Ritchie Bros. independent directors issue letter to shareholders

Ritchie Bros. Auctioneers Incorporated (RBA) issued the following letter from the Company’s independent members of its Board of Directors in connection with its March 14, 2023 Special Meeting of Shareholders related to the acquisition of IAA (IAA). "We believe the IAA acquisition is a unique and extraordinary opportunity to execute our growth strategy and deliver outstanding returns to Ritchie Bros. shareholders…We have been impressed with how the entire management team has built and positioned the business over the last three years. Ritchie Bros.’ outstanding growth in virtually all key metrics and superior shareholder returns show that we have the right strategic plan and the right team to execute on iti. We have high conviction that the IAA acquisition will propel our progress, growth and value creation even further… Prior to entering the IAA agreement in November, we conducted extensive due diligence with the support of legal and financial advisors as well as third-party consultants. Overall, the Board undertook a 12-month process to evaluate the strategic and financial merits of the deal. We regularly challenged management’s assumptions about the strength of IAA’s business, IAA’s position in the auto salvage market, and the cost synergies and revenue opportunities presented by a Ritchie Bros. + IAA combination… Ritchie Bros. is ready to hit the ground running as soon as the transaction closes… Management has developed a comprehensive integration plan with the right structure, milestones, performance measures and external consultants in place to ensure we successfully bring the companies together… Collaboration with the IAA team has been excellent, and the foundation for a great integration is strong. We are confident in the Ritchie Bros. management team to seamlessly integrate IAA into Ritchie Bros., and the Board will continue to hold management accountable for delivering… We urge you to support your Board and management team as we turn to the next chapter of our journey by voting "FOR" on the WHITE proxy card for all proposals being considered at the Special Meeting on March 14, 2023."