Filing Details

Accession Number:
0001539497-22-001623
Form Type:
13D Filing
Publication Date:
2022-09-29 20:00:00
Filed By:
Icahn Capital LP
Company:
Icahn Enterprises L.p. (NASDAQ:IEP)
Filing Date:
2022-09-30
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 67,235,474 0 67,235,474 0 67,235,474 20.15%
Gascon Partners 39,596,393 0 39,596,393 0 39,596,393 11.87%
High Coast Limited Partnership 138,654,131 67,235,474 138,654,131 67,235,474 205,889,605 61.71%
Highcrest Investors 32,317,343 0 32,317,343 0 32,317,343 9.69%
Thornwood Associates Limited Partnership 10,752,885 0 10,752,885 0 10,752,885 3.22%
Barberry Corp 0 10,752,885 0 10,752,885 10,752,885 3.22%
Starfire Holding Corporation 0 32,317,343 0 32,317,343 32,317,343 9.69%
Little Meadow Corp 0 245,485,998 0 245,485,998 245,485,998 73.57%
Carl C. Icahn 0 288,556,226 0 288,556,226 288,556,226 86.48%
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. 66)*

 

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)

 

September 28, 2022

(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

67,235,474

 

8       SHARED VOTING POWER

0

 

9       SOLE DISPOSITIVE POWER

67,235,474

 

10       SHARED DISPOSITIVE POWER

0

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

67,235,474

 

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

 

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

20.15%

 

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

39,596,393

 

8       SHARED VOTING POWER

0

 

9       SOLE DISPOSITIVE POWER

39,596,393

 

10       SHARED DISPOSITIVE POWER

0

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

39,596,393

 

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

 

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

11.87%

 

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

138,654,131

 

8       SHARED VOTING POWER

67,235,474

 

9       SOLE DISPOSITIVE POWER

138,654,131

 

10       SHARED DISPOSITIVE POWER

67,235,474

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

205,889,605

 

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

 

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

61.71%

 

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

32,317,343

 

8       SHARED VOTING POWER

0

 

9       SOLE DISPOSITIVE POWER

32,317,343

 

10       SHARED DISPOSITIVE POWER

0

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

32,317,343

 

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

 

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

9.69%

 

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

10,752,885

 

8       SHARED VOTING POWER

0

 

9       SOLE DISPOSITIVE POWER

10,752,885

 

10       SHARED DISPOSITIVE POWER

0

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,752,885

 

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

 

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

3.22%

 

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

10,752,885

 

9       SOLE DISPOSITIVE POWER

0

 

10       SHARED DISPOSITIVE POWER

10,752,885

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,752,885

 

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

 

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

3.22%

 

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

32,317,343

 

9       SOLE DISPOSITIVE POWER

0

 

10       SHARED DISPOSITIVE POWER

32,317,343

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

32,317,343

 

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

 

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

9.69%

 

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

245,485,998

 

9       SOLE DISPOSITIVE POWER

0

 

10       SHARED DISPOSITIVE POWER

245,485,998

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

245,485,998

 

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

 

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

73.57%

 

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

288,556,226

 

9       SOLE DISPOSITIVE POWER

0

 

10       SHARED DISPOSITIVE POWER

288,556,226

 

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

288,556,226

 

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

 

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

86.48%

 

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. 66 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, 288,556,226 Depositary Units, representing approximately 86.48% of the Issuer's outstanding Depositary Units (based upon: (i) the 322,756,454 Depositary Units stated to be outstanding as of August 4, 2022 by the Issuer in the Issuer's Form 10-Q filing filed with the Securities and Exchange Commission on August 5, 2022; plus (ii) the 10,902,568 Depositary Units issued to the Reporting Persons by the Issuer on September 28, 2022 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 67,235,474 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 39,596,393 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 138,654,131 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 32,317,343 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 10,752,885 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 9/28/2022 2,540,368
     
Gascon 9/28/2022 1,496,077
     
High Coast 9/28/2022 5,238,793
     
Highcrest 9/28/2022 1,221,052
     
Thornwood 9/28/2022 406,278
     

 

 

 

 

 

 

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: September 30, 2022

 

 

CCI ONSHORE LLC

 

By: /s/ Jesse Lynn     

Name: Jesse Lynn     

Title: Vice President

 

 

GASCON PARTNERS

 

By: Little Meadow Corp., its managing general partner

 

By: /s/ Jesse Lynn     

Name: Jesse Lynn     

Title: Vice President

 

 

HIGH COAST LIMITED PARTNERSHIP

 

By: Little Meadow Corp., its general partner

 

By: /s/ Jesse Lynn     

Name: Jesse Lynn     

Title: Vice President

 

 

HIGHCREST INVESTORS LLC

 

By: /s/ Jesse Lynn     

Name: Jesse Lynn     

Title: Vice President

 

 

 

 

[Signature Page for Amendment No. 66 to Schedule 13D – Icahn Enterprises L.P.]

 

 

 

BARBERRY CORP.

 

By: /s/ Jesse Lynn     

Name: Jesse Lynn     

Title: Vice President

 

 

LITTLE MEADOW CORP.

 

By: /s/ Jesse Lynn     

Name: Jesse Lynn     

Title: Vice President

 

 

STARFIRE HOLDING CORPORATION

 

By: /s/ Jesse Lynn     

Name: Jesse Lynn     

Title: Vice President

 

 

THORNWOOD ASSOCIATES LIMITED PARTNERSHIP

 

By: Barberry Corp., its general partner

 

By: /s/ Jesse Lynn     

Name: Jesse Lynn     

Title: Vice President

 

 

 

/s/ Carl C. Icahn     

CARL C. ICAHN

 

 

 

 

[Signature Page for Amendment No. 66 to Schedule 13D – Icahn Enterprises L.P.]