Filing Details

Accession Number:
0001539497-21-002144
Form Type:
13D Filing
Publication Date:
2021-12-26 19:00:00
Filed By:
Icahn Capital LP
Company:
Icahn Enterprises L.p. (NASDAQ:IEP)
Filing Date:
2021-12-27
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
CCI Onshore 59,893,683 0 59,893,683 0 59,893,683 20.76%
Gascon Partners 35,272,655 0 35,272,655 0 35,272,655 12.22%
High Coast Limited Partnership 123,513,759 59,893,683 123,513,759 59,893,683 183,407,442 63.57%
Highcrest Investors 28,788,442 0 28,788,442 0 28,788,442 9.98%
Thornwood Associates Limited Partnership 9,578,721 0 9,578,721 0 9,578,721 3.32%
Barberry Corp 0 9,578,721 0 9,578,721 9,578,721 3.32%
Starfire Holding Corporation 0 28,788,442 0 28,788,442 28,788,442 9.98%
Little Meadow Corp 0 218,680,097 0 218,680,097 218,680,097 75.79%
Carl C. Icahn 0 257,047,260 0 257,047,260 257,047,260 89.09%
Date of Transaction Amount of Securities CCI Onshore
Filing

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 63)*

Icahn Enterprises L.P.

(Name of Issuer)

Depositary Units Representing Limited Partner Interests

(Title of Class of Securities)

451100 10 1

(CUSIP Number)

Jesse Lynn, Esq.

Icahn Associates LLC

16690 Collins Avenue, Suite PH-1

Sunny Isles Beach, FL 33160

(305) 422-4100

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

December 22, 2021

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box / /.

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7(b) for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1.       NAME OF REPORTING PERSON

CCI Onshore LLC

2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        /x/

(b)        / /

3       SEC USE ONLY

4       SOURCE OF FUNDS

Not applicable.

5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6       CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7       SOLE VOTING POWER

59,893,683

8       SHARED VOTING POWER

0

9       SOLE DISPOSITIVE POWER

59,893,683

10       SHARED DISPOSITIVE POWER

0

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

59,893,683

12       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /

13       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

20.76%

14       TYPE OF REPORTING PERSON

OO

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1        NAME OF REPORTING PERSON

Gascon Partners

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        /x/

(b)        / /

3        SEC USE ONLY

4        SOURCE OF FUNDS

Not applicable.

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6        CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7        SOLE VOTING POWER

35,272,655

8        SHARED VOTING POWER

0

9        SOLE DISPOSITIVE POWER

35,272,655

10        SHARED DISPOSITIVE POWER

0

11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

35,272,655

12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /

13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

12.22%

14        TYPE OF REPORTING PERSON

PN

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1 NAME OF REPORTING PERSON

High Coast Limited Partnership

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        /x/

(b)        / /

3        SEC USE ONLY

4        SOURCE OF FUNDS

Not applicable.

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6        CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7        SOLE VOTING POWER

123,513,759

8        SHARED VOTING POWER

59,893,683

9        SOLE DISPOSITIVE POWER

123,513,759

10        SHARED DISPOSITIVE POWER

59,893,683

11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

183,407,442

12       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /

13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

63.57%

14        TYPE OF REPORTING PERSON

PN

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1 NAME OF REPORTING PERSON

Highcrest Investors LLC

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        /x/

(b)         / /

3        SEC USE ONLY

4        SOURCE OF FUNDS

Not applicable.

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6        CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7        SOLE VOTING POWER

28,788,442

8        SHARED VOTING POWER

0

9        SOLE DISPOSITIVE POWER

28,788,442

10        SHARED DISPOSITIVE POWER

0

11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

28,788,442

12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /

13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

9.98%

14        TYPE OF REPORTING PERSON

CO

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1 NAME OF REPORTING PERSON

Thornwood Associates Limited Partnership

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        /x/

(b)        / /

3        SEC USE ONLY

4        SOURCE OF FUNDS

Not applicable.

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6        CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7        SOLE VOTING POWER

9,578,721

8        SHARED VOTING POWER

0

9        SOLE DISPOSITIVE POWER

9,578,721

10        SHARED DISPOSITIVE POWER

0

11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

9,578,721

12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN

SHARES       / /

13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

3.32%

14        TYPE OF REPORTING PERSON

PN

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1        NAME OF REPORTING PERSON

Barberry Corp.

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)       /x/

(b)       / /

3        SEC USE ONLY

4        SOURCE OF FUNDS

Not applicable.

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6        CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7        SOLE VOTING POWER

0

8        SHARED VOTING POWER

9,578,721

9        SOLE DISPOSITIVE POWER

0

10        SHARED DISPOSITIVE POWER

9,578,721

11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

9,578,721

12       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /

13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

3.32%

14        TYPE OF REPORTING PERSON

CO

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1 NAME OF REPORTING PERSON

Starfire Holding Corporation

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        /x/

(b)        / /

3        SEC USE ONLY

4        SOURCE OF FUNDS

Not applicable.

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6        CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7        SOLE VOTING POWER

0

8        SHARED VOTING POWER

28,788,442

9        SOLE DISPOSITIVE POWER

0

10        SHARED DISPOSITIVE POWER

28,788,442

11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

28,788,442

12       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN

SHARES       / /

13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

9.98%

14        TYPE OF REPORTING PERSON

CO

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1 NAME OF REPORTING PERSON

Little Meadow Corp.

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        /x/

(b)        / /

3        SEC USE ONLY

4        SOURCE OF FUNDS

Not applicable.

