Net Income Per LP Unit.

The following table sets forth the allocation of net income (loss) attributable to Icahn Enterprises allocable to limited partners and the computation of basic and diluted income (loss) per LP unit of Icahn Enterprises:



	Three Months Ended March 31,
	2018		2017
	(in millions, except per unit data)
Net income (loss) attributable to Icahn Enterprises	$	137	$	(18	)
Net income (loss) attributable to Icahn Enterprises allocable to limited partners (98.01% allocation)	$	134	$	(18	)

Basic income (loss) per LP unit	$	0.77	$	(0.12	)
Basic weighted average LP units outstanding	174		149
Diluted income (loss) per LP unit	$	0.77	$	(0.12	)
Diluted weighted average LP units outstanding	175		149

One million weighted average units are dilutive for the three months ended March 31, 2018 relating to potentially dilutive units as discussed below, with no income effect. As their effect would have been anti-dilutive, one million weighted average units have been excluded from the calculation of diluted income per LP unit for the three months ended March 31, 2017.

Icahn Enterprises Rights Offering

In January 2017, Icahn Enterprises commenced a rights offering entitling holders of the rights to acquire newly issued depositary units of Icahn Enterprises. In connection with this rights offering, we received proceeds of $600 million during the three months ended March 31, 2017.

LP Unit Distribution

On February 27, 2018, Icahn Enterprises declared a quarterly distribution in the amount of $1.75 per depositary unit in which each depositary unit holder had the option to make an election to receive either cash or additional depositary units. Because the depositary unit holder has the election to receive the distribution either in cash or additional depositary units, we recorded a unit distribution liability of $310 million as the unit distribution had not been made as of March 31, 2018. In addition, the unit distribution liability, which is included in accrued expenses and other liabilities in the condensed consolidated balance sheets, is considered a potentially dilutive security and is considered in the calculation of diluted income per LP unit as disclosed above. Any difference between the liability recorded and the amount representing the aggregate value of the number of depositary units distributed and cash paid would be charged to equity. Mr. Icahn and his affiliates elected to receive their proportionate share of the quarterly distribution in depositary units.

On April 16, 2018, Icahn Enterprises distributed an aggregate 4,604,547 depositary units to unit holders electing to receive depositary units, of which an aggregate of 4,543,846 depositary units were distributed to Mr. Icahn and his affiliates. In connection with this distribution, aggregate cash distributions to all depositary unitholders was $24 million in April 2018.

2017 Incentive Plan

During the three months ended March 31, 2018 and 2017, Icahn Enterprises distributed 15,071 and 672 depositary units, respectively, net of payroll withholdings, with respect to certain restricted depositary units and deferred unit awards that vested during the period in connection with the Icahn Enterprises L.P. 2017 Long Term Incentive Plan ("2017 Incentive Plan"). The aggregate impact of the 2017 Incentive Plan is not material with respect to our condensed consolidated financial statements, including the calculation of potentially dilutive units and diluted income per LP unit.