VANCOUVER, Nov. 30, 2016 /CNW/ - Ritchie Bros. Auctioneers Incorporated (NYSE
& TSX: RBA, "Ritchie Bros."),
today announced that it intends to offer US$500,000,000 aggregate principal amount of
senior notes (the "Notes") subject to market conditions.
Ritchie Bros. intends to use the
net proceeds, together with proceeds from its delayed-draw term
loan and cash on hand or available under its revolving facilities,
to fund the consideration payable in the previously announced
acquisition of IronPlanet Holdings, Inc. ("IronPlanet") and related
fees and expenses. The gross proceeds from the offering,
together with additional amounts from cash on hand or borrowings
from our existing credit facilities to prefund accrued interest,
will be held in an escrow account pending the consummation of the
IronPlanet acquisition.
The Notes will be offered and sold only to qualified
institutional buyers in reliance on Rule 144A of the Securities Act
of 1933, as amended (the "Securities Act"), and outside the U.S. to
non-U.S. persons in reliance on Regulation S of the Securities
Act. The Notes have not been and will not be registered under
the Securities Act or any state securities laws and, unless so
registered, may not be offered or sold in the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state securities laws. The Notes have not been and will not
be qualified for sale to the public by prospectus under applicable
Canadian securities laws and accordingly, any offer and sale of the
securities in Canada will be made
on a basis which is exempt from the prospectus requirements of such
securities laws.
This news release shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
About Ritchie
Bros.
Established in 1958, Ritchie Bros. (NYSE and TSX: RBA) is the world's
largest industrial auctioneer, and one of the world's largest
sellers of used equipment for the construction, transportation,
agriculture, energy, mining, forestry and other industries.
Ritchie Bros.TM
asset management and disposition solutions include live unreserved
public auctions with on-site and online bidding;
EquipmentOneTM, an online auction
marketplace; Mascus, a global online equipment listing
service; private negotiated sales through Ritchie Bros. Private Treaty; and a range of
ancillary services, including financing and leasing through
Ritchie Bros. Financial Services.
Ritchie Bros. has operations in 18
countries, including 45 auction sites worldwide.
Caution Regarding Forward Looking Statements
This news
release contains forward-looking statements and forward-looking
information within the meaning of applicable U.S. and Canadian
securities legislation (collectively, "forward-looking
statements"), including, in particular, statements regarding
Ritchie Bros' ability to consummate
the proposed notes offering and, if consummated, the terms and
conditions of the proposed IronPlanet acquisition, the expected
timetable for completing the IronPlanet transaction, Ritchie Bros.' and Iron Planet's future
financial and operational results, benefits and synergies of the
IronPlanet transaction, future opportunities for the combined
businesses of Ritchie Bros. and
IronPlanet, the terms and potential benefits of the previously
announced proposed transaction between Ritchie Bros. and Caterpillar Inc.
("Caterpillar") and any other statements regarding events or
developments that Ritchie Bros.
believes or anticipates will or may occur in the future.
Forward-looking statements are statements that are not historical
facts and are generally, although not always, identified by words
such as "expect," "plan," "anticipate," "project," "target,"
"potential," "schedule," "forecast," "budget," "estimate," "intend"
or "believe" and similar expressions or their negative
connotations, or statements that events or conditions "will,"
"would," "may," "could," "should" or "might" occur. All such
forward-looking statements are based on the opinions and estimates
of management as of the date such statements are made.
Forward-looking statements necessarily involve assumptions, risks
and uncertainties, certain of which are beyond Ritchie Bros.' control, including risks and
uncertainties related to: general economic conditions and
conditions affecting the industries in which Ritchie Bros., IronPlanet and Caterpillar.
operate; obtaining regulatory approvals in connection with the
IronPlanet transaction; each of Ritchie
Bros.' and IronPlanet's ability to satisfy the merger
agreement conditions and consummate the transaction on the
anticipated timetable, or at all; Ritchie
Bros.' ability to successfully integrate IronPlanet's
operations and employees with Ritchie
Bros.' existing business; the ability to realize anticipated
growth, synergies and cost savings in the IronPlanet transaction;
the maintenance of important business relationships; the effects of
the IronPlanet transaction on relationships with employees,
customers, other business partners or governmental entities;
transaction costs; Ritchie Bros.'
ability to manage its indebtedness; risks associated with
Ritchie Bros.' incurrence of
additional indebtedness; Ritchie
Bros.' ability to maintain compliance with covenants under
the agreements governing its indebtedness; downgrades of
Ritchie Bros.' credit ratings;
deterioration of or instability of the economy, the markets
Ritchie Bros. serves or the
financial markets generally; as well as the risks and uncertainties
set forth in Ritchie Bros.' Annual
Report on Form 10-K for the year ended December 31, 2015 and Ritchie Bros.' Quarterly Report on Form 10-Q for
the quarter ended September 30, 2016,
which are 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 in, or implied by, these forward-looking
statements. Forward-looking statements are made as of the
date of this news release and Ritchie
Bros. does not undertake any obligation to update the
information contained herein unless required by applicable
securities legislation. For the reasons set forth above, you
should not place undue reliance on forward-looking statements.
SOURCE Ritchie Bros.
Auctioneers