Document
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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): November 8, 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.)
1-9516ICAHN ENTERPRISES L.P.Delaware13-3398766
767 Fifth Avenue, Suite 4700
New York, NY 10153
(212) 702-4300
333-118021-01ICAHN ENTERPRISES HOLDINGS L.P.Delaware13-3398767
767 Fifth Avenue, Suite 4700
New York, NY 10153
(212) 702-4300

    (Former Name or Former Address, if Changed Since Last Report)
N/A

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:

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s) Name of Each Exchange on Which Registered
Depositary Units of Icahn Enterprises L.P.
Representing Limited Partner Interests
IEPNASDAQGlobal Select Market


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

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.



Section 7 - Regulation FD

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.
104 -  Cover Page Interactive Data File (formatted in Inline XBRL in Exhibit 101).
1


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  
 
    
 By: /s/ Peter Reck 
  Peter Reck 
  Chief Accounting Officer 
 
Date:   November 8, 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:   November 8, 2019

2
investorpresentation9301
Icahn Enterprises L.P. Investor Presentation November 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 and our Quarterly Report on Form 10-Q for the quarter ended September 30, 2019. 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 and our Quarterly Report on Form 10-Q for the quarter ended September 30, 2019. A reconciliation of these non-GAAP financial measures to the most directly comparable U.S. 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 and Mining (until sold on August 1, 2019) ▪ 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 September 30, 2019, Carl Icahn and his affiliates owned approximately 92.0% of IEP’s outstanding depositary units ▪ IEP benefits from cash flows from its subsidiaries: – CVR Energy: $3.20 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 $8.00 annualized distribution (11.8% yield as of October 31, 2019) As of September 30, 2019 Twelve Months Ended September 30, 2019 Net Income (loss) Adj. EBITDA ($Millions) Assets Revenue Attrib. to IEP Attrib. to IEP(2) Investment(1) $8,759 ($1,056) ($578) ($538) Energy 4,747 6,559 316 592 Automotive 3,550 2,891 (293) (105) Food Packaging 520 376 (13) 40 Metals 239 367 (16) 7 Real Estate 499 130 34 27 Home Fashion 223 179 (14) (3) Mining — 410 299 61 Holding Company 2,997 (683) (1,066) (758) Discontinued Operations — 79 1,345 — Total $21,534 $9,252 $14 ($677) (1) Investment segment total assets represents total equity (equity attributable to IEP was $4.3 billion) (2) Excludes discontinued operations 4


 
Summary Corporate Organizational Chart Icahn Enterprises Icahn 1% Enterprises L.P. G.P. Inc. (NasdaqGS: IEP) 99% LP Interest Icahn 1% Enterprises Holdings L.P. Viskase 79% One of the worldwide leaders in cellulosic, fibrous and Companies Inc. plastic casings for processed meat industry (OTCPK:VKSC) As of 9/30/2019, Icahn Enterprises had investments with a fair market value of approximately $4.3 billion Icahn Capital LP 100% in the Investment Funds 100% Icahn Automotive Engaged in the distribution of automotive parts in the Group LLC aftermarket as well as providing automotive services One of the largest independent metal recycling 100% PSC Metals Inc. companies in the US 71% CVR Energy Inc. Independent refiner and marketer of transportation (NYSE: CVI) fuels Consists of rental commercial real estate, property AREP Real Estate 100% development and associated resort activities Holdings, LLC 34% CVR Partners, LP Producer and distributer of WestPoint Home 100% (NYSE: UAN) nitrogen fertilizer products Provider of home textile products for nearly 200 years LLC Note: Percentages denote equity ownership as of November 1, 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 nitrogen fertilizer producer generating record profitability Engaged in the distribution of automotive parts in the aftermarket as well as providing automotive services Leading global market position in non-edible meat casings poised to capture further growth in emerging markets Established regional footprint positioned to actively participate in consolidation of the highly fragmented scrap metal market AREP Real Estate Long-term real estate investment horizon with strong, steady cash flows Holdings, LLC 200 year heritage with some of the best known brands in home fashion; consolidation likely in fragmented sector 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 now has now has diversified portfolio to seven operating segments and approximately $23 billion of assets as of September 30, 2019 ▪ 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 – In 2019, IEP sold Ferrous Resources for aggregate consideration of approximately $550 million (including repaid indebtedness), resulting in a pre-tax gain of $252 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: $13.6bn ▪ Total Assets: $18.8bn ▪ Total Assets: $23.3bn American Railcar CVR Energy CVR Refining & CVR IEH Auto Parts Holding American Railcar Ferrous Resources Industries 5/4/12: Acquired a Partners 6/1/15: Acquired Industries 12/5/18: Sold 8/1/19: Sold Ferrous 1/15/10: 54.4% of ARI’s majority interest in CVR 2013: CVR Refining substantially all of the American Railcar Resources for $550 shares outstanding were via a tender offer to completed IPO and auto part assets in the Industries for $1.75 billion million, IEP share of contributed by Carl Icahn in purchase all outstanding secondary offering. CVR U.S. of Uni-Select Inc. cash proceeds was exchange for IEP depositary shares of CVR Partners completed a $451 million units secondary offering Year: 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Viskase Tropicana American Railcar Ferrous Resources Pep Boys American Railcar Federal-Mogul & 1/15/10: 71.4% of Entertainment Leasing 6/8/15: IEP 2/4/16: IEP Leasing Tropicana Viskase’s shares 11/15/10: Received an 10/2/13: Acquired acquired a acquired 2017: Sale of ARL 10/1/18: Sold Federal- outstanding were equity interest as a result 75% of ARL from controlling interest Pep Boys for $3.4 billion Mogul for $5.1 billion and contributed by Carl of a Ch.11 restructuring companies wholly in Ferrous Tropicana for $1.5 billion Icahn in exchange for and subsequently owned by Carl Icahn Resources IEP depositary units acquired a majority stake (1) As of September 30, 2019. 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 ▪ Implement changes required to improve collective experience, IEP’s businesses investment and legal team is ▪ IEP pursues its activist strategy capable of unlocking a target’s and seeks to promulgate hidden value change – Financial / balance sheet – Dealing with the board and restructuring management – Operation turnarounds Purchase of Stock or Debt – Proxy fights – Tender offers – Strategic initiatives – Taking control – Corporate governance changes ▪ 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 ▪ 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 8


