Carvana Co. · NYSE:CVNA
Carvana — Merger or Acquisition (February 2022)
17 slides from Carvana's merger presentation, February 2022
Slide 1: ADESA U.S. Acquisition Deck
Slide 2: Safe Harbor
© carvana SAFE HARBOR FORWARD-LOOKING STATEMENTS This presentation 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 thin
Slide 3: Transaction Overview
© carvana TRANSACTION OVERVIEW CARVANA TO ACCELERATE GROWTH THROUGH ACQUIRING ADESA U.S. PHYSICAL AUCTION BUSINESS (“ADESA U.S.”) FROM KAR AUCTION SERVICES, INC. (“KAR”) * Carvana has signed a definitive agreement to acquire ADESA U.S., a wholly owned subsidiary of KAR, subject to customary closing
Slide 4: Overview of ADESA U.S. Physical Auction Business
© carvana OVERVIEW OF ADESA U.S. PHYSICAL AUCTION BUSINESS BUSINESS OVERVIEW FULL SUITE OF AUCTION SERVICES & Dealer Registration 2nd largest provider of wholesale used vehicle auction solutions to a broad set of commercial and dealer customers @ Vehicle Inspections @ Vehicle Storage & Security @ Me
Slide 5: Transaction Summary
© carvana TRANSACTION SUMMARY ACQUIRED SITE LOCATIONS CARVANA TO ACQUIRE ADESA U.S.’S aS & PHYSICAL AUCTION BUSINESS a & a = \-Bey £= & Beebo ebb b bbb bb bbbeeeee eens A ia = of ca Total Purchase Price of $2.2BN a 7 ce ae 2ae SIBN estimated future CAPEX investment to i ae a Seen achieve targeted pr
Slide 6: Strategic Rationale
© carvana STRATEGIC RATIONALE FURTHER SOLIDIFIES OUR PATH TO BECOME THE LARGEST AND MOST PROFITABLE AUTOMOTIVE RETAILER INCREASES ANNUAL IRC PRODUCTION CAPACITY BY APPROXIMATELY 2M UNITS ONCE FULLY BUILT OUT DRAMATIC LOGISTICS IMPROVEMENTS OVER TIME DRIVEN BY BROADENED GEOGRAPHIC COVERAGE, SHORTENIN
Slide 7: Becoming the Largest, Most Profitable Auto Retailer
1 © carvana BECOMING THE LARGEST, MOST PROFITABLE AUTO RETAILER MORE ADESA U.S. SALES ACQUISITION eoo-ge % 6 ral MORE eo | INVENTORY y Ss a SHORTER Mpacity by BM at fall MORE IRC’S feo DELIVERY TIMES utilization 56 nationwidelocations Topay| Better customer experiences and - <=. . cost savings CARS
Slide 8: Accelerates Path to Becoming Largest, Most Profitable Auto Retailer
© carvana ACCELERATES PATH TO BECOMING LARGEST, MOST PROFITABLE AUTO RETAILER RETAIL MARKET 3.53% UNITS 74% YoY i | PENETRATION 2013 cohort 51% —2013 Cohort SOLD Growth BY COHORT YoY growth —2014 Cohort —2015 Cohort V/ om —2016 Cohort —2017 Cohort 177,549 —2018 Cohort 94,108 —2019 Cohort 44,252 —202
Slide 9: Projected IRC capacity at full utilization
*Projected IRC capacity at full utilization reflects target annual production capacity when each IRC is fully staffed. Note: ‘Existing CVNA IRCs’ reflects IRC network as of 2/24/2022
Slide 10: Logistics Efficiencies Broaden Coverage
© carvana LOGISTICS EFFICIENCIES BROADEN COVERAGE POPULATION COVERAGE (% OF US POPULATION) 94% SHORTER DELIVERY DISTANCES LEAD TO EVEN BETTER CUSTOMER EXPERIENCES - Unlocks opportunity for same day and next day delivery to more customers than ever before 78% + Lower risk of delivery delays + Higher
Slide 11: Average delivery distance
Average delivery distance < 200mi. delivery distance
Slide 12: Deeper Vertical Integration with Incremental Revenue Streams & Positive EBITDA Contribution
© carvana DEEPER VERTICAL INTEGRATION WITH INCREMENTAL REVENUE STREAMS & POSITIVE EBITDA CONTRIBUTION Large-scale Reconditioning _ Internal Logistics Network & w° Proprietar Financing Platform National Consumer Focused Brand Fully Transactable E-Commerce Experience C /iaaaay, NA a E ° Retail Marketp
Slide 13: Appendix
APPENDIX © carvana
Slide 14: Non-GAAP Measures
© carvANA NON-GAAP MEASURES To supplement the financial measures prepared and presented in accordance with U.S. Generally accepted accounting principles (“gaap”),we also include non-gaap measures in this presentation, including EBITDA and EBITDA Margin. EBITDA and EBITDA Margin are supplemental meas
Slide 15: Carvana Non-GAAP Financial Reconciliation
© carvANA CARVANA NON-GAAP FINANCIAL RECONCILIATION Total revenues Net Loss Margin EBITDA Margin Three Months Ended Mar31, — Jun30, —Sep30,—— Dec31,— Mar3l, Jun 30, Sep 30, Dee 31 2020 20: 2020 2020 2021 2021 2021 2021 (dollars in millions) $ (184) $ (106) $ (18) $ (154) $ (82) $ 45 $ (68) $ (182) 1
Slide 16: Carvana Non-GAAP Financial Reconciliation
© carvANA CARVANA NON-GAAP FINANCIAL RECONCILIATION Total revenues Net Loss Margin EBITDA Margin Three Months Ended Mar31, — Jun30, —Sep30,—— Dec31,— Mar3l, Jun 30, Sep 30, Dee 31 2020 20: 2020 2020 2021 2021 2021 2021 (dollars in millions) $ (184) $ (106) $ (18) $ (154) $ (82) $ 45 $ (68) $ (182) 1
Slide 17: ADESA U.S. Non-GAAP Financial Reconciliation
© carvANA ADESA U.S. NON-GAAP FINANCIAL RECONCILIATION Year Ended December 31, 2021 (dollars in millions) Net income $ 61 Interest expense, net of interest income 1 Depreciation and amortization expense 3 Income tax provision 26 EBITDA _S_ 161