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): August 4, 2010



ICAHN ENTERPRISES L.P.
    (Exact Name of Registrant as Specified in Its Charter)



Delaware
1-9516
13-3398766
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)

767 Fifth Avenue, Suite 4700, New York, NY   10153
(Address of Principal Executive Offices)   (Zip Code)

(212) 702-4300
(Registrant’s Telephone Number, Including Area Code)

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:

¨
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))

 
 

 
 
Section 2 - - Financial Information

Item 2.02   Results of Operations and Financial Condition.

On August 4, 2010, Icahn Enterprises L.P. issued a press release reporting its financial results for the second quarter ended June 30, 2010. The press release also provides information for accessing its quarterly conference call and Webcast, which will be held on August 5, 2010. A copy of the press release is attached hereto as Exhibit 99.1.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, 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 under that Section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended.

Section 9 - Financial Statements and Exhibits

Item 9.01   Financial Statements and Exhibits.

(d) Exhibits
 
99.1Press Release dated August 4, 2010.

[Remainder of page intentionally left blank; signature page follows]

 
 

 

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/ Dominick Ragone
 
   
Dominick Ragone
 
   
Chief Financial Officer
 
 
Date:   August 4, 2010

 
 

 
 
EXHIBIT 99.1

Investor Contact:
Dominick Ragone
Chief Financial Officer
(646) 861-7500

For Release:  August 4, 2010

Icahn Enterprises L.P. Reports Second Quarter Financial Results

New York, NY – Icahn Enterprises L.P. (NYSE: IEP) reported revenues of $3,806 million for the six months ended June 30, 2010, as compared to $4,399 million for the six months ended June 30, 2009.  Net loss attributable to Icahn Enterprises was $181 million for the six months ended June 30, 2010, or $2.16 loss per LP unit, compared to net income of $138 million or $1.71 per LP unit.
 
For the three months ended June 30, 2010, revenues were $1,891 million as compared to $2,407 million for the three months ended June 30, 2009.  Net loss attributable to Icahn Enterprises was $116 million for the three months ended June 30, 2010, or $1.35 loss per LP unit, compared to net income of $134 million or $1.70 per LP unit.  The net loss for the quarter was mainly attributable to a $90 million net loss in the Investment Management segment.  However, the Investment Management funds have seen significant improvement in performance since quarter end, with a gross return of approximately 8% in the month of July, resulting in a gain of approximately $195 million in the Investment Management segment for the month of July.

Conference Call Information

Icahn Enterprises L.P. will discuss its second quarter results on a conference call and Webcast on Thursday, August 5, 2010 at 10:00 a.m. EDT.  The Webcast can be viewed live on Icahn Enterprises L.P.’s website at www.icahnenterprises.com.  It will also be archived and made available at www.icahnenterprises.com under the Investor Relations section.  The toll-free dial-in number for the conference call in the United States is (800) 938-1410.  The international number is (702) 696-4768.  The access code for both is 89373021.
* * *

Icahn Enterprises L.P. (NYSE: IEP), a master limited partnership, is a diversified holding company engaged in seven primary business segments: Investment Management, Automotive, Railcar, Food Packaging, Metals, Real Estate and Home Fashion.

Caution Concerning Interim Results and Forward-Looking Statements

Results for any interim period are not necessarily indicative of results for any full fiscal period. 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 railcar activities, including reliance upon a small number of customers that represent a large percentage of  revenues and backlog, the health of and prospects for the overall railcar industry and the cyclical nature of the railcar manufacturing business; risks related to our food packaging activities, including competition from better capitalized competitors, inability of its suppliers to timely deliver raw materials, and the failure to effectively respond to industry changes in casings technology;  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; 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 Securities and Exchange Commission. We undertake no obligation to publicly update or review any forward-looking information, whether as a result of new information, future developments or otherwise.

