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 11, 2008
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)
Registrant’s
Telephone Number, Including Area Code: (212)
702-4300
(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.
The
following information is furnished pursuant to Item 2.02, “Results of Operations
and Financial Condition.”
On
August
11, 2008, Icahn Enterprises L.P. issued a press release reporting its financial
results for the second quarter . A copy of the press release is attached hereto
as Exhibit 99.1.
Section
9 - Financial Statements and Exhibits
Item
9.01(d) Exhibits.
Exhibit
99.1 - Press
Release dated August 11, 2008.
Exhibit
Index
| 99.1 |
Press
Release dated August 11, 2008
|
[remainder
of page intentionally left blank; signature page follows]
2
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/ Dominick Ragone | |||
|
Dominick
Ragone
|
||||
|
Principal
Financial Officer
|
||||
Date: August
11, 2008
Investor
Contact:
Dominick
Ragone
Chief
Financial Officer
(646)
861-7500
For
Release: August 11, 2008
Icahn
Enterprises L.P. Reports Second Quarter Financial Results
New
York, NY
- Icahn
Enterprises L.P. (NYSE: IEP) today reported a net loss of $98.8 million, or
$1.37 loss per LP unit, for the three months ended June 30, 2008, compared
to
net earnings of $64.2 million, or $0.40 loss per LP unit, for the comparable
period of fiscal 2007. Icahn Enterprises declared a quarterly distribution
of
$0.25 per unit on its depositary units, payable in the third quarter of fiscal
2008. The distribution will be paid on September 5, 2008 to depositary
unitholders of record at the close of business on August 22, 2008.
Second
Quarter 2008
For
the
three months ended June 30, 2008, revenues were $(149.7) million as compared
to
$783.1 million in the three months ended June 30, 2007. Loss from continuing
operations was $96.9 million for the three months ended June 30, 2008, compared
to income of $43.6 million for the comparable period of 2007. Loss from
discontinued operations was $1.9 million for the three months ended June 30,
2008, compared to a gain of $20.6 million for the comparable period in fiscal
2007.
Key
Subsequent Events
On
July
3, 2008, Icahn Enterprises Holdings L.P. (“Icahn Enterprises Holdings”) and its
newly formed, wholly owned subsidiary, IEH FM Holdings LLC ("Acquisition Sub"),
entered into a Stock Purchase Agreement (the "Agreement") with Thornwood
Associates Limited Partnership ("Thornwood") and Thornwood’s general partner,
Barberry Corp. ("Barberry"), pursuant to which Icahn Enterprises acquired a
majority interest in Federal-Mogul Corporation (“Federal-Mogul”). Thornwood and
Barberry are wholly owned by Mr. Carl C. Icahn. Prior to the acquisition of
the
shares by Icahn Enterprises Holdings, Thornwood owned 75,241,924 shares of
Federal-Mogul’s Class A common stock (“Federal-Mogul Stock”), which represented
approximately 74.87% of the total issued and outstanding shares of capital
stock
of Federal-Mogul.
Pursuant
to the Agreement, Acquisition Sub purchased from Thornwood 50,750,000 shares
of
Federal-Mogul Stock for an aggregate purchase price of $862,750,000 in cash.
The
purchased shares represent approximately 50.5% of the total issued and
outstanding shares of capital stock of Federal-Mogul.
Conference
Call Information
Icahn
Enterprises L.P. will discuss its second quarter results on a conference call
and Webcast on Tuesday, August 12, 2008 at 10:00 a.m. EST. 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 59085779.
*
*
*
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. For more
information, please visit the company’s website at www.icahnenterprises.com.
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 substantial competition, rising operating
costs and economic downturns; risks related to our investment management
activities, including the nature of the investments made by the private funds
we
manage, changes in domestic and international laws governing private funds
and
loss of key employees; risks related to our automotive activities, including
exposure to adverse conditions in the automotive industry, exposure to credit
risk of customers, significant indebtedness and risks related to operations
in
foreign countries; risks related to our scrap metals activities, including
potential environmental exposure; real estate activities, including the extent
of any tenant bankruptcies and insolvencies, our ability to maintain tenant
occupancy at current levels, our ability to obtain, at reasonable costs,
adequate insurance coverage and competition for investment properties; risks
related to our home fashion operations, including changes in the availability
and price of raw materials, changes in customer preferences 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.
