Cazoo Raises $630 Million From Investor Group Led by Viking Worldwide Consumers to Help Continued Improvement and Enlargement inside the UK and EU
cazoo 630m viking global investorstaylortech.eu, LONDON & NEW YORK–(BUSINESS WIRE)–Cazoo (NYSE: CZOO or “the Agency”), Europe’s important on-line automotive retailer, which makes purchasing for and selling a automotive as simple and seamless as ordering another product on-line, instantly launched that it has agreed to issue and promote, by means of a private placement, 2.00% convertible senior notes (the “Notes”) in an combination principal amount of $630 million (the “Transaction”). The Notes will seemingly be convertible into Cazoo Class A Peculiar Shares (the “Shares”) at an preliminary conversion worth of $5.00, which represents roughly a 20% premium to the trailing 5 shopping for and promoting day volume-weighted widespread worth of the Shares. The Transaction is led by new investor Viking Worldwide Consumers, alongside participation from a lot of present shareholders along with Mubadala Funding Agency, D1 Capital and Willoughby Capital along with totally different new and present consumers. Closing of the Transaction is subject to customary conditions.
Following the quite a few progress made since its launch two years previously, the additional capital will help Cazoo’s continued progress inside the UK and enlargement in Europe. The financing will complement Cazoo’s current sturdy liquidity place and may current a material multi-year runway for the Agency to have the power to execute on its approach over the approaching years. The model new proceeds, blended with Cazoo’s present cash and cash equal place of roughly $260 million as of December 31, 2021, will depart the Agency with an expert forma cash stability approaching $900 million following the Transaction.
Alex Chesterman OBE, Founder & CEO of Cazoo acknowledged: “This transaction, the place now we’ve got raised an additional $630 million, extra reinforces the sturdy notion in Cazoo from new and present shareholders who, like us, are terribly excited regarding the huge market different that now we’ve got ahead of us. We in the meanwhile are very well-funded for the approaching years to proceed to capitalise on this opportunity and ship the best automotive purchasing for and selling experience for buyers all through the UK and Europe.”
Very important Progress To Date
Over the earlier two years since launch, Cazoo has established a market important platform, workers, mannequin and infrastructure inside the UK and started to extend its proposition into the EU, having simply these days launched in France and Germany and acquired sturdy firms and teams in Italy and Spain. The Agency now operates inside the largest 5 markets in Europe – the UK, France, Germany, Italy and Spain.
Over the earlier 12 months, Cazoo has continued its sturdy progress trajectory and made very important progress in opposition to its key strategic targets. The Agency has expanded its reconditioning capabilities, taking UK reconditioning completely in-house and grown from just one website online proper now closing 12 months to 11 in-house reconditioning web sites with a potential output functionality of spherical 250,000 fashions yearly.
All through 2021, Cazoo expanded from working solely inside the UK to now having operations all through the most important 5 European markets. Having effectively launched in every France and Germany late closing 12 months, the most recent acquisitions of Swipcar in Spain and brumbrum in Italy have provided the Agency with sturdy native teams, infrastructure, capabilities and relationships which is ready to expedite the launch into the sizeable Spanish and Italian markets all through 2022.
Together with significantly rising its infrastructure capabilities and geographic attain, the Agency has moreover materially enhanced its product proposition. The launch of its completely built-in subscription service has been resonating terribly successfully with prospects and Cazoo is now the market chief in shopper automotive subscriptions in Europe with spherical 10,000 vigorous subscribers. Cazoo has significantly elevated the number of ancillary merchandise it sells, most simply these days together with service plans, and the launch of its direct from shopper automotive purchasing for channel inside the UK has been performing ahead of expectations and is materially rising sourcing capabilities and diversifying the purchasing for mix on this participating channel.
In FY 2021 Cazoo purchased ~49,500 complete fashions (~230% year-on-year progress) along with ~34,700 retail fashions (~180% year-on-year progress). Full 12 months group revenues of on the very least £665 million had been up by higher than 300% year-on-year and ahead of steering given on the time of the Q3 2021 outcomes. Retail GPU (“Gross Income per Unit”) inside the UK was ~£450, a giant enchancment compared with £(229) in 2020 with This autumn 2021 impacted by widespread seasonality and investments to ramp up in-house reconditioning capabilities as a strategy to meet the Agency’s 2022 progress ambitions.
Alex Chesterman OBE, Founder & CEO of Cazoo acknowledged: “I am terribly happy with what Cazoo has achieved every since launch and notably over the past 12 months. In 2021, our second full 12 months of operation, we achieved file revenues of over £665 million and have made very important progress on all sides of our daring approach. Now we have now constructed a market important proposition which buyers love, a world-class workers of over 4,000, a household mannequin that is now recognised by over 75% of the UK inhabitants and very important infrastructure capabilities all through the UK and EU.”
Substantial Market Various Ahead
Cazoo is pioneering the shift to on-line automotive purchasing for and selling all through the UK & EU, a £475+ billion market with low-single-digit digital penetration, lagging just about all totally different retail sectors and ripe for digital transformation. It is a particularly fragmented space, with no incumbent having higher than a small-single-digit p.c market share. By leveraging data and know-how to boost alternative, prime quality, transparency and luxury, Cazoo is providing buyers with a far superior whole experience.
