EFTA00812041.pdf

Generated by PitchBook for Richard Kahn, HBRK Last Updated: 31-Dec-2018 Associates Vroom I Private Company Profile General Information pblD: 120442.24 Description Operator of an online used-car marketplace intended to provide dealership of reconditioned vehicles. The company's marketplace features a wide range of carefully inspected cars, leading price positioning and an end-to-end online transaction, enabling customers to buy used cars at an affordable price. Most Recent Financing Status (as of 11-Dec-2018) The company raised $146 million of Series G venture funding in a deal led by AutoNation on December 11, 2018, putting the company's pre-money valuation at $650 million. L Catterton, Fraser McCombs Capital, General Catalyst, and T. Rowe Price and other undisclosed investors also participated in the round. The funds will be used to enhance key technologies and processes, expand customer acquisition efforts and continue to build the management team. Entity Types Private Company Year Founded 2013 Acquirer Universe Venture Capital Website www.vroom.com Primary Industry Other Software Also Known As vroom.com Other Industries Other Services (B2C Non-Financial) Formerly Known AutoAmerica, 8CM Partners Ill, Verticals E-Commerce, Industrials As CarAmerica Employees 550 Legal Name Vroom, Inc. Business Status Generating Revenue Ownership Privately Held (backing) Status Financing Status Venture Capital-Backed Contact Information Primary Contact Primary Office Robert Mylod Jr. 1375 Broadway Chairman 11th Floor New York, NY 10018 Phone: +1 (248) 712 1086 United States Phone: +1(855) 524-1300 Alternate Offices Houston Houston, TX United States I of 28 3/11/19,12:23 PM EFTA00812041  Top S Similar Companies # Name Competitor Financing Status HQ Growth Size Last Financing Last Financing Location Rate Multiple Date/Type Amount 1 Gogoout Accelerator/Incubator Taipei. 0.00% 0.03x 2017/Accelerator/Inc 50.03M Backed Taiwan 2 Ctrl (Car Venture Capital- Saint 2012/Early Stage VC Leasing) Backed Petersburg. Russia 3 Carlili Accelerator/Incubator Paris, 0.04% 1.87x 2016/Angel $0.34M Backed France 4 Udrive Angel-Backed Dubai. 0.45% 2.64x United Arab Emirates S One Pending Transaction London, Angel 50.36M Woman (Angel) United Owner Kingdom Comparisons Vroom O Gogoout Ctrl (Car Carlili Leasing) Description Operator of an online Provider of a car rental Developer and provider Provider of a car rental used-car marketplace platform created to offer of auto leasing services platform intended to intended to provide cars on rental online. designed to simplify and help users to book rental dealership of speed up the process of vehicles online. reconditioned vehicles. buying a car on lease. Primary Industry Other Software Other Services (82C Other Software Other Software Non-Financial) HQ Location New York, NY Taipei. Taiwan Saint Petersburg. Russia Paris, France Employees 55012016 3 I 2017 6 12016 Total Raised 5463.73M 50.03M 50.34M Post Valuation 5796.00M I 11-Dec-2018 - Last Financing 5146.0014 2018/Later 50.03M I Undisclosed amount I 50.34M 12016/Angel Details Stage VC (Series 6) 2017/Accelerator 2012/Early Stage VC (individual) /Incubator Current Executives (10) Name Title Board Office Phone Email Seats Paul Hennessy Chief Executive 1 New York, NY +1 (855) Officer, President & 524.1300 Board Member Kurt Beckeman Co-Chief Financial New York, NY +1 (855) Officer & Treasurer 524.1300 2 of 28 3/11/19. 