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      Ritchie Bros. reports second quarter 2022 results


      News provided by

      Ritchie Bros. Auctioneers

      Aug 04, 2022, 17:05 ET

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      VANCOUVER, BC, Aug. 4, 2022 /PRNewswire/ - Ritchie Bros. Auctioneers Incorporated (NYSE: RBA) (TSX: RBA), (the "Company", "Ritchie Bros.", "we", "us", or "our") reported the following results for the three months ended June 30, 2022.

      (All figures are presented in U.S. dollars)

      "As our marketplace vision takes shape, Ritchie Bros. momentum continues with 10% GTV growth in the quarter despite a persistently tight supply environment. We are learning and gaining confidence from our growth initiatives and will continue to prudently invest in local yards, sales coverage and services to accelerate our topline while we advance our marketplace technology," said Ann Fandozzi, CEO of Ritchie Bros.

      "We are pleased with our continued strong financial performance in the quarter with service revenue growth significantly outpacing our double digit GTV growth. For example, Ritchie Bros. Financial Services revenue grew 69% as our investments in this area continue to bear fruit," said Eric Jacobs, CFO of Ritchie Bros.

      Net income attributable to stockholders decreased 12% to $53.4 million, compared to $60.7 million in the second quarter of 2021. Diluted earnings per share ("EPS") attributable to stockholders decreased 13% to $0.48 per share in the second quarter of 2022 as compared to $0.55 per share in the second quarter of 2021. Non-GAAP diluted adjusted EPS attributable to stockholders increased 10% to $0.74 per share in the second quarter of 2022 compared to $0.67 per share in the second quarter of 2021.

      For the second quarter of 2022 as compared to the second quarter of 2021:

      Consolidated results:
      • Total revenue increased 22% to $484.5 million
        • Service revenue increased 13% to $286.5 million
        • Inventory sales revenue increased 38% to $198.0 million
      • Operating income increased 3% to $91.9 million
      • Non-GAAP adjusted operating income increased 12% to $119.6 million
      • Net income decreased 12% to $53.4 million
      • Non-GAAP adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA) increased 11% to $136.2 million
      • Cash provided by operating activities was $198.0 million for the first six months of 2022
      • Cash on hand at the end of second quarter of 2022 was $531.7 million, of which $367.3 million was unrestricted, and restricted cash decreased 84% in the six month period ending June 30, 2022 as a result of the redemption of the Company's 2021 Notes1 in the quarter for $931.0 million
      Auctions & Marketplaces segment results:
      • GTV2 increased 10% to $1.7 billion and increased 13% when excluding the impact of foreign exchange
      • A&M total revenue increased 22% to $433.0 million
        • Service revenue increased 10% to $235.0 million
        • Inventory sales revenue increased 38% to $198.0 million
      Other Services segment results:
      • Other Services total revenue increased 29% to $51.5 million
        • RBFS revenue increased 69% to $19.9 million
        • SmartEquip revenue of $5.0 million was recognized in the second quarter of 2022, which was its second full quarter since its acquisition in November 2021

      In addition, the total number of organizations activated on the Company's Business Inventory Management System ("IMS"), a gateway into its marketplace, increased by 50% as compared to the first quarter of 2022.

      ___________________________________________

      1 On December 21, 2021, the Company completed the offering of two series of senior notes: (i) $600,000,000 aggregate principal amount of 4.750% senior notes due December 15, 2031 (the "2021 USD Notes") and (ii) $425,000,000 Canadian dollar aggregate principal amount of 4.950% senior notes due December 15, 2029 (the "2021 CAD Notes", and together with the 2021 USD Notes, the "2021 Notes").


      2 Gross Transaction Value ("GTV") represents total proceeds from all items sold at the Company's auctions and online marketplaces. GTV is not a measure of financial performance, liquidity, or revenue, and is not presented in the Company's consolidated financial statements.


      The Company presents both generally accepted accounting principles ("GAAP") and non-GAAP measures to provide investors with additional information. Providing these non-GAAP measures along with GAAP measures allows for increased comparability of its ongoing performance from period to period. Non-GAAP financial measures referred to in this news release are labeled as "non-GAAP measure". Please see page 12-13 for explanations of why the Company uses these non-GAAP measures and the reconciliation to the most comparable GAAP financial measures.

      Other Company developments:
      • On June 2, 2022, the Company announced the appointment of Eric Jacobs as its Chief Financial Officer, effective June 6, 2022. Sharon Driscoll, the former Chief Financial Officer, is remaining with the Company in an advisory capacity to assist with the transition prior to her previously announced retirement. 

