measures in assessing our operating results, as well as in planning, forecasting and analyzing future periods. Adjusting earnings for these charges allows investors to evaluate our performance from period to period, as well as our peers, without the effects of certain items that may vary depending on accounting methods and the book value of assets. Additionally, EBITDA and Adjusted EBITDA present meaningful measures of performance exclusive of our capital structure and the method by which assets were acquired and financed. EBITDA and Adjusted EBITDA have limitations as analytical tools, and you should not consider them in isolation, or as substitutes for analysis of our results as reported under generally accepted accounting principles in the United States, or U.S. GAAP. For example, EBITDA and Adjusted EBITDA: • do not reflect our cash expenditures, or future requirements for capital expenditures, or contractual commitments; • do not reflect changes in, or cash requirements for, our working capital needs; and • do not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments on our debt. Although depreciation and amortization are non-cash charges, the assets being depreciated or amortized often will have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements. Other companies in the industries in which we operate may calculate EBITDA and Adjusted EBITDA differently than we do, limiting their usefulness as comparative measures. In addition, EBITDA and Adjusted EBITDA do not reflect the impact of earnings or charges resulting from matters we consider not to be indicative of our ongoing operations. EBITDA and Adjusted EBITDA are not measurements of our financial performance under U.S. GAAP and should not be considered as alternatives to net income or any other performance measures derived in accordance with U.S. GAAP or as alternatives to cash flow from operating activities as a measure of our liquidity. Given these limitations, we rely primarily on our U.S. GAAP results and use EBITDA and Adjusted EBITDA only as a supplemental measure of our financial performance. 26
Adjusted EBITDA Reconciliation by Segment – Year Ended December 31, 2018 ($ Millions) Food Home Holding Investment Automotive Energy Metals Railcar Mining Packaging Real Estate Fashion Company Consolidated Adjusted EBITDA: Net income (loss) $ 679 $ (230) $ 379 $ 5 $ 1 $ 1 $ (15) $ 112 $ (11) $ (639) $ 282 Interest expense, net 46 16 102 — — 2 15 1 1 328 511 Income tax (benefit) expense — (52) 56 1 2 2 (4) 5 — (14) (4) Depreciation, depletion and amortization — 92 278 18 — 6 26 19 8 — 447 EBITDA before non-controlling interests $ 725 $ (174) $ 815 $ 24 $ 3 $ 11 $ 22 $ 137 $ (2) $ (325) $ 1,236 Impairment of assets — 90 — 1 — — — — 1 — 92 Restructuring costs — 5 — — — — 9 — 2 — 16 Non-service cost of U.S. based pension — — — — — — 6 — — — 6 FIFO impact favorable — — — — — — — — — — — Major scheduled turnaround expense — — 10 — — — — — — — 10 Loss on disposition of assets, net — 1 — — (5) 3 — (89) — — (90) Unrealized loss on certain derivatives — — — — — — — — — — — Tax settlements — — — — — — — — — — — Other — 30 — (1) — 6 17 — (1) 2 53 Adjusted EBITDA before non-controlling interests $ 725 $ (48) $ 825 $ 24 $ (2) $ 20 $ 54 $ 48 $ — $ (323) $ 1,323 Adjusted EBITDA attributable to IEP: Net income (loss) $ 319 $ (230) $ 238 $ 5 $ 1 $ 3 $ (12) $ 112 $ (11) $ (638) $ (213) Interest expense, net 20 16 40 — — 2 11 1 1 328 419 Income tax (benefit) expense — (52) 46 1 2 2 (3) 5 — (15) (14) Depreciation, depletion and amortization — 92 135 18 — 3 22 19 8 — 297 EBITDA attributable to Icahn Enterprises $ 339 $ (174) $ 459 $ 24 $ 3 $ 10 $ 18 $ 137 $ (2) $ (325) $ 489 Impairment of assets — 90 — 1 — — — — 1 — 92 Restructuring costs — 5 — — — — 7 — 2 — 14 Non-service cost of U.S. based pension — — — — — — 4 — — — 4 FIFO impact favorable — — — — — — — — — — — Major scheduled turnaround expense — — 5 — — — — — — — 5 Loss on disposition of assets, net — 1 — — (5) 2 — (89) — — (91) Unrealized loss on certain derivatives — — — — — — — — — — — Tax settlements — — — — — — — — — — — Other — 30 — (1) — 4 14 — (1) 2 48 Adjusted EBITDA attributable to Icahn Enterprises $ 339 $ (48) $ 464 $ 24 $ (2) $ 16 $ 43 $ 48 $ — $ (323) $ 561 27
