Carvana Co. (NYSE: CVNA), a leading e-commerce platform for buying and
selling used cars, today announced that it has commenced a public
offering of its Class A common stock. Carvana is proposing to sell
3,500,000 shares of Class A common stock and expects to grant the
underwriters the right to purchase up to 525,000 additional shares of
Class A common stock.
Wells Fargo Securities, Citigroup and Deutsche Bank Securities will act
as book-running managers for the proposed offering.
Concurrently with the proposed public offering of Class A common stock,
Carvana is offering, subject to market conditions and other factors,
$250.0 million of additional 8.875% senior notes due 2023 (the “new
notes”) in a private offering. The new notes will be issued as
additional notes under the indenture governing the outstanding $350.0
million in aggregate principal amount of Carvana’s 8.875% senior notes
due 2023 that were issued on September 21, 2018. The public offering of
Class A common stock is not contingent upon the consummation of the
concurrent new notes offering, and the concurrent new notes offering is
not contingent upon the consummation of the public offering of Class A
common stock.
Carvana intends to use the net proceeds from the public offering of
Class A common stock and the new notes offering for general corporate
purposes. Carvana may use the net proceeds from these offerings to
partially repay borrowings under its floor plan facility until it
identifies other specific uses.
The offering of Class A common stock will be made only by means of an
effective registration statement (including a prospectus and a
preliminary prospectus supplement). A copy of the prospectus and the
preliminary prospectus relating to these securities may be obtained from
Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 375
Park Avenue, New York, New York 10152, or by phone at 1-800-326-5897, or
by email at cmclientsupport@wellsfargo.com,
from Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, NY 11717 (Tel: 800-831-9146), or from Deutsche Bank
Securities, Attention: Prospectus Group, 60 Wall Street, New York, New
York 10005, telephone: 800-503-4611, or by emailing prospectus.CPDG@db.com.
An automatic shelf registration statement relating to the Class A common
stock has been filed with the U.S. Securities and Exchange Commission
and is effective. This press release shall not constitute an offer to
sell or a solicitation of an offer to buy any of these securities, nor
shall there be any sale of these securities in any state or jurisdiction
in which such an offer, solicitation or sale would be unlawful prior to
registration or qualification under the applicable securities laws of
such state or jurisdiction.
About Carvana Co.
Founded in 2012 and based in Phoenix, Carvana’s 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 18,000 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 proposed Class A common stock
offering and the new notes offering. 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.
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