Carvana Co. Enters into Amended Distribution Agreement

Carvana Co. (NYSE:CVNA) announced on February 19, 2025, that the company has entered into a Second Amended and Restated Distribution Agreement with Barclays Capital Inc., Citigroup Global Markets Inc., and Virtu Americas LLC. This new agreement aims to further enhance the company’s “at-the-market offering” program (the “ATM Program”).

Under this agreement, Carvana will be offering shares of its Class A Common Stock, known as ATM Shares, periodically. These offerings will be conducted in accordance with a shelf registration statement on Form S-3ASR (File No. 333-285061), which includes the prospectus dated February 19, 2025, and the prospectus supplement filed on the same day.

As part of this initiative, a legal opinion from Kirkland & Ellis LLP regarding the validity of issuing and selling the ATM Shares has been included in the Current Report on Form 8-K as Exhibit 5.1.

In accordance with Item 9.01, the company also disclosed the following exhibits:
– Exhibit 5.1: Opinion of Kirkland & Ellis LLP
– Exhibit 23.1: Consent of Kirkland & Ellis LLP (included in Exhibit 5.1)
– Exhibit 104: Cover Page Interactive Data File embedded within the Inline XBRL document

Carvana Co. remains committed to enhancing its offering program and ensuring the transparency of its financial operations.

The signing of the report was represented by Paul Breaux, the Vice President, General Counsel, and Secretary of Carvana Co., on February 19, 2025.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Carvana’s 8K filing here.

About Carvana

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Carvana Co, together with its subsidiaries, operates an e-commerce platform for buying and selling used cars in the United States. Its platform allows customers to research and identify a vehicle; inspect it using company's 360-degree vehicle imaging technology; obtain financing and warranty coverage; purchase the vehicle; and schedule delivery or pick-up from their desktop or mobile devices.

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