 
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. 15 18 SungHwan Cho Chief Financial Officer, Icahn Enterprises L.P. 13 22 Courtney Mather Portfolio Manager, Icahn Capital 5 20 Nick Graziano Portfolio Manager, Icahn Capital 4 24 Brett Icahn Consultant, Icahn Enterprises L.P. 13 13 Jesse Lynn General Counsel, Icahn Enterprises L.P. 15 24 Andrew Langham General Counsel, Icahn Enterprises L.P. 14 20 Michael Nevin Managing Director, Icahn Enterprises L.P. 4 11 Jonathan Frates Managing Director, Icahn Enterprises L.P. 4 11 9


 
Overview of Operating Segments 10


 
Segment: Investment Segment Description Highlights and Recent Developments ▪ IEP invests its proprietary capital through various ▪ Since inception in 2004 through September 30, 2019 the Investment Funds’ cumulative private investment funds (the “Investment Funds”) return was approximately 101.0%, representing an annualized rate of return of managed by the Investment segment approximately 4.8% ▪ Fair value of IEP’s interest in the Investment Funds was ▪ Long history of investing in public equity and debt securities and pursuing activist agenda approximately $4.3 billion as of September 30, 2019 ▪ Employs an activist strategy that seeks to unlock hidden value through various tactics ▪ IEP has daily liquidity through its ability to redeem its – Financial / balance sheet restructurings (e.g., CIT Group, Apple) investment in the Investment Funds on a daily basis – Operational turnarounds (e.g., Motorola, Navistar) – Strategic initiatives (e.g., eBay / PayPal, Xerox / Conduent) – Corporate governance changes (e.g., Newell, Caesars, DELL Technologies) ▪ As of September 30, 2019, the Investment Funds had a net short notional exposure of 16% Historical Segment Financial Summary Significant Holdings(2) LTM As of September 30, 2019 Investment Segment FYE December 31, September 30, ($Millions) 2016 2017 2018 2019 Company Mkt. Value ($mm)(3) % Ownership(4) Select Income Statement Data: Total revenue ($1,223) $297 $737 ($1,056) $2,171 27.5% Adjusted EBITDA (1,257) 284 725 (1,072) Net income (loss) (1,487) 118 679 (1,151) $1,334 23.9% Adjusted EBITDA attrib. to IEP ($528) $138 $339 ($538) Net income (loss) attrib. to IEP (604) 80 319 (578) $1,235 7.6% Returns (20.3 %) 2.1 % 7.9 % (12.0 %) $1,171 2.9% (1) Select Balance Sheet Data : Equity attributable to IEP $1,669 $3,052 $5,066 $4,283 $770 9.7% Total Equity 5,396 7,417 10,101 8,759 (1) Balance Sheet data as of the end of each respective fiscal period. (2) Aggregate ownership held directly by the Funds, as well as Carl Icahn and his affiliates. Based on most recent 13F Holdings Reports, 13D flings or other publicly available information. (3) Based on closing share price as of specified date. (4) Total economic ownership as a percentage of common shares issued and outstanding. 11


 
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 Refining not already owned by CVR Energy for $241 million, excluding the amount petroleum refining and nitrogen fertilizer paid to us. As a result: manufacturing businesses through its interests in – CVR Energy and its affiliates own 100% of CVR Refining’s outstanding common CVR Refining, LP and CVR Partners, LP units (NYSE:UAN) – CVR Refining is an independent petroleum ▪ CVR Energy's annualized dividend is $3.20 per unit refiner and marketer of high-value transportation fuels in the mid-continent of the United States ▪ Announced stock repurchase program for up to $300 million over the next 4 years – CVR Partners is a manufacturer of ammonia and urea ammonium nitrate solution fertilizer products Petroleum Historical Segment Financial Summary ▪ Strategic location and complex refineries allows CVR to benefit from access to LTM price advantaged crude oil Energy Segment FYE December 31, September 30, – Approximately 222,000 bpcd of crude processing in Kansas and Oklahoma ($Millions) 2016 2017 2018 2019 Select Income Statement Data: – Access to quality and price advantaged crude – 100% of crude purchased is Net sales $4,782 $5,988 $7,124 $6,532 WTI based Adjusted EBITDA 311 406 825 944 – Complex refineries can process different types of crude oil to optimize Net income (loss) (604) 275 379 441 profitability Adjusted EBITDA attrib. to IEP $156 $216 $464 $592 Fertilizer Net income (loss) attrib. to IEP (327) 229 238 316 ▪ CVR Partners acquired an additional fertilizer plant in April 2016, giving it (1) Select Balance Sheet Data : geographic and feed stock diversity Total assets $5,013 $4,700 $4,831 $4,747 – Large geographic footprint serving the Southern Plains and Corn Belt region Equity attributable to IEP 1,034 1,098 1,274 1,342 – 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. 12