      Financial Overview
      (Unaudited)






















      (in U.S. $000's, except EPS and percentages)


      Three months ended June 30, 


      Six months ended June 30, 










      % Change









      % Change



      2022


      2021



      2022 over
      2021


      2022


      2021



      2021 over
      2020

      Commissions


      $

      136,403


      $

      129,334



      5

      %


      $

      252,778


      $

      233,309



      8

      %

      Fees



      150,099



      123,414



      22

      %



      278,585



      225,469



      24

      %

      Total service revenue



      286,502



      252,748



      13

      %



      531,363



      458,778



      16

      %

      Inventory sales revenue



      198,044



      143,613



      38

      %



      347,104



      269,138



      29

      %

      Total revenue



      484,546



      396,361



      22

      %



      878,467



      727,916



      21

      %

      Costs of services



      45,039



      41,301



      9

      %



      84,054



      79,167



      6

      %

      Cost of inventory sold



      176,171



      131,023



      34

      %



      307,753



      241,770



      27

      %

      Selling, general and administrative



      144,277



      109,560



      32

      %



      270,883



      223,799



      21

      %

      Total operating expenses



      393,026



      307,019



      28

      %



      723,927



      594,140



      22

      %

      Gain on disposition of property, plant and equipment



      347



      175



      98

      %



      170,167



      243



      69,928

      %

      Operating income



      91,867



      89,517



      3

      %



      324,707



      134,019



      142

      %

      Operating income as a % of total revenue



      19.0

      %


      22.6

      %


      (360)

      bps



      37.0

      %


      18.4

      %


      1,860

      bps

      Non-GAAP adjusted operating income



      119,579



      106,973



      12

      %



      208,439



      164,748



      27

      %

      Non-GAAP adjusted operating income as a % of total revenue



      24.7

      %


      27.0

      %


      (230)

      bps



      23.7

      %


      22.6

      %


      110

      bps

      Net income attributable to stockholders



      53,365



      60,749



      (12)

      %



      231,459



      88,937



      160

      %

      Non-GAAP adjusted net income attributable to stockholders



      83,072



      74,545



      11

      %



      134,035



      110,540



      21

      %

      Non-GAAP adjusted EBITDA



      136,219



      122,970



      11

      %



      192,624



      195,874



      (2)

      %

      Diluted EPS attributable to stockholders


      $

      0.48


      $

      0.55



      (13)

      %


      $

      2.07


      $

      0.80



      159

      %

      Non-GAAP diluted adjusted EPS attributable to stockholders


      $

      0.74


      $

      0.67



      10

      %


      $

      1.20


      $

      0.99



      21

      %

      Effective tax rate



      28.8

      %


      25.7

      %


      310

      bps



      20.0

      %


      24.9

      %


      (490)

      bps

      Total GTV



      1,684,276



      1,527,642



      10

      %



      3,123,381



      2,802,182



      11

      %

      Service GTV



      1,486,232



      1,384,029



      7

      %



      2,776,277



      2,533,044



      10

      %

      Service revenue as a % of total GTV - Rate



      17.0

      %


      16.5

      %


      50

      bps



      17.0

      %


      16.4

      %


      60

      bps

      Inventory GTV



      198,044



      143,613



      38

      %



      347,104



      269,138



      29

      %

      Service GTV as a % of total GTV - Mix



      88.2

      %


      90.6

      %


      (240)

      bps



      88.9

      %


      90.4

      %


      (150)

      bps

      Inventory sales revenue as a % of total GTV - Mix



      11.8

      %


      9.4

      %


      240

      bps



      11.1

      %


      9.6

      %


      150

      bps

      Certain amounts in the prior period have been reclassified from selling, general and administrative expenses to cost of services.

      Segment Overview

















      (in U.S $000's)


      Three months ended June 30, 2022


      Six months ended June 30, 2022



      A&M


      Other


      Consolidated


      A&M


      Other


      Consolidated

      Commissions


      $

      136,403


      —


      $

      136,403


      $

      252,778


      —


      $

      252,778

      Fees



      98,588


      51,511



      150,099



      183,217


      95,368



      278,585

      Total service revenue



      234,991


      51,511



      286,502



      435,995


      95,368



      531,363

      Inventory sales revenue



      198,044


      —



      198,044



      347,104


      —



      347,104

      Total revenue



      433,035


      51,511



      484,546



      783,099


      95,368



      878,467

      Ancillary and logistical service expenses



      —


      13,446



      13,446



      —


      24,201



      24,201

      Other costs of services



      28,985


      2,608



      31,593



      54,559


      5,294



      59,853

      Cost of inventory sold



      176,171


      —



      176,171



      307,753


      —



      307,753

      Selling, general and administrative



      125,535


      18,742



      144,277



      234,346


      36,537



      270,883

      Segment profit


      $

      102,344


      16,715


      $

      119,059


      $

      186,441


      29,336


      $

      215,777

      Total GTV



      1,684,276


      N/A



      N/A



      3,123,381


      N/A



      N/A

      A&M service revenue as a % of total GTV- Rate



      14.0

      %

      N/A



      N/A



      —

      %

      N/A



      N/A




















      (in U.S $000's)


