Ritchie Bros. reports fourth quarter and 2020 annual results

VANCOUVER, BC, Feb. 18, 2021 /PRNewswire/ - Ritchie Bros. Auctioneers Incorporated (NYSE: RBA) (TSX: RBA), (the "Company", "Ritchie Bros.", "we", "us", or "our") reported the following results for the fourth quarter and full year ended December 31, 2020.

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

Fourth quarter highlights
Net income attributable to stockholders decreased 5% to $48.9 million, compared to $51.6 million in Q4 2019. Adjusted net income attributable to stockholders*(non-GAAP measures), which excludes $5.2 million of acquisition-related costs ($3.9 million net of tax) related to the acquisition of Rouse Services LLC ("Rouse"), and $1.5 million current income tax expense related to an unfavourable adjustment to reflect final regulations published regarding hybrid financing arrangements, increased 13% to $54.3 million as compared to $48.2 million in Q4 2019. Diluted earnings per share ("EPS") attributable to stockholders decreased 6% to $0.44 per share in Q4 2020 compared to $0.47 per share in Q4 2019. Diluted adjusted EPS attributable to stockholders*(non-GAAP measures) which excludes adjusting items, increased 11% to $0.49 per share at Q4 2020 compared to $0.44 per share in Q4 2019.

Consolidated results:

    --  Total revenue in Q4 2020 increased 15% to $383.4 million as compared to
        Q4 2019
        --  Service revenue in Q4 2020 increased 6% to $231.7 million as
            compared to Q4 2019
        --  Inventory sales revenue in Q4 2020 increased 33% to $151.8 million
            as compared to Q4 2019
    --  Total selling, general and administrative expenses ("SG&A") in Q4 2020
        increased 13% to $108.3 million as compared to Q4 2019
    --  Operating income in Q4 2020 increased 2% to $72.9 million as compared to
        Q4 2019
    --  Adjusted operating income*(non-GAAP measures) in Q4 2020 increased 16%
        to $78.1 million as compared to Q4 2019
    --  Net income in Q4 2020 decreased 5% to $48.9 million as compared to Q4
        2019
    --  Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization*
        ("EBITDA") (non-GAAP measure) in Q4 2020 increased 12% to $98.5 million
        as compared to Q4 2019
    --  Cash provided by operating activities was $257.9 million for 2020

Auctions & Marketplaces segment results:

    --  GTV(1) in Q4 2020 increased 5% to $1.4 billion as compared to Q4 2019
    --  A&M total revenue in Q4 2020 increased 17% to $348.5 million as compared
        to Q4 2019
        --  Service revenue in Q4 2020 increased 7% to $196.7 million as
            compared to Q4 2019
        --  Inventory sales revenue in Q4 2020 increased 33% to $151.8 million
            as compared to Q4 2019

Other Services segment results:

    --  Other Services total revenue in Q4 2020 increased 2% to $35.0 million as
        compared to Q4 2019
    --  RBFS revenue in Q4 2020 increased 10% to $9.1 million as compared to Q4
        2019

Other Company development

    --  On December 8, 2020, the Company acquired Rouse, a privately held
        company that provides data intelligence and performance benchmarking
        solutions for a fair value of approximately $275 million



     _____________________


                 (1) Gross Transaction Value ("GTV") represents total
                  proceeds from all items sold at the Company's live on site
                  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 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 our ongoing performance from
       period to period. Non-GAAP financial measures referred to
       in this news release are labeled as "non-GAAP measure" or
       designated as such with an asterisk (*). Please see page 9-
       11 for explanations of why the Company uses these non-GAAP
       measures and the reconciliation to the most comparable GAAP
       financial measures.

Full year highlights
Net income attributable to stockholders for 2020 increased 14% to $170.1 million compared to $149.0 million in 2019. Adjusted net income attributable to stockholders* (non-GAAP measure), which excludes $7.8 million income tax expense related to an unfavourable adjustment to reflect final regulations published regarding hybrid financing arrangements, $5.2 million of acquisition-related costs ($3.9 million net of tax) related to the acquisition of Rouse, and $4.3 million ($3.2 million net of tax) of severance costs, increased 27% to $185.0 million in 2020 as compared to $145.6 million in 2019. Diluted earnings per share ("EPS") attributable to stockholders increased 13% to $1.54 from $1.36 per share. Diluted adjusted EPS attributable to stockholders* (non-GAAP measure), which excludes adjusting items, increased 26% to $1.68 per share in 2020 as compared to $1.33 per share in 2019.