 
Segment: Automotive Segment Description Highlights and Recent Developments ▪ We conduct our Automotive segment through our ▪ In October 2018, IEP sold Federal-Mogul, which was previously reported in our wholly owned subsidiary Icahn Automotive Group Automotive segment. IEP is reporting Federal-Mogul's results in discontinued LLC ("Icahn Automotive"). operations ▪ Icahn Automotive is engaged in the retail and ▪ Icahn Automotive is in the process of implementing a multi-year transformation wholesale distribution of automotive parts in the plan, which includes the integration and restructuring of the operations of its aftermarket as well as providing automotive repair businesses. The transformation plan includes streamlining Icahn Automotive's and maintenance services to its customers. corporate and field support teams; facility closures, consolidations and conversions; inventory optimization actions; and the re-focusing of its automotive parts business on certain core markets. Our Automotive segment's priorities include: – Positioning the service business to take advantage of opportunities in the do-it- for-me market and vehicle fleets; – Optimizing the commercial parts distribution business in certain high-volume Historical Segment Financial Summary core markets; LTM – Exiting the automotive parts distribution business in certain low volume, non- Automotive Segment FYE December 31, September 30, core markets; ($Millions) 2016 (2 2017 2018 2019 ) Select Income Statement Data: – Improving inventory management across Icahn Automotive's parts and tire Net sales and other revenues distribution network; and from operations $2,501 $2,723 $2,858 $2,881 Adjusted EBITDA 108 3 (48) (105) – Business process improvements, including investments in our supply chain and Net income (loss) 19 (51) (230) (293) information technology capabilities. Adjusted EBITDA attrib. to IEP $108 $3 ($48) ($105) Net income (loss) attrib. to IEP 19 (51) (230) (293) (1) Select Balance Sheet Data : Total assets $2,573 $3,011 $3,024 $3,550 Equity attributable to IEP 1,319 1,727 1,747 1,842 (1) Balance Sheet data as of the end of each respective fiscal period. (2) Results include Pep Boys beginning February 3, 2016 13


 
Segment: Food Packaging Segment Description Highlights and Recent Developments ▪ Viskase Companies, Inc (OTCPK:VKSC) is a ▪ Future growth expected to be driven by changing diets of a growing middle class worldwide leader in the production and sale of in emerging markets cellulosic, fibrous and plastic casings for the – Majority of revenues from emerging markets processed meat and poultry industry – Acquired a plastic casing manufacturer in Poland in December 2016 and a fibrous casing manufacturer in January 2017 ▪ Leading worldwide manufacturer of non-edible cellulosic casings for small-diameter meats (hot dogs and sausages) ▪ Developed markets remain a steady source of income – Leading manufacturer of non-edible fibrous – Distribution channels to certain customers spanning more than 50 years casings for large-diameter meats (sausages, salami, hams and deli meats) ▪ Significant barriers to entry – Technically difficult chemical production process – Significant environmental and food safety regulatory requirements – Substantial capital cost Historical Segment Financial Summary LTM Food Packaging Segment FYE December 31, September 30, ($Millions) 2016 2017 2018 2019 Select Income Statement Data: Net sales $329 $392 $395 $386 Adjusted EBITDA 55 62 54 51 Net income (loss) 8 (6) (15) (16) Adjusted EBITDA attrib. to IEP $40 $45 $43 $40 Net income (loss) attrib. to IEP 6 (5) (12) (13) (1) Select Balance Sheet Data : Total assets $428 $487 $511 $520 Equity attributable to IEP 25 28 55 42 (1) Balance Sheet data as of the end of each respective fiscal period. 14


 
Segment: Metals Segment Description Highlights and Recent Developments ▪ PSC Metals, Inc. is one of the largest independent ▪ Increasing global demand for steel and other metals drives demand for U.S. metal recycling companies in the U.S. scrap ▪ Collects industrial and obsolete scrap metal, ▪ Scrap recycling process is “greener” than virgin steel production processes it into reusable forms and supplies the – Electric arc furnace drive scrap demand and are significantly more energy recycled metals to its customers efficient than blast furnaces ▪ Strong regional footprint (Upper Midwest, St. Louis – Electric arc furnace steel mills are approximately 60% of U.S. production Region and the South) ▪ Highly fragmented industry with potential for further consolidation – Capitalizing on consolidation and vertical integration opportunities – PSC is building a leading position in its markets ▪ Product diversification will reduce volatility through cycles – Expansion of non-ferrous share of total business Historical Segment Financial Summary – Investments in processing plants to increase metal recoveries LTM Metals Segment FYE December 31, September 30, ($Millions) 2016 2017 2018 2019 Select Income Statement Data: Net sales $267 $409 $466 $366 Adjusted EBITDA (15) 20 24 7 Net income (loss) (20) (44) 5 (16) Adjusted EBITDA attrib. to IEP ($15) $20 $24 $7 Net income (loss) attrib. to IEP (20) (44) 5 (16) (1) Select Balance Sheet Data : Total assets $193 $226 $233 $239 Equity attributable to IEP 155 182 177 164 (1) Balance Sheet data as of the end of each respective fiscal period. 15


