Attached files
| file | filename |
|---|---|
| 8-K - CURRENT REPORT - ICAHN ENTERPRISES L.P. | v170368_8k.htm |
| EX-99.2 - SUMMARY CONSOLIDATED HISTORICAL AND PRO FORMA FINANCIAL DATA - ICAHN ENTERPRISES L.P. | v170368_ex99-2.htm |
| EX-99.3 - CAPITALIZATION - ICAHN ENTERPRISES L.P. | v170368_ex99-3.htm |
| EX-99.1 - PRESS RELEASE - ICAHN ENTERPRISES L.P. | v170368_ex99-1.htm |
Exhibit
99.4
Investor
Contact:
Dominick
Ragone
Chief
Financial Officer
(646)
861-7500
For
Release: December 30, 2009
ICAHN
ENTERPRISES ANNOUNCES CASH TENDER OFFERS AND CONSENT
SOLICITATIONS
FOR ITS EXISTING
8.125%
SENIOR NOTES DUE 2012 AND 7.125% SENIOR NOTES DUE 2013;
ICAHN
ENTERPRISES ALSO ANNOUNCES INTENTION TO REDEEM PREFERRED UNITS FOR DEPOSITARY
UNITS AND POTENTIAL ACQUISITIONS
(New
York, New York, December 30, 2009) – Icahn Enterprises L.P. (NYSE: IEP) – Icahn
Enterprises L.P. (“Icahn Enterprises”) announced today that it, together with
Icahn Enterprises Finance Corp., commenced separate cash tender offers to
purchase any and all of the $967.0 million outstanding aggregate principal
amount of their 7.125% Senior Notes due 2013 (CUSIP Nos. 029171AD7 and
029171AF2) (the “2013 Notes”) and any and all of the $353.0 million outstanding
aggregate principal amount of their 8.125% Senior Notes due 2012 (CUSIP
No. 029171AC9 ) (the “2012 Notes” and, together with the 2013 Notes, the
“Notes”). In connection with the tender offers, Icahn Enterprises is
soliciting consents to effect certain proposed amendments to the indentures
governing the Notes to eliminate most of the restrictive covenants and amend
certain other provisions in the indentures and the Notes. Holders who
consent to the proposed amendments will be obligated to tender their
Notes. The tender offers and consent solicitations are each being
made pursuant to an Offer to Purchase and Consent Solicitation Statement dated
December 30, 2009, and a related Consent and Letter of Transmittal, which
more fully set forth the terms and conditions of the tender offers and consent
solicitations.
The
following table sets forth Total Consideration and Base Consideration per $1,000
principal amount of Notes tendered (excluding accrued and unpaid interest that
is payable from and including the last date upon which interest was paid up to,
but not including, the applicable date of payment).
|
Title of
Security
|
Principal
Amount
Outstanding
|
CUSIP
Numbers
|
Base
Consideration
|
Consent
Payment
|
Total Consideration
|
||||||||||||
|
7.125%
Notes
due
2013
|
$ | 967,000,000 |
029171AD7
029171AF2
|
$ | 1,000.00 | $ | 22.81 | $ | 1,022.81 | ||||||||
|
8.125%
Notes
due
2012
|
$ | 353,000,000 |
029171AC9
|
$ | 1,000.00 | $ | 20.94 | $ | 1,020.94 | ||||||||
As
described in each Offer to Purchase and Consent Solicitation Statement, the
“Base Consideration” to be paid for each $1,000 principal amount of 2013 Notes
and 2012 Notes validly tendered and accepted for purchase will be 100% of the
principal amount thereof, or $1,000. Holders of 2013 Notes who
validly deliver their consents to the proposed amendments on or prior to 5:00
p.m., New York City time, on January 7, 2010 (unless extended or earlier
terminated, the “Consent Payment Deadline”), will be eligible to receive a
consent payment of $22.81 per $1,000 principal amount of 2013 Notes tendered.
Holders of 2013 Notes must validly tender, and not withdraw, their 2013 Notes in
order to validly deliver their consents. Holders of 2012 Notes who validly
deliver their consents to the proposed amendments on the Consent Payment
Deadline will be eligible to receive a consent payment of $20.94 per $1,000
principal amount of 2012 Notes. Holders of 2012 Notes must validly tender, and
not withdraw, their 2012 Notes in order to validly deliver their
consents.