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6        CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7        SOLE VOTING POWER

0

8        SHARED VOTING POWER

218,680,097

9        SOLE DISPOSITIVE POWER

0

10        SHARED DISPOSITIVE POWER

218,680,097

11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

218,680,097

12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /

13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

75.79%

14        TYPE OF REPORTING PERSON

CO

 

SCHEDULE 13D

CUSIP No. 451100 10 1

1 NAME OF REPORTING PERSON

Carl C. Icahn

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        /x/

(b)        / /

3        SEC USE ONLY

4        SOURCE OF FUNDS

Not applicable.

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /

6        CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7        SOLE VOTING POWER

0

8        SHARED VOTING POWER

257,047,260

9        SOLE DISPOSITIVE POWER

0

10        SHARED DISPOSITIVE POWER

257,047,260

11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

257,047,260

12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /

13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

89.09%

14        TYPE OF REPORTING PERSON

IN

 

SCHEDULE 13D

The Schedule 13D filed with the U.S. Securities and Exchange Commission ("SEC") on September 24, 1990, as previously amended (the “Initial 13D”), is hereby further amended to furnish the additional information set forth in this Amendment No. 63 to the Initial 13D. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Initial 13D.

Item 5. Interest in Securities of the Issuer

Items 5(a), 5(b) and 5(c) of the Initial 13D are hereby amended and restated as follows:

(a) The Reporting Persons may be deemed to beneficially own, in the aggregate, 257,047,260Depositary Units, representing approximately 89.09% of the Issuer's outstanding Depositary Units (based upon: (i) the 278,605,558 Depositary Units stated to be outstanding as of November 2, 2021 by the Issuer in the Issuer's Form 10-Q filing filed with the Securities and Exchange Commission on November 2, 2021; plus (ii) the 9,925,154 Depositary Units issued to the Reporting Persons by the Issuer on December 22, 2021 in connection with a regular quarterly distribution of Depositary Units by the Issuer).

(b) CCI Onshore has sole voting power and sole dispositive power with respect to 59,893,683 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of High Coast, Little Meadow and Mr. Icahn (by virtue of their relationships to CCI Onshore) may be deemed to indirectly beneficially own the Depositary Units which CCI Onshore owns. Each of High Coast, Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes.

Gascon has sole voting power and sole dispositive power with respect to 35,272,655 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Little Meadow and Mr. Icahn (by virtue of their relationships to Gascon) may be deemed to indirectly beneficially own the Depositary Units which Gascon owns. Each of Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes.

High Coast has sole voting power and sole dispositive power with respect to 123,513,759 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Little Meadow and Mr. Icahn (by virtue of their relationships to High Coast) may be deemed to indirectly beneficially own the Depositary Units which High Coast owns. Each of Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes.

Highcrest has sole voting power and sole dispositive power with respect to 28,788,442 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Starfire and Mr. Icahn (by virtue of their relationships to Highcrest) may be deemed to indirectly beneficially own the Depositary Units which Highcrest owns. Each of Starfire and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes.

Thornwood has sole voting power and sole dispositive power with respect to 9,578,721 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Barberry and Mr. Icahn (by virtue of their relationships to Thornwood) may be deemed to indirectly beneficially own the Depositary Units which Thornwood owns. Each of Barberry and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes.

(c) The following table sets forth all transactions with respect to Depositary Units effected during the past sixty (60) days by any of the Reporting Persons and not previously reported on Schedule 13D. Except as noted below, all such transactions were acquisitions of Depositary Units from the Issuer in connection with a quarterly dividend.

 

Name of Reporting Person Date of Transaction Amount of Securities
CCI Onshore 12/22/2021 2,312,625
Gascon 12/22/2021 1,361,954
High Coast 12/22/2021 4,769,135
Highcrest 12/22/2021 1,111,585
Thornwood 12/22/2021 369,855

 

SIGNATURES

After reasonable inquiry and to the best of the knowledge and belief of each of the undersigned, each of the undersigned certifies that the information set forth in this statement on Schedule 13D concerning the depositary units representing limited partner interests in Icahn Enterprises L.P., a Delaware limited partnership, is true, complete and correct.

Dated: December 27, 2021

CCI ONSHORE LLC

By: /s/ Irene March

Name: Irene March

Title: Vice President

GASCON PARTNERS

By: Little Meadow Corp., its managing general partner

By: /s/ Irene March

Name: Irene March

Title: Vice President

HIGH COAST LIMITED PARTNERSHIP

By: Little Meadow Corp., its general partner

By: /s/ Irene March

Name: Irene March

Title: Vice President

HIGHCREST INVESTORS LLC

By: /s/ Irene March

Name: Irene March

Title: Vice President

[Signature Page for Amendment No. 63 to Schedule 13D – Icahn Enterprises L.P.]

 

BARBERRY CORP.

By: /s/ Irene March

Name: Irene March

Title: Vice President

LITTLE MEADOW CORP.

By: /s/ Irene March

Name: Irene March

Title: Vice President

STARFIRE HOLDING CORPORATION

By: /s/ Irene March

Name: Irene March

Title: Vice President

THORNWOOD ASSOCIATES LIMITED PARTNERSHIP

By: Barberry Corp., its general partner

By: /s/ Irene March

Name: Irene March

Title: Vice President

/s/ Carl C. Icahn

CARL C. ICAHN

[Signature Page for Amendment No. 63 to Schedule 13D – Icahn Enterprises L.P.]