Cazoo now has a primary proposition inside the UK and a longtime place in each of France, Germany, Italy and Spain, the 4 largest markets inside the EU. Collectively these 5 markets have a blended complete addressable market (“TAM”) in additional of £300 billion – £100+ billion inside the UK and £200+ billion blended in France, Germany, Spain and Italy (the “Giant 4” EU markets). The rest of Europe has a TAM of ~£175 billion, giving an entire market different instantly of £475+ billion.
Key Goals for 2022 and Previous
Based totally on the essential factor strategic advances made in 2021 and a sturdy start to 2022, Cazoo instantly provides its key targets for 2022 and previous.
It is anticipated that the Agency’s ever-improving market important proposition, blended with a rising diploma of inventory will finish in continued quick market share options inside the UK. Having simply these days launched in France and Germany, the Agency plans to repeat the success of its UK enterprise all through every markets, together with launching in Spain and Italy later this 12 months. In 2022, the Agency expects to advertise over 100,000 retail fashions and to generate revenues in additional of £2 billion, representing year-on-year progress of ~200%.
Together with the substantial market share different, the Agency continues to see a clear path for very important Retail GPU enhancements. Improvement in GPU will seemingly be pushed by a continued shift in purchasing for mix along with extra success inside the sourcing of autos straight from buyers. In addition to, investments by means of 2021 and extra progress in 2022 will end in continued efficiencies and operational leverage in reconditioning and logistics. Blended with enhancements to stock flip and extra enhancements to the Agency’s merchandise, partnerships and processes, Retail GPU inside the UK in 2022 is predicted to be ~£900.
Alex Chesterman OBE, Founder & CEO of Cazoo acknowledged: “Our sturdy progress in 2021 blended with the developing blocks now we’ve got put in place, along with this new funding, signifies that we’re very successfully positioned to ship on our plans and supplies us sturdy confidence of meeting our medium and future targets. Now we have now navigated by means of some reconditioning constraints in the middle of the once more half of ultimate 12 months and over the last few months now we’ve got seen our website online inventory improve notably. As anticipated, this has helped end in a file start to 2022 with unit product sales up materially every sequentially and year-on-year. Whereas we rely on to proceed to shortly improve our market share, the market different is so substantial that with merely low-single-digit market shares and prudent GPU targets we’d have an infinite enterprise producing vital free-cash-flows.”
Conference Identify
Cazoo will host a conference title instantly, February 10, 2022, at 9 a.m. ET. Consumers and analysts fascinated by collaborating inside the title are invited to dial 1-877-704-6255, or for worldwide callers, 1-215-268-9947. A webcast of the choice may even be on the market on the investor relations net web page of the Agency’s website online at https://consumers.cazoo.co.uk.
Transaction Particulars
The Notes will seemingly be senior, unsecured obligations of Cazoo Group Ltd (the “Agency”), bearing curiosity at a price of two.00% per 12 months, payable quarterly in arrears on February 16, May 16, August 16, and November 16 of each 12 months, commencing on May 16, 2022. The Notes will mature on February 16, 2027, till earlier reworked, redeemed or repurchased in accordance with their phrases.
The Notes is also reworked at an preliminary conversion worth of $5.00. Upon conversion, the Notes will seemingly be settled in Shares (subject to certain exceptions to be set forth inside the Indenture governing the Notes). In addition to, the Agency might drive the conversion of the Notes following the third anniversary of the time restrict if the shopping for and promoting worth of the Shares exceeds 150% of the conversion worth for on the very least 20 shopping for and promoting days in any consecutive 30 shopping for and promoting day interval (the “Shopping for and promoting Scenario”).
Holders of the Notes might have the exact to require the Agency to repurchase all or a couple of of their Notes for cash at 100% of their principal amount, plus all accrued and unpaid curiosity to, and along with, the maturity date, upon the incidence of certain firm events, subject to certain conditions. The Notes just isn’t going to be assured or secured upon issuance nevertheless will receive the benefit of any ensures or security provided at any time for the benefit of certain totally different indebtedness of the Agency for borrowed money issued or incurred in the end, aside from indebtedness incurred to purchase, finance or refinance the acquisition of autos, automobile parts, supplies and inventory and certain totally different indebtedness.
If the Notes have not been reworked, repurchased or redeemed at or earlier to maturity of the Notes, Holders of the Notes may even be entitled to value of a premium at maturity of the Notes, equal to 50% of the principal amount of the Notes. The premium is payable in cash, Shares, or a mixture of cash and Shares on the opportunity of the Agency. The premium just isn’t going to be payable if the trailing 10 shopping for and promoting day amount weighted widespread worth of the Shares is above $6.75 for any shopping for and promoting day beginning on (and excluding) the tenth shopping for and promoting day following the second anniversary of the time restrict and ending on (and along with) the 20th shopping for and promoting day following the second anniversary of the time restrict. For the avoidance of doubt, this premium just isn’t going to be payable by the Agency (i) inside the event of a obligatory conversion on or earlier to maturity, (ii) inside the event of a voluntary conversion by the Holder on or earlier to maturity or (iii) in reference to a make-whole primary change or a suggestion to purchase Notes upon a primary change.