The
tender offers will expire at 12:00 midnight, New York City time, at the end of
Thursday, January 28, 2010, unless terminated or extended (the “Expiration
Time”). Any such extension will be followed by a public announcement
no later than 9:00 a.m., New York City time, on the first business day after the
previously scheduled Expiration Time. Holders of Notes may withdraw
their Notes and revoke their consents on or prior to the Consent Payment
Deadline, but not thereafter. Each tender offer and consent
solicitation is subject to certain customary conditions described in the Offer
to Purchase and Consent Solicitation Statement, including that Icahn Enterprises
receives tenders of at least a majority in aggregate principal amount of the
2012 Notes and 2013 Notes and a financing condition.
The
information agent for the tender offers and consent solicitations is D.F. King
& Co., Inc. The dealer manager for the tender offers and the
solicitation agent for the consent solicitations is Jefferies & Company,
Inc. Requests for documents may be directed to Jefferies &
Company, Inc. at (888) 708-5831 or D.F. King & Co., Inc. at (800) 488-8035
or (212) 269-5550 (for banks and brokers only).
This
announcement is not an offer to purchase, a solicitation of an offer to sell, or
a solicitation of consents with respect to the Notes or any new
securities. The tender offers are not being made in any jurisdiction
in which the making or acceptance thereof would not be in compliance with the
securities, blue sky or other laws of such jurisdiction. Each tender
offer and consent solicitation is made solely by means of an Offer to Purchase
and Consent Solicitation Statement and related Consent and Letter of Transmittal
dated December 30, 2009.
Icahn
Enterprises also announced today that the Audit Committee of the Board of
Directors of the General Partner has approved the redemption of all outstanding
preferred units on March 31, 2010 in accordance with the terms of its
partnership agreement at a redemption price equal to the liquidation preference
of the preferred units, plus accrued but unpaid distributions thereon, or an
aggregate of approximately $138 million. The partnership agreement
provides that the redemption price may be paid in cash or in depositary
units. The preferred units will be redeemed by the issuance of
additional depositary units, which will be valued at the average price at which
the depositary units are trading over the 20-day period immediately preceding
March 31, 2010, the redemption date, plus cash in lieu of fractional
interests.
Icahn
Enterprises also announced that it is in negotiations to acquire an aggregate of
approximately 54% of the issued and outstanding common stock of American Railcar
Industries, Inc. and an aggregate of approximately 70% of the issued and
outstanding common stock of Viskase Companies, Inc., in each case, from
affiliates of Carl C. Icahn for consideration to be comprised solely of
depository units of Icahn Enterprises. The acquisitions are subject
to approval by the Audit Committee of the Board of Directors of the General
Partner, which has retained independent counsel and an independent financial
advisor.
Management
expects that Icahn Enterprises will issue depositary units with an aggregate
fair market value of approximately $375 million in consideration for the
redemption of the preferred units and the proposed
acquisitions. However, the acquisitions are currently being
negotiated and the actual value of the depositary units paid may be more or less
than anticipated, and such difference could be material. No assurance
can be given that Icahn Enterprises will consummate the
acquisitions.
* *
*
Icahn
Enterprises L.P. (NYSE: IEP), a master limited partnership, is a diversified
holding company engaged in five primary business segments: Investment
Management, Automotive, Metals, Real Estate and Home Fashion.
Caution
Concerning Forward-Looking Statements
This
release contains certain “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995, many of which are beyond our
ability to control or predict. Forward-looking statements may be
identified by words such as “expects,” “anticipates,” “intends,” “plans,”
“believes,” “seeks,” “estimates,” “will” or words of similar meaning and
include, but are not limited to, statements about the expected future business
and financial performance of Icahn Enterprises L.P. and its
subsidiaries. Among these risks and uncertainties are risks related
to economic downturns, substantial competition and rising operating costs; risks
related to our investment management activities, including the nature of the
investments made by the private funds we manage, losses in the private funds and
loss of key employees; risks related to our automotive activities, including
exposure to adverse conditions in the automotive industry, and risks related to
operations in foreign countries; risks related to our scrap metals activities,
including potential environmental exposure; risks related to our real estate
activities, including the extent of any tenant bankruptcies and insolvencies,
and competition for residential and investment properties; risks related to our
home fashion operations, including changes in the availability and price of raw
materials, and changes in transportation costs and delivery times; and other
risks and uncertainties detailed from time to time in our filings with the
SEC. We undertake no obligation to publicly update or review any
forward-looking information, whether as a result of new information, future
developments or otherwise.