Carvana Co. Announces Expiration of Private Exchange Offers Relating to Existing Notes
June 02 2023 - 09:10AM
Business Wire
Carvana Co. (NYSE: CVNA) (“Carvana”
or the “Company”), the leading
e-commerce platform for buying and selling used cars, today
announced the expiration and termination of its previously
announced offers to exchange (each an “Exchange Offer” and, collectively, the
“Exchange Offers”) its outstanding
existing notes (the “Existing Notes”)
for up to an aggregate principal amount of $1,000,000,000 of new
9.0%/12.0% Cash/PIK Toggle Senior Secured Second Lien Notes due
2028 issued by the Company. The Exchange Offers expired at 5:00
p.m., New York City time, on June 1, 2023 (the “Expiration Time”). The Exchange Offers were made
pursuant to the terms and subject to the conditions set forth in
the Exchange Offer Memorandum, dated March 22, 2023 (as amended by
the press releases dated April 19, 2023, May 3, 2023 and May 17,
2023, the “Exchange Offer
Memorandum”).
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Carvana (NYSE: CVNA) is an industry
pioneer for buying and selling used vehicles online. As the fastest
growing used automotive retailer in U.S. history, its
proven, customer-first ecommerce model has positively impacted
millions of people’s lives through more convenient, accessible and
transparent experiences. (Photo: Business Wire)
The Exchange Offers were conditioned upon, among other things,
the valid tender of a minimum of $500,000,000 aggregate principal
amount of Existing Notes (the “Minimum
Participation Condition”).
Since the Minimum Participation Condition was not satisfied as
of the Expiration Time, the Company will not accept any Existing
Notes tendered for exchange, and all Existing Notes tendered
pursuant to the Exchange Offers will be promptly returned to their
holders. No consideration will be paid or become payable to holders
of the Existing Notes, who validly tendered their Existing Notes in
the Exchange Offers.
This press release is for informational purposes only and shall
not constitute an offer to sell nor a solicitation of an offer to
buy any securities in the United States and shall not constitute an
offer, solicitation or sale of any securities in any jurisdiction
where such offering or sale would be unlawful.
About Carvana (NYSE: CVNA)
Carvana (NYSE: CVNA) is an industry pioneer for buying and
selling used vehicles online. As the fastest growing used
automotive retailer in U.S. history, its proven, customer-first
ecommerce model has positively impacted millions of people’s lives
through more convenient, accessible and transparent experiences.
Carvana.com allows someone to purchase a vehicle from the comfort
of their home, completing the entire process online, benefiting
from a 7-day money back guarantee, home delivery, nationwide
inventory selection and more. Customers also have the option to
sell or trade-in their vehicle across all Carvana locations,
including its patented Car Vending Machines, in more than 300 U.S.
markets. Carvana brings a continued focus on people-first values,
industry-leading customer care, technology and innovation, and is
the No. 2 automotive brand in the U.S., only behind Ford, on the
Forbes 2022 Most Customer-Centric Companies List. Carvana is one of
the four fastest companies to make the Fortune 500 and for more
information, please visit www.carvana.com and follow us
@Carvana.
Carvana also encourages investors to visit its Investor
Relations website as financial and other company information is
posted.
Note Regarding Forward-Looking Statements
These forward-looking statements reflect Carvana’s current
intentions, expectations or beliefs regarding the proposed Exchange
Offers. 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. Among these factors are risks related to the “Risk
Factors” identified in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2022, in our Quarterly Reports on
Form 10-Q, and in the Exchange Offer Memorandum. 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/20230602005078/en/
Investor Relations: Carvana Mike Mckeever
investors@carvana.com
Media Contact: Carvana Kristin Thwaites
press@carvana.com
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