The Agency couldn’t redeem the Notes earlier to the third anniversary of the time restrict, till certain modifications in tax regulation or totally different related events occur. The Agency might redeem all or a portion of the Notes, at its risk, beginning three years after the time restrict, at a redemption worth equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid curiosity to, and excluding, the redemption date, provided that (1) the Shopping for and promoting Scenario (as outlined above) is met or (2) if the combination principal amount of the Notes wonderful and held by people aside from the Agency or its associates is decrease than 15% of the preliminary combination principal amount of the Notes.
The Notes will seemingly be issued at closing pursuant to an Indenture to be entered into between Cazoo Group Ltd and U.S. Monetary establishment Perception Agency, Nationwide Affiliation, as trustee. The Indenture will embrace customary covenants and events of default. Closing is predicted to occur on February 16, 2022 and can seemingly be subject to customary closing conditions for decisions of this nature.
Goldman Sachs Worldwide served as distinctive placement agent to Cazoo in reference to the transaction. Freshfields Bruckhaus Deringer US LLP is performing as licensed counsel to Cazoo in reference to the transaction.
About Cazoo – www.cazoo.co.uk
Our mission is to rework the automotive purchasing for and selling experience all through the UK & Europe by providing greater alternative, price, transparency, consolation and peace of ideas. Our objective is to make purchasing for or selling a automotive no completely totally different to ordering another product on-line, the place buyers can merely and seamlessly buy, promote, finance or subscribe to a automotive solely on-line for provide or assortment in as little as 72 hours. Cazoo was primarily based in 2018 by serial entrepreneur Alex Chesterman OBE, is backed by a lot of the primary know-how consumers globally and is publicly traded (NYSE: CZOO).
About Viking Worldwide Consumers
Primarily based in 1999, Viking is a worldwide funding administration company that manages over $40 billion of capital for its consumers. It has locations of labor in Greenwich, New York, Hong Kong, London, and San Francisco and is registered as an funding adviser with the U.S. Securities and Change Price. For additional data, please go to www.vikingglobal.com
Forward-Making an attempt Assertion
This press launch includes “forward-looking statements” all through the which means of the “protected harbour” provisions of the Private Securities Litigation Reform Act of 1995. The expectations, estimates, and projections of the enterprise of Cazoo might differ from its exact outcomes and, consequently, you should not depend upon forward-looking statements as predictions of future events. These forward-looking statements often are acknowledged by the phrases “think about,” “enterprise,” “rely on,” “anticipate,” “estimate,” “intend,” “approach,” “future,” “different,” “plan,” “might,” “should,” “will,” “would,” “will seemingly be,” “will proceed,” “will seemingly consequence,” and associated expressions. Forward-looking statements are predictions, projections and totally different statements about future events which is perhaps primarily based totally on current expectations and assumptions and, due to this, are subject to risks and uncertainties. Many parts would possibly set off exact future events to range materially from the forward-looking statements on this press launch, along with nevertheless not restricted to: (1) realizing the benefits anticipated from the enterprise combination with Ajax I (the “Enterprise Combination”); (2) attaining the anticipated revenue progress and efficiently managing progress; (3) executing Cazoo’s enlargement approach in Europe; (4) shopping for and integrating totally different firms; (5) attaining and sustaining profitability in the end; (6) getting access to acceptable and enough automobile inventory for resale to prospects and for Cazoo’s subscription offering and reconditioning and selling inventory expeditiously and successfully; (7) rising Cazoo’s subscription offering; (8) rising Cazoo’s service decisions and worth optimization; (9) efficiently promoting Cazoo’s mannequin and rising mannequin consciousness; (10) rising Cazoo’s product decisions and introducing additional companies; (11) enhancing future working and financial outcomes; (12) shopping for and defending psychological property; (13) attracting, teaching and retaining key personnel; (14) complying with authorized pointers and guidelines related to Cazoo’s enterprise; (15) effectively deploying the proceeds from the Enterprise Combination; and (16) totally different risks and uncertainties set forth inside the sections entitled “Risk Parts” and “Cautionary Phrase Regarding Forward-Making an attempt Statements” inside the registration assertion on Variety F-1 and the prospectus included therein filed by Cazoo Group Ltd (f/okay/a Capri Listco). The foregoing document of issues should not be exhaustive. It’s best to fastidiously bear in mind the foregoing parts and the disclosure included in several paperwork filed by Cazoo every now and then with the SEC. These filings decide and deal with totally different important risks and uncertainties that might set off exact events and outcomes to range materially from these contained inside the forward-looking statements. Forward-looking statements talk solely as of the date they’re made. Readers are cautioned to not put undue reliance on forward-looking statements, and Cazoo assumes no obligation and does not intend to interchange or revise these forward-looking statements, whether or not or not on account of latest data, future events, or in another case. Cazoo presents no assurance that it will receive its expectations.