 
Segment: Real Estate Segment Description Highlights and Recent Developments ▪ Consists of rental real estate, property development and ▪ Business strategy is based on long-term investment outlook and operational expertise club operations ▪ Rental real estate consists primarily of retail, office and Rental Real Estate Operations industrial properties leased to single corporate tenants ▪ Maximize value of commercial lease portfolio through effective management of existing ▪ Property development is focused on the construction properties and sale of single and multi-family houses, lots in – Seek to sell assets on opportunistic basis subdivisions and planned communities and raw land for residential development Property Development & Club Operations ▪ Club operations focus on operating golf club and related ▪ New Seabury in Cape Cod, Massachusetts and Grand Harbor in Vero Beach, Florida activities include land for future residential development of approximately 201 and 1,093 units, respectively Historical Segment Financial Summary ▪ Club operations in New Seabury, Cape Cod and Grand Harbor, Vero Beach focus on LTM operating golf club and related activities Real Estate Segment FYE December 31, September 30, ($Millions) 2016 (2) 2017 (2) 2018 2019 ▪ Includes hotel, timeshare and casino resort property in Aruba and Plaza Hotel and Select Income Statement Data: Casino in Atlantic City, NJ, which ceased operations in 2014 Net sales and other revenues from operations $88 $87 $106 $103 Adjusted EBITDA 35 40 48 27 Net income (loss) 5 549 112 34 Adjusted EBITDA attrib. to IEP $35 $40 $48 $27 Net income (loss) attrib. to IEP 5 549 112 34 (1) Select Balance Sheet Data : Total assets $731 $931 $508 $499 Equity attributable to IEP 684 846 465 457 (1) Balance Sheet data as of the end of each respective fiscal period. (2) Excludes results from timeshare and casino resort property in Aruba 16


 
Segment: Home Fashion Segment Description Highlights and Recent Developments ▪ WestPoint Home LLC is engaged in manufacturing, ▪ One of the largest providers of home textile goods in the United States sourcing, marketing, distributing and selling home fashion consumer products ▪ Transitioned majority of manufacturing to low cost plants overseas ▪ WestPoint Home owns many of the most well- ▪ Streamlined merchandising, sales and customer service divisions known brands in home textiles including Martex, Grand Patrician, Luxor and Vellux ▪ Focus on core profitable customers and product lines – WPH has implemented a more customer-focused organizational structure with ▪ WPH also licenses brands such as IZOD, Under the intent of expanding key customer relationships and rebuilding the the Canopy, Southern Tide and Hanes company’s sales backlog – Realizing success placing new brands with top retailers – Continued strength with institutional customers ▪ Consolidation opportunity in fragmented industry Historical Segment Financial Summary ▪ Acquired Vision Support Services ("VSS") in June, 2019. VSS produces bedding LTM Home Fashion Segment FYE December 31, September 30, and bath products for hospitality and healthcare sectors with strong presence in ($Millions) 2016 2017 2018 2019 Europe and Middle East. VSS sources from a global network of 50 Select Income Statement Data: manufacturers Net sales $195 $183 $171 $180 Adjusted EBITDA (1) (9) — (3) Net income (loss) (12) (20) (11) (14) Adjusted EBITDA attrib. to IEP ($1) ($9) $— ($3) Net income (loss) attrib. to IEP (12) (20) (11) (14) (1) Select Balance Sheet Data : Total assets $193 $183 $172 $223 Equity attributable to IEP 164 144 133 149 (1) Balance Sheet data as of the end of each respective fiscal period. 17


 
Financial Performance 18


 
Financial Performance Net Income (Loss) Attributable to Adjusted EBITDA Attributable to Icahn Enterprises Icahn Enterprises $2,430 $642 $561 $1,507 $61 $14 $(1,128) $(677) FYE 2016 FYE 2017 FYE 2018 LTM 9/30/19 FYE 2016 FYE 2017 FYE 2018 LTM 9/30/19 LTM LTM FYE December 31, September 30, FYE December 31, September 30, ($Millions) 2016 2017 2018 2019 ($Millions) 2016 2017 2018 2019 Investment ($604) $80 $319 ($578) Investment ($528) $138 $339 ($538) Energy (327) 229 238 316 Energy 156 216 464 592 Automotive 19 (51) (230) (293) Automotive 108 3 (48) (105) Food Packaging 6 (5) (12) (13) Food Packaging 40 45 43 40 Metals (20) (44) 5 (16) Metals (15) 20 24 7 Real Estate 5 549 112 34 Real Estate 35 40 48 27 Home Fashion (12) (20) (11) (14) Home Fashion (1) (9) — (3) Mining (19) 9 3 299 Mining 1 17 16 61 Railcar 112 1,171 1 — Railcar 266 136 (2) — Holding Company (287) 355 (638) (1,066) Holding Company (1) 36 (323) (758) Discontinued Operations (1) 157 1,720 1,345 ($1,128) $2,430 $1,507 $14 $61 $642 $561 ($677) 19


