Press Release November 07, 2022

Ritchie Bros. To Acquire IAA, Inc. for $7.3 Billion

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 Cable, Lisa Haddad, and Mark Opper, and included Jean A. Lee, William Stanton, Andrew Schipper, Ally Gao, Daisy Beckner, Ziqian Tao, Andrew Lacy, Sarah Jordan, Alexandra Denniston, Kristopher Ring, Jennifer Fay, Jacqueline Klosek, Gretchen Scott, Alex Apostolopoulos, James Barri, Stephen Charkoudian, Andrew Sucoff, Nathan Brodeur, Deborah Birnbach, Jacob Osborn, Liza Craig, William Harrington, Elliot Silver, Curtis McCluskey, Brian Mukherjee, Matthew Cote, Thomas McCarthy, Adrean Taylor, Rahat Tariq, Kevin Liu, Zachary Feldman, Kevin Walsh, Anuj Ghai, Jonathan Newmark, Miles Lynn, Cecily Xi, Chris Zhao, Reid Bagwell, Amini Gaurika, Katrina Solomatina, Hannah Shepherd, Jordan Benson, Justin Pierce, Gozde Guckaya, and Alex Talel, with invaluable assistance from Keith Janowitz.

For more details, read the press release.