8-KOther EventsExhibits & Filings

CARVANA CO. 8-K Report, Corporate Update (Apr 19, 2023)

Filed April 19, 2023For Securities:CVNA

Summary

Carvana Co. (CVNA) has announced an extension and amendment to its ongoing exchange offers for several series of its existing senior notes. The primary objective is to facilitate the exchange of these existing notes for new 9.0%/12.0% Cash/PIK Toggle Senior Secured Second Lien Notes due 2028, with an aggregate principal amount of up to $1 billion. The exchange offers, originally set to expire on April 19, 2023, have been extended to May 3, 2023, providing holders additional time to participate. Notably, Carvana has increased the exchange consideration for its 2025 Senior Notes, reflecting a commitment to incentivize participation in this debt restructuring effort. Investors should note that tendered notes are no longer eligible for withdrawal, and eligible holders who tender by the new expiration date will receive an Early Exchange Premium.

Key Highlights

  • 1Carvana is extending its debt exchange offers for multiple senior note series (2025, 2027, 2028, 2029, 2030) to May 3, 2023.
  • 2The company is offering new 9.0%/12.0% Senior Secured Second Lien Notes due 2028 in exchange for existing notes, with a total offering size of up to $1 billion.
  • 3The exchange consideration for the 5.625% Senior Notes due 2025 has been increased from $788.75 to $838.75 per $1,000 principal amount.
  • 4An Early Exchange Premium of $20 per $1,000 principal amount will be offered to eligible holders who validly tender notes by the new expiration time.
  • 5Notes that have already been tendered cannot be withdrawn.
  • 6The amendment aims to encourage participation in the debt restructuring and manage Carvana's outstanding debt obligations.

Frequently Asked Questions

Carvana is extending the offers to provide eligible holders of its existing senior notes more time to tender their notes for exchange into new senior secured second lien notes. This extension aims to increase participation in the exchange offer and facilitate the company's debt restructuring efforts.

The primary changes are the extension of the expiration date to May 3, 2023, an increase in the exchange consideration for the 2025 Notes, and the confirmation of an Early Exchange Premium for those tendering by the new deadline. All other terms remain as previously stated.

No, the withdrawal deadline has passed. Existing notes that have been validly tendered in the exchange offers are no longer eligible for withdrawal.

The total consideration per $1,000 principal amount of existing notes validly tendered and accepted will be: $858.75 for the 2025 Notes, $658.75 for the 2027 Notes, $646.25 for the 2028 Notes, $632.50 for the 2029 Notes, and $793.75 for the 2030 Notes. This includes the Early Exchange Premium.