Carvana Co. filed an 8-K with the U.S. Securities and Exchange Commission on August 14, 2026, disclosing that it entered into a $1.66 billion senior secured term loan B credit agreement on that same date, with Barclays Bank PLC serving as administrative agent.

Key Highlights

  • Facility size: The Credit Agreement provides for a $1.66 billion senior secured term loan B facility.
  • Maturity: The Term Loan B Facility matures on August 14, 2033.
  • Issue price: The issue price is equal to 99.75% of the aggregate principal amount.
  • Interest rate: Loans bear interest at either Term SOFR plus 2.25% or a base rate plus 1.25%, at the Company's option.
  • Primary use of proceeds: Net proceeds are expected to be used to redeem or refinance, in whole, the Company's outstanding 9.0% / 11.0% / 13.0% Cash / PIK Senior Secured Notes due 2030.
  • Redemption schedule: $1.0 billion in aggregate principal of the 2030 Secured Notes is set for redemption on August 15, 2026, with remaining outstanding principal redeemed on August 22, 2026.
  • No financial covenant: According to the filing, "The Credit Agreement does not include a financial covenant."

Carvana's $1.66 Billion Term Loan B: Key Terms and Planned Use of Proceeds

Carvana Co. (NYSE:CVNA) disclosed that on August 14, 2026, it entered into a Credit Agreement with the lenders party thereto and Barclays Bank PLC as administrative agent. The facility totals $1.66 billion and is structured as a senior secured term loan B maturing on August 14, 2033, according to the filing. The issue price is set at 99.75% of the aggregate principal amount, and interest accrues at the Company's election at Term SOFR plus an applicable margin of 2.25%, or a base rate plus an applicable margin of 1.25%.

The filing states that net proceeds are expected to be used primarily to redeem or otherwise repay or refinance, in whole, the Company's outstanding 9.0% / 11.0% / 13.0% Cash / PIK Senior Secured Notes due 2030, which were issued under an indenture dated September 1, 2023. The Company has fixed August 15, 2026 as the redemption date for $1.0 billion in aggregate principal of those notes, and August 22, 2026 as the date for redeeming the remaining outstanding principal. Any proceeds not applied to the refinancing may be used for general corporate purposes or working capital, according to the filing.

The Term Loan B Facility amortizes in equal quarterly installments of 0.25% of the original aggregate principal amount, beginning with the second full fiscal quarter after closing, with the remaining balance due at maturity. The Company may prepay at any time without premium or penalty, subject to a 1.00% premium for certain repricing transactions occurring on or before the six-month anniversary of the closing date. The Credit Agreement also requires mandatory prepayments under specified conditions, including, beginning with the fiscal year ending December 31, 2028, 50% of excess cash flow, subject to reductions based on the Company's achievement of certain first lien net leverage ratios. The filing also notes that the Credit Agreement contains covenants restricting, among other things, additional indebtedness, liens, mergers, asset disposals, and restricted payments, but does not include a financial covenant.

What Was Disclosed

Carvana disclosed the entry into a $1.66 billion senior secured term loan B facility maturing in 2033, with proceeds intended primarily to redeem its existing 9.0% / 11.0% / 13.0% Cash / PIK Senior Secured Notes due 2030, and described the key economic and covenant terms of the Credit Agreement.