Carvana Fully Satisfies Public Issuance Requirements of Previously Announced Exchange Offer Transaction Support Agreement, Raising $225 Million Through At-the-Market Equity Offering Program
July 27 2023 - 4:10PM
Business Wire
Carvana Co. (“Carvana” or the “Company”), the fastest growing
used car dealer in U.S. history, today announced that it has raised
$225 million through the issuance of approximately 4.9 million
shares through its at-the-market equity offering program (“ATM”),
fully satisfying the public equity requirement of its exchange
offer transaction support agreement (“TSA”). The TSA, which was
announced last week, provides significant financial flexibility to
Carvana including reducing required cash interest expense by more
than $430 million for the next two years, extending maturities, and
lowering total debt outstanding by over $1.2 billion.
“We are pleased to announce that we have successfully raised
$225 million through our at-the-market offering program, fulfilling
the public issuance commitment of our exchange offer transaction
support agreement,” said Mark Jenkins, Carvana’s Chief Financial
Officer. “Our liquidity position is strong, and any further
issuance under the program would be purely opportunistic. We have
no plans for an underwritten equity offering at this time.”
Pursuant to the TSA, the Garcia party investors have agreed to
purchase $126 million of equity securities from Carvana prior to
twenty business days after the upcoming launch of the notes
exchange offer, unless certain other conditions are met.
Citigroup Global Markets Inc. and Moelis & Company LLC
served as joint sales agents under the ATM program.
About Carvana (NYSE: CVNA)
Carvana (NYSE: CVNA) is the 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.
No Offer
This communication is not intended to and does not constitute an
offer to sell, buy or subscribe for any securities or otherwise,
nor shall there be any sale, issuance or transfer of securities in
any jurisdiction in contravention of applicable law. In particular,
this communication is not an offer of securities for sale into the
United States. No offer of securities shall be made in the United
States absent registration under the Securities Act of 1933, as
amended, or pursuant to an exemption from, or in a transaction not
subject to, such registration requirements.
Note Regarding Forward-Looking Statements
These forward-looking statements reflect Carvana’s current
intentions, expectations or beliefs regarding the proposed
transactions. 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, including,
among others, statements we make regarding the transactions
contemplated by the Support Agreement with holders of our senior
notes; short-term and long-term liquidity; potential sales of our
Class A common stock using the at-the-market program; expectations
regarding our operational and efficiency initiatives, our strategy,
expected gross profit per unit, forecasted results, and
expectations regarding the effect of Carvana’s actions to improve
performance. 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: our inability to consummate the
transactions contemplated by the Support Agreement as scheduled or
at all; the volatility of the trading price of our Class A common
stock, which can increase as a result of the issuance of equity
pursuant to the Support Agreement and the use of the at-the-market
program; the impact on our business from the larger automotive
ecosystem and macroeconomic conditions, including consumer demand,
global supply chain challenges, heightened inflation and rising
interest rates; our ability to raise additional capital, the
quality of the financial markets, and our substantial indebtedness;
our history of losses and ability to achieve or maintain
profitability in the future; our ability to sell loans into the
market; the seasonal and other fluctuations in our quarterly
operating results; our ability to compete in the highly competitive
industry in which we participate; the changes in prices of new and
used vehicles; our ability to sell our inventory expeditiously; and
the other risks identified under the “Risk Factors” section in our
Annual Report on Form 10-K for the fiscal year ended December 31,
2022, Quarterly Report on Form 10-Q for the second quarter of 2023
and documentation relating to the transactions (such as the
Exchange Offer Memorandum and Consent Solicitation Statement).
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/20230727059441/en/
Investor Relations: Carvana Mike Mckeever
investors@carvana.com
Media Contact: Carvana Kristin Thwaites
press@carvana.com
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