REGISTRATION RIGHTS AGREEMENT Dated as of January 21, 2014 by and among ICAHN ENTERPRISES L.P., ICAHN ENTERPRISES FINANCE CORP., ICAHN ENTERPRISES HOLDINGS L.P. and CITIGROUP GLOBAL MARKETS INC. CREDIT SUISSE SECURITIES (USA) LLC MORGAN STANLEY & CO....Registration Rights Agreement • January 21st, 2014 • Icahn Enterprises Holdings L.P. • Petroleum refining • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 21, 2014, by and among Icahn Enterprises L.P., a Delaware limited partnership, as issuer (“Icahn Enterprises”), Icahn Enterprises Finance Corp., a Delaware corporation, as co-issuer (“Icahn Enterprises Finance” and, together with Icahn Enterprises, the “Company”), Icahn Enterprises Holdings L.P., a Delaware limited partnership (the “Guarantor”) and Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. LLC, Jefferies LLC and UBS Securities LLC (collectively, the “Initial Purchasers”), who have agreed to purchase $1,200,000,000 aggregate principal amount of the Company’s 6.000% Senior Notes due 2020 (the “2020 Notes”), $1,175,000,000 aggregate principal amount of the Company’s 3.500% Senior Notes due 2017 (the “2017 Notes”) and $1,275,000,000 aggregate principal amount of the Company’s 4.875% Senior Notes due 2019 (the “2019 Notes” and, together with the 2020 Not
