LEXPERT MAGAZINE
|
SEPTEMBER 2017 19
INDUSTRY ANALYSIS
|
CORPORATE TRANSACTIONS OF IMPORTANCE
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Oil & Gas Oil & Gas
5
Oil & Gas
4
Financials
Power Pipelines
Automotive Materials
Utilities Financials Health Research
Media & Entertainment Recreation & Leisure Advertising & Marketing
E-Commerce Construction & Engineering
Consumer Staples
3
Energy & Power
Consumer Services Energy & Power Pipelines
Aerospace & Defence Automotive Materials
Utilities
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2
High Tech
TRANSACTION VITALS
ANNOUNCED: 8/29/2016
CLOSED: 5/31/2017
ACQUIRER: FRIENDLY
ATTITUDE: DOMESTIC ACQUIRER
SOUGHT: 100%
DARREN WATT
SVP, GENERAL COUNSEL
RITCHIE BROS. AUCTIONEERS
MARGARET BROWN
SKADDEN, ARPS, SLATE, MEAGHER
& FLOM LLP (FOR RITCHIE BROS.,
LEAD COUNSEL)
MANDEEP DHALIWAL
LAWSON LUNDELL LLP
(FOR RITCHIE BROS. IN
CANADA, DEBT FACILITY AND
CORPORATE)
DAVID FROST
MCCARTHY TÉTRAULT LLP
(FOR RITCHIE BROS. IN CANADA,
SECURITIES AND TAX)
On May 31, 2017, Ritchie Bros. Auctioneers Inc. (Ritchie Bros.) com-
pleted its previously announced acquisition of IronPlanet.
Ritchie Bros. is the world's largest industrial auctioneer and leading
equipment distributor.
IronPlanet is a leading online marketplace for heavy equipment
and other durable assets.
Ritchie Bros. acquired IronPlanet for approximately US$758.5
million aer receiving unconditional antitrust clearance from the US
Department of Justice.
e acquisition was financed by the net proceeds from a US$500
million private placement of its 5.37-per-cent senior notes due 2025
and US$325 million of a delayed-draw term loan.
As a part of this acquisition, Ritchie Bros. also entered into an ini-
tial five-year strategic alliance with Caterpillar, Inc. Under the alli-
ance, Ritchie Bros. will become Caterpillar's preferred global partner
for live onsite and online auctions for used Cat equipment, and will
complement existing offerings within Cat dealer channels.
Ritchie Bros. was represented by Darren Watt, Ranj Sangra and
Ryan Welsh of its Vancouver-based internal legal group.
Skadden, Arps, Slate, Meagher & Flom LLP acted as lead
counsel to Ritchie Bros. with a team that included Margaret
Brown, Adam King and Nathaniel Adams (M&A), Cliff Gross,
Paul Schockett and Jared Binstock (tax), Kristine Dunn and David
Kitchen (banking), Gregg Noel and Robert Goldstein (corporate
finance), and Joseph Penko and Timothy Nelson (executive com-
pensation and benefits).
Dechert LLP represented Ritchie Bros. as US special antitrust
counsel with a team that included James Fishkin, Rani Habash and
Konstantin Medvedovsky.
Lawson Lundell LLP acted as Canadian counsel to Ritchie Bros.
with respect to debt facility and corporate matters with a team that
included Mandeep Dhaliwal, Jyotika Reddy and Andrew Robertson.
Dorsey & Whitney LLP acted as US securities counsel to Ritchie
Bros. with a team that included Chris Doerksen, Ryan Brady, Clint
Foss and Randal Jones.
McCarthy Tétrault LLP acted as Canadian securities and tax
counsel to Ritchie Bros. with a team that included David Frost,
Christopher Falk and Claire Sung.
Osler, Hoskin & Harcourt LLP acted as Canadian counsel to
the initial purchasers with a team that included Michael Hart, Rob
Lando, Michael Sherman and Greg Wylie.
IronPlanet was represented by Doug Feick of its internal legal
group; and by Orrick, Herrington & Sutcliffe LLP as lead M&A
counsel. e Orrick team was led by partners Richard Smith, Gar-
ret Rasmussen, Steve Malvey and Nancy Chen. e team was also
backed by Pat Zeigler, Daniel Yost, Harry Clark, Douglas Lahn-
borg and Matt Rose, as well as Chris Trester, Michael Yang, Tim
E-Commerce Construction & Engineering
Consumer Staples
RITCHIE BROS. COMPLETES ITS US$758.5M
ACQUISITION OF IRONPLANET