Icahn Enterprises L.P. (NASDAQ: IEP) today announced entrance into a definitive agreement to sell its indirectly wholly-owned subsidiary American Railcar Leasing LLC (“ARL”) to SMBC Rail Services LLC (“SMBC Rail”), a wholly-owned subsidiary of Sumitomo Mitsui Banking Corporation, for cash based on (i) an enterprise value of $2.778 billion (subject to certain adjustments) and (ii) a fleet of approximately 29,000 railcars. The initial closing is expected to occur in the second quarter of 2017. For a period of three years thereafter, upon satisfaction of certain conditions, the sellers will have an option to sell, and SMBC Rail will have an option to buy, approximately 4,800 additional railcars. If the conditions to the option are satisfied, the purchase price for the approximately 4,800 additional railcars would be approximately $586 million at the time of the initial closing, which would bring the total sale price to $3.364 billion (subject to certain adjustments).
American Railcar Leasing
The sale is subject to customary closing conditions, including the expiration or termination of applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act. Neither the sale nor the option are subject to any financing condition.
Carl C. Icahn, Chairman of Icahn Enterprises, stated: “I have been in the railcar business for over 30 years. During that time we have built one of the leading railcar fleets in the world. In fact, if lined up, ARL’s fleet would stretch from New York City to the middle of Ohio. I am very proud of the business we have built at ARL and am pleased that SMBC Rail Services also sees the tremendous value in this business. This transaction is a good example of how Icahn Enterprises delivers substantial returns for our equity holders.”
Deutsche Bank Securities Inc. is acting as exclusive financial advisor and Thompson Hine LLP is acting as legal counsel for American Railcar Leasing LLC in connection with the sale.