Adjusted EBITDA Reconciliation by Segment – Year Ended December 31, 2017 ($ Millions) Food Home Holding Investment Automotive Energy Metals Railcar Mining Packaging Real Estate Fashion Company Consolidated Adjusted EBITDA: Net income (loss) $ 118 $ (51) $ 275 $ (44) $ 1,171 $ 10 $ (6) $ 549 $ (20) $ 355 $ 2,357 Interest expense, net 166 13 109 — 23 5 13 2 — 319 650 Income tax (benefit) expense — (146) (338) 43 531 3 21 — — (643) (529) Depreciation, depletion and amortization — 111 278 20 7 5 25 20 8 — 474 EBITDA before non-controlling interests $ 284 $ (73) $ 324 $ 19 $ 1,732 $ 23 $ 53 $ 571 $ (12) $ 31 $ 2,952 Impairment of assets — 15 — — 68 — 1 2 1 — 87 Restructuring costs — — — 1 — — 2 — 1 — 4 Non-service cost of U.S. based pension — — — — — — 4 — — — 4 FIFO impact favorable — — — — — — — — — — — Major scheduled turnaround expense — — 83 — — — — — — — 83 Loss on disposition of assets, net — (5) — — (1,664) — — (496) — (1) (2,166) Unrealized loss on certain derivatives — — — — — — — — — — — Tax settlements — — — — — — — (38) — — (38) Other — 66 (1) — — (1) 2 1 1 6 74 Adjusted EBITDA before non-controlling interests $ 284 $ 3 $ 406 $ 20 $ 136 $ 22 $ 62 $ 40 $ (9) $ 36 $ 1,000 Adjusted EBITDA attributable to IEP: Net income (loss) $ 80 $ (51) $ 229 $ (44) $ 1,171 $ 9 $ (5) $ 549 $ (20) $ 355 $ 2,273 Interest expense, net 58 13 44 — 23 4 9 2 — 319 472 Income tax (benefit) expense — (146) (238) 43 531 2 16 — — (643) (435) Depreciation, depletion and amortization — 111 133 20 7 2 18 20 8 — 319 EBITDA attributable to Icahn Enterprises $ 138 $ (73) $ 168 $ 19 $ 1,732 $ 17 $ 38 $ 571 $ (12) $ 31 $ 2,629 Impairment of assets — 15 — — 68 — 1 2 1 — 87 Restructuring costs — — — 1 — — 1 — 1 — 3 Non-service cost of U.S. based pension — — — — — — 3 — — — 3 FIFO impact favorable — — — — — — — — — — — Major scheduled turnaround expense — — 49 — — — — — — — 49 Loss on disposition of assets, net — (5) — — (1,664) — — (496) — (1) (2,166) Unrealized loss on certain derivatives — — — — — — — — — — — Tax settlements — — — — — — — (38) — — (38) Other — 66 (1) — — — 2 1 1 6 75 Adjusted EBITDA attributable to Icahn Enterprises $ 138 $ 3 $ 216 $ 20 $ 136 $ 17 $ 45 $ 40 $ (9) $ 36 $ 642 28
Adjusted EBITDA Reconciliation by Segment – Year Ended December 31, 2016 ($ Millions) Food Home Holding Investment Automotive Energy Metals Railcar Mining Packaging Real Estate Fashion Company Consolidated Adjusted EBITDA: Net income (loss) $ (1,487) $ 19 $ (604) $ (20) $ 117 $ (24) $ 8 $ 5 $ (12) $ (287) $ (2,285) Interest expense, net 230 7 82 — 62 5 12 2 — 288 688 Income tax (benefit) expense — (32) (45) (16) — 2 8 — — (5) (88) Depreciation, depletion and amortization — 98 258 22 92 6 20 22 8 — 526 EBITDA before non-controlling interests $ (1,257) $ 92 $ (309) $ (14) $ 271 $ (11) $ 48 $ 29 $ (4) $ (4) $ (1,159) Impairment of assets — 1 574 1 — — — 5 2 3 586 Restructuring costs — — — 2 — — 3 — — — 5 Non-service cost of U.S. based pension — — — — — — 5 — — — 5 FIFO impact favorable — — — — — — — — — — — Major scheduled turnaround expense — — 38 — — — — — — — 38 Loss on disposition of assets, net — (1) — (1) — — — (1) — — (3) Unrealized loss on certain derivatives — — 5 — — — — — — — 5 Other — 16 3 (3) — 13 (1) 2 1 — 31 Adjusted EBITDA before non-controlling interests $ (1,257) $ 108 $ 311 $ (15) $ 271 $ 2 $ 55 $ 35 $ (1) $ (1) $ (492) Adjusted EBITDA attributable to IEP: Net income (loss) $ (604) $ 19 $ (327) $ (20) $ 112 $ (19) $ 6 $ 5 $ (12) $ (287) $ (1,127) Interest expense, net 76 7 31 — 62 4 9 2 — 288 479 Income tax (benefit) expense — (32) (32) (16) — 2 6 — — (5) (77) Depreciation, depletion and amortization — 98 127 22 92 4 14 22 8 — 387 EBITDA attributable to Icahn Enterprises $ (528) $ 92 $ (201) $ (14) $ 266 $ (9) $ 35 $ 29 $ (4) $ (4) $ (338) Impairment of assets — 1 334 1 — — — 5 2 3 346 Restructuring costs — — — 2 — — 2 1 — — 5 Non-service cost of U.S. based pension — — — — — — 4 — — — 4 FIFO impact favorable — — — — — — — — — — — Major scheduled turnaround expense — — 20 — — — — — — — 20 Loss on disposition of assets, net — (1) — (1) — — — (1) — — (3) Unrealized loss on certain derivatives — — 1 — — — — — — — 1 Other — 16 2 (3) — 10 (1) 1 1 — 26 Adjusted EBITDA attributable to Icahn Enterprises $ (528) $ 108 $ 156 $ (15) $ 266 $ 1 $ 40 $ 35 $ (1) $ (1) $ 61 29