Debt

9 Months Ended

Sep. 30, 2021

Debt Disclosure [Abstract]

Debt

10.  Debt

Debt consists of the following:

	September 30,		December 31,
	2021		2020
	(in millions)
Holding Company:
6.250% senior unsecured notes due 2022	$	—	$	1,209
6.750% senior unsecured notes due 2024		499		499
4.750% senior unsecured notes due 2024		1,105		1,106
6.375% senior unsecured notes due 2025		748		748
6.250% senior unsecured notes due 2026		1,250		1,250
5.250% senior unsecured notes due 2027		1,461		999
4.375% senior unsecured notes due 2029		747		—
		5,810		5,811
Reporting Segments:
Energy		1,676		1,691
Automotive		16		368
Food Packaging		154		151
Metals		18		16
Real Estate		2		1
Home Fashion		36		21
		1,902		2,248
Total Debt	$	7,712	$	8,059

Holding Company

In January 2021, Icahn Enterprises and Icahn Enterprises Finance Corp. (together the “Issuers”) issued $750 million in aggregate principal amount of 4.375% senior unsecured notes due 2029 (the “New 2029 Notes”). The New 2029

Notes are guaranteed by Icahn Enterprises Holdings (the “Guarantor”). The proceeds from the New 2029 Notes were used to redeem $750 million principal amount of 6.250% senior unsecured notes due 2022 (the “2022 Notes”), and to pay accrued interest, related fees and expenses. Interest on the New 2029 Notes is payable semi-annually. In connection with this transaction, our Holding Company recorded a gain on extinguishment of debt of $2 million.

The New 2029 Notes and the related guarantee are the senior unsecured obligations of the Issuers and rank equally with all of the Issuers’ and the Guarantor’s existing and future senior unsecured indebtedness and senior to all of the Issuers’ and the Guarantor’s existing and future subordinated indebtedness. The New 2029 Notes and the related guarantees are effectively subordinated to the Issuers’ and the Guarantor’s existing and future secured indebtedness to the extent of the collateral securing such indebtedness. The New 2029 Notes and the related guarantees are also effectively subordinated to all indebtedness and other liabilities of the Issuers’ subsidiaries other than the Guarantor.

Consistent with the indenture governing the 2022 Notes and the indentures governing the Issuers’ other outstanding notes, the indenture governing the New 2029 Notes: restricts the payment of cash distributions, the purchase of equity interests or the purchase, redemption, defeasance or acquisition of debt subordinated to the senior unsecured notes; restricts the incurrence of debt or the issuance of disqualified stock, as defined in the indenture, with certain exceptions; requires that on each quarterly determination date, Icahn Enterprises and the guarantor of the New 2029 Notes (currently only Icahn Enterprises Holdings) maintain certain minimum financial ratios, as defined therein; and restricts the creation of liens, mergers, consolidations and sales of substantially all of our assets, and transactions with affiliates by the Issuers and the guarantor of the New 2029 Notes.

In April 2021, the Issuers issued $455 million in aggregate principal amount of additional 5.250% senior unsecured notes due 2027 (the “New 2027 Notes”). The proceeds from this issuance were used to redeem the remaining $455 million principal amount of the 2022 Notes and to pay accrued interest, related fees and expenses. The Issuers issued the New 2027 Notes under the indenture dated as of December 12, 2019 pursuant to which the Issuers had previously issued an aggregate of $1.0 billion aggregate principal amount of 5.250% senior unsecured notes due 2027.

Reporting Segments

In June 2021, CVR Partners issued $550 million in aggregate principal amount of 6.125% senior secured notes due 2028. Proceeds from these notes were used to fund a partial redemption of its existing 9.25% senior secured notes due 2023. These senior secured notes issued by CVR Partners are guaranteed on a senior secured basis by all of CVR Partners’ existing domestic subsidiaries, excluding CVR Nitrogen Finance Corporation. The indenture governing these notes contain certain covenants that restrict the ability of the issuers and their restricted subsidiaries from incurring additional debt or issuing certain disqualified equity, create liens on certain assets to secure debt, pay dividends/distributions or make other equity distributions, purchase or redeem capital stock/common units, make certain investments, transfer and sell assets, agree to certain restrictions on the ability of restricted subsidiaries to make distributions, loans, or other asset transfers to the issuers, consolidate, merge, sell, or otherwise dispose of all or substantially all of their assets, engage in transactions with affiliates and designate restricted subsidiaries as unrestricted subsidiaries.

In August 2021, all of our Automotive segment’s outstanding credit facility was repaid in full in the amount of $350 million.

Covenants

Each of Icahn Enterprises and Icahn Enterprises Holdings and all of our subsidiaries are currently in compliance with all covenants and restrictions as described in the various executed agreements and contracts with respect to each debt instrument. These covenants include limitations on indebtedness, liens, investments, acquisitions, asset sales, dividends and other restricted payments and affiliate and extraordinary transactions.

Non-Cash Charges to Interest Expense

The amortization of deferred financing costs and debt discounts and premiums included in interest expense in the condensed consolidated statements of operations were $3 million and $2 million for the three months ended September 30, 2021 and 2020, respectively, and $4 million and $4 million for the nine months ended September 30, 2021 and 2020, respectively.