CarGurus, Inc.

htm EX-99.1 EX-99.1 Exhibit 99.1 CarGurus Announces Second Quarter 2025 Results & Shares Plans to Wind Down CarOffer Transactions Business Sustained strong momentum in the Marketplace business, with revenue up 14% YoY Q2'25 Net Income of $22.3 million; Non-GAAP Adjusted EBITDA of $77.3 million, up 39% YoY Board approves additional $150 million share repurchase, increasing 2025 authorization to $350 million and extending it through July 2026 BOSTON, August 7, 2025 - CarGurus, Inc.

SEC original ↗CarGurus, Inc. — Earnings release (8-K exhibit)EX-99Aug 7, 2025

Debt As of June 30, 2026 and December 31, 2025 , the Company had no long-term debt outstanding.

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

Revolving Credit Facility On September 26, 2022, the Company entered into a Credit Agreement with PNC Bank, National Association, as administrative agent and collateral agent and an L/C Issuer (as defined in the Credit Agreement), and the other lenders, L/C Issuers, and parties thereto from time to time (the Credit Agreement ).

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

The Credit Agreement consists of a revolving credit facility (the 2022 Revolver ), which allows the Company to borrow up to $ 400.0 million, $ 50.0 million of which may be comprised of a letter of credit sub-facility (the 2022 Revolver Sub-facility ).

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

The borrowing capacity under the Credit Agreement may be increased in accordance with the terms and subject to the adjustments as set forth in the Credit Agreement.

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

Specifically, the borrowing capacity may be increased by an amount up to the greater of $ 250.0 million or 100 % of Four Quarter Consolidated EBITDA (as defined in the Credit Agreement) if certain criteria are met and subject to certain restrictions.

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

Within transaction-enablement, we are sharpening our focus on technology and analytics that enable smarter sourcing decisions rather than facilitating the transactions themselves.

SEC original ↗CarGurus, Inc. — Earnings release (8-K exhibit)EX-99Aug 7, 2025

The assumptions that are built into guidance for the third quarter 2025 regarding our pace of paid dealer acquisition, churn, and expansion activity for the relevant period are based on recent market trends and industry conditions.

SEC original ↗CarGurus, Inc. — Earnings release (8-K exhibit)EX-99Aug 7, 2025

Wind Down of CarOffer Transactions Business On August 6, 2025, the Board of Directors of CarGurus determined, after considering all reasonably available options and a broader strategic reassessment, that it is in the best interests of its stockholders to wind down CarOffer, LLC.

SEC original ↗CarGurus, Inc. — Earnings release (8-K exhibit)EX-99Aug 7, 2025

Following the broader strategic reassessment, CarGurus concluded that the CarOffer Transactions Business has proven less effective in today’s more volatile and unpredictable pricing environment, where dealers require more flexibility and broader automation to streamline fulfillment than the model could provide.

SEC original ↗CarGurus, Inc. — Earnings release (8-K exhibit)EX-99Aug 7, 2025

Following the wind-down, CarGurus will continue to deliver AI-powered inventory intelligence through its insights platform and enable consumer vehicle sourcing at scale through Sell My Car - Top Dealer Offers and will focus on technology and analytics that will enable smarter sourcing and pricing decisions rather than facilitating the transactions themselves.

SEC original ↗CarGurus, Inc. — Earnings release (8-K exhibit)EX-99Aug 7, 2025

In light of these risks, uncertainties, and assumptions, we cannot guarantee that future results, levels of activity, performance, achievements, or events and circumstances reflected in the forward-looking statements will occur.

SEC original ↗CarGurus, Inc. — Earnings release (8-K exhibit)EX-99Aug 7, 2025

Legal Proceedings 46 Item 1A.

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

Exhibits 49 Signatures 50 Table of Contents SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS This Quarterly Report on Form 10-Q, or Quarterly Report, contains forward looking statements within the meaning of the federal securities laws, which statements involve substantial risks and uncertainties.

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

The outcome of the events described in these forward looking statements is subject to risks, uncertainties, and other factors that are described in this Quarterly Report.

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

Should one or more of these risks or other uncertainties materialize, or if underlying assumptions prove incorrect, actual outcomes may vary materially from those described or implied in the forward-looking statements.

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026

New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward looking statements contained in this Quarterly Report.

SEC original ↗CarGurus, Inc. — 10-Q Quarterly report10-QAug 6, 2026