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Cars.com Completes Spin-off From TEGNA

June 5, 2017

CHICAGO — Cars.com Inc. completed its previously announced spin-off from TEGNA Inc. and appointed seven members to the company’s first board of directors as a public company, the company announced on Thursday, June 1. Cars.com began trading on the New York Stock Exchange on the same day as “CARS."

TEGNA’s spin-off of Cars.com was consummated through a tax-free distribution of all issued and outstanding shares of Cars.com common stock to TEGNA shareholders. TEGNA shareholders received one share of Cars.com common stock for every three shares of TEGNA common stock held as of the record date, May 18, 2017, according to the company.

“This is an exciting moment in Cars.com’s history,” said CEO Alex Vetter. “This caliber of leadership and expertise of our board of directors, and their singular focus on Cars.com, will help us drive transformational growth throughout our company and help ensure our sustainability as a leading brand in the marketplace for online car buyers and sellers.”

The company has appointed a board of directors composed of a diverse and broad range of talent, expertise, and experience, led by Scott Forbes. Forbes is currently chairman of Rightmove, the leading UK online home advertiser, and Ascential, a global business-to-business media company that completed its IPO in February 2016. Forbes is joined by independent directors Jerri DeVard, Jill Greenthal, Tom Hale, Don McGovern Jr., and Greg Revelle, and Vetter, to complete a team of seasoned professionals in finance and asset management, online consumer and enterprise marketing, engineering and product design, and consumer user experience.

Cars.com’s CFO, Becky Sheehan, who previously led FTD Companies Inc. through a spin-off from their parent company in 2013, said, “Cars.com is on an incredible journey, primed for expansion and growth. This is a talented board of experts assembled from across the online consumer marketplace that will help guide Cars.com with greater financial, operational and strategic focus.”

“I would like to thank Gracia Martore, president and CEO of TEGNA, and the TEGNA board of directors, for their expert leadership and guidance to Cars.com,” said Vetter. “Working with Gracia and the board for the past three years has provided us with a benchmark for success that has helped us get here. Today, we enter the market as an independent business that will continue to be a leading branded player in the digital automotive marketplace.”

Prior to the separation, Cars.com made a one-time cash distribution of $650 million to TEGNA and entered into new credit facilities with borrowing capacity of $900 million. It intends to invest in organic growth initiatives and selective acquisitions to create shareholder value.

Vetter and the Cars.com leadership team, accompanied by several of Cars.com’s longest standing dealer customers, will ring the Opening Day Bell at the NYSE on Monday, June 5, 2017, to celebrate Cars.com becoming an independent, publicly traded company.

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