Debt.

Debt consists of the following:



	December 31,
	2017		2016
	(in millions)
Holding Company:
3.500% senior unsecured notes due 2017	$	—	$	1,174
4.875% senior unsecured notes due 2019	—		1,271
6.000% senior unsecured notes due 2020	1,703		1,705
5.875% senior unsecured notes due 2022	1,342		1,340
6.250% senior unsecured notes due 2022	1,216		—
6.750% senior unsecured notes due 2024	498		—
6.375% senior unsecured notes due 2025	748		—
	5,507		5,490
Reporting Segments:
Automotive	3,470		3,259
Energy	1,166		1,165
Railcar	546		571
Gaming	137		287
Metals	1		2
Mining	58		55
Food Packaging	273		265
Real Estate	22		25
Home Fashion	5		—
	5,678		5,629
Total Debt	$	11,185	$	11,119

Holding Company

Our Holding Company debt consists of various issues of fixed-rate senior unsecured notes issued by Icahn Enterprises and Icahn Enterprises Finance Corp. (the "Issuers") and guaranteed by Icahn Enterprises Holdings (the "Guarantor"). Interest on each of the senior unsecured notes are payable semi-annually.

On January 18, 2017, the Issuers issued $500 million in aggregate principal amount of 6.750% senior unsecured notes due 2024 and $695 million in aggregate principal amount of 6.250% senior unsecured notes due 2022. The proceeds from these notes were used to redeem all of the outstanding senior unsecured notes due 2017 and to pay accrued interest, related fees and expenses.

On December 6, 2017, the Issuers issued $750 million in aggregate principal amount of 6.375% senior unsecured notes due 2025 and an additional $510 million in aggregate principal amount of its existing 6.250% senior unsecured notes due 2022. The proceeds from these notes, together with cash on hand, were used to redeem all of the outstanding senior unsecured notes due 2019 and to pay accrued interest, related fees and expenses.

Icahn Enterprises recorded a loss on extinguishment of debt of $12 million in connection with the debt transactions discussed above.

Each of our senior unsecured notes and the related guarantees 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. All of our senior unsecured 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. All of our senior unsecured notes and the related guarantees are also effectively subordinated to all indebtedness and other liabilities of the Issuers’ subsidiaries other than the Guarantor.

The indentures governing our senior unsecured notes described above restrict 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. The indentures also restrict the incurrence of debt or the issuance of disqualified stock, as defined in the indentures, with certain exceptions. In addition, the indentures require that on each quarterly determination date we and the guarantor of the notes (currently only Icahn Enterprises Holdings) maintain certain minimum financial ratios, as defined therein. The indentures also restrict the creation of liens, mergers, consolidations and sales of substantially all of our assets, and transactions with affiliates.

As of December 31, 2017 and 2016, we were in compliance with all covenants, including maintaining certain minimum financial ratios, as defined in the indentures. Additionally, as of December 31, 2017, based on covenants in the indentures governing our senior unsecured notes, we are permitted to incur approximately $346 million of additional indebtedness.

Reporting Segments

Automotive

Federal-Mogul

Federal-Mogul's debt primarily consists of two term loans (one of which was repaid in full in 2017) and a revolving line of credit issued in 2014 with outstanding balances aggregating approximately $1.7 billion and $2.9 billion as of December 31, 2017 and 2016, respectively. Additionally, as of December 31, 2017, Federal-Mogul had approximately $1.3 billion of additional debt outstanding issued during 2017, which is discussed further below. A portion of the proceeds from the notes issued in 2017 were used to repay an existing term loan in full and partially repay the remaining term loan. The remaining revolving line of credit and term loan have maturity dates of 2018 and 2021, respectively.

The revolving line of credit and term loan are guaranteed by substantially all of the domestic subsidiaries and certain foreign subsidiaries of Federal-Mogul, and are secured by substantially all personal property and certain real property of Federal-Mogul and such guarantors, subject to certain limitations. The liens granted to secure these obligations and certain cash management and hedging obligations have first priority. As such, Federal-Mogul's availability is limited by borrowing base conditions. The term loan facilities contain certain affirmative and negative covenants and events of default, including, subject to certain exceptions, restrictions on incurring additional indebtedness, mandatory prepayment provisions associated with specified asset sales and dispositions, and limitations on: i) investments; ii) certain acquisitions, mergers or consolidations; iii) sale and leaseback transactions; iv) certain transactions with affiliates; and v) dividends and other payments in respect of capital stock.

On March 30, 2017, Federal-Mogul issued €415 million in aggregate principal amount of 4.875% senior secured notes due 2022 and €300 million in aggregate principal amount of variable rate senior secured notes due 2024. Interest on the variable rate notes will accrue at the three-month EURIBOR, with 0% floor, plus 4.875% per annum. Proceeds on the issuance of these notes was $776 million. On June 29, 2017, Federal-Mogul issued €350 million in aggregate principal amount of 5.000% senior secured notes due 2024. Proceeds on the issuance of these notes was $395 million. These notes issued during 2017 are collectively referred to as the "Federal-Mogul Euro Notes."