12:23 PN1 EFTA00812042  Dave Jones Co•Chief Financial New York, NY +1 (855) Officer 524.1300 Mitch Berg Chief Technology New York, NY +1 (855) Officer 524.1300 Peter Scherr Chief Marketing New York, NY +1 (855) Officer 524.1300 Scott Chesrown Chief Revenue New York, NY +1 (855) Ph.D Officer 524.1300 John Caine Chief Conversion New York, NY +1 (855) Officer 524.1300 Dennis Looney Chief Supply Chain New York, NY +1 (855) Officer 524.1300 Sarah Feingold General Counsel & New York, NY +1 (855) JD Secretary 524.1300 Denise Stott Senior Vice New York, NY +1 (855) President, People 524.1300 and Culture Current Board Members (9) Name Title Representing Role Since Phone Email Adam Valkin Managing General Catalyst Board Jul 2015 +1 (617) Director Member 234.7000 Elie Co•Founder, Pico Partners Board Dec +972 [email protected] Wurtman Managing Member 2015 (0)2 560 Partner & 9402 General Partner Ethan Board Member Board Nov +1(508) Benovitz Member 2014 541.8800 Michael Board Member Vroom Board +1 (855) Farello Member 524.1300 Paul Chief Executive Vroom Chief Jun +1(855) Hennessy Officer, President Executive 2016 524.1300 & Board Member Officer, President & Board Member Richard Board Member Vroom Board +1(855) Williams Member 524.1300 Robert Founder & Annox Capital Chairman Jun +1(248) Mylod Jr. Managing 2016 712.1086 Partner Scott Global Co•Chief L Catterton Board Jul 2015 +1(203) Dahnke Executive Officer Member 629.4901 3 of 28 3/II/I9. 12:23 PM EFTA00812043  Stephen Angel Self Board Nov +1(855) Berrard (individual) Member 2014 524.1300 Deal History (7) # Deal Type Date Amount Raised to Pre-Val Post-Val Status Stage Date 7. Later Stage VC 11- $146.00M 4463.73M 5650.00M 5796.00M Completed Generating (Series 6) Dec-2018 Revenue 6. Later Stage VC 08- $99.52M 4317.73M 5510.00M $609.5214 Completed Generating (Series F) Dec-2017 Revenue S. Later Stage VC 20- $50.00M 4218.21M 5390.92M $440.9214 Completed Generating (Series El Sep-2016 Revenue 4. Later Stage VC 16- $95.00M 4168.21M 5222.24M $317.2414 Completed Generating (Series 0) Dec-2015 Revenue 3. Later Stage VC 20-Jul-2015 $54.21M 473.21M 5163.80M $218.0114 Completed Startup (Series C) 2. Early Stage VC 17- $11.75M 419.00M 556.50M $68.2514 Completed Startup (Series B) Nov-2014 1. Early Stage VC 25-Jun-2013 $7.25M $7.25M 529.42M $36.6714 Completed Startup (Series A) t Indicates an Add-On E Estimated CAP TABLE HISTORY (as of 11-Dec-2018) Stock # Of Shares Par Original Liquidation Liquidation Conversion % Authorized Value Issue Price Pref. Multiple Price Owned Series 9,748,777 $0.001000 517.95 517.95 lx $17.95 18.34% Series 6,352,790 $0.001000 517.06 517.06 lx $17.06 14.33% F Series 3,081,896 $0.001000 516.22 516.22 lx $16.22 6.95% E Series 7,215,568 $0.001000 513.17 513.17 lx $13.17 16.27% D Series 4,567,121 $0.001000 511.87 511.87 lx $11.87 10.30% C Series 2,358,242 $0.001000 $4.97 $4.97 lx 54.97 5.32% B Series 1,991,998 $0.001000 $3.22 $3.22 lx 53.22 4.49% A Series Terms for: A, B, C, D, E, F, G (as of 11-Dec-2018) Liquidation Preferences Senior Cumulative/Non-cumulative Non-Cumulative Participating vs. Non- Non•participating Anti-dilution Provisions Weighted participating Average Dividend Rights Yes Board Voting Rights Yes General Voting Rights Yes 4 of 28 3/11/19. l2:23 PM EFTA00812044  Deal #7: Later Stage VC (Series G), $146M, Completed; 11-Dec-2018 VC Round 7 Round Financing Venture Capital- Total 5146.OOM Deal Types Later Stage VC, Status Backed Invested Series G Financing Venture Capital Capital Deal Amount $146.00M Source Pre-money 5650.OOM Raised to Date Valuation Deal Status Completed 5463.73M $146.00M Post 5796.OOM Deal Date 11-Dec-2018 Total Invested Valuation Equity Announced 17-Aug-2018 CEO/Lead Paul Date Investor 76.00% Mgt Hennessy Ownership % Acquired 18.34% Site New York, NY Stock Split 1:1 Business Generating Status Revenue Deal Synopsis The company raised $146 million of