Vroom Announces UACC Auto Loan Securitization Pricing

NEW YORK–(BUSINESS WIRE)–Vroom (NASDAQ:VRM), an innovative e-commerce platform that provides a better way to buy and sell used vehicles, today announced that United Auto Credit Corporation (UACC), a the Company’s indirect wholly-owned subsidiary, priced a car loan securitization in the aggregate principal amount of $255.080 million of auto asset-backed notes (the “Notes”) on July 14, 2022.

The Q3 2022 securitization is a Rule 144A private offering in which UACC tendered approximately $242.325 million worth of notes. The transaction represents the 14e global and second securitization since its acquisition by Vroom on February 1, 2022. The transaction includes five categories of sequentially paid securities with expected ratings of AAA/AAA to BB/BB by S&P Global Ratings and DBRS Morningstar, respectively.

UACC plans to sell approximately $285,000 million of principal auto loan balances to a special purpose trust and receive proceeds from the issuance and sale of the rated notes. UACC will retain a 5% vertical risk retention right on each class of notes to satisfy US credit risk retention regulations.

“The completion of UACC’s second securitization under Vroom’s ownership demonstrates UACC’s ability to leverage its substantial capital markets experience to opportunistically deploy securitization transactions and maintain capital flexibility.” said Tom Shortt, chief executive of Vroom. “As we grow the UACC business into a full captive finance operation, we look forward to providing improved unit economics for Vroom and a seamless experience for our customers.

Settlement of the transaction for the Notes is expected to occur on or about July 20, 2022. JP Morgan Securities, LLC, Capital One Securities, Inc and Wells Fargo Securities, LLC acted as co-managers of the transaction. UACC is represented in this transaction by Katten Muchin Rosenman LLP as issuer counsel.

The Notes and certificates will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities law, and may not be offered or sold in the United States without registration or applicable exemption, or transaction not subject to the registration requirements of the Securities Act and applicable state laws on securities. The Notes and certificates have been offered and are being sold only to qualified institutional purchasers and accredited investors pursuant to Rule 144A of the Securities Act.

This press release is not an offer to sell, or a solicitation of an offer to buy, securities, and there will be no sale of such securities in any state or jurisdiction in which the offer, the solicitation or sale would be unlawful prior to registration. or qualification under the securities laws of such state or jurisdiction.

About Vroom, Inc.:

Vroom is an innovative end-to-end e-commerce platform designed to provide a better way to buy and a better way to sell used vehicles. The company’s scalable, data-driven technology brings all phases of the vehicle buying and selling process to consumers wherever they are and offers a wide selection of vehicles, transparent pricing, competitive financing and a pick-up and home delivery. Vroom has offices in New York and Houston and also operates the Texas Direct Auto brand. For more information, visit vroom.com.

About United Auto Credit Corporation:

UACC is a leading national technology automotive lender serving the independent and franchise dealership market. UACC has made significant investments in the development of proprietary technology that has allowed it to adapt to an ever-changing market, scale efficiently and generate operational leverage. UACC is based in Newport Beach, Calif., Ft. Worth, TX and Buffalo, NY. For more information, visit unitedautocredit.net.

Forward-looking statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements in this press release that do not relate to historical facts should be considered forward-looking statements, including, without limitation, statements regarding our expectations regarding future operating results and the impact of the acquisition of UACC. These statements are based on management’s current assumptions and are not promises or guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements are materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. For factors that could cause actual results to differ materially from the forward-looking statements contained in this press release, please see the risks and uncertainties identified under “Risk Factors” in our Form 10-K for the year ended December 31, 2021 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, which are available on our Investor Relations website at ir.vroom.com and on the United States Securities and Exchange Commission at sec.gov. All forward-looking statements reflect our beliefs and assumptions only as of the date of this press release. We undertake no obligation to update forward-looking statements to reflect future events or circumstances.

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