Net Income (Loss) Per LP Unit

9 Months Ended

Sep. 30, 2024

Net Income (Loss) Per LP Unit

Net Income (Loss) Per LP Unit

13. Net Income (Loss) Per LP Unit

The components of the computation of basic and diluted income per LP unit of Icahn Enterprises are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(in millions, except per unit amounts)
Net income (loss) attributable to Icahn Enterprises	$	22	$	(6)	$	(347)	$	(545)
Net income (loss) income attributable to Icahn Enterprises allocated to limited partners (98.01% allocation)	$	22	$	(6)	$	(340)	$	(534)
Basic and diluted income (loss) per LP unit:	$	0.05	$	(0.01)	$	(0.75)	$	(1.47)
Basic and diluted weighted average LP units outstanding (1)		477		394		452		364

(1) Excludes an immaterial amount of unvested RSU awards during the three months ended September 30, 2023 and nine months ended September 30, 2024 and 2023, respectively.

LP Unit Transactions

Unit Distributions

On February 26, 2024, we declared a quarterly distribution in the amount of $1.00 per depositary unit in which each depositary unitholder had the option to make an election to receive either cash or additional depositary units, payable April 18, 2024. In April 2024, we distributed 19,186,659 depositary units to unitholders who did not elect to receive cash, of which 18,016,077 depositary units were distributed to Mr. Icahn and his affiliates. In connection with these distributions, aggregate cash distributions to all depositary unitholders that made a timely election to receive cash was $97 million, of which $55 million was distributed to Mr. Icahn and his affiliates in April 2024.

On May 6, 2024, we declared a quarterly dividend distribution in the amount of $1.00 per depositary unit in which each depositary unitholder had the option to make an election to receive either cash or additional depositary units, payable on June 25, 2024. In June 2024, we distributed 21,669,076 depositary units to unitholders who did not elect to receive cash, of which 20,418,007 depositary units were distributed to Mr. Icahn and his affiliates. In connection with these distributions, aggregate cash distributions to all depositary unitholders that made a timely election to receive cash was $106 million, of which $60 million was distributed to Mr. Icahn and his affiliates in June 2024.

On August 5, 2024, we declared a quarterly distribution in the amount of $1.00 per depositary unit in which each depositary unitholder had the option to make an election to receive either cash or additional depositary units, payable September 25, 2024. In September 2024, we distributed 28,307,467 depositary units to unitholders who did not elect to receive cash, of which 26,892,947 depositary units were distributed to Mr. Icahn and his affiliates. In connection with these distributions, aggregate cash distributions to all depositary unitholders that made a timely election to receive cash was $111 million, of which $60 million was distributed to Mr. Icahn and his affiliates in September 2024.

At-The-Market Offerings

During the three months ended September 30, 2024, we sold 233,000 depositary units pursuant to the Open Market Sale Agreement entered into November 21, 2022, resulting in gross proceeds of approximately $4 million. During the nine months ended September 30, 2024, we sold 5,806,986 depositary units pursuant to the Open Market Sale Agreement, resulting in gross proceeds of approximately $102 million. On August 26, 2024, we entered into a new Open Market Sales Agreement providing for sales of depositary units of up to $400 million. As of September 30, 2024, we continue to have effective Open Market Sale Agreements and Icahn Enterprises may sell its depositary units for up to an additional $47 million in aggregate gross sale proceeds pursuant to its Open Market Sales Agreement entered into November 21, 2022 and up to $400 million in aggregate gross sale proceeds pursuant to its Open Market Sales Agreement entered into August 26, 2024.

Repurchase Authorization

On May 9, 2023, the Board of Directors of the General Partner approved a repurchase program which authorizes Icahn Enterprises or affiliates of Icahn Enterprises to repurchase up to an aggregate of $500 million worth of any of our outstanding fixed-rate senior unsecured notes issued by Icahn Enterprises and Icahn Enterprises Finance Corp. and up to an aggregate of $500 million worth of the depositary units issued by Icahn Enterprises (the “Repurchase Program”). The repurchases of senior notes or depositary units may be done for cash from time to time in the open market, through tender offers or in privately negotiated transactions upon such terms and at such prices as management may determine. The authorization of the Repurchase Program is for an indefinite term and does not expire until later terminated by the Board of Directors of Icahn Enterprises GP. As of September 30, 2024, the Company has not repurchased any of the Company’s depositary units and the Company has repurchased $269 million worth of senior notes in aggregate under the Repurchase Program. On November 6, 2024, the Board re-approved the Repurchase Program, and, pursuant to the reapproved Program, we are authorized to repurchase up to an additional $500 million worth of our outstanding fixed-rate senior unsecured notes, in addition to the approximately $269 million we have already repurchased under the Repurchase Program, and we remain authorized to repurchase up to $500 million of our depositary units.