KAR Auction Services, Inc. announced that it commenced a cash tender offer (the Tender Offer) to purchase its 5.125% Senior Notes due 2025 (the Notes) in a principal amount of up to $600,000,000, exclusive of any applicable premiums paid in connection with the Tender Offer and accrued and unpaid interest. The terms and conditions of the Tender Offer are set forth in an Offer to Purchase, dated August 2, 2022 (the Offer to Purchase), which is being sent to all registered holders (collectively, the Holders) of Notes. Holders of Notes must validly tender and not validly withdraw their Notes on or before 5:00 p.m., New York City time, on August 15, 2022, unless extended (such date and time, as the same may be extended, the Early Tender Date) in order to be eligible to receive the Total Consideration.

Holders of Notes who validly tender their Notes after the Early Tender Date and on or before the Expiration Date (as defined below) will be eligible to receive only the applicable Base Consideration, which is equal to the Total Consideration minus the Early Tender Premium, as set forth in the table above. In addition to the applicable consideration, Holders whose Notes are accepted for purchase in the Tender Offer will receive accrued and unpaid interest to, but excluding, the date on which the Tender Offer is settled. The settlement date for Notes validly tendered and accepted for purchase before the Early Tender Date (if the Company elects to do so) is currently expected to be on or about August 17, 2022 and the final settlement date, if any, is expected to be August 31, 2022.

The Tender Offer will expire at 11:59 p.m., New York City time, on August 29, 2022, unless extended (such date and time, as the same may be extended, the Expiration Date). As set forth in the Offer to Purchase, validly tendered Notes may be validly withdrawn at any time on or before 5:00 p.m., New York City time, on August 15, 2022, unless extended (the Withdrawal Deadline).