Consolidated results:

    --  Total revenue increased 4% to $1.4 billion as compared to 2019
        --  Service revenue increased 8% to $871.6 million as compared to 2019
        --  Inventory sales revenue decreased 2% to $505.7 million as compared
            to 2019
    --  Total SG&A increased 9% to $417.5 million in 2020 as compared to 2019
    --  Operating income increased 18% to $263.2 million as compared to 2019
    --  Net income increased 14% to $170.4 million as compared to 2019
    --  Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization*
        ("EBITDA")(non-GAAP measure) increased 20% to $353.5 million as compared
        to 2019
    --  Cash provided by operating activities was $257.9 million for the year
        ended December 31, 2020

Auctions & Marketplaces segment results:

    --  GTV increased 5% to $5.4 billion compared to 2019
    --  A&M total revenue increased 4% to $1.2 billion as compared to 2019
        --  Service revenue increased 9% to $740.0 million as compared to 2019
        --  Inventory sales revenue decreased 2% to $505.7 million as compared
            to 2019

Other Services segment results:

    --  Other Services total revenue increased 5% to $131.6 million as compared
        to 2019
    --  RBFS revenue increased 12% to $32.2 million as compared to 2019

"We delivered a solid fourth quarter with a 5% increase in GTV contributing to an 18% growth in operating income for the full year."

"2020 was an unprecedented year as the COVID-19 pandemic had a devastating impact on public health while creating global economic uncertainty. I am proud of the technology driven innovations our teams implemented to help customers leverage our Omni-channel platform while keeping our health protocols a top priority," said Ann Fandozzi, CEO of Ritchie Bros.

Fandozzi concluded "Uncertainty in the fourth quarter, driven by new COVID shut-downs and turbulent US election, resulted in consigners taking a wait and see approach. We continue to focus on things that drive long term value: innovating and leveraging technology to enhance customer experience, optimizing operating cost and driving execution against our strategic pillars."

Financial Overview
(Unaudited)





       (in U.S. $000's, except EPS and percentages)        
        Three months ended December 31,         
          Year ended December 31,

                                                                                                 ---                ---

                                                                                                                                              % Change                                                          % Change



                                                            2020                                 2019                               2020 over       2020         2019                 2020 over
                                                                                                                                       2019                                             2019




       Service revenue:



       Commissions                                                  $
              121,170              $
          114,107                                  6              $
          452,882           $
          431,781                   5
                                                                                                                                                     %                                                                       %



       Fees                                                                     110,485                      104,362                                  6                      418,714                   372,243                  12
                                                                                                                                                     %                                                                       %




       Total service revenue                                                    231,655                      218,469                                  6                      871,596                   804,024                   8
                                                                                                                                                     %                                                                       %



       Inventory sales revenue                                                  151,758                      113,725                                 33                      505,664                   514,617                 (2)
                                                                                                                                                     %                                                                       %




       Total revenue                                                            383,413                      332,194                                 15                    1,377,260                 1,318,641                   4
                                                                                                                                                     %                                                                       %



       Costs of services                                                         39,270                       42,258                                (7)                     157,296                   164,977                 (5)
                                                                                                                                                     %                                                                       %



       Cost of inventory sold                                                   137,322                      108,136                                 27                      458,293                   480,839                 (5)
                                                                                                                                                     %                                                                       %



       Selling, general and administrative expenses                             108,318                       95,800                                 13                      417,523                   382,389                   9
                                                                                                                                                     %                                                                       %



       Operating expenses                                                       310,521                      260,710                                 19                    1,114,100                 1,095,439                   2
                                                                                                                                                     %                                                                       %



       Operating income                                                          72,892                       71,484                                  2                      263,160                   223,202                  18
                                                                                                                                                     %                                                                       %



