Icahn Enterprises L.P.

Good afternoon and welcome to the ICANN Enterprises LP Q3 2021 Earnings Call with Jesse Lin, General Counsel, Erick Cajun, President and CEO, and David Willits, Chief Financial Officer. I would now like to hand the call over to Jesse Lin, who will read the opening statement.

Thank you, Operator. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements we make in this presentation, including statements regarding our future performance and plans for our businesses and potential acquisitions. Forward-looking statements may be identified by words such as expects, anticipates, intends, plans, believes, seeks, estimates, will, or words of similar meaning and include but are not limited to statements about the expected future business and financial performance of Icon Enterprise LP and its subsidiaries. Actual events, results, and outcomes may differ materially from our expectations due to a variety of known and unknown risks, uncertainties, and other factors that are discussed in our filings with the Securities and Exchange Commission, including economic, competitive, legal, and other factors, including the severity, magnitude, and duration of the COVID-19 pandemic. Accordingly, there is no assurance that our expectations will be realized. We assume no obligation to update or revise any forward-looking statements should circumstances change, except as otherwise required by law. This presentation also includes certain non-GAAP financial measures. A reconciliation of such non-GAAP financial measures to the most directly comparable GAAP financial measures can be found in the back of this presentation. I'll now turn it over to Aris Kikajian, our Chief Executive Officer.