      Three months ended June 30, 2021


      Six months ended June 30, 2021



      A&M


      Other


      Consolidated


      A&M


      Other


      Consolidated

      Commissions


      $

      129,334


      $

      —


      $

      129,334


      $

      233,309


      $

      —


      $

      233,309

      Fees



      83,334



      40,080



      123,414



      151,430



      74,039



      225,469

      Total service revenue



      212,668



      40,080



      252,748



      384,739



      74,039




      Inventory sales revenue



      143,613



      —



      143,613



      269,138



      —



      269,138

      Total revenue



      356,281



      40,080



      396,361



      653,877



      74,039



      727,916

      Ancillary and logistical service expenses



      —



      14,819



      14,819



      —



      27,088



      27,088

      Other costs of services



      25,176



      1,306



      26,482



      49,480



      2,599



      52,079

      Cost of inventory sold



      131,023



      —



      131,023



      241,770



      —



      241,770

      Selling, general and administrative



      99,215



      10,345



      109,560



      201,996



      21,803



      223,799

      Segment profit


      $

      100,867


      $

      13,610


      $

      114,477



      160,631



      22,549



      183,180

      Total GTV



      1,527,642



      N/A



      N/A



      2,802,182



      N/A



      N/A

      A&M service revenue as a % of total GTV- Rate



      13.9

      %


      N/A



      N/A



      —

      %


      N/A



      N/A

      Second Quarter 2022 Consolidated Performance Overview

      Total GTV increased 10% to $1.7 billion and increased 13% when excluding the impact of foreign exchange in the second quarter of 2022. GTV increased year-over-year with consistently strong used equipment values, aided by inflation, partially offset by lower lot counts, unfavourable mix and an unfavourable impact of foreign exchange. In Canada, total GTV increased primarily driven by several large inventory packages in Western Canada and strong year-over-year performances at its agricultural events. Canada also benefited from higher GTV generated by RBFS via PurchaseSafe which provides escrow services for private brokered transactions. In the United States, the Company saw very favourable year-over-year performances across a number of its auctions and began to see the results of its strategic growth initiatives, including from its local yards, and investments made in its sales teams in Texas. In International, total GTV grew significantly in Australia, driven by a higher number of inventory packages and strong performances from a large new national auction event attributable primarily to overall improved market conditions and the lifting of border restrictions.

      Total revenue increased 22% to $484.5 million in the second quarter of 2022, with total service revenue increasing by 13% and inventory sales revenue increasing by 38%.

      Service revenue increased 13%, with fees revenue increasing 22% and commissions revenue increasing 5%. Fee revenue increased 22% with buyer fees growing faster than GTV increase of 10%, reflecting the increase in buyer fee rates implemented in early 2022. Fees revenue also increased due to higher RBFS revenues on higher funded volumes, and the inclusion of fees from SmartEquip since its acquisition on November 2, 2021. 

      Commissions revenue increased 5%, slightly less than the 7% increase in Service GTV primarily driven by the non-repeat of several high performing guarantee contracts in Canada, as well as a lower commissions revenue from a higher proportion of GTV contributed by RBFS from facilitating financing arrangements.

      Inventory sales revenue increased 38% primarily due to higher activity in Canada. The improved year-over-year performances in Canada were driven primarily by two large inventory contracts in the transportation sector. In International, inventory sales revenue grew in Australia from higher inventory contracts sold at a large new national auction event, as well as a result of the overall improvement in market conditions and the lifting of border restrictions. In the United States, higher volume of inventory contracts contributed to higher inventory sales revenue.

      Costs of services increased 9% to $45.0 million, in line with total GTV increase of 10%. This increase was also partly due to higher employee compensation expenses as a result of the acquisition of SmartEquip on November 2, 2021 and in the GovPlanet business to support its growth strategy. In addition, the Company incurred additional fees paid to third parties in connection with profit sharing arrangements on inventory packages. Building, facilities and technology expenses also increased, primarily due to the inclusion of SmartEquip's costs. These increases were partially offset by lower ancillary and logistical service expenses, in line with the decrease in ancillary fees driven by lower fees earned on redeployment of assets in the United States.

      Cost of inventory increased 34% to $176.2 million, primarily in line with 38% increase in inventory sales revenue. Cost of inventory sold increased at a lower rate than the increase in inventory sales revenue, indicating an increase in the revenue rates, primarily in Canada.

      Selling, general and administrative increased 32% to $144.3 million. Selling, general and administrative includes share-based payments of $13.6 million, non-recurring advisory, legal, and restructuring costs charges of $1.1 million, as well as selling, general and administrative from SmartEquip of $2.9 million. The increases in selling, general and administrative were primarily due to higher short-term incentive expenses and higher share-based payments driven by strong performance. Share-based payments also increased as a result of a higher expense relating to share-based awards issued to senior executives, and higher expense from the premium-priced options and performance share units with market conditions granted in late 2021. Wages, salaries and benefits expenses also increased, driven by a higher headcount, in part due to the acquisition of SmartEquip, as well as to accelerate the Company's growth initiatives and its transformational journey to become a trusted global marketplace. Building, facilities and technology costs also increased mainly due to the amortization of the right-of-use asset of the Bolton property from the sale and lease back arrangement completed in the first quarter of 2022, as well as higher costs as the Company shifts to cloud-based solutions to improve customer experiences. In addition, the Company saw higher travel, advertising and promotion costs from increased activity in global travel, and higher marketing expenses to promote new initiatives. Inflation has also driven higher personnel and travel costs. Professional fees also increased primarily driven by the Company's investment in new modern architecture to support its future marketplace and services strategy. These increases were partially offset by a favourable impact of foreign exchange.

