Carvana Completes All Equity Capital Requirements of Previously Announced Exchange Offer Transaction Support Agreement
August 21 2023 - 09:10AM
Business Wire
In addition to previously announced $225
million raised in at-the-market offering, Carvana has raised $126
million from the Garcia Parties
Carvana Co. (NYSE: CVNA) (“Carvana” or the “Company”), the
fastest growing used car dealer in U.S. history, today announced
that it has completed all equity capital requirements of its
previously announced exchange offer transaction support agreement,
by raising $126 million of equity capital (the “Garcia Equity
Transaction”) from existing shareholders Ernest Garcia II and
Ernest Garcia III, Carvana’s Chief Executive Officer (the “Garcia
Parties”), in a transaction valuing the Company’s Class A common
stock at $46.31 per share (the “Equity Value”), an 18% premium to
the closing price on August 18, 2023.
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Carvana successfully disrupted the auto
industry with a proven e-commerce model serving millions of
satisfied customers and is the fastest growing used automotive
retailer in U.S. history. (Photo: Business Wire)
“We are pleased to announce that we have successfully fulfilled
all equity capital requirements of the exchange offer transaction
support agreement in anticipation of closing the transaction in the
coming weeks,” said Mark Jenkins, Carvana’s Chief Financial
Officer. “We look forward to closing this exchange offer, which
will further bolster Carvana’s already strong liquidity position
and provide additional financial flexibility as we continue to
execute our plan of driving significant profitability and returning
to growth.”
The Equity Value of the Garcia Equity Transaction is equal to
the volume weighted average price of the Company’s previously
announced sale of 4.9 million shares of Class A Common Stock that
was completed in a series of sales through July 27, 2023 (the “ATM
Equity Transaction”). Taken together, the $225 million ATM Equity
Transaction and the $126 million Garcia Equity Transaction fully
satisfy the Company’s equity capital obligations pursuant to the
exchange offer transaction support agreement (the “TSA”).
The TSA, which was announced on July 19, 2023, provides
significant financial flexibility to Carvana including reducing
required cash interest expense by more than $430 million each year
for the next two years, extending maturities, and lowering total
debt outstanding by over $1.2 billion.
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
expectations and projections with respect to, among other things,
the proposed transactions, its financial condition, results of
operations, plans, objectives, future performance, and business.
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: our inability
to consummate the transactions contemplated by the TSA 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 securities purchase agreement entered into
in connection with the Garcia Equity Transaction, the TSA, 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 2022 and our
Quarterly Reports on Form 10-Q. 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.
About Carvana 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.
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version on businesswire.com: https://www.businesswire.com/news/home/20230821640629/en/
Investor Relations: Carvana Mike Mckeever
investors@carvana.com Media Relations: Carvana Kristin
Thwaites press@carvana.com
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