Thanks, Jesse. good afternoon and welcome to the third quarter 2021 icon enterprises earnings conference call joining me on today's call is david willets our chief financial officer i will begin by providing some brief highlights david will then provide an in-depth review of our financial results and the performance of our business segments we will then be available to address your questions before i begin my comments on the quarter i would like to acknowledge that on october 27th iep officially launched a tender offer to acquire 100 of the shares of Southwest Gas Holdings for $75 a share. Given the active nature of this campaign, we will not be addressing the details of the proposal or the associated proxy contest on this call and would refer you to the public filings and statements made in recent weeks. I would like to highlight, however, that the Southwest Gas campaign is reflective of a long and successful track record of activism at IEP, which has contributed to the long-term performance of our depository units. We have the capital flexibility and brand recognition to maximize the activist strategy. This track record has allowed IEP to pay 66 consecutive distributions to its unit holders since 2005, while increasing the distribution over time. On November 1, 2021, the IEP Board declared a $2 quarterly distribution payable in cash or additional units. This represents a healthy annual yield of almost 14%. In the year 2000, ICON Enterprises began to expand its business beyond traditional real estate activities and to fully embrace the activist strategy. Today, IEP is one of the last activists because barriers to entry to this lucrative area are extremely high. This is due to the fact that money in most activist hedge funds is not permanent. Often, a would-be activist hedge fund's money will be withdrawn by an investor at the very time it is most needed in an activist campaign. This can be extremely costly, if not fatal. Another advantage IEP has is its brand name. Target companies understand that we are not going away and will not relent. As it was said in the art of war, the best way to win a war is not having to fight it. We, much more often than not, get invited to be on boards without having to fight. Interestingly, our presence on these boards has often proved to be successful, not only for IEP, but for all shareholders. Other would-be activists must prove their mettle before their targets make peace. This can be extremely expensive for those who first enter this arena. Activism is still the best paradigm for investing. The proof of the pudding is in the eating. On January 1, 2000, the closing sale price of IEP depository units was $7.63. On October 29, 2021, IEP depository units closed at $57.60, a 2,051% increase. This translates to an annualized return of approximately 15%, including a reinvestment of distributions into additional depository units. Comparatively, The S&P 500, Dow Jones Industrial, Russell 2000 indices, and Berkshire Hathaway Class A shares increased approximately 376%, 422%, 505%, and 672% respectively in the same period, which translates to an annualized return of approximately 7, 8, 9, and 10% respectively, including reinvestment or distributions into those investments. Now turning to highlights for the quarter. For the nine months ended September 30th, 2021, Indicative Net Asset Value increased by $1.8 billion to $5.4 billion, compared to $3.6 billion as of December 31st, 2020. Drivers include the performance of our investment funds, market value of our energy positions in CVR and Delic, the sale of PFC Metals, and the improvement of our own real estate operations within Icahn Automotive Group. As a reminder, the company uses Indicative Net Asset Value as an additional method for considering the value of the company's assets. and we believe that this information is more indicative of value than GAAP. For Q3 2021, net income improved by $566 million over the prior year period with a net loss attributable to Icon Enterprises of $148 million or $0.55 per LP unit. This compares to a net loss of $714 million or $3.14 per LP unit in the prior year period. Net income improved by $1.677 billion over the comparable nine-month period. The year-over-year improvement was driven mainly by better performance in our investment and energy segments. Adjusted EBITDA for Q3 2021 improved by $638 million to $88 million, compared to a loss of $550 million in Q3 of 2020. Year-to-date, the investment funds had a positive return of 8.8% compared to a negative 18.8% in 2020. Our performance reflects broad improvements, largely in our energy and consumer non-cyclical positions. At the end of Q3, the portfolio had a net short position of 11% comprising of equities being net long 9% and the credit portfolio being net short 20%. During 2021, we have returned to a more normalized hedging strategy as compared to 2020 when we were too reliant on broad market hedges. As a result of recent acquisitions, the investment segment successfully exited its Navistar position during the quarter and cloud area during October. Adjusted EBITDA attributable to ICON Enterprises in our energy segment increased by $178 million to $143 million for Q3 2021, compared to a loss of $35 million in the prior year period. Our petroleum business was positively impacted by higher throughput volumes and increased product crack spreads. While RIN pricing remains exorbitantly high compared to last year, lower RIN prices over the quarter resulted in a favorable impact due to mark-to-market adjustments. Our fertilizer business continues to benefit from very strong pricing for ammonia and UAN, which have more than doubled from a year ago. These dynamics are driven by higher crop prices driving demand and very tight fertilizer supplies due to heightened turnaround activity, downtime related to Hurricane Ida, and global energy shortages. At this point, I'd like to take a moment to comment on CVR's energy transformation efforts. While we believe fossil fuels will certainly be necessary for many years to come, we recognize that renewable fuels are the future. For this reason, CVR began exploring utilizing excess hydrogen capacity at its refineries for renewable diesel production nearly two years ago and has invested nearly $150 million since then on these initiatives. CVR is uniquely positioned in renewable fuels, given its transportation and logistical connections to the Farm Belt. The company intends to be at the forefront of this green revolution and has made progress on several fronts. First, The previously announced conversion of the Winnie Wood Refinery to renewable diesel production using soybean oil is scheduled for startup in April of 2022, with annual production slated at 100 million gallons per year. By Q4 2022, CVR also intends to build out a $60 million pretreatment unit for processing a variety of alternative feedstocks, including corn oil, animal fats, and used cooking oil. These have lower carbon intensity and generate higher low-carbon fuel standard credits in soybean oil. Renewable diesel process design work is also being evaluated at the larger Cofferville facility, where expected capacity may reach 150 million gallons per year, with the added option to produce up to 25 million gallons of renewable aviation fuel. In addition to these initiatives, since 2013, UAN has been capturing CO2 from the production of ammonia fertilizer and sequestering it through a partnership for enhanced oil recovery. It is now progressing efforts to monetize these activities through 45Q tax credits. In conjunction with these numerous activities, CVR is currently evaluating breaking out the renewables business as a separate entity. This creates strategic optionality, including the opportunity to access a greater pool of investors and financing. Our auto segment has improved adjusted EBITDA by $72 million on a year-to-date basis versus 2020. Our services team continues to outperform and is improving customer margins and core operational performance. The parts business is in its early stages of executing a comprehensive set of productivity initiatives. As part of our transformation efforts, the Icon Automotive Group team has aggressively leased out underutilized real estate locations and has over 131 new lease contracts signed or in advanced negotiations. Our auto services business competes in a fragmented industry with annual revenues of $246 billion. Over 50% of the industry is made up of smaller chains and independent operators. We believe this industry is ripe for consolidation, and we are well positioned to actively participate as a buyer or seller. The age of the car park, increasing vehicle complexity, and high barriers to entry provide the optimal opportunity for the auto services business to leverage its large national footprint of over 1,000 company-operated locations and over 800 franchisees. Our historic brands, strong balance sheet, and leading position with fleet operators gives us a strong competitive advantage to win in the marketplace. In addition, many of our locations provide the flexibility to offer dedicated bays for electric vehicle services, giving us an early-movie advantage in this rapidly-growing market. On October 27, 2021, we entered into a definitive agreement to sell our PSE Metals business for a total consideration of approximately $290 million, subject to customary working capital adjustments and including indebtedness that will be repaid at closing. The transaction is expected to close in the fourth quarter, and should result in a gain of approximately $154 million over our Q3 book value when including working capital adjustments. Additionally, we retain ownership of a valuable riverfront real estate asset, which we'll seek to redevelop in the future. Finally, IEP closed the quarter withholding company cash and investments in the funds of $5.9 billion, providing us with significant strategic flexibility. With that, let me turn it over to David.