APPENDIX
I
CONSOLIDATED
STATEMENT OF OPERATIONS
In
000's except per unit data
|
|
|
Three
Months Ended
|
|
||||
|
|
|
June
30,
|
|||||
|
|
2008
|
|
2007
|
||||
|
(unaudited)
|
|||||||
|
Revenues
|
$
|
(149,690
|
)
|
$
|
783,100
|
||
|
Expenses
|
562,823
|
510,965
|
|||||
|
(712,513
|
)
|
272,135
|
|||||
|
Income
tax expense
|
(22,290
|
)
|
(2,190
|
)
|
|||
|
Non-controlling
interests in (income) loss
|
637,884
|
(226,330
|
)
|
||||
|
(Loss)
income from continuing operations
|
(96,919
|
)
|
43,615
|
||||
|
(Loss)
income from discontinued operations
|
(1,924
|
)
|
20,614
|
||||
|
Net
(loss) earnings
|
$
|
(98,843
|
)
|
$
|
64,229
|
||
| Net (loss) earnings attributable to: | |||||||
|
Limited
partners
|
$
|
(96,876
|
)
|
$
|
(25,010
|
)
|
|
|
General
partner
|
(1,967
|
)
|
89,239
|
||||
|
(98,843
|
)
|
64,229
|
|||||
| Net (loss) earnings per LP unit: | |||||||
|
Basic
and diluted earnings (loss):
|
|||||||
|
(Loss)
income from continuing operations
|
$
|
(1.35
|
)
|
$
|
(0.73
|
)
|
|
|
Income
from discontinued operations
|
(0.02
|
)
|
0.33
|
||||
|
Basic
and diluted loss per LP unit
|
$
|
(1.37
|
)
|
$
|
(0.40
|
)
|
|
|
Weighted
average units
outstanding
|
70,490
|
61,857
|
|||||
APPENDIX
I
CONSOLIDATED
STATEMENT OF OPERATIONS
In
000's except per unit data
|
Six Months
Ended
|
|
||||||
|
|
|
|
June
30,
|
|
|||
|
|
|
|
2008
|
|
|
2007
|
|
|
(unaudited)
|
|||||||
|
Revenues
|
$
|
327,806
|
$
|
1,737,511
|
|||
|
Expenses
|
1,054,581
|
1,026,161
|
|||||
|
(726,775
|
)
|
711,350
|
|||||
|
Income
tax expense
|
(32,725
|
)
|
(3,855
|
)
|
|||
|
Non-controlling
interests in (income) loss
|
643,696
|
(480,555
|
)
|
||||
|
(Loss)
income from continuing operations
|
(115,804
|
)
|
226,940
|
||||
|
Income
from discontinued operations
|
487,312
|
58,729
|
|||||
|
Net
earnings
|
$
|
371,508
|
$
|
285,669
|
|||
| Net earnings (loss) attributable to: | |||||||
|
Limited
partners
|
$
|
388,383
|
$
|
69,646
|
|||
|
General
partner
|
(16,875
|
)
|
216,023
|
||||
|
371,508
|
285,669
|
||||||
| Net earnings (loss) per LP unit: | |||||||
|
Basic
and diluted earnings (loss):
|
|||||||
|
(Loss)
income from continuing operations
|
$
|
(1.61
|
)
|
$
|
0.20
|
||
|
Income
from discontinued operations
|
7.12
|
0.93
|
|||||
|
Basic
and diluted earnings per LP unit
|
$
|
5.51
|
$
|
1.13
|
|||
|
Weighted
average units
outstanding
|
70,490
|
61,857
|
|||||
APPENDIX
III
CONSOLIDATED
BALANCE SHEET
The
following table presents Icahn Enterprises L.P.'s consolidated summary
balance
sheet data
(in
000's)
|
|
|
June
30,
|
|
December
31,
|
|
||
|
|
|
2008
|
|
2007
|
|
||
|
|
|
(unaudited)
|
|
|
|||
|
ASSETS
|
|||||||
|
Investment
Management Operations:
|
|||||||
|
Cash
and cash equivalents
|
$
|
11,649
|
$
|
26,027
|
|||
|
Cash
held at consolidated affiliated partnerships and restricted
cash
|
2,102,613
|
1,104,748
|
|||||
|
Securities
owned, at fair value
|
6,433,524
|
5,920,209
|
|||||
|
Unrealized
gains on derivative contracts, at fair value
|
79,522
|
110,181
|
|||||
|
Due
from brokers and other assets
|
743,807
|
888,722
|
|||||
|
9,371,115
|
8,049,887
|
||||||
|
All
Other Operations:
|
|||||||
|
Cash
and cash equivalents
|
2,074,985
|
2,086,805
|
|||||
|
Restricted
cash
|
1,182,604
|
41,681
|
|||||
|
Investments
|
279,088
|
512,560
|
|||||
|
Inventories,
net
|
245,635
|
266,223
|
|||||
|
Assets
of discontinued operations held for sale
|
15,113
|
632,277
|
|||||
|
Property,
plant and equipment, net
|
520,423
|
533,127
|
|||||
|
Other
assets
|
391,932
|
311,086
|
|||||
|
4,709,780
|
4,383,759
|
||||||
|
Total
Assets
|
14,080,895
|
12,433,646
|
|||||
|
LIABILITIES
AND PARTNERS' EQUITY
|
|
|
|||||
|
Investment
Management Operations:
|
|||||||
|
Accounts
payable, accrued expenses and other liabilities
|
$ |
238,064
|
$ |
116,990
|
|||
|
Deferred
management fee payable to related party
|
130,266
|
143,972
|
|||||
|
Due
to broker
|
847,256
|
-
|
|||||
|
Subscriptions
received in advance
|
4,250
|
144,838
|
|||||
|
Payable
for purchases of securities
|
6,600
|
46,055
|
|||||
|
Securities
sold, not yet purchased, at fair value
|
1,114,828
|
206,128
|
|||||
|
Unrealized
losses on derivative contracts, at fair value
|
157,425
|
15,726
|
|||||
|
|
2,498,689
|
673,709
|
|||||
| All Other Operations: | |||||||
|
Accounts
payable, accrued expenses, and other liabilities
|
441,260
|
202,252
|
|||||
|
Unrealized
losses on derivative contracts, at fair value
|
8,631
|
3,462
|
|||||
|
Accrued
environmental costs
|
24,614
|
24,296
|
|||||
|
Liabilities
of discontinued operations held for sale
|
3,749
|
317,345
|
|||||
|
Debt
|
2,035,376
|
2,041,453
|
|||||
|
Preferred
limited partnership units
|
126,589
|
123,538
|
|||||
|
|
2,640,219
|
2,712,346
|
|||||
|
Total
Liabilities
|
5,138,908
|
3,386,055
|
|||||
|
Non-controlling
interests
|
6,302,752
|
6,734,563
|
|||||
|
Partners'
equity
|
2,639,235
|
2,313,028
|
|||||
|
Total
Liabilities and Partners' Equity
|
$
|
14,080,895
|
$
|
12,433,646
|
|||