       Operating income as a % of total revenue                                    19.0                         21.5                              (250) 
      bps                 19.1                      16.9
                                                                                       %                           %                                                             %                        %                220    
      bps



       Net income attributable to stockholders                                   48,857                       51,573                                (5)                     170,095                   149,039                  14
                                                                                                                                                     %                                                                       %



       Adjusted net income attributable to stockholders*                         54,268                       48,183                                 13                      184,952                   145,649                  27
                                                                                                                                                     %                                                                       %



       Diluted EPS attributable to stockholders                        $
              0.44                 $
          0.47                                (6)                $
          1.54              $
          1.36                  13
                                                                                                                                                     %                                                                       %



       Diluted adjusted EPS attributable to stockholders*              $
              0.49                 $
          0.44                                 11                 $
          1.68              $
          1.33                  26
                                                                                                                                                     %                                                                       %



       Effective tax rate                                                          25.6                         19.9                                570  
      bps                 27.8                      21.8
                                                                                       %                           %                                                             %                        %                600    
      bps

    ===


       Total GTV                                                              1,448,832                    1,383,908                                  5                    5,411,218                 5,140,587                   5
                                                                                                                                                     %                                                                       %



       Service GTV                                                            1,297,074                    1,270,183                                  2                    4,905,554                 4,625,970                   6
                                                                                                                                                     %                                                                       %



       Service revenue as a % of total GTV- Rate                                   16.0                         15.8                                 20  
      bps                 16.1                      15.6
                                                                                       %                           %                                                             %                        %                 50    
      bps



       Inventory GTV                                                            151,758                      113,725                                 33                      505,664                   514,617                 (2)
                                                                                                                                                     %                                                                       %

    ===


       Service revenue as a % of total revenue                                     60.4                         65.8                              (540) 
      bps                 63.3                      61.0
                                                                                       %                           %                                                             %                        %                230    
      bps



       Inventory sales revenue as a % of total revenue                             39.6                         34.2                                540  
      bps                 36.7                      39.0
                                                                                       %                           %                                                             %                        %              (230)   
      bps



       Cost of inventory sold as a % of operating expenses                         44.2                         41.5                                270  
      bps                 41.1                      43.9
                                                                                       %                           %                                                             %                        %              (280)   
      bps



       Service GTV as a % of total GTV - Mix                                       89.5                         91.8                              (230) 
      bps                 90.7                      90.0
                                                                                       %                           %                                                             %                        %                 70    
      bps



       Inventory sales revenue as a % of total GTV- Mix                            10.5                          8.2                                230  
      bps                  9.3                      10.0
                                                                                       %                           %                                                             %                        %               (70)   
      bps

    ===

Segment Overview





       (in U.S $000's)                                 Three months ended December 31, 2020        
             Year ended December 31, 2020

                                                                                    ---                                                  ---

                                                      
     A&M                                 
     Other                       Consolidated       
         A&M        
     Other                Consolidated




       Service revenue                                               $
              196,703              34,952                                  $
         231,655         $
         740,043               131,553 $
       871,596



       Inventory sales revenue                                                   151,758                                                            151,758                505,664                           505,664




       Total revenue                                                             348,461              34,952                                         383,413              1,245,707               131,553    1,377,260



       Ancillary and logistical service expenses                                                     14,614                                          14,614                                      59,982       59,982



       Other costs of services                                                    23,177               1,479                                          24,656                 92,195                 5,119       97,314



       Cost of inventory sold                                                    137,322                                                            137,322                458,293                           458,293



       SG&A expenses                                                              98,365               9,954                                         108,319                388,442                29,081      417,523

    ---


       Segment profit                                                 $
              89,597               8,905                                   $
         98,502         $
         306,777                37,371 $
       344,148

    ===


       Total GTV                                                               1,448,832                 N/A                                            N/A             5,411,218                   N/A         N/A



       A&M service revenue as a % of total GTV- Rate                                13.6                 N/A                                            N/A                  13.7
                                                                                        %                                                                                       %                  N/A         N/A

    ---





       (in U.S $000's)                                 
         Three months ended December 31, 2019         
        Year ended December 31, 2019

