Icahn Agrees To Sell American Railcar In Deal Valued At Approx. $1.75B

Icahn Enterprises L.P. (IEP) announced that its majority-owned subsidiary, American Railcar Industries (ARII), entered into a definitive agreement to merge with a wholly-owned subsidiary of ITE Rail Fund L.P., managed by ITE Management L.P., at a price of $70.00 per share, which is 51% above the October 19, 2018 closing price of $46.29. The transaction is valued at approximately $1.75B which is a great result for all ARI shareholders. Icahn Enterprises first acquired its majority interest in ARI in 2010. At that time, we deployed our activist modus operandi and guided the company towards growth and increased profitability, enhancing value for all IEP unitholders.

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With today's transaction, IEP's investment in ARI has generated a total return of 423%, for a profit of approximately $757.2 million. Carl C. Icahn, Chairman of Icahn Enterprises, stated: "ARI is one of America's great companies. As one of the leading railcar manufacturers, it has played an important role in infrastructure development and economic growth throughout North America. I thank the management team and all our dedicated employees. You built a tremendous company and without you, we would not have achieved this great result." The transaction is expected to close in the fourth quarter of 2018, subject to termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and other customary closing conditions.

The transaction is not subject to any further due diligence or any financing conditions.

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