[144] Annaly Capital Management. Inc. SEC Filing

Rhea-AI Filing Summary

On 6 Aug 2025 Icahn Enterprises L.P. (IEP) filed an 8-K announcing a conditional partial redemption of up to $500 million principal of its 6.250% Senior Notes due 2026. The notes will be redeemed at par plus accrued interest on 5 Sep 2025, contingent upon the successful closing of an offering of additional 10.000% Senior Secured Notes due 2029 that is expected to settle on 19 Aug 2025. Proceeds from the higher-coupon, longer-maturity issue will fund the redemption. If completed, the move defers the company’s nearest bond maturity by three years, easing short-term liquidity pressure, but increases annual cash interest by roughly $19 million (3.75 ppt spread on $500 million) and introduces more secured leverage. The company cautions that the redemption will not occur unless all conditions are satisfied.

Positive

• Extends nearest debt maturity from 2026 to 2029, improving short-term liquidity.
• Redemption at par avoids make-whole premium, conserving cash.

Negative

• Interest expense rises by roughly $19 million annually due to 10% coupon vs. 6.25%.
• New notes are secured, increasing encumbrance and reducing financial flexibility.
• Redemption contingent on successful closing of new offering, adding execution risk.

Insights

Fixed Income Analyst

TL;DR – Redemption improves tenor but raises interest cost; net neutral.

The conditional take-out replaces 6.25% 2026 notes with 10% 2029 secured paper. Investors gain three extra years of runway and removal of a 2026 wall, but at a 375 bp coupon premium and with collateral pledged. Par call avoids make-whole, saving fees. Overall leverage and interest coverage change modestly; impact hinges on broader capital-structure plans, so I view the action as balance-sheet neutral.

Equity Analyst

TL;DR – Higher coupon debt dilutes earnings; mildly negative for equity.

While pushing maturities out aids liquidity, shifting $500 million from 6.25% to 10% raises annual pre-tax interest about $19 million, trimming distributable cash and potentially pressuring IEP’s already tight coverage. Secured status could also limit future borrowing flexibility. Unless offset by asset sales or EBITDA growth, the higher interest burden weighs on equity value.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	J.P. Morgan Securities LLC 390 Madison Avenue, 6th Floor New York NY 10017	44999	935529	642076127	08/06/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	05/12/2020	Compensation	Issuer			44999	02/15/2024	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What amount of Icahn Enterprises' 6.25% 2026 notes will be redeemed?

Up to $500 million of aggregate principal is targeted for redemption.

When is the planned redemption date for IEP’s 2026 notes?

The redemption is scheduled for September 5, 2025, subject to conditions.

What is the redemption price of the 6.25% notes?

The notes will be redeemed at 100% of principal plus accrued interest to, but not including, the redemption date.

How will Icahn Enterprises fund the note redemption?

Funding will come from the proceeds of additional 10.000% Senior Secured Notes due 2029, expected to close on 19 Aug 2025.

Is the redemption guaranteed to occur?

No. The redemption is conditional on the successful closing of the new note offering and other customary conditions.