Icahn Enterprises Confirms Formation of Railcar JV, Terminated Deal with ARL, Will Have 75% Membership Stake in New ARL

Icahn Enterprises L.P.

today announced that it has entered into an agreement with its Chairman, Carl C. Icahn, to form a joint venture, American Railcar Leasing LLC (“New ARL”). IEP will own 75% of New ARL. The transaction is fully described in the Form 8-K filed by IEP today. IEP has agreed to contribute cash and railcar assets having an aggregate value of approximately $737 million to New ARL in exchange for its 75% ownership interest. In fiscal year 2014, its 75% ownership interest in New ARL is expected to generate operating income attributable to IEP of between $120 million and $125 million, and EBITDA attributable to IEP of between $175 million and $185 million. Carl C. Icahn, our Chairman, stated “This transaction will result in a multi-billion dollar railcar segment at IEP, consisting of: (i) American Railcar Industries, Inc. (one of the leading North American manufacturers of tank and hopper railcars); (ii) a large and growing railcar repair and fleet management business; and (iii) a combined lease fleet of approximately 32,500 railcars. We believe that the railcar business is a strong growth business and have high expectations for the entire segment. IEP's railcar segment was created in 2010 when it acquired a controlling interest in American Railcar Industries, Inc. The creation of New ARL is the latest step in IEP's commitment to develop a leading railcar business that we believe will continue to benefit from secular changes in the transportation industry driven significantly by increasing crude oil and natural gas production in North America which is increasingly reliant on railcar transportation.” Across all of our businesses at IEP, our success is based on a simple formula: we seek to find undervalued companies in the Graham & Dodd tradition and often become actively involved in the companies we target. This activism has brought about very strong returns over the years. Today, we are a diversified holding company owning subsidiaries engaged in the following operating businesses: Investment, Automotive, Energy, Gaming, Railcar, Real Estate, Food Packaging, Metals and Home Fashion. Our operating businesses, like the ARI railcar manufacturing business and the railcar business now being acquired by IEP, often started out as investment positions in debt or equity securities, held either directly by Icahn Enterprises or Mr. Icahn. Those positions ultimately resulted in control or complete ownership of the target company. For example, in 2012 we acquired a controlling interest in CVR Energy, which started out as a position in our Investment segment and is now an operating subsidiary that comprises our Energy segment. IEP has the wherewithal to purchase companies that we often believe we can run more efficiently than incumbent management. IEP's strengths include having a strong management team, deep knowledge across many industries, unparalleled experience in “activism” and significant capital with access to debt capital at advantageous borrowing rates. Through our Investment segment, we are in a position to pursue our activist strategy by purchasing stock or debt positions in undervalued companies and trying to promulgate change through a variety of activist approaches, ranging from communicating and negotiating with the board and CEO, to proxy fights, tender offers, and ultimately, taking control. A great added value in this approach are the synergistic values that may be obtained for all shareholders by possibly merging these companies with ones already in our portfolio. We look forward to continuing to apply our activist strategy to expand our businesses at IEP. In addition, over the past decade IEP has successfully completed a number of profitable acquisitions made from Mr. Icahn including: (i) the acquisition of National Energy and related oil and gas assets from Mr. Icahn, which were subsequently sold by IEP in 2006 for $1.5 billion, resulting in a net pre-tax gain of $600 million, and (ii) the acquisition of The Stratosphere Casino and related gaming assets from Mr. Icahn, which were subsequently sold by IEP in 2008 for $1.2 billion, resulting in a pre-tax gain of $700 million. Daniel Ninivaggi, President and Chief Executive Officer of IEP, stated: “IEP's acquisition of a controlling interest in New ARL is the most recent in a series of value enhancing transactions that IEP has consummated over the past decade. IEP continues to effectively execute on its strategy of developing a diversified holding company with interests in a broad range of industries. I believe IEP's acquisition of a controlling interest in New ARL will significantly strengthen and further diversify IEP's railcar segment, create another source of strong cash flows for IEP and strategically position IEP to further capitalize from growth in the railcar industry.”