 
Consolidated Financial Snapshot LTM FYE December 31, Nine Months Ended September 30, September 30, ($Millions) 2016 2017 2018 2018 2019 2019 Net income (loss): Investment ($1,487) $118 $679 $266 ($1,564) ($1,151) Energy (604) 275 379 236 298 441 Automotive 19 (51) (230) (65) (128) (293) Food Packaging 8 (6) (15) (15) (16) (16) Metals (20) (44) 5 8 (13) (16) Real Estate 5 549 112 87 9 34 Home Fashion (12) (20) (11) (10) (13) (14) Mining (24) 10 1 2 311 310 Railcar 117 1,171 1 1 — — Holding Company (287) 355 (639) (67) (494) (1,066) Discontinued operations 65 234 1,764 388 (24) 1,352 Net income (loss) ($2,220) $2,591 $2,046 $831 ($1,634) ($419) Less: net income (loss) attributable to non-controlling interests (1,092) 161 539 279 (693) (433) Net income (loss) attributable to Icahn Enterprises ($1,128) $2,430 $1,507 $552 ($941) $14 Adjusted EBITDA: Investment ($1,257) $284 $725 $299 ($1,498) ($1,072) Energy 311 406 825 619 738 944 Automotive 108 3 (48) 8 (49) (105) Food Packaging 55 62 54 42 39 51 Metals (15) 20 24 21 4 7 Real Estate 35 40 48 39 18 27 Home Fashion (1) (9) — (2) (5) (3) Mining 2 22 20 12 70 78 Railcar 271 136 (2) (2) — — Holding Company (1) 36 (323) 84 (351) (758) Consolidated Adjusted EBITDA ($492) $1,000 $1,323 $1,120 ($1,034) ($831) Less: Adjusted EBITDA attributable to non-controlling interests (553) 358 762 455 (461) (154) Adjusted EBITDA attributable to Icahn Enterprises $61 $642 $561 $665 ($573) ($677) Capital expenditures $247 $316 $272 $193 $195 $274 20


 
Strong Balance Sheet As of September 30, 2019 Food Home Holding ($Millions) Investment Energy Automotive Packaging Metals Real Estate Fashion Company Consolidated Assets Cash and cash equivalents $9 $692 $48 $18 $3 $40 $3 $2,453 $3,266 Cash held at consolidated affiliated partnerships and restricted cash 600 — — 1 1 2 — 9 613 Investments 8,718 82 117 — — 15 — 505 9,437 Accounts receivable, net — 181 158 84 41 4 32 — 500 Inventories, net — 388 1,210 103 38 — 78 — 1,817 Property, plant and equipment, net — 2,919 936 160 122 387 68 — 4,592 Goodwill and intangible assets, net — 263 385 30 13 18 21 — 730 Other assets 1,155 222 696 124 21 33 21 30 2,302 Total assets $10,482 $4,747 $3,550 $520 $239 $499 $223 $2,997 $23,257 Liabilities and Equity Accounts payable, accrued expenses and other liabilities $1,500 $1,185 $1,305 $195 $65 $40 $55 $92 $4,437 Securities sold, not yet purchased, at fair value 223 — — — — — — — 223 Debt — 1,195 403 269 10 2 19 5,551 7,449 Total liabilities $1,723 $2,380 $1,708 $464 $75 $42 $74 $5,643 $12,109 Equity attributable to Icahn Enterprises $4,283 $1,342 $1,842 $42 $164 $457 $149 ($2,646) $5,633 Equity attributable to non-controlling interests 4,476 1,025 — 14 — — — — 5,515 Total equity $8,759 $2,367 $1,842 $56 $164 $457 $149 ($2,646) $11,148 Total liabilities and equity $10,482 $4,747 $3,550 $520 $239 $499 $223 $2,997 $23,257 21


 
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 As of ($Millions) 9/30/2018 12/31/2018 3/31/2019 6/30/2019 9/30/2019 Market-valued Subsidiaries and Investments: Holding Company interest in Funds(1) $3,003 $5,066 $4,772 $4,624 $4,283 CVR Energy(2) 2,864 2,455 2,933 3,559 3,135 CVR Refining - direct holding(2) 113 60 — — — American Railcar Industries(2) 547 — — — — Tenneco Inc.(2) — 806 652 327 369 Total market-valued subsidiaries and investments $6,527 $8,387 $8,357 $8,510 $7,787 Other Subsidiaries: Tropicana(3) $1,566 $— $— $— $— Viskase(4) 185 147 141 123 107 Federal-Mogul(5) 2,041 — — — — Real-Estate Holdings(1) 915 465 444 452 457 PSC Metals(1) 179 177 174 170 164 WestPoint Home(1) 134 133 129 155 149 Ferrous Resources(6) 166 423 428 455 12 Icahn Automotive Group(1) 1,891 1,747 1,832 1,844 1,842 Total other subsidiaries $7,077 $3,092 $3,148 $3,199 $2,731 Add: Other Holding Company net assets(7) 448 344 50 (33) 71 Indicative Gross Asset Value $14,052 $11,823 $11,555 $11,676 $10,589 Add: Holding Company cash and cash equivalents(8) 97 1,834 2,139 3,337 2,453 Less: Holding Company debt(8) (5,505) (5,505) (5,505) (6,755) (5,551) Indicative Net Asset Value $8,644 $8,152 $8,189 $8,258 $7,491 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) 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 September 30, 2018, December 31, 2018, March 31, 2019, June 30, 2019 and September 30, 2019. (5) September 30, 2018 value is pro-forma the announced sale to Tenneco Inc. (6) Represents equity attributable to us as of September 30, 2018. December 31, 2018, March 31, 2019 and June 30, 2019 represents the estimated proceeds based on the sale agreement signed during December 2018. (7) Holding Company’s balance as of each respective date. For March 31, 2019, the distribution payable was adjusted to $27 million, which represents the actual distribution paid subsequent to March 21, 2019. (8) Holding Company’s balance as of each respective date. 22


