UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 22, 2022
CARVANA CO.
(Exact name of registrant as specified in its charter)
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| Delaware | 001-38073 | 81-4549921 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1930 W. Rio Salado Parkway
Tempe, Arizona 85281
(Address of principal executive offices, including zip code)
(480) 719-8809
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Class A Common Stock, Par Value $0.001 Per Share | CVNA | New York Stock Exchange |
Item 1.01 Entry into a Material Definitive Agreement.
On September 22, 2022, Carvana, LLC (the “Company”), a subsidiary of Carvana Co., Ally Bank and Ally Financial Inc. (together, “Ally”) entered into a Third Amended and Restated Inventory Financing and Security Agreement (the “12-Month Floor Plan Facility”) to, among other things, extend the duration of the line of credit until September 22, 2023 at $2.2 billion, including a $200 million participation from Deutsche Bank AG, New York Branch.
On September 22, 2022, the Company and Ally also entered into a separate Inventory Financing and Security Agreement (the “18-Month Floor Plan Facility”) to finance the Company’s used vehicle inventory. The line of credit under the 18-Month Floor Plan Facility is up to $2.0 billion, which becomes available following the maturity and repayment of the 12-Month Floor Plan Facility, and its maturity date is March 22, 2024.
The foregoing descriptions of the 12-Month Floor Plan Facility and the 18-Month Floor Plan Facility are qualified in their entirety by reference to the complete text of the 12-Month Floor Plan Facility and the 18-Month Floor Plan Facility, copies of which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. | Description |
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| 101 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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| 104 | The cover page from the Current Report on Form 8-K, formatted as Inline XBRL. |
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*Certain portions of this exhibit have been omitted in accordance with Item 601(b)(10)(iv) of Regulation S-K. The registrant agrees to furnish supplementally an unredacted copy of this exhibit to the Securities and Exchange Commission upon its request.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Date: | September 22, 2022 | | | CARVANA CO. | |
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| | | | | By: | /s/ Paul Breaux | |
| | | | | Name: | Paul Breaux | |
| | | | | Title: | Vice President, General Counsel, and Secretary | |
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