      Net income attributable to stockholders decreased 12% to $53.4 million primarily due to higher interest expense which included the loss on redemption of the 2021 Notes and certain related interest expense incurred in the quarter in connection with the discontinued Euro Auctions acquisition. Non-GAAP adjusted net income attributed to stockholders increased 11% to $83.1 million in the second quarter of 2022 compared to $74.5 million in the second quarter of 2021.

      Primarily for the same reasons noted above, diluted EPS attributable to stockholders decreased 13% to $0.48 per share for the second quarter of 2022 from $0.55 per share in the second quarter of 2021. Non-GAAP diluted adjusted EPS attributable to stockholders increased 10% to $0.74 per share in the second quarter of 2022.

      Dividend Information

      Quarterly dividend
      On August 3, 2022, the Company declared a quarterly cash dividend of $0.27 per common share, payable on September 14, 2022 to shareholders of record on August 24, 2022.

      Second Quarter 2022 Earnings Conference Call
      Ritchie Bros. is hosting a conference call to discuss its financial results for the quarter ended June 30, 2022 at 8am Pacific time / 11am Eastern time / 4pm BST on August 5, 2022. The replay of the webcast will be available through September 5, 2022.

      Conference call and webcast details are available at the following link:
      https://investor.ritchiebros.com

      About Ritchie Bros.

      Established in 1958, Ritchie Bros. (NYSE: RBA) (TSX: RBA) 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. Operating in a number of sectors, including construction, transportation, agriculture, energy, mining, and forestry, the company's selling channels include: Ritchie Bros. Auctioneers, the world's largest industrial auctioneer offering live auction events with online bidding; IronPlanet, an online marketplace with weekly featured auctions and providing the exclusive IronClad Assurance® equipment condition certification; Marketplace-E, a controlled marketplace offering multiple price and timing options; Ritchie List, a self-serve listing service for North America; Mascus, a leading European online equipment listing service; Ritchie Bros. Private Treaty, offering privately negotiated sales; and sector-specific solutions GovPlanet, TruckPlanet, and Ritchie Bros. Energy. The Company's suite of solutions also includes Ritchie Bros. Asset Solutions and Rouse Services LLC, which together provides a complete end-to-end asset management, data-driven intelligence and performance benchmarking system; SmartEquip, an innovative technology platform that supports customers' management of the equipment lifecycle and integrates parts procurement with both OEMs and dealers; plus equipment financing and leasing through Ritchie Bros. Financial Services. For more information about Ritchie Bros., visit RitchieBros.com.

      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 future financial and operational results, including future auctions and estimated GTV thereof, and growth and value prospects and payment of dividends. 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 the Company's control, including the duration and impact of the COVID-19 pandemic on the Company's operations, the operations of customers, and general economic conditions, including inflation and rising interest rates; the numerous factors that influence the supply of and demand for used equipment; economic and other conditions in local, regional and global sectors; the Company's ability to successfully integrate acquired companies, and to receive the anticipated benefits of such acquisitions; and the risks and uncertainties set forth in the Company's Annual Report on Form 10-K for the year ended December 31, 2021, which are available on the SEC, SEDAR, and Company websites. The foregoing list is not exhaustive of the factors that may affect the Company's 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 the Company 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.

      GTV and Selected Condensed Consolidated Financial Information

      GTV and Condensed Consolidated Income Statements – Second Quarter
      (Expressed in thousands of United States dollars, except share, per share amounts and percentages)
      (Unaudited)




















      (in U.S. $000's, except EPS)


      Three months ended June 30, 


      Six months ended June 30, 









      % Change








      % Change




      2022



      2021


      2022 over 2021



      2022



      2021


      2020 over 2019

      GTV


      $

      1,684,276


      $

      1,527,642


      10

      %


      $

      3,123,381


      $

      2,802,182


      11

      %

      Revenues:



















      Service revenues


      $

      286,502


      $

      252,748


      13

      %


      $

      531,363


      $

      458,778


      16

      %

      Inventory sales revenue



      198,044



      143,613


      38

      %



      347,104



      269,138


      29

      %

      Total revenues



      484,546



      396,361


      22

      %



      878,467



      727,916


      21

      %

      Operating expenses:



















      Costs of services



      45,039



      41,301


      9

      %



      84,054



      79,167


      6

      %

      Cost of inventory sold



      176,171



      131,023


      34

      %



      307,753



      241,770


      27

      %

      Selling, general and administration



      144,277



      109,560


      32

      %



      270,883



      223,799


      21

      %

      Acquisition-related costs



      3,399



      3,049


      11

      %



      13,036



      5,971


      118

      %

      Depreciation and amortization



      24,298



      21,935


      11

      %



      48,523



      43,005


      13

      %

      Foreign exchange (gain) loss



      (158)



      151


      (205)

      %



      (322)



      594,140


      (100)

      %

      Total operating expenses



      393,026



      307,019


      28

      %



      723,927



      1,187,852


      (39)