 
Adjusted EBITDA Reconciliation 23


 
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 certain effects of impairment, restructuring costs, certain pension plan expenses, gains/losses on disposition of assets, gains/losses on extinguishment of debt, major scheduled turnaround expenses, certain tax settlements and certain other non-operational charges. We present EBITDA and Adjusted EBITDA on a consolidated basis and attributable to Icahn Enterprises net of the effects 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 certain effects of impairment, restructuring costs, certain pension plan expenses, gains/losses on disposition of assets, gains/losses on extinguishment of debt, major scheduled turnaround expenses, certain tax settlements 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. 24


 
Adjusted EBITDA Reconciliation by Segment – Last Twelve Months Ended September 30, 2019 Food Home Holding ($Millions) Investment Energy Automotive Packaging Metals Real Estate Fashion Mining Railcar Company Consolidated Adjusted EBITDA Net income (loss) ($1,151) $441 ($293) ($16) ($16) $34 ($14) $310 $— ($1,066) ($1,771) Interest expense, net 79 100 19 16 1 (1) 2 4 — 299 519 Income tax expense (benefit) — 102 (50) (2) 1 (2) — 1 — 11 61 Depreciation, depletion and amortization — 291 93 26 19 17 7 — — — 453 EBITDA before non-controlling interests ($1,072) $934 ($231) $24 $5 $48 ($5) $315 $— ($756) ($738) Impairment of assets — — 87 1 1 — 1 — — — 90 Restructuring costs — — 4 8 3 — — — — — 15 Non-service cost of U.S. based pension — — — — — — — — — — — Major scheduled turnaround expense — 10 — — — — — — — — 10 (Gain) loss on disposition of assets, net — — 3 — (1) (22) — (251) — — (271) Tax settlements — — — — — — — — — — — Other — — 32 18 (1) 1 1 14 — (2) 63 Adj. EBITDA before non-controlling interests ($1,072) $944 ($105) $51 $7 $27 ($3) $78 $— ($758) ($831) Adjusted EBITDA attributable to IEP Net income (loss) ($578) $316 ($293) ($13) ($16) $34 ($14) $299 $— ($1,066) ($1,331) Interest expense, net 40 41 19 12 1 (1) 2 1 — 299 414 Income tax expense (benefit) — 76 (50) (1) 1 (2) — 1 — 11 36 Depreciation, depletion and amortization — 154 93 21 19 17 7 — — — 311 EBITDA attributable to IEP ($538) $587 ($231) $19 $5 $48 ($5) $301 $— ($756) ($570) Impairment of assets — — 87 1 1 — 1 — — — 90 Restructuring costs — — 4 6 3 — — — — — 13 Non-service cost of U.S. based pension — — — — — — — — — — — Major scheduled turnaround expense — 5 — — — — — — — — 5 (Gain) loss on disposition of assets, net — — 3 — (1) (22) — (251) — — (271) Tax settlements — — — — — — — — — — — Other — — 32 14 (1) 1 1 11 — (2) 56 Adjusted EBITDA attributable to IEP ($538) $592 ($105) $40 $7 $27 ($3) $61 $— ($758) ($677) 25


 
Adjusted EBITDA Reconciliation by Segment – Nine Months Ended September 30, 2019 Food Home Holding ($Millions) Investment Energy Automotive Packaging Metals Real Estate Fashion Mining Railcar Company Consolidated Adjusted EBITDA Net income (loss) ($1,564) $298 ($128) ($16) ($13) $9 ($13) $311 $— ($494) ($1,610) Interest expense, net 66 77 15 12 1 (1) 1 3 — 221 395 Income tax expense (benefit) — 98 (36) 2 — (1) — 1 — (76) (12) Depreciation, depletion and amortization — 265 73 19 14 13 5 — — — 389 EBITDA before non-controlling interests ($1,498) $738 ($76) $17 $2 $20 ($7) $315 $— ($349) ($838) Impairment of assets — — — 1 — — — — — — 1 Restructuring costs — — 3 9 3 — — — — — 15 Non-service cost of U.S. based pension — — — 2 — — — — — — 2 Major scheduled turnaround expense — — — — — — — — — — — (Gain) loss on disposition of assets, net — — 2 — (1) — — (252) — — (251) Tax settlements — — — — — — — — — — — Other — — 22 10 — (2) 2 7 — (2) 37 Adj. EBITDA before non-controlling interests ($1,498) $738 ($49) $39 $4 $18 ($5) $70 $— ($351) ($1,034) Adjusted EBITDA attributable to IEP Net income (loss) ($785) $221 ($128) ($13) ($13) $9 ($13) $299 $— ($494) ($917) Interest expense, net 33 34 15 9 1 (1) 1 1 — 221 314 Income tax expense (benefit) — 75 (36) 2 — (1) — 1 — (76) (35) Depreciation, depletion and amortization — 147 73 15 14 13 5 — — — 267 EBITDA attributable to IEP ($752) $477 ($76) $13 $2 $20 ($7) $301 $— ($349) ($371) Impairment of assets — — — 1 — — — — — — 1 Restructuring costs — — 3 7 3 — — — — — 13 Non-service cost of U.S. based pension — — — 2 — — — — — — 2 Major scheduled turnaround expense — — — — — — — — — — — (Gain) loss on disposition of assets, net — — 2 — (1) — — (252) — — (251) Tax settlements — — — — — — — — — — — Other — — 22 7 — (2) 2 6 — (2) 33 Adjusted EBITDA attributable to IEP ($752) $477 ($49) $30 $4 $18 ($5) $55 $— ($351) ($573) 26