Series G venture funding in a deal led by AutoNation on December 11, 2018, putting the company's pre-money valuation at $650 million. L Catterton, Fraser McCombs Capital, General Catalyst, and T. Rowe Price and other undisclosed investors also participated in the round. The funds will be used to enhance key technologies and processes, expand customer acquisition efforts and continue to build the management team. * Not necessarily a summation of individual debt figures Does not include grant funding E Estimated Stock Info + Cap Table History Type of Stock Preferred # of Shares Acquired 8,133,265 Series of Stock G % Owned by Buyer Before 0.00% Shares Sought 9,748,777 % Owned by Buyer After 7.00% Price Per Share $17.95 Conversion Ratio 1 E Shares Sought and Price Per Share calculated using the Weighted Average Method SERIES G TERMS Liquidation Preferences Senior Cumulative/Non-cumulative Non-Cumulative Participating vs. Non- Non-participating Anti-dilution Provisions Weighted participating Average Dividend Rights Yes Redemption Rights Yes Board Voting Rights Yes General Voting Rights Yes CAP TABLE HISTORY Stock # Of Shares Par Original Liquidation Liquidation Conversion % Authorized Value issue Price Pref. Multiple Price Owned Series 9,748,777 $0.001000 517.95 $17.95 lx $17.95 18.34% G Series 6,352,790 $0.001000 517.06 $17.06 lx $17.06 14.33% F Series 3,081,896 $0.001000 516.22 $16.22 lx $16.22 6.95% E Series 7,215,568 $0.001000 513.17 $13.17 lx $13.17 16.27% Series 4,567,121 $0.001000 511.87 $11.87 lx $11.87 10.30% C 5 of 28 3/11/19, 12:23 PM EFTA00812045  Series 2,358,242 $0.001000 $4.97 $4.97 lx 54.97 5.32% B Series 1,991,998 $0.001000 $3.22 $3.22 lx 53.22 4.49% A Investors (5) Investor Name Status Lead/Sole Comments 1. AutoNation New Investor Yes Lead Partner: Michael Jackson Form of Payment: Cash 2. Fraser McCombs Capital Follow•On No Form of Payment: Cash Investor Fund 1: Fraser McCombs Ventures II 3. General Catalyst Follow•On No Lead Partner: Adam Valkin Investor Form of Payment: Cash Fund 1: General Catalyst Group VIII 4. L Catterton Follow•On No Lead Partner: Scott Dahnke Investor Form of Payment: Cash Fund 1: L Catterton Growth Partners III 5. T. Rowe Price Follow•On No Form of Payment: Cash Investor Fund 1: T.Rowe Price New Horizons Fund E Estimated Advisors (1) # Advisor Name Service Type Hired By Comments 1. E*Law Group Legal Advisor Vroom Lead Partner: Jeremy Makarechian JD Tranches (2) Tranche Date Amount Financing Type Comments 1. 31•Aug•2018 530.OOM Series G Stock Type: Preferred Tranche Size Actual Status: 6 of 28 3/11/19,12:23 PM EFTA00812046  2. 31.Oct-2018 $61.90M Series G Stock Type: Preferred Tranche Size Actual Status: Stock Price Data Deal Closed: 11-Dec-2018 AutoNation (AN) T. Rowe Price (TROW) VWAP 30 days prior: 437.13 VWAP 30 days prior: 595.85 Price 5 days prior: 435.24 Price 5 days prior: 594.86 Price 1day prior: 433.78 Price 1day prior: 592.45 Price on Close Date: $33.84 Price on Close Date: $92.03 Price 1day after: 434.04 Price 1day after: 594.02 Price 5 days after: 433.37 Nice 5 days after: 591.97 Price 30 days after: 436.57 Price 30 days after: 592.29 Deal #6: Later Stage VC (Series F), $99.52M, Completed; 08-Dec-2017 VC Round 6 Round Financing Venture Capital- Total 599.52M Deal Types Later Stage VC. Status Backed invested Series F Financing Venture Capital Capital Deal Amount $99.52M Source Pre-money 5510.OOM Raised to Date Valuation Deal Status Completed 5317.73M Post 5609.52M Deal Date 08-Dec-2017 Total Invested $99.52M Valuation Equity Announced 30-Jun•2017 CEO/Lead Paul Date Investor 70.99% Mgt Hennessy Ownership % Acquired 16.33% Site New York, NY Stock Split 1:1 