      %

      Gain on disposition of property, plant and equipment



      347



      175


      98

      %



      170,167



      243


      69,928

      %

      Operating income



      91,867



      89,517


      3

      %



      324,707



      (459,693)


      (171)

      %

      Interest expense



      (18,463)



      (8,867)


      108

      %



      (39,149)



      (17,813)


      120

      %

      Change in fair value of derivatives, net



      —



      —


      —

      %



      1,263



      —


      100

      %

      Other income, net



      1,639



      1,196


      37

      %



      2,558



      2,198


      16

      %

      Income before income taxes



      75,043



      81,846


      (8)

      %



      289,379



      (475,308)


      (161)

      %

      Income tax expense



      21,632



      21,065


      3

      %



      57,867



      29,484


      96

      %

      Net income


      $

      53,411


      $

      60,781


      (12)

      %


      $

      231,512


      $

      (504,792)


      (146)

      %

      Net income attributable to:



















      Stockholders


      $

      53,365


      $

      60,749


      (12)

      %


      $

      231,459


      $

      88,937


      160

      %

      Non-controlling interests



      46



      32


      44

      %



      53



      (17)


      (412)

      %



      $

      53,411


      $

      60,781


      (12)

      %


      $

      231,512


      $

      88,920


      160

      %

      Earnings per share attributable to stockholders:



















      Basic


      $

      0.48


      $

      0.55


      (13)

      %


      $

      2.09


      $

      0.81


      158

      %

      Diluted


      $

      0.48


      $

      0.55


      (13)

      %


      $

      2.07


      $

      0.80


      159

      %

      Weighted average number of share outstanding:



















      Basic



      110,760,339



      110,311,615


      0

      %



      110,705,182



      110,144,229


      1

      %

      Diluted



      111,705,102



      111,334,184


      0

      %



      111,681,644



      111,302,711


      0

      %

      Condensed Consolidated Balance Sheets
      (Expressed in thousands of United States dollars, except share data)
      (Unaudited)








      Year ended June 30,


      2022


      2021








      Assets







      Cash and cash equivalents


      $

      367,289


      $

      326,113

      Restricted cash



      164,371



      102,875

      Trade and other receivables



      295,241



      150,895

      Less: allowance for credit losses



      (3,763)



      (4,396)

      Inventory



      124,964



      102,494

      Other current assets



      36,212



      64,346

      Income taxes receivable



      12,525



      19,895

      Total current assets



      996,839



      762,222








      Restricted cash



      —



      933,464

      Property, plant and equipment



      442,743



      449,087

      Other non-current assets



      168,360



      142,504

      Intangible assets



      332,615



      350,516

      Goodwill



      945,950



      947,715

      Deferred tax assets



      7,458



      7,406

      Total assets


      $

      2,893,965


      $

      3,592,914








      Liabilities and Equity







      Auction proceeds payable


      $

      493,688


      $

      292,789

      Trade and other liabilities



      254,514



      280,308

      Income taxes payable



      31,362



      5,677

      Short-term debt



      8,637



      6,147

      Current portion of long-term debt



      4,617



      3,498

      Total current liabilities



      792,818



      588,419








      Long-term debt



      639,755



      1,733,940

      Other non-current liabilities



      155,911



      147,260

      Deferred tax liabilities



      61,396



      52,232

      Total liabilities



      1,649,880



      2,521,851








      Commitments and Contingencies







      Stockholders' equity:







      Share capital:







      Common stock; no par value, unlimited shares







      authorized, issued and outstanding shares:







      110,735,243  (December 31, 2021: 110,618,049)



      235,244



      227,504

      Additional paid-in capital



      73,014



      59,535

      Retained earnings



      1,015,301



      839,609

      Accumulated other comprehensive loss



      (79,883)



      (55,973)

      Stockholders' equity



      1,243,676



      1,070,675

      Non-controlling interest



      409



      388

      Total stockholders' equity



      1,244,085



      1,071,063

      Total liabilities and equity


      $

      2,893,965


      $

      3,592,914

      Condensed Consolidated Statements of Cash Flows
      (Expressed in thousands of United States dollars)
      (Unaudited)








      Year ended June 30,


      2022


      2021

      Cash provided by (used in):







      Operating activities:







      Net income


      $

      231,512


      $

      88,920

      Adjustments for items not affecting cash:







      Depreciation and amortization



      48,523



      43,005

      Share-based payments expense



      21,527



      16,183

      Deferred income tax expense



      9,480



      1,719

      Unrealized foreign exchange gain



      (1,965)



      (65)

      Gain on disposition of property, plant and equipment



      (170,167)



      (243)

      Loss on redemption of the 2021 Notes



      4,792



      —

      Amortization of debt issuance costs



      2,352



      1,443

      Amortization of right-of-use assets



      8,586



      6,280

      Change in fair value of derivatives



      (1,263)



      —

      Other, net



      2,805



      1,568

      Net changes in operating assets and liabilities



      41,844



      52,577

      Net cash provided by operating activities



      198,026



      211,387

      Investing activities:







      Acquisitions, net of cash acquired



      (63)



      728

      Property, plant and equipment additions



      (4,522)



      (4,616)