The Federal-Mogul Euro Notes were issued without a discount and will rank equally in right of payment to all existing and future senior secured indebtedness of Federal-Mogul. The proceeds from the issuances of the Federal-Mogul Euro Notes were used to completely repay an existing term loan and partially repay the remaining term loan, as discussed above. A portion of the Federal-Mogul Euro Notes were designated as a net investment hedge of Federal-Mogul's European operations. See Note 6, “Financial Instruments,” to the consolidated financial statements, for additional information. The Federal-Mogul Euro Notes were issued under indentures, which contain customary events of defaults and covenants relating to, among other things, the incurrence of debt, affiliate transactions, liens and restricted payments.

Interest on Federal-Mogul's debt is accrued and paid based on contractual terms, with weighted average interest rates of 4.96% and 4.34% as of December 31, 2017 and 2016, respectively. As of December 31, 2017 and 2016, total availability under Federal-Mogul credit facilities was $386 million and $273 million, respectively. Federal-Mogul also had $38 million and $45 million of letters of credit outstanding as of December 31, 2017 and 2016.

Icahn Automotive

Icahn Automotive's debt primarily consists of an asset-based revolving credit facility and a first in-last out revolving credit facility each with variable interest rates. Icahn Automotive debt outstanding under these credit facilities was $337 million and $232 million as of December 31, 2017 and 2016, respectively, with maturity dates ranging from 2018 and 2022. Interest for each of these notes are accrued and paid based on contractual terms. The weighted average interest rate on these notes was 3.58% and 2.93% as of December 31, 2017 and 2016, respectively. In addition, as of December 31, 2017 and 2016, there was availability under revolving credit facilities of $75 million and $132 million, respectively. Icahn Automotive also had $33 million and $48 million of letters of credit outstanding as of December 31, 2017 and 2016.

Energy

CVR Energy's debt primarily consists of a $500 million second lien senior unsecured note (issued by CVR Refining) and a $645 million senior secured note (issued by CVR Partners) maturing in 2022 and 2023, respectively, and with interest rates of 6.50% and 9.25%, respectively. Interest for each of these notes are accrued and paid based on contractual terms.

The second lien senior unsecured notes are fully and unconditionally guaranteed by CVR Refining and each of its' finance subsidiaries' existing domestic subsidiaries on a joint and several basis. The senior secured notes are guaranteed on a senior secured basis by all of CVR Partner's existing subsidiaries. CVR Energy is not a guarantor of these notes. The indentures governing these notes contain certain covenants that restrict the ability of the issuers and subsidiary guarantors to issue debt, incur or otherwise cause liens to exist on any of their property or assets, declare or pay dividends, repurchase equity, make payments on subordinated or unsecured debt, make certain investments, sell certain assets, merge, consolidate with or into another entity, or sell all or substantially all of their assets or enter into certain transactions with affiliates.

As of December 31, 2017 and 2016, total availability under CVR Refining and CVR Partners variable rate asset based revolving credit facilities aggregated $382 million and $361 million, respectively. CVR Refining also had $28 million and $28 million of letters of credit outstanding as of December 31, 2017 and 2016.

Railcar

ARI's debt primarily consists of notes issued in 2015 to refinance its lease fleet financing facilities and to increase borrowings. Such notes have a legal maturity date in 2045 and an expected principal repayment date in 2025. Interest for each of these notes are accrued and paid based on contractual terms. The weighted average interest rate on these notes was 3.72% and 3.68% as of December 31, 2017 and 2016, respectively. In addition, as of December 31, 2017 and 2016, ARI had borrowing availability to draw an additional $200 million and $200 million, respectively, under a credit agreement entered into in 2015. As of December 31, 2017 and 2016, the net book value of the railcars that were pledged as collateral as part of ARI's lease fleet financing was $524 million and $544 million, respectively.

Gaming

Tropicana's debt primarily consists of a senior secured first lien term loan facility issued in 2013 and maturing in 2020. Interest for this note is accrued and paid based on contractual terms. The interest rate on this note was 4.57% and 4.00% as of December 31, 2017 and 2016, respectively.

Food Packaging

Viskase's debt primarily consists of a credit agreement providing for a senior secured term loan facility issued in 2014 and maturing in 2021. Interest for this note is accrued and paid based on contractual terms. The interest rate on this note was 4.88% and 4.38% as of December 31, 2017 and 2016, respectively.

Covenants

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.

Consolidated Maturities

The following is a summary of the maturities of our debt:



Year
	(in millions)
2018	$	199
2019	59
2020	1,901
2021	2,075
2022	3,608
Thereafter	3,391
	11,233
Unamortized discounts, premiums and deferred financing fees	(48		)
Total Debt	$	11,185