Current Report Filing (8-k)
05 January 2021 - 9:29AM
Edgar (US Regulatory)
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8-K
2021-01-4
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¨
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2021-01-04
2021-01-04
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2021-01-04
2021-01-04
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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): January 4, 2021
Commission
File
Number
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Exact
Name of Registrant as Specified in its Charter,
Address of Principal
Executive Offices and Telephone Number
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State of
Incorporation
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I.R.S. Employer
Identification
No.
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1-9516
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ICAHN ENTERPRISES L.P.
16690 Collins Ave, PH-1
Sunny Isles Beach, FL 33160
(305) 422-4100
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Delaware
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13-3398766
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|
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333-118021-01
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ICAHN ENTERPRISES HOLDINGS L.P.
16690 Collins Ave, PH-1
Sunny Isles Beach, FL 33160
(305) 422-4100
|
Delaware
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13-3398767
|
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:
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¨
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class:
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Trading Symbol(s)
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Name of each exchange on which registered:
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Depositary Units
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IEP
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Nasdaq Global Select Market
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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. ¨
Co-Registrant CIK
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0001034563
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Co-Registrant Amendment Flag
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false
|
Co-Registrant Form Type
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8-K
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Co-Registrant DocumentPeriodEndDate
|
2021-01-4
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Co-Registrant Written Communications
|
false
|
Co-Registrant Solicitating Materials
|
false
|
Co-Registrant PreCommencement Tender Offer
|
false
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Emerging Growth Company
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¨
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Co-Registrant PreCommencement Issuer Tender Offer
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false
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Former Address
On
January 4, 2021, Icahn Enterprises L.P. (“Icahn Enterprises”) issued a press release announcing that it, together
with Icahn Enterprises Finance Corp. (together with Icahn Enterprises, the “Issuers”), priced their offering of
$750,000,000 aggregate principal amount of 4.375% Senior Notes due 2029 (the “Notes”) in a private placement not
registered under the Securities Act of 1933, as amended (such offering, the “Notes Offering”). The aggregate
principal amount represents an increase in the size of the Notes Offering of $250,000,000 from the previously announced
offering of $500,000,000. The Notes Offering is expected to close on January 19, 2021, subject to customary closing conditions.
The Notes will be guaranteed by Icahn Enterprises Holdings L.P. The net proceeds from the Notes Offering will be used to
redeem a portion of the Issuers’ existing 6.250% Senior Notes due 2022 pursuant to the Issuers’ previously
announced notice of conditional redemption. There can be no assurance that the issuance and sale of any debt securities of
the Issuers will be consummated, that the conditions precedent to the redemption will be satisfied, or that the redemption
will occur.
A copy of the press release is attached hereto as Exhibit 99.1.
This Current Report on Form 8-K is neither an offer to sell
nor a solicitation of an offer to buy any securities of Icahn Enterprises.
Item 9.01.
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Financial Statements and Exhibits
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(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ICAHN ENTERPRISES L.P.
(Registrant)
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By:
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Icahn Enterprises G.P. Inc.
its general partner
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Date: January 4, 2021
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By:
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/s/ Ted Papapostolou
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Ted Papapostolou
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Chief Accounting Officer
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ICAHN ENTERPRISES HOLDINGS L.P.
(Registrant)
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By:
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Icahn Enterprises G.P. Inc.
its general partner
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Date: January 4, 2021
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By:
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/s/ Ted Papapostolou
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Ted Papapostolou
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Chief Accounting Officer
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