      Proceeds on disposition of property, plant and equipment



      165,132



      342

      Intangible asset additions



      (15,730)



      (17,361)

      Issuance of loans receivable



      (6,093)



      (2,622)

      Repayment of loans receivable



      1,554



      226

      Net cash used in investing activities



      140,278



      (23,303)

      Financing activities:







      Dividends paid to stockholders



      (55,352)



      (48,537)

      Dividends paid to NCI



      —



      (26)

      Proceeds from exercise of options and share option plans



      2,862



      10,699

      Payment of withholding taxes on issuance of shares



      (3,716)



      (9,155)

      Net increase (decrease) in short-term debt



      2,722



      6,842

      Repayment of long-term debt



      (1,093,772)



      (5,328)

      Debt issue costs



      (3,677)



      —

      Repayment of finance lease obligations



      (5,390)



      (5,355)

      Net cash used in financing activities



      (1,156,323)



      (50,860)

      Effect of changes in foreign currency rates on cash, cash equivalents, and restricted cash



      (12,773)



      (1,396)

      Increase



      (830,792)



      135,828

      Beginning of period



      1,362,452



      306,895

      Cash, cash equivalents, and restricted cash, end of period


      $

      531,660


      $

      442,723

      Selected Data
      (Unaudited)

      Total auction metrics


















      Three months ended June 30, 


      Six months ended June 30, 







      % Change






      % Change



      2022


      2021


      2022 over 2021


      2022


      2021


      2022 over 2021

      Bids per lot sold *


      28


      27


      4

      %


      28


      28


      —

      %

      Total lots sold *


      144,167


      148,206


      (3)

      %


      249,934


      263,035


      (5)

      %

      * Management reviews industrial equipment auction metrics excluding GovPlanet; as a result, GovPlanet business metrics are excluded from these metrics

      Non-GAAP Measures

      This news release references non-GAAP measures. Non-GAAP measures do not have a standardized meaning and are, therefore, unlikely to be comparable to similar measures presented by other companies. The presentation of this financial information, which is not prepared under any comprehensive set of accounting rules or principles, is not intended to be considered in isolation of, or as a substitute for, the financial information prepared and presented in accordance with GAAP. Non-GAAP financial measures referred to in this report are labeled as "non-GAAP measure".

      Non-GAAP Adjusted Operating Income Reconciliation
      The Company believes that non-GAAP adjusted operating income provides useful information about the growth or decline of its operating income for the relevant financial period and eliminates the financial impact of adjusting items the Company do not consider to be part of its normal operating results.

      Non-GAAP adjusting operating income eliminates the financial impact of adjusting items from operating income, which are significant recurring and non-recurring items that the Company do not consider to be part of its normal operating results, such as share-based payments expense, acquisition-related costs, amortization of acquired intangible assets, management reorganization costs, and certain other items, which the Company refers to as "adjusting items".

      In 2021, the Company updated the calculation of non-GAAP adjusted operating income to add-back share-based payments expense, all acquisition-related costs (including any share-based continuing employment costs recognized in acquisition-related costs), amortization of acquired intangible assets, and gain or loss on disposition of property, plant and equipment. The Company has also adjusted for certain non-recurring advisory, legal and restructuring costs. These adjustments in 2021 have been applied retrospectively to all periods presented, as applicable.

      The following table reconciles non-GAAP adjusted operating income to operating income, which is the most directly comparable GAAP measure in the consolidated financial statements.




















      (in U.S. $000's, except percentages)


      Three months ended June 30, 



      Six months ended June 30, 










      % Change








      % Change




      2022


      2021


      2022 over 2021


      2022


      2021


      2022 over 2021


      Operating income


      $

      91,867


      $

      89,517


      3

      %


      $

      324,707


      $

      134,019


      142

      %

      Share-based payments expense



      13,640



      7,540


      81

      %



      19,026



      11,318


      68

      %

      Acquisition-related costs



      3,399



      3,049


      11

      %



      13,036



      5,971


      118

      %

      Amortization of acquired intangible assets



      8,426



      6,802


      24

      %



      16,958



      13,443


      26

      %

      Gain on disposition of property, plant and equipment and related costs



      1,153



      (175)


      (759)

      %



      (168,667)



      (243)


      69,310

      %

      Non-recurring advisory, legal and restructuring costs



      1,094



      240


      356

      %



      3,379



      240


      1,308

      %

      Non-GAAP adjusted operating income


      $

      119,579


      $

      106,973


      12

      %


      $

      208,439


      $

      164,748


      27

      %

      (1)     Please refer to page 12-13 for a summary of adjusting items during the three months and year ended June 30, 2022 and June 30, 2021.
      (2)     Non-GAAP adjusted operating income represents operating income excluding the effects of adjusting items.

      Non-GAAP Adjusted Net Income Attributable to Stockholders and Non-GAAP Diluted Adjusted EPS Attributable to Stockholders Reconciliation
      The Company believes that non-GAAP adjusted net income attributable to stockholders provides useful information about the growth or decline of the net income attributable to stockholders for the relevant financial period and eliminates the financial impact of adjusting items the Company does not consider to be part of the normal operating results. Non-GAAP diluted adjusted EPS attributable to stockholders eliminates the financial impact of adjusting items which are after-tax effects of significant recurring and non-recurring items that the Company does not consider to be part of the normal operating results, such as share-based payments expense, acquisition-related costs, amortization of acquired intangible assets, management reorganization costs, and certain other items, which the Company refers to as "adjusting items".