 
 

 

APPENDIX I
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
In millions except per unit data

   
Three Months Ended
 
   
June 30
 
   
2010
   
2009
 
   
(Unaudited)
 
             
Revenues
  $ 1,891     $ 2,407  
Expenses
    2,094       1,779  
(Loss) income from continuing operations before income tax (expense) benefit
    (203 )     628  
Income tax (expense) benefit
    (19 )     9  
(Loss) income from continuing operations
    (222 )     637  
Income from discontinued operations
    -       2  
                 
Net (loss) income
    (222 )     639  
                 
Less: net loss (income) attributable to non-controlling interests
    106       (505 )
Net (loss) income attributable to Icahn Enterprises
  $ (116 )   $ 134  
                 
Net (loss) income attributable to Icahn Enterprises from:
               
Continuing operations
  $ (116 )   $ 132  
Discontinued operations
    -       2  
    $ (116 )   $ 134  
                 
Basic (loss) income per LP unit:
               
(Loss) income from continuing operations
  $ (1.35 )   $ 1.67  
Income from discontinued operations
    0.00       0.03  
    $ (1.35 )   $ 1.70  
Basic weighted average LP units outstanding
    84       75  
                 
Diluted (loss) income per LP unit:
               
(Loss) income from continuing operations
  $ (1.35 )   $ 1.56  
Income from discontinued operations
    0.00     $ 0.03  
    $ (1.35 )   $ 1.59  
Diluted weighted average LP units outstanding
    84       85  

 
 

 

APPENDIX II
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
In millions except per unit data

   
Six Months Ended
 
   
June 30
 
   
2010
   
2009
 
   
(Unaudited)
 
             
Revenues
  $ 3,806     $ 4,399  
Expenses
    4,066       3,646  
(Loss) income from continuing operations before income tax (expense) benefit
    (260 )     753  
Income tax (expense) benefit
    (12 )     16  
(Loss) income from continuing operations
    (272 )     769  
Income from discontinued operations
    -       2  
                 
Net (loss) income
    (272 )     771  
                 
Less: net loss (income) attributable to non-controlling interests
    91       (633 )
Net (loss) income attributable to Icahn Enterprises
  $ (181 )   $ 138  
                 
Net (loss) income attributable to Icahn Enterprises from:
               
Continuing operations
  $ (181 )   $ 136  
Discontinued operations
    -       2  
     $ (181 )   $ 138  
                 
Basic (loss) income per LP unit:
               
(Loss) income from continuing operations
  $ (2.16 )   $ 1.68  
Income from discontinued operations
    0.00       0.03  
    $ (2.16 )   $ 1.71  
Basic weighted average LP units outstanding
    82       75  
                 
Diluted (loss) income per LP unit:
               
(Loss) income from continuing operations
  $ (2.16 )   $ 1.63  
Income from discontinued operations
    0.00       0.03  
    $ (2.16 )   $ 1.66  
Diluted weighted average LP units outstanding
    82       79  

 
 

 

APPENDIX III
CONSOLIDATED BALANCE SHEETS
In millions except per unit data

   
June 30,
   
December 31,
 
   
2010
   
2009
 
   
(Unaudited)
       
ASSETS
           
             
Cash and cash equivalents
  $ 2,491     $ 2,256  
Cash held at consolidated affiliated partnerships and restricted cash
    1,225       3,336  
Investments
    6,507       5,405  
Accounts receivable, net
    1,351       1,139  
Due from brokers
    13       56  
Inventories, net
    1,095       1,091  
Property, plant and equipment, net
    2,928       2,958  
Goodwill
    1,108       1,083  
Intangible assets, net
    976       1,007  
Other assets
    601       555  
Total Assets
  $ 18,295     $ 18,886  
                 
LIABILITIES AND EQUITY
               
Accounts payable
  $ 729     $ 628  
Accrued expenses and other liabilities
    2,288       1,993  
Securities sold, not yet purchased, at fair value
    411       2,035  
Due to brokers
    774       376  
Post-employment benefit liability
    1,216       1,413  
Debt
    5,962       5,186  
Preferred limited partner units
    -       136  
Total liabilities
    11,380       11,767  
                 
Commitments and contingencies
               
                 
Equity:
               
Limited partners:
               
Depositary units: 92,400,000 authorized; issued 84,892,121 and 75,912,797 at June 30, 2010 and December 31, 2009; outstanding 83,754,921 and 74,775,597 at June 30, 2010 and December 31, 2009, respectively
    3,033       2,828  
General partner
    (255 )     18  
Treasury units at cost: 1,137,200 depositary units
    (12 )     (12 )
Equity attributable to Icahn Enterprises
    2,766       2,834  
Equity attributable to non-controlling interests
    4,149       4,285  
Total equity
    6,915       7,119  
Total Liabilities and Equity
  $ 18,295     $ 18,886