Business Generating Status Revenue Deal Synopsis The company raised 599.52 million of Series F venture funding in a deal led by Pico Partners and T. Rowe Price on December 8, 2017, putting the company's pre-money valuation at 5510 million. L Catterton, Eastward Capital Partners, Fraser McCombs Capital, Annox Capital, General Catalyst and other undisclosed investors also participated in the round. t Not necessarily a summation of individual debt figures •• Does not include grant funding E Estimated Stock Info + Cap Table History Type of Stock Combination, Preferred # of Shares Acquired 5,834,516 Series of Stock F Conversion Ratio 1 Shares Sought 6,597,150 Price Per Share $17.06 E Shares Sought and Price Per Share calculated using the Weighted Average Method SERIES F TERMS 7 of 28 3/11/19. 12:23 PM EFTA00812047  Liquidation Preferences Senior Cumulative/Non-cumulative Non•Cumulative Participating vs. Non- Non•participating Anti-dilution Provisions Weighted participating Average Dividend Rights Yes Redemption Rights Yes Board Voting Rights Yes General Voting Rights Yes CAP TABLE HISTORY Stock # Of Shares Par Original Liquidation Liquidation Conversion % Authorized Value Issue Price Pref. Multiple Price Owned Series 6,597,150 $0.001000 517.06 $17.06 lx $17.06 16.33% F Series 3,081,896 $0.001000 516.22 $16.22 lx $16.22 8.62% E Series 7,215,568 $0.001000 513.17 $13.17 lx $13.17 20.19% D Series 4,567,121 $0.001000 511.87 $11.87 lx $11.87 12.78% C Series 2,416,816 $0.001000 $4.97 $4.97 lx 54.97 6.76% B Series 2,249,998 $0.001000 $3.22 $3.22 lx $3.22 6.30% A Investors (7) Investor Name Status Lead/Sole Comments 1. Annox Capital New Investor No Form of Payment: Cash 2. Eastward Capital Partners New Investor No Form of Payment: Cash 3. Fraser McCombs Capital New Investor No Form of Payment: Cash Fund 1: Fraser McCombs Ventures II 4. General Catalyst Follow•On No Lead Partner: Adam Valkin Investor Form of Payment: Cash Fund 1: General Catalyst Group VIII 5. L Catterton Follow•On No Lead Partner: Scott Dahnke Investor Form of Payment: Cash Fund 1: L Catterton Growth Partners Ill 6. Pico Partners Follow•On Yes Lead Partner: Elie Wurtman Investor Form of Payment: Cash Fund 1: PICO Venture Partners 8 of 28 3/11/19, 12:23 PM EFTA00812048  7. T. Rowe Price Follow•On Yes Lead Partner: Henry Ellenbogen Investor Form of Payment: Cash Fund 1: T.Rowe Price New Horizons Fund E Estimated Advisors (1) # Advisor Name Service Type Hired By Comments 1. E*Law Group Legal Advisor Vroom Lead Partner: Jeremy Makarechian JD Tranches (3) Tranc he Date Amount Financing Type Comments 1. 14•Jul•2017 576.36M Later Stage VC Stock Type: Preferred Tranche Size Actual Status: Stock Series F Type: 2. 24•Aug•2017 55.84M Later Stage VC Stock Type: Preferred Tranche Size Actual Status: Stock Series F Type: 3. 08•Dec•2017 517.33M Later Stage VC Stock Type: Preferred Tranche Size Actual Status: Stock Series F Type: Stock Price Data Deal Closed: 08-Dec-2017 T. Rowe Price (TROW) VWAP 30 days prior: 499.05 Price 5 days prior: 4102.79 Price 1day prior: 4102.74 9 of 28 3/11/19, 12:23 Pivt EFTA00812049  Price on Close Date: $102.75 Price 1day after: $102.75 Price 5 days after: $101.90 Price 30 days after: $107.23 Deal #5: Later Stage VC (Series E), $5OM, Completed; 20-Sep-2016 VC Round 5 Round Financing Venture Capital- Total 550.OOM Deal Types Later Stage VC. Status Backed Invested Series E Financing Venture Capital Capital Deal Amount $50.00M Source Pre-money 5390.92M Raised to Date Valuation Deal Status Completed 5218.21M Post 5440.92M Deal Date 20-Sep-2016 Total Invested 550.OOM Valuation Equity Announced 28•Jun•2016 CEO/Lead Paul Date Investor 71.87% Mgt