      In 2021, the Company updated the calculation of non-GAAP diluted adjusted EPS attributable to stockholders to add-back certain adjustments that have been applied retrospectively to all periods presented, as applicable (refer to non-GAAP adjusted operating income reconciliation above).

      The following table reconciles non-GAAP adjusted net income attributable to stockholders and non-GAAP diluted adjusted EPS attributable to stockholders to net income attributable to stockholders and diluted EPS attributable to stockholders, which are the most directly comparable GAAP measures in the consolidated financial statements.





















      (in U.S. $000's, except share and per share data, and percentages)


      Three months ended June 30, 


      Six months ended June 30, 










      % Change








      % Change




      2022


      2021


      2022 over 2021


      2022


      2021


      2022 over 2021


      Net income attributable to stockholders


      $

      53,365


      $

      60,749


      (12)

      %


      $

      231,459


      $

      88,937


      160

      %


      Share-based payments expense



      13,640



      7,540


      81

      %



      19,026



      11,318


      68

      %


      Acquisition-related costs



      3,399



      3,049


      11

      %



      13,036



      5,971


      118

      %


      Amortization of acquired intangible assets



      8,426



      6,802


      24

      %



      16,958



      13,443


      26

      %


      Gain on disposition of property, plant and equipment and related costs



      1,153



      (175)


      (759)

      %



      (168,667)



      (243)


      69,310

      %


      Loss on redemption of the 2021 Notes and certain related interest expense



      9,664



      —


      100

      %



      9,664



      —


      100

      %


      Change in fair value of derivatives



      —



      —


      —

      %



      (1,263)



      —


      (100)

      %


      Non-recurring advisory, legal and restructuring costs



      1,094



      240


      356

      %



      3,379



      240


      1,308

      %


      Related tax effects of the above



      (7,669)



      (3,660)


      110

      %



      10,443



      (9,126)


      (214)

      %


      Non-GAAP adjusted net income attributable to stockholders


      $

      83,072


      $

      74,545


      11

      %


      $

      134,035


      $

      110,540


      21

      %


      Weighted average number of dilutive shares outstanding



      111,705,102



      111,334,184


      0

      %



      111,681,644



      111,302,711


      0

      %






















      Diluted earnings per share attributable to stockholders


      $

      0.48


      $

      0.55


      (13)

      %


      $

      2.07


      $

      0.80


      159

      %


      Non-GAAP diluted adjusted EPS attributable to Stockholders


      $

      0.74


      $

      0.67


      10

      %


      $

      1.20


      $

      0.99


      21

      %


      (1)   Please refer to page 12-13 for a summary of adjusting items for the three months and year ended June 30, 2022 and June 30, 2021.

      (2)   Non-GAAP adjusted net income attributable to stockholders represents net income attributable to stockholders, excluding the effects of adjusting items.

      (3)   Non-GAAP diluted adjusted EPS attributable to stockholders is calculated by dividing non-GAAP adjusted net income attributable to stockholders, net of the effect of dilutive securities, by the weighted average number of dilutive shares outstanding.

      Non-GAAP Adjusted EBITDA
      The Company believes non-GAAP adjusted EBITDA provides useful information about the growth or decline of its net income when compared between different financial periods. The Company uses non-GAAP adjusted EBITDA as a key performance measure because the Company believes it facilitates operating performance comparisons from period to period.

      In 2021, the Company updated the calculation of non-GAAP diluted adjusted EPS attributable to stockholders to add-back certain adjustments that have been applied retrospectively to all periods presented, as applicable (refer to non-GAAP adjusted operating income reconciliation above).

      The following table reconciles non-GAAP adjusted EBITDA to net income, which is the most directly comparable GAAP measure in, or calculated from, the consolidated financial statements:





















      (in U.S. $000's, except percentages)


      Three months ended June 30, 



      Six months ended June 30, 











      % Change








      % Change




      2022


      2021


      2022 over 2021


      2022


      2021


      2022 over 2021


      Net income


      $

      53,411


      $

      60,781


      (12)

      %


      $

      231,512


      $

      88,920


      160

      %


      Add: depreciation and amortization



      24,298



      21,935


      11

      %



      48,523



      43,005


      13

      %


      Add: interest expense



      18,463



      8,867


      108

      %



      39,149



      17,813


      120

      %


      Less: interest income



      (871)



      (332)


      162

      %



      (1,415)



      (634)


      123

      %


      Add: income tax expense



      21,632



      21,065


      3

      %



      57,867



      29,484


      96

      %


      EBITDA



      116,933



      112,316


      4

      %



      375,636



      178,588


      110

      %


      Share-based payments expense



      13,640



      7,540


      81

      %



      19,026



      11,318


      68

      %


      Acquisition-related costs



      3,399



      3,049


      11

      %



      13,036



      5,971


      118

      %


      Gain on disposition of property, plant and equipment and related costs



      1,153



      (175)


      (759)

      %



      (168,667)



      (243)


      69,310

      %


      Change in fair value of derivatives



      —



      —


      —

      %



      (1,263)



      —


      (100)

      %


      Non-recurring advisory, legal and restructuring costs



      1,094



      240


      356

      %



      3,379



      240


      1,308

      %


      Non-GAAP adjusted EBITDA


      $

      136,219


      $

      122,970


      11

      %


      $

      241,147


      $

      195,874


      23

      %


      (1)     Please refer to page 12-13 for a summary of adjusting items during the three months and year ended June 30, 2022 and June 30, 2021.

