Ritchie Bros. to acquire SmartEquip, a leading parts and service technology company


Innovative Technology Platform Enables Customers to Manage Equipment Lifecycle and Fully Integrated Parts Purchases with OEMs and Dealers

VANCOUVER, BC, September 27, 2021 / CNW / – The Ritchie Brothers. Auctioneers (NYSE: RBA) and (TSX: RBA) (“Ritchie bros. “or the” Company “) and SmartEquip announced today that they have entered into a definitive agreement under which Ritchie bros. will acquire SmartEquip for approximately US $ 175 million. Completion of the acquisition is subject to customary closing conditions, including, among other conditions, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.

“This acquisition reinforces our goal of providing the best experience to our clients as we continue our transition from a traditional auctioneer to a marketplace of information, services and transaction solutions for commercial assets,” said Anne Fandozzi, Chief Executive Officer, Ritchie bros. “SmartEquip will allow us to provide asset-specific and lifecycle parts and after-sales service to our buyers on behalf of our dealer and OEM partners.

SmartEquip is a multi-vendor platform that provides customers with real-time service and diagnostic support, dynamically personalized, via serial number, for each asset in their fleet, as well as electronic parts procurement. from OEMs and their dealers. The company supports approximately $ 1 billion in annual transaction volume with more than 600 OEM brands, on behalf of fleet locations across North America, Europe, and the Asia Pacific. SmartEquip has 60 employees and will continue to operate as a stand-alone company and maintain its physical presence in Norwalk, Connecticut for the foreseeable future.

Ritchie bros. is a perfect partner for us, with over 60 years of experience and a global presence ”, said Bryan Rich, executive chairman of SmartEquip. “With their global customer base, this merger will accelerate SmartEquip’s ability to support its rapidly growing footprint in our common global markets and engaged customer base. Upon closing, the existing SmartEquip team, including all senior management, will transition and participate in the next phase of growth for the SmartEquip network. “

Under the terms of the transaction, The Ritchie Brothers. will acquire 100% of the capital of SmartEquip for approximately US $ 175 million subject to adjustment.

Strategic rationale for the acquisition:

  • Allows a better customer and partner experience – the combination of SmartEquip and Ritchie bros. enable and accelerate the adoption of parts and service sales on behalf of our dealer and OEM partners by providing a seamless experience for end users

  • Accelerate the execution of our strategy – This very complementary acquisition is based on Ritchie bros. ‘ vision to become a trusted global marketplace for information, services and transaction solutions for business assets

  • Deepens IMS connectivity – SmartEquip will deepen IMS (Inventory Management System) connectivity and enable more large-scale digital solutions around inspections and ancillary services, while enabling better optimization of search and advertising revenue streams

Goldman Sachs & Co. LLC is the exclusive financial advisor to The Ritchie Brothers. and Dorsey & Whitney LLP and Dechert LLP are acting as legal advisers. Houlihan Lokey, Inc. serves as financial advisor to SmartEquip and Robinson + Cole, LLP serves as legal advisor.

On Ritchie bros.:
Created in 1958, Ritchie bros. (NYSE and TSX: RBA) is a global asset management and disposition company, providing clients with end-to-end solutions for the purchase and sale of heavy equipment, trucks and other business assets. ‘opportunity. Operating in a number of industries including construction, transportation, agriculture, energy, oil and gas, mining and forestry, the company’s sales channels include: The Ritchie Brothers. Auctioneers, the world’s largest industrial auctioneer, offers live auction events with online auctions; IronPlanet, an online marketplace with weekly auctions and offering exclusive IronClad insurance® certification of the condition of the equipment; Marketplace-E, a controlled marketplace offering multiple pricing and timing options; Mascus, European leader in online equipment referencing; and Ritchie bros. Private treaty, offering privately negotiated sales. The Company’s suite of solutions also includes Ritchie bros. Asset Solutions and Rouse Services LLC, which together provide a comprehensive end-to-end asset management, data-driven intelligence, and performance benchmarking system. The Ritchie Brothers. also offers industry solutions, including GovPlanet, TruckPlanet and Kruse Energy, as well as equipment financing and leasing through The Ritchie Brothers. Financial services. For more information on Ritchie bros., visit RitchieBros.com.

Photos and video for integration into media articles are available at rbauction.com/media.

Caution Regarding Forward-Looking Statements
This press release contains forward-looking statements and forward-looking information within the meaning of applicable US and Canadian securities laws (collectively, “forward-looking statements”), including, in particular, statements regarding the ability to Ritchie bros. meet the conditions of the contract to acquire SmartEquip and complete the transaction on time, or not at all, the terms and conditions of the proposed SmartEquip transaction, the benefits and synergies of the SmartEquip transaction, future opportunities for the combined businesses to Ritchie bros. and SmartEquip, future financial and operational results and any other statements regarding events or developments that Ritchie bros. believes or anticipates will or could happen in the future. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by words such as “anticipate”, “plan,“ anticipate ”,“ plan ”,“ target ”,“ potential ”, “Schedule”, “forecast”, “budget”, “estimate”, “intend” or “believe” and similar expressions or their negative connotations, or statements that events or conditions “will”, ” would be “,” could “,” could “,” should “or” could “occur. All of these forward-looking statements are based on the opinions and estimates of management as of the date on which these statements are made. Forward-looking statements necessarily involve assumptions, risks and uncertainties, some of which go beyond Ritchie bros. ‘ control, including risks and uncertainties related to: general economic conditions and conditions affecting industries in which The Ritchie Brothers. and SmartEquip work; obtaining regulatory approvals for the SmartEquip transaction; each of the The Ritchie Brothers. ‘ and the ability of SmartEquip to meet the terms of the acquisition agreement and complete the transaction on time, if at all; Ritchie bros. ‘ ability to successfully integrate SmartEquip operations and employees with Ritchie bros. ‘ existing business; the ability to achieve the growth and synergies anticipated in the SmartEquip transaction; maintaining important commercial relationships; the effects of the SmartEquip transaction on relationships with employees, customers, other business partners or government entities; transaction costs; deterioration or instability of the economy, the markets we serve or the financial markets in general; as well as the risks and uncertainties set out in Ritchie bros. ‘ Annual report on Form 10-K for the year ended December 31, 2020, and Ritchie bros. ‘ Form 10-Q for the quarter ended June 30, 2021, each of which is available on the SEC, SEDAR and Ritchie bros. ‘ website. The foregoing list is not exhaustive of the factors that may affect Ritchie bros. ‘ forward-looking statements. There can be no assurance that forward-looking statements will prove to be accurate, and actual results may differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements are made as of the date of this press release and The Ritchie Brothers. assumes no obligation to update the information contained in this document, unless required by applicable securities laws. For the reasons stated above, you should not place undue reliance on forward-looking statements.


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THE SOURCE The Ritchie Brothers. Auctioneers



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