Hennessy Ownership % Acquired 11.34% Site New York, NY Stock Split 1:1 Business Generating Status Revenue Deal Synopsis The company raised $50 million of Series E venture funding from lead investor T. Rowe Price on September 20, 2016, putting the pre money valuation at $390.92 million. Altimeter Capital, Foxhaven Asset Management, Alpha Venture Partners, L Catterton, Pico Partners, General Catalyst Partners and Allen & Company also participated. The company will use the funding to expand its operations in the United States and increase inventory. With the round, the company has now raised a total of $218 million in funding to date. Not necessarily a summation of individual debt figures 4A Does not include grant funding E Estimated Stock Info + Cap Table History Type of Stock Preferred # of Shares Acquired 3,081,896 Series of Stock E Conversion Ratio 1 Shares Sought 3,081,896 Price Per Share $16.22 E Shares Sought and Price Per Share cakulated using the Weighted Average Method SERIES E TERMS Liquidation Preferences Senior Cumulative/Non-cumulative Non•Cumulative Participating vs. Non- Non-participating Anti-dilution Provisions Weighted participating Average Dividend Rights Yes Redemption Rights Yes Board Voting Rights Yes General Voting Rights Yes CAP TABLE HISTORY Stock # Of Shares Par Original Liquidation Liquidation Conversion % Authorized Value Issue Price Pref. Multiple Price Owned Series 3,081,896 $0.001000 $16.22 $16.22 lx $16.22 11.34% E Series 7,215,568 $0.001000 $13.17 $13.17 lx $13.17 26.55% 10 of 28 3/11/19. 12:23 PM EFTA00812050  Series 4,567,121 $0.001000 $11.87 $11.87 lx $11.87 16.80% C Series 2,416,816 $0.001000 $4.97 $4.97 lx $4.97 8.89% Series 2,249,998 $0.001000 $3.22 $3.22 lx $3.22 8.28% A Investors (7) Investor Name Status Lead/Sole Comments 1. Allen & Company Follow-On No Form of Payment: Cash Investor 2. Alpha Venture Partners New Investor No Form of Payment: Cash 3. Altimeter Capital New Investor No Lead Partner: Bradley Gerstner JD Form of Payment: Cash Fund 1: Altimeter Private Partners Fund I 4. Foxhaven Asset Management New Investor No Form of Payment: Cash 5. General Catalyst Follow-On No Lead Partner: Adam Valkin Investor Form of Payment: Cash Fund 1: General Catalyst Group VIII 6. L Catterton Follow-On No Lead Partner: Scott Dahnke Investor Form of Payment: Cash Fund 1: L Catterton Growth Partners III 7. T. Rowe Price Follow-On Yes Lead Partner: Henry Ellenbogen Investor Form of Payment: Cash Fund 1: T.Rowe Price New Horizons Fund E Estimated Advisors (1) # Advisor Name Service Type Hired By Comments 1. Finn Dixon & Heding Legal Advisor Stock Price Data 1I of 28 3/11/19,12:23 PM EFTA00812051  Deal Closed: 20-Sep-2016 T. Rowe Price (TROW) VWAP 30 days prior: $68.36 Price 5 days prior: $67.80 Price 1day prior: $66.64 Price on Close Date: $66.63 Price 1day after: 466.83 Price 5 days after: 465.92 Price 30 days after: 465.88 Financials Financials - Fiscal Year 2016 All Financials in Thousands, USD Deal Multiples Income Statement Ratios Valuation / 0.40 Total Revenue 1,100,000 Revenue % Growth 22.22% Revenue Deal Size / Revenue 0.05 Data Origination Original Yes Calculated Yes Deal #4: Later Stage VC (Series D), $95M, Completed; 16-Dec-2015 VC Round 4 Round Financing Venture Capital. Total 595.00M Deal Later Stage VC, Series D, Status Backed Invested Types Acquisition Financing Financing Venture Capital Capital Deal $95.00M Source Pre-money 5222.24M Amount Raised to Date Valuation 5168.21M — Deal Completed Post 5317.24M Total Invested 595.00M Status Valuation Equity Deal Date 16-Dec-2015 CEO/Lead Mgt Allon Bloch Investor 68.27% 29.95% Ownership Site New York, NY Acquired Stock Split 1:1