      (2)     Non-GAAP adjusted EBITDA is calculated by adding back depreciation and amortization expenses, interest expense, income tax expense, and subtracting interest income from net income, as well as adding back share-based payments expense, acquisition-related costs, and excluding the effects of any non-recurring or unusual adjusting items.

      Adjusting Items Non-GAAP Measures

      In 2021, the Company began adjusting for share-based payment expenses, amortization of acquired intangible assets and all gains or losses on disposition of property, plant and equipment, which the Company did not consider to be part of its normal operating results. These adjustments in 2021 have been applied retrospectively to all periods presented.

      Adjusting items during the three months and year ended June 30, 2022 were:

      Recognized in the second quarter of 2022

      • $13.6 million share based payments expense.
      • $3.4 million of acquisition-related costs related to the proposed acquisition of Euro Auctions and the completed acquisitions of SmartEquip and Rouse.
      • $8.4 million amortization of acquired intangible assets primarily from the acquisitions of Iron Planet, SmartEquip, and Rouse.
      • $1.2 million gain on disposition of property, plant and equipment and related costs includes $1.3 million unwind relating to a non-cash fair market value adjustment made to recognize the Bolton property sale proceeds at fair value when calculating the $169.0 million gain on the Bolton property in the first quarter of 2022, and $0.1 million gain on disposition of property, plant and equipment in the quarter.    
      • $9.7 million loss on redemption of the 2021 Notes and certain related interest expense includes $4.8 million of loss on redemption of the 2021 Notes due to a difference between the reacquisition price of the 2021 Notes and the net carrying amount of the extinguished debt (primarily the write off of the unamortized debt issuance costs), as well as the write off of the deferred debt issuance costs of $0.7 million due to the expiry of the undrawn $205.0 million delayed-draw term loan facility in the quarter. A non-recurring interest expense of $4.2 million was also adjusted in the quarter relating to the 2021 Notes, which were redeemed as a result of the discontinued Euro Auctions acquisition.
      • $1.1 million of non-recurring advisory, legal and restructuring costs, which include $0.6 million of terminated and ongoing transaction and legal costs relating to mergers and acquisition activity, $0.3 million of severance and retention costs in connection with the restructuring of the Company's IT team driven by its strategy to build a new digital technology platform, and $0.2 million of advisory costs relating to a cybersecurity incident detected in the fourth quarter of 2021.
      Recognized in the first quarter of 2022
      • $5.4 million share based payments expense.
      • $8.5 million amortization of acquired intangible assets primarily from the acquisitions of Iron Planet, SmartEquip, and Rouse.
      • $169.8 million gain recognized on the disposition of property, plant and equipment of which $169.1 million related to the sale of a property located in Bolton, Ontario.
      • $9.6 million of acquisition-related costs related to the proposed acquisition of Euro Auctions and the completed acquisitions of SmartEquip and Rouse.
      • $1.3 million gain due to the change in fair value of derivatives to manage the Company's exposure to foreign currency exchange rate fluctuations on the purchase consideration for the proposed acquisition of Euro Auctions.
      • $2.3 million of non-recurring advisory, legal and restructuring costs, which include $0.9 million related to severance and retention costs in connection with the restructuring of the Company's IT team driven by its strategy to build a new digital technology platform, $0.5 million terminated and ongoing transaction and legal costs relating to mergers and acquisition activity, $0.4 million of SOX remediation costs, and $0.6 million of advisory costs relating to a cybersecurity incident detected in the fourth quarter of 2021.
      Adjusting items during the three months and year ended June 30, 2021 were:

      Recognized in the second quarter of 2021

      • $7.5 million share based payments expense.
      • $6.8 million amortization of acquired intangible assets primarily from the acquisitions of Iron Planet and Rouse.
      • $3.0 million of acquisition-related costs related to the acquisition of Rouse.
      • $0.2 million gain recognized on the disposition of property, plant and equipment
      • $0.2 million of non-recurring advisory, legal and restructuring costs related to SOX remediation costs relating to the Company's efforts to remediate the material weaknesses identified in 2020, which has been retrospectively applied to the second quarter of 2021.

      Recognized in the first quarter of 2021

      • $3.8 million share based payments expense.
      • $6.6 million amortization of acquired intangible assets primarily from the acquisitions of Iron Planet and Rouse.
      • $2.9 million of acquisition-related costs related to the acquisition of Rouse.

      SOURCE Ritchie Bros. Auctioneers

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