                                                                                                   ---

                                                      
       A&M                                        Other      Consolidated              
      A&M              Other   Consolidated




       Service revenue                                              $
              184,243                     $
            34,226                    $
       218,469       $
              678,823 $
      125,201 $
       804,024



       Inventory sales revenue                                                  113,725                                                             113,725                   514,617                 514,617

    ---


       Total revenue                                                            297,968                               34,226                         332,194                 1,193,440     125,201    1,318,641



       Ancillary and logistical service expenses                                                                     15,736                          15,736                               59,252       59,252



       Other costs of services                                                   25,022                                1,500                          26,522                    99,821       5,904      105,725



       Cost of inventory sold                                                   108,136                                                             108,136                   480,839                 480,839



       SG&A expenses                                                             89,230                                6,570                          95,800                   358,016      24,373      382,389

    ---


       Segment profit                                                $
              75,580                     $
            10,420                     $
       86,000                   254,764      35,672      290,436

    ===


       Total GTV                                                              1,383,908                                  N/A                            N/A                5,140,587         N/A         N/A



       A&M service revenue as a % of total GTV- Rate                               13.3                                  N/A                            N/A                     13.2
                                                                                       %                                                                                           %        N/A         N/A

    ---

Q4 2020 Consolidated Performance Overview

In response to COVID-19 pandemic, beginning in March 2020, we transitioned all our traditional live on site auctions to online bidding utilizing our existing online bidding technology and simultaneously ceased all public attendance at our live auction theaters. Our core online auction channels (IronPlanet.com, GovPlanet.com, Marketplace-E) continued to operate as usual.

GTV increased 5% to $1.4 billion in Q4 2020. The increase was primarily in Canada due to a large dispersal of pipeline equipment at our Q4 2020 Grand Prairie auction, as well as holding three net new auctions compared to Q4 2019. The International sales team also delivered positive year-over-year results at our St. Aubin, France, and Caorso, Italy on site auctions, offset by lower online performance in Europe as well as the non-repeat of our Narita auction, which was cancelled due to the COVID-19 pandemic. We had lower year-over-year performance in our US live auctions, primarily due softer equipment supply, election uncertainty, and COVID fatigue, partially offset by positive growth on our online channel due to strong sales execution by our US strategic accounts team.

Total revenue increased 15% to $383.4 million in Q4 2020.

Service revenue increased 6% with both commissions revenue and fees revenue increasing 6%. Fees revenue was up 6% driven by higher fees from total GTV growth of 5% and improved buyer fee rate performance driven by our online fee structure in Australia, incremental revenue of Rouse, higher online listing inspection fees in line with increased online GTV, and the continued growth in RBFS fee revenue. This increase was partially offset by lower ancillary fees from refurbishing and transporting sellers' equipment driven by lower volume in the US. Commission revenue increased 6% driven by higher volume of guarantee contracts and rate improvement in both US and Canada.

Inventory sales revenue increased 33% representing higher inventory sales volume primarily driven by strong performance in our Canada region due to a large dispersal of pipeline equipment in our Q4 2020 Grand Prairie auction. In addition, our International region also experienced strong growth in Australia and Europe. This was partially offset by the non-repeat of larger inventory contracts in the US.

Costs of services decreased 7% to $39.3 million. In response to the COVID-19 pandemic, we transitioned our live on site auctions to online bidding, utilizing TAL solutions for selected International and on-the-farm agricultural events and implementing travel restrictions. These operational changes resulted in temporary cost reductions in travel, advertising, and promotion expenses, and employee compensation. In addition, we incurred lower ancillary and logistical service expenses, in line with the decrease in ancillary fees earned from refurbishing and transporting sellers' equipment driven by lower volume in the US. This was partially offset by higher cost of services incurred to support new government contracts.

Cost of inventory increased 27% to $137.3 million, in line with the overall increase in inventory GTV. Cost of inventory sold increased at a lower rate than the increase of inventory sales revenue, indicating an increase in the inventory revenue rate of return. The inventory rate of return improved mainly due to the achievement of strong rate performance across all regions.

