13G Filing: Park West Asset Management and Carvana Co (CVNA)

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Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Park West Asset Management 831,032 0 831,032 0 831,032 5.5%
Peter S. Park 831,032 0 831,032 0 831,032 5.5%

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Page 1 of 9 – SEC Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934

(Amendment No.   )*

 

 

CARVANA
CO.

(Name of Issuer)

CLASS
A Common Stock, par value $0.001 per share

(Title of Class of Securities)

146869102

(CUSIP Number)


June 7, 2017

(Date of Event Which Requires Filing of this
Statement)

Check the appropriate box to designate the
rule pursuant to which this Schedule 13G is filed:

[   ] Rule 13d-1(b)

[X] Rule 13d-1(c)

[   ] Rule 13d-1(d)

* The remainder of this cover page shall be
filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of
this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).

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Page 2 of 9 – SEC Filing

CUSIP No.  146869102
(1) Names of Reporting Persons
Park West Asset Management LLC
(2) Check the Appropriate Box if a Member of a Group (See Instructions)   (a) [    ]
  (b) [    ]
(3) SEC Use Only
(4) Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:
(5) Sole Voting Power: 831,032*
(6) Shared Voting Power: 0
(7) Sole Dispositive Power: 831,032*
(8) Shared Dispositive Power: 0
   
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
831,032*
(10) Check if the Aggregate Amount  in Row (9)
Excludes Certain Shares (See Instructions):
[    ]
(11) Percent of Class Represented by Amount in Row (9)
5.5%*
(12) Type of Reporting Person (See Instructions):
IA

* Beneficial
ownership percentage is based upon 15,033,891 shares
of Class A common stock, $0.001 par value per share (“Common Stock”), of Carvana Co., a Delaware company (the “Company”),
issued and outstanding as of May 31, 2017, based on information reported by the Company in its quarterly report on Form 10-Q,
filed with the Securities and Exchange Commission on June 6, 2017. Park West Asset Management LLC (“PWAM”) is the
investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company (“PWIMF”), and Park
West Partners International, Limited, a Cayman Islands exempted company (“PWPI” and, collectively with PWIMF, the
“PW Funds”), and Peter S. Park (“Mr. Park” and, collectively with PWAM, the “Reporting Persons”)
is the sole member and manager of PWAM. As of June 7, 2017, PWIMF held 736,631 shares of Common Stock and PWPI held 94,401 shares
of Common Stock of the Company. As a result of the foregoing, for purposes of Reg. Section 240.13d-3, the Reporting Persons may
be deemed to beneficially own the 831,032 shares of Common Stock held in the aggregate by the PW Funds, or approximately 5.5%
of the shares of Common Stock deemed issued and outstanding as of June 7, 2017.

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Page 3 of 9 – SEC Filing

CUSIP No.  146869102
(1) Names of Reporting Persons
Peter S. Park
(2) Check the Appropriate Box if a Member of a Group (See Instructions)   (a) [    ]
  (b) [    ]
(3) SEC Use Only
(4) Citizenship or Place of Organization
United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:
(5) Sole Voting Power: 831,032*
(6) Shared Voting Power: 0
(7) Sole Dispositive Power: 831,032*
(8) Shared Dispositive Power: 0
   
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
831,032*
(10) Check if the Aggregate Amount  in Row (9)
Excludes Certain Shares (See Instructions):
[    ]
(11) Percent of Class Represented by Amount in Row (9)
5.5%*
(12) Type of Reporting Person (See Instructions):
IN

* Beneficial
ownership percentage is based upon 15,033,891 shares of Class A common stock, $0.001 par value per share (“Common Stock”),
of Carvana Co., a Delaware company (the “Company”), issued and outstanding as of May 31, 2017, based on information
reported by the Company in its quarterly report on Form 10-Q, filed with the Securities and Exchange Commission on June 6, 2017.
Park West Asset Management LLC (“PWAM”) is the investment manager to Park West Investors Master Fund, Limited, a Cayman
Islands exempted company (“PWIMF”), and Park West Partners International, Limited, a Cayman Islands exempted company
(“PWPI” and, collectively with PWIMF, the “PW Funds”), and Peter S. Park (“Mr. Park” and,
collectively with PWAM, the “Reporting Persons”) is the sole member and manager of PWAM. As of June 7, 2017, PWIMF
held 736,631 shares of Common Stock and PWPI held 94,401 shares of Common Stock of the Company. As a result of the foregoing,
for purposes of Reg. Section 240.13d-3, the Reporting Persons may be deemed to beneficially own the 831,032 shares of Common Stock
held in the aggregate by the PW Funds, or approximately 5.5% of the shares of Common Stock deemed issued and outstanding as of
June 7, 2017
.

