The M&A team advised Ritchie Bros. Incorporated (NYSE: RBA) (TSX: RBA) on its definitive agreement to acquire IAA, Inc. (NYSE: IAA) in a stock and cash transaction valued at approximately $7.3 billion including the assumption of $1.0 billion of net debt.

Ritchie Bros. is a global asset management and disposition company, offering customers end-to-end solutions for buying and selling used heavy equipment, trucks and other assets.

IAA is a leading global digital marketplace connecting vehicle buyers and sellers.

Upon completion of the transaction, Ritchie Bros. stockholders will own approximately 59% of the combined company and IAA stockholders will own approximately 41%.

The transaction will diversify Ritchie Bros.’ customer base by providing the company with a significant presence in the vehicle remarketing vertical that has strong industry fundamentals with proven secular growth. The combination will accelerate its growth and strategic vision to create a next-generation global marketplace for commercial assets and vehicles, supported by advanced technologies and data analytics.

The transaction is expected to close in the first half of 2023 subject to approval by Ritchie Bros. stockholders of the issuance of Ritchie Bros. stock in connection with the transaction and approval of IAA stockholders of the transaction, receipt of regulatory approvals and other customary closing conditions.

The Goodwin team was led by Stuart CableLisa Haddad, and Mark Opper, and included Jean A. LeeWilliam StantonAndrew SchipperAlly GaoDaisy BecknerZiqian TaoAndrew LacySarah JordanAlexandra DennistonKristopher Ring, Jennifer FayJacqueline KlosekGretchen ScottAlex ApostolopoulosJames BarriStephen CharkoudianAndrew SucoffNathan BrodeurDeborah BirnbachJacob OsbornLiza CraigWilliam HarringtonElliot Silver, Curtis McCluskeyBrian MukherjeeMatthew CoteAdrean TaylorRahat TariqKevin LiuKevin WalshAnuj GhaiCecily XiChris ZhaoReid BagwellKatrina SolomatinaHannah ShepherdJordan BensonJustin Pierce, Gozde Guckaya, and Alex Talel, with invaluable assistance from Keith Janowitz.

For more details, read the press release.