Debt

9 Months Ended

Sep. 30, 2019

Debt.

Debt consists of the following:



	September 30, 2019		December 31, 2018
	(in millions)
Holding Company:
6.000% senior unsecured notes due 2020	$	—	$	1,702
5.875% senior unsecured notes due 2022	1,345		1,344
6.250% senior unsecured notes due 2022	1,212		1,213
6.750% senior unsecured notes due 2024	498		498
4.750% senior unsecured notes due 2024	498		—
6.375% senior unsecured notes due 2025	748		748
6.250% senior unsecured notes due 2026	1,250		—
	5,551		5,505
Reporting Segments:
Energy	1,195		1,170
Automotive	403		372
Food Packaging	269		273
Metals	10		—
Real Estate	2		2
Home Fashion	19		4
	1,898		1,821
Total Debt	$	7,449	$	7,326

Holding Company

During the second quarter of 2019, Icahn Enterprises and Icahn Enterprises Finance Corp. (together the “Issuers”) issued $1.250 billion in aggregate principal amount of 6.250% senior unsecured notes due 2026 (the “New 2026 Notes”). Proceeds from the New 2026 Notes, plus cash on hand, were used to repay in full our 6.000% senior unsecured notes due 2020, and to pay accrued interest and related fees and expenses, during the third quarter of 2019. During the third quarter of 2019, the Issuers issued $500 million in aggregate principal amount of 4.750% senior unsecured notes due 2024 (the “New 2024 Notes” and together with the New 2026 Notes, the “New Notes”). The New Notes are guaranteed by Icahn Enterprises Holdings (the “Guarantor”). Interest on the New Notes is payable semi-annually. In connection with these transactions, our Holding Company recorded a gain on extinguishment of debt of $2 million.

The New Notes and the related guarantee 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. The New Notes and the related guarantee are effectively subordinated to the Issuers’ and the Guarantor’s existing and future secured indebtedness to the extent of the collateral securing such indebtedness. The New Notes and the related guarantee are also effectively subordinated to all indebtedness and other liabilities of the Issuers’ subsidiaries other than the Guarantor.

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

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.

Non-Cash Charges to Interest Expense

The amortization of deferred financing costs and debt discounts and premiums included in interest expense in the condensed consolidated statements of operations were $1 million and $2 million for the three months ended September 30, 2019 and 2018, respectively, and $5 million and $4 million for the nine months ended September 30, 2019 and 2018, respectively.