Net Income Per LP Unit

3 Months Ended

Mar. 31, 2021

Earnings Per Unit [Abstract]

Net Income Per LP Unit

11.  Net Income Per LP Unit

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

	Three Months Ended March 31,
	2021		2020
	(in millions, except per unit amounts)
Net income (loss) attributable to Icahn Enterprises	$	162	$	(1,384)
Net income (loss) attributable to Icahn Enterprises allocated to limited partners (98.01% allocation)	$	159	$	(1,356)
Basic income (loss) per LP unit	$	0.66	$	(6.34)
Basic weighted average LP units outstanding		242		214
Diluted income (loss) per LP unit	$	0.65	$	(6.34)
Diluted weighted average LP units outstanding		245		214

As their effect would have been anti-dilutive, four million weighted average units have been excluded from the calculation of diluted income per LP unit for the three months ended March 31, 2020.

LP Unit Transactions

Unit Distributions

On February 24, 2021, Icahn Enterprises declared a quarterly distribution in the amount of $2.00 per depositary unit in which each depositary unitholder had the option to make an election to receive either cash or additional depositary units. Because the depositary unitholders had the election to receive the distribution either in cash or additional depositary units, we recorded a unit distribution liability of $489 million as the unit distribution had not been made as of March 31, 2021. In addition, the unit distribution liability, which is included in accrued expenses and other liabilities in the condensed consolidated balance sheets, is considered a potentially dilutive security and is considered in the calculation of diluted income per LP unit as disclosed above. Any difference between the liability recorded and the amount representing the aggregate value of the number of depositary units distributed and cash paid would be charged to equity.

On April 29, 2021, Icahn Enterprises distributed an aggregate 8,044,900 depositary units to unitholders electing to receive depositary units, of which an aggregate of 7,717,918 depositary units were distributed to Mr. Icahn and his affiliates. In connection with this distribution, aggregate cash distributions to all depositary unitholders that made a timely election to receive cash was $27 million.

2019 and 2021 At-The-Market Offerings

On May 2, 2019, Icahn Enterprises announced the commencement of its “at-the-market” offering pursuant to its Open Market Sale Agreement, pursuant to which Icahn Enterprises may sell its depositary units, from time to time, during the term of the program ending on March 31, 2021, for up to $400 million in aggregate sale proceeds. During the three months ended March 31, 2020, Icahn Enterprises sold 107,131 depositary units pursuant to this agreement, resulting in gross proceeds of $7 million. This agreement was terminated on February 26, 2021.

On February 26, 2021, Icahn Enterprises announced the commencement of its “at-the-market” offering pursuant to its Open Market Sale Agreement, pursuant to which Icahn Enterprises may sell its depositary units, from time to time, during the term of the program ending on December 31, 2023, for up to $400 million in aggregate sale proceeds. During the three months ended March 31, 2021, Icahn Enterprises sold 3,109,345 depositary units pursuant to this agreement, resulting in gross proceeds of $184 million. As of March 31, 2021, Icahn Enterprises may sell its depositary units for up to an additional $216 million in aggregate sale proceeds pursuant to this agreement. No assurance can be made that any or all amounts will be sold during the term of the program.