 
Adjusted EBITDA Reconciliation by Segment – Nine Months Ended September 30, 2018 Food Home Holding ($Millions) Investment Energy Automotive Packaging Metals Real Estate Fashion Mining Railcar Company Consolidated Adjusted EBITDA Net income (loss) $266 $236 ($65) ($15) $8 $87 ($10) $2 $1 ($67) $443 Interest expense, net 33 79 12 11 — 1 — 1 — 250 387 Income tax expense (benefit) — 52 (38) — — 6 — 2 2 (101) (77) Depreciation, depletion and amortization — 252 72 19 13 15 6 6 — — 383 EBITDA before non-controlling interests $299 $619 ($19) $15 $21 $109 ($4) $11 $3 $82 $1,136 Impairment of assets — — 3 — — — — — — — 3 Restructuring costs — — 4 10 — — 2 — — — 16 Non-service cost of U.S. based pension — — — 8 — — — — — — 8 Major scheduled turnaround expense — — — — — — — — — — — (Gain) loss on disposition of assets, net — — — — — (67) — 2 (5) — (70) Tax settlements — — — — — — — — — — — Other — — 20 9 — (3) — (1) — 2 27 Adj. EBITDA before non-controlling interests $299 $619 $8 $42 $21 $39 ($2) $12 ($2) $84 $1,120 Adjusted EBITDA attributable to IEP Net income (loss) $112 $143 ($65) ($12) $8 $87 ($10) $3 $1 ($66) $201 Interest expense, net 13 33 12 8 — 1 — 2 — 250 319 Income tax expense (benefit) — 45 (38) — — 6 — 2 2 (102) (85) Depreciation, depletion and amortization — 128 72 16 13 15 6 3 — — 253 EBITDA attributable to IEP $125 $349 ($19) $12 $21 $109 ($4) $10 $3 $82 $688 Impairment of assets — — 3 — — — — — — — 3 Restructuring costs — — 4 8 — — 2 — — — 14 Non-service cost of U.S. based pension — — — 6 — — — — — — 6 Major scheduled turnaround expense — — — — — — — — — — — (Gain) loss on disposition of assets, net — — — — — (67) — 1 (5) — (71) Tax settlements — — — — — — — — — — — Other — — 20 7 — (3) — (1) — 2 25 Adjusted EBITDA attributable to IEP $125 $349 $8 $33 $21 $39 ($2) $10 ($2) $84 $665 27


 
Adjusted EBITDA Reconciliation by Segment – Year Ended December 31, 2018 Food Home Holding ($Millions) Investment Energy Automotive Packaging Metals Real Estate Fashion Mining Railcar Company Consolidated Adjusted EBITDA Net income (loss) $679 $379 ($230) ($15) $5 $112 ($11) $1 $1 ($639) $282 Interest expense, net 46 102 16 15 — 1 1 2 — 328 511 Income tax expense (benefit) — 56 (52) (4) 1 5 — 2 2 (14) (4) Depreciation, depletion and amortization — 278 92 26 18 19 8 6 — — 447 EBITDA before non-controlling interests $725 $815 ($174) $22 $24 $137 ($2) $11 $3 ($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 Major scheduled turnaround expense — 10 — — — — — — — — 10 (Gain) loss on disposition of assets, net — — 1 — — (89) — 3 (5) — (90) Tax settlements — — — — — — — — — — — Other — — 30 17 (1) — (1) 6 — 2 53 Adj. EBITDA before non-controlling interests $725 $825 ($48) $54 $24 $48 $— $20 ($2) ($323) $1,323 Adjusted EBITDA attributable to IEP Net income (loss) $319 $238 ($230) ($12) $5 $112 ($11) $3 $1 ($638) ($213) Interest expense, net 20 40 16 11 — 1 1 2 — 328 419 Income tax expense (benefit) — 46 (52) (3) 1 5 — 2 2 (15) (14) Depreciation, depletion and amortization — 135 92 22 18 19 8 3 — — 297 EBITDA attributable to IEP $339 $459 ($174) $18 $24 $137 ($2) $10 $3 ($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 Major scheduled turnaround expense — 5 — — — — — — — — 5 (Gain) loss on disposition of assets, net — — 1 — — (89) — 2 (5) — (91) Tax settlements — — — — — — — — — — — Other — — 30 14 (1) — (1) 4 — 2 48 Adjusted EBITDA attributable to IEP $339 $464 ($48) $43 $24 $48 $— $16 ($2) ($323) $561 28


