Carvana Co. Announces Upsize and Pricing of Senior Notes Offering
September 23 2020 - 4:30PM
Business Wire
Carvana Co. (“Carvana”) (NYSE: CVNA), a leading e-commerce
platform for buying and selling used cars, today announced it has
upsized and priced the private placement of (i) $500.0 million in
aggregate principal amount of its 5.625% Senior Notes due 2025 (the
“2025 Notes”) and (ii) $600.0 million in aggregate principal amount
of its 5.875% Senior Notes due 2028 (the “2028 Notes” and,
collectively, the “Notes”). The Company upsized its offering of
2028 Notes by $100.0 million aggregate principal amount from the
previously announced amount. The Notes will be issued under
separate indentures to be entered into upon the closing of the
offering, which Carvana anticipates will take place on or about
October 2, 2020, subject to customary closing conditions. Carvana
intends to use a portion of the net proceeds from the offering to
redeem in full $600.0 million aggregate principal amount of its
outstanding 8.875% Senior Notes due 2023 (the “2023 Notes”), and
the remainder of the net proceeds to pay fees and expenses related
to the offering and for general corporate purposes.
The 2025 Notes will bear interest at a rate of 5.625% per year
and the 2028 Notes will bear interest at a rate of 5.875% per year,
payable semi-annually on April 1 and October 1 of each year,
beginning on April 1, 2021. The 2025 Notes will mature on October
1, 2025, and the 2028 Notes will mature on October 1, 2028, in each
case unless earlier redeemed or repurchased.
The Notes, which generally will be guaranteed on a senior
unsecured basis by Carvana’s existing domestic subsidiaries, are
being offered only to persons reasonably believed to be “qualified
institutional buyers” in reliance on the exemption from
registration pursuant to Rule 144A under the Securities Act of
1933, as amended (the “Securities Act”), and to persons outside of
the United States in compliance with Regulation S under the
Securities Act. The Notes and the related guarantees have not been
and will not be registered under the Securities Act, or the
securities laws of any state or other jurisdiction, and may not be
offered or sold in the United States without registration or an
applicable exemption from the registration requirements of the
Securities Act and applicable state securities or blue sky laws and
foreign securities laws.
This press release is for informational purposes only and does
not constitute an offer to sell, or a solicitation of an offer to
buy, any security. No offer, solicitation, or sale will be made in
any jurisdiction in which such an offer, solicitation, or sale
would be unlawful. Offers of the Notes are being made only by means
of a private offering memorandum. Furthermore, this press release
is not an offer to purchase or a solicitation of an offer to
purchase any 2023 Notes and does not constitute a redemption notice
for the 2023 Notes.
About Carvana Co.
Founded in 2012 and based in Phoenix, Carvana’s (NYSE: CVNA)
mission is to change the way people buy cars. By removing the
traditional dealership infrastructure and replacing it with
technology and exceptional customer service, Carvana offers
consumers an intuitive and convenient online car buying and
financing platform. Carvana.com enables consumers to quickly and
easily shop more than 15,000 vehicles, finance, trade-in or sell
their current vehicle to Carvana, sign contracts, and schedule
as-soon-as-next-day delivery or pickup at one of Carvana’s
patented, automated Car Vending Machines.
Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements reflect Carvana’s current
intentions, expectations or beliefs regarding the Notes offering
and the anticipated use of the net proceeds therefrom. These
statements may be preceded by, followed by or include the words
“aim,” “anticipate,” “believe,” “estimate,” “expect,” “forecast,”
“intend,” “likely,” “outlook,” “plan,” “potential,” “project,”
“projection,” “seek,” “can,” “could,” “may,” “should,” “would,”
“will,” the negatives thereof and other words and terms of similar
meaning. Forward-looking statements include all statements that are
not historical facts. Such forward-looking statements are subject
to various risks and uncertainties. Accordingly, there are or will
be important factors that could cause actual outcomes or results to
differ materially from those indicated in these statements. There
is no assurance that any forward-looking statements will
materialize. You are cautioned not to place undue reliance on
forward-looking statements, which reflect expectations only as of
this date. Carvana does not undertake any obligation to publicly
update or review any forward-looking statement, whether as a result
of new information, future developments, or otherwise, except as
required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20200923005906/en/
Investor Relations: Mike Levin investors@carvana.com or
Media Contact: Amy O’Hara press@carvana.com
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