 

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Page 4 of 9 – SEC Filing


Item 1(a).  Name of
Issuer:
   Carvana Co. (the “Company”)
Item 1(b).  Address of Issuer’s Principal Executive Offices:

4020 E. Indian School Road

Phoenix, AZ 85018

Item 2(a).  Name of Person Filing:

This report on Schedule 13G (this “Schedule 13G”), is being jointly filed by (i) Park West Asset Management LLC (“PWAM”), a Delaware limited
liability company and the investment manager to (a) Park West Investors Master Fund, Limited (“PWIMF”), a Cayman Islands
exempted company that is the holder of 736,631 shares of Class A common stock, $0.001 par value per share (“Common Stock”)
of the Company reported on this Schedule 13G, and (b) Park West Partners International, Limited (“PWPI” and, collectively
with PWIMF, the “PW Funds”), a Cayman Islands exempted company that is the holder of 94,401 shares of Common Stock
reported on this Schedule 13G; and (ii) Peter S. Park, as the sole member and manager of PWAM (“Mr. Park” and, collectively
with PWAM, the “Reporting Persons”).

The 831,032 shares of Common Stock held in the aggregate by the PW Funds, which constitute approximately 5.5%
of the shares of Common Stock deemed issued and outstanding as of June 7, 2017, may be deemed to be beneficially owned (x) indirectly
by PWAM, as the investment adviser to PWIMF and PWPI, and (y) indirectly by Mr. Park, as the sole member and manager of PWAM.

Item 2(b).  Address of Principal Business Office or, if None, Residence:

The address for the Reporting
Persons is: 900 Larkspur Landing Circle, Suite 165, Larkspur, California 94939.

Item 2(c).  Citizenship:

PWAM is organized under
the laws of the State of Delaware. Mr. Park is a citizen of the United States.

Item 2(d).  Title of Class of Securities:
 Class A Common Stock, $0.001 par value per share.
Item 2(e).  CUSIP No.:
 146869102

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Page 5 of 9 – SEC Filing

Item
3.  If This Statement Is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check
whether the Person Filing is a:
Not Applicable.
Item 4.  Ownership:
(a)     Amount Beneficially Owned: 831,032*
(b)    Percent of Class: 5.5%*
(c)     Number of Shares as to which such person has:
(i)     Sole power to vote or to direct the vote: 831,032*
(ii)     Shared power to vote or to direct the vote:
(iii)     Sole power to dispose or to direct the disposition of: 831,032*
(iv)     Shared power to dispose or to direct the disposition of:

* This Schedule 13G is being jointly filed by (i) PWAM, a Delaware limited liability company and the investment manager
to (a) PWIMF, a Cayman Islands exempted company that is the holder of 736,631 shares of Common Stock of the Company, as reported
on this Schedule 13G, and (b) PWPI, a Cayman Islands exempted company that is the holder of 94,401 shares of Common Stock of the
Company, as reported on this Schedule 13G; and (ii) Mr. Park, as the sole member and manager of PWAM.

The 831,032 shares of Common Stock held in
the aggregate by the PW Funds, which constitutes approximately 5.5% of the shares of Common Stock deemed issued and outstanding
as of June 7, 2017, may be deemed to be beneficially owned (x) indirectly by PWAM, as the investment adviser to PWIMF and PWPI,
and (y) indirectly by Mr. Park, as the sole member and manager of PWAM. The foregoing beneficial ownership percentage is based
upon 15,033,891 shares of Common Stock of the Company issued and outstanding as of May 31, 2017, based on information reported
by the Company in its quarterly report on Form 10-Q, filed with the Securities and Exchange Commission on June 6, 2017.

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Page 6 of 9 – SEC Filing

Item 5.  Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:  [    ]
Item 6.  Ownership of More Than Five Percent on Behalf of Another Person:
Not Applicable.
Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
Not Applicable.
Item 8.  Identification and Classification of Members of the Group:
Not Applicable.
Item 9.  Notice of Dissolution of Group:
Not Applicable.
Item 10.  Certification:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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Page 7 of 9 – SEC Filing

SIGNATURE

          After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

June 16, 2017
PARK WEST ASSET MANAGEMENT LLC
By: /s/
Grace Jimenez
Name: Grace Jimenez
Title: Chief Financial Officer
/s/ Peter S. Park
Peter S. Park

 

Attention: Intentional misstatements or omissions
of fact constitute

Federal criminal violations (See 18 U.S.C.
1001)

 

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Page 8 of 9 – SEC Filing

Exhibit Index

Exhibit Page

A. Joint Filing Agreement, dated as of June 16, 2017, by and between Park West Asset Management LLC and Peter S. Park.

10

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Page 9 of 9 – SEC Filing

Exhibit A

 

 

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below
agree to the joint filing on behalf of them of a statement on Schedule 13G (including amendments thereto) with respect to the shares
of Class A common stock, $0.001 par value per share, of Carvana Co., a Delaware company, and further agree that this Joint Filing
Agreement be included as Exhibit A to such Schedule 13G. In evidence thereof, the undersigned hereby execute this agreement this
16th day of June, 2017.

PARK WEST ASSET MANAGEMENT LLC
By: /s/
Grace Jimenez
Name: Grace Jimenez
Title: Chief Financial Officer
/s/ Peter S. Park
Peter S. Park

 

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