 
Adjusted EBITDA Reconciliation by Segment – Year Ended December 31, 2017 Food Home Holding ($Millions) Investment Energy Automotive Packaging Metals Real Estate Fashion Mining Railcar Company Consolidated Adjusted EBITDA Net income (loss) $118 $275 ($51) ($6) ($44) $549 ($20) $10 $1,171 $355 $2,357 Interest expense, net 166 109 13 13 — 2 — 5 23 319 650 Income tax expense (benefit) — (338) (146) 21 43 — — 3 531 (643) (529) Depreciation, depletion and amortization — 278 111 25 20 20 8 5 7 — 474 EBITDA before non-controlling interests $284 $324 ($73) $53 $19 $571 ($12) $23 $1,732 $31 $2,952 Impairment of assets — — 15 1 — 2 1 — 68 — 87 Restructuring costs — — — 2 1 — 1 — — — 4 Non-service cost of U.S. based pension — — — 4 — — — — — — 4 Major scheduled turnaround expense — 83 — — — — — — — — 83 (Gain) loss on disposition of assets, net — — (5) — — (496) — — (1,664) (1) (2,166) Tax settlements — — — — — (38) — — — — (38) Other — (1) 66 2 — 1 1 (1) — 6 74 Adj. EBITDA before non-controlling interests $284 $406 $3 $62 $20 $40 ($9) $22 $136 $36 $1,000 Adjusted EBITDA attributable to IEP Net income (loss) $80 $229 ($51) ($5) ($44) $549 ($20) $9 $1,171 $355 $2,273 Interest expense, net 58 44 13 9 — 2 — 4 23 319 472 Income tax expense (benefit) — (238) (146) 16 43 — — 2 531 (643) (435) Depreciation, depletion and amortization — 133 111 18 20 20 8 2 7 — 319 EBITDA attributable to IEP $138 $168 ($73) $38 $19 $571 ($12) $17 $1,732 $31 $2,629 Impairment of assets — — 15 1 — 2 1 — 68 — 87 Restructuring costs — — — 1 1 — 1 — — — 3 Non-service cost of U.S. based pension — — — 3 — — — — — — 3 Major scheduled turnaround expense — 49 — — — — — — — — 49 (Gain) loss on disposition of assets, net — — (5) — — (496) — — (1,664) (1) (2,166) Tax settlements — — — — — (38) — — — — (38) Other — (1) 66 2 — 1 1 — — 6 75 Adjusted EBITDA attributable to IEP $138 $216 $3 $45 $20 $40 ($9) $17 $136 $36 $642 29


 
Adjusted EBITDA Reconciliation by Segment – Year Ended December 31, 2016 Food Home Holding ($Millions) Investment Energy Automotive Packaging Metals Real Estate Fashion Mining Railcar Company Consolidated Adjusted EBITDA Net income (loss) ($1,487) ($604) $19 $8 ($20) $5 ($12) ($24) $117 ($287) ($2,285) Interest expense, net 230 82 7 12 — 2 — 5 62 288 688 Income tax expense (benefit) — (45) (32) 8 (16) — — 2 — (5) (88) Depreciation, depletion and amortization — 258 98 20 22 22 8 6 92 — 526 EBITDA before non-controlling interests ($1,257) ($309) $92 $48 ($14) $29 ($4) ($11) $271 ($4) ($1,159) Impairment of assets — 574 1 — 1 5 2 — — 3 586 Restructuring costs — — — 3 2 — — — — — 5 Non-service cost of U.S. based pension — — — 5 — — — — — — 5 Major scheduled turnaround expense — 38 — — — — — — — — 38 (Gain) loss on disposition of assets, net — — (1) — (1) (1) — — — — (3) Tax settlements — — — — — — — — — — — Other — 8 16 (1) (3) 2 1 13 — — 36 Adj. EBITDA before non-controlling interests ($1,257) $311 $108 $55 ($15) $35 ($1) $2 $271 ($1) ($492) Adjusted EBITDA attributable to IEP Net income (loss) ($604) ($327) $19 $6 ($20) $5 ($12) ($19) $112 ($287) ($1,127) Interest expense, net 76 31 7 9 — 2 — 4 62 288 479 Income tax expense (benefit) — (32) (32) 6 (16) — — 2 — (5) (77) Depreciation, depletion and amortization — 127 98 14 22 22 8 4 92 — 387 EBITDA attributable to IEP ($528) ($201) $92 $35 ($14) $29 ($4) ($9) $266 ($4) ($338) Impairment of assets — 334 1 — 1 5 2 — — 3 346 Restructuring costs — — — 2 2 1 — — — — 5 Non-service cost of U.S. based pension — — — 4 — — — — — — 4 Major scheduled turnaround expense — 20 — — — — — — — — 20 (Gain) loss on disposition of assets, net — — (1) — (1) (1) — — — — (3) Tax settlements — — — — — — — — — — — Other — 3 16 (1) (3) 1 1 10 — — 27 Adjusted EBITDA attributable to IEP ($528) $156 $108 $40 ($15) $35 ($1) $1 $266 ($1) $61 30