Ricthie Bros. Auctioneers and Rouse Services have entered into a definitive agreement under which Ritchie Bros. will acquire Rouse Services for about US$275 million.
Completion of the acquisition is subject to customary closing conditions, including the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.
"Rouse offers a highly complementary suite of data and service products that will continue and accelerate our evolution from an auction company to a global, trusted marketplace and provider of services," said Ann Fandozzi, CEO, Ritchie Bros. "Rouse brings a strong reputation within the industrial equipment industry for their data integrity, reliability, and strict confidentiality, and we look forward to continuing to build on these core values in the next chapter of their growth. By working together, we will be able to help customers better understand used equipment trends and how to use them to optimize fleet management decisions. Bringing Rouse into the Ritchie Bros. family of solutions increases connectivity and deepens our already strong relationships with fleet owners and asset-backed lenders."
Rouse Services provides data intelligence and performance benchmarking that help customers make better decisions. Its subscription-based revenue is generated by three data-as-a-service solutions: rental analytics, equipment sales support, and fleet appraisals.
Rouse Services has about 60 employees. It will continue to operate as-is and maintain its physical presence in Los Angeles for the foreseeable future.
"I am personally very excited to join the Ritchie Bros. executive team," said Gary McArdle, executive vice president and chief operating officer, Rouse Services. "We have spent decades building our reputation as a trusted partner in the industrial equipment industry. Opportunities to better serve our clients have always directed our growth, and by joining with Ritchie Bros., we see tremendous potential to build on our foundation and deliver even more value to our industry partners."
Under the terms of the transaction, Ritchie Bros. will acquire 100% of the equity of Rouse Services for approximately US$250 million in cash and approximately $25 million in common stock of Ritchie Bros., subject to adjustment.
"Data and analytics are fundamental building blocks to deliver great customer experiences in today's world," added Fandozzi. "Combining our unique perspectives will enable us to build new and innovative ways to serve our customers. We look forward to welcoming all the employees of Rouse Services into the Ritchie Bros. family. Together we are stronger and will accomplish even greater things!"
RBC Capital Markets is serving as financial advisor to Ritchie Bros. and Dorsey & Whitney LLP and Dechert LLP are serving as legal advisors. Silvermark Partners LLC is serving as financial advisor to Rouse Services and Manatt, Phelps & Phillips, LLP is serving as legal advisor.
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