Selling, general and administrative ("SG&A") expenses increased 13% to $108.3 million primarily due to higher headcount to support our growth initiatives and higher short-term incentive expense driven by strong performance. In addition, in Q4 2019, we recognized a recovery of $4.1 million of share-based payment expense related to the departure of our former CEO, which is non-recurring. These increases were partially offset by lower SG&A expenses related to lower travel, advertising, and promotion costs as we implemented travel restrictions.

Foreign exchange had a favourable impact on total revenue and an unfavourable impact on expenses. These impacts were primarily due to the fluctuations in the Euro and Australian dollar exchange rates relative to the U.S. dollar.

Net income attributable to stockholders decreased 5% to $48.9 million. The decrease is partially due to $5.2 million of acquisition-related costs incurred in 2020 related to the acquisition of Rouse, $1.5 million current income tax expense related to an unfavourable adjustment to reflect final regulations published regarding hybrid financing arrangements, and recovery of $4.1 million of share-based payment expense recognized in 2019 related to the departure of our former CEO, which are all non-recurring. An increase in the effective tax rate, partially offset by lower interest expense and higher operating income, also contributed to the decrease in net income attributable to stockholders.

Primarily for the same reasons noted above, diluted EPS attributable to stockholders decreased 6% to $0.44 per share for Q4 2020 from $0.47 per share in Q4 2019. Diluted adjusted EPS attributable to stockholders* increased 11% to $0.49 per share in Q4 2020, after excluding $5.2 million of acquisition-related costs ($3.9 million net of tax) and $1.5 million income tax expense in Q4 2020.

Dividend Information

Quarterly dividend
On January 22, 2021, the Company declared a quarterly cash dividend of $0.22 per common share payable on March 5, 2021 to shareholders of record on February 12, 2021.

Q4 2020 Earnings Conference Call
Ritchie Bros. is hosting a conference call to discuss its financial results for the quarter ended December 31, 2020 at 8am Pacific time / 11 am Eastern time / 4pm GMT on February 19, 2021. The replay of the webcast will be available through March 6, 2021.

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

About Ritchie Bros.
Established in 1958, Ritchie Bros. (NYSE and TSX: RBA) is a world leader in asset management technologies and disposition of commercial assets. We offer 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, oil and gas, mining, and forestry, the company's selling channels include: Ritchie Bros. Auctioneers, the world's largest industrial auctioneer offers live auction events with online bidding; IronPlanet, an online marketplace with featured weekly auctions and providing the exclusive IronClad Assurance® equipment condition certification; Marketplace-E, a controlled marketplace offering multiple price and timing options; Mascus, a leading European online equipment listing service; Rouse, a leader in market intelligence on sales and rental equipment data; and Ritchie Bros. Private Treaty, offering privately negotiated sales. Our suite of multichannel sales solutions also includes RB Asset Solutions, a complete end-to-end asset management and disposition system. We also offer sector-specific solutions including GovPlanet, TruckPlanet, and Kruse Energy Auctioneers, 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, growth and value prospects and payment of dividends, and the expected benefits of the Rouse acquisition. 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; 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, 2020, 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 - Fourth 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 December 31,                      Year ended December 31,

                                                                                         ---                     ---

                                                                                                                                                       % Change                                                       % Change


                                                                            2020                                         2019                         2020 over 2019 2020                   2019                       2020 over 2019




       GTV                                                  $
            1,448,832                         $
             1,383,908                            5
            %      $
         5,411,218       $
            5,140,587                         5
                                                                                                                                                                                                                                         %

    ---


       Revenues:



       Service revenues                                       $
            231,655                           $
             218,469                            6
            %        $
         871,596         $
            804,024                         8
                                                                                                                                                                                                                                         %



       Inventory sales revenue                                          151,758                                      113,725                                     33                505,664                   514,617                       (2)
                                                                                                                                                                 %                                                                       %

    ---


       Total revenues                                                   383,413                                      332,194                                     15              1,377,260                 1,318,641                         4
                                                                                                                                                                 %                                                                       %

    ---


       Operating expenses:



       Costs of services                                                 39,270                                       42,258                                    (7)               157,296                   164,977                       (5)
                                                                                                                                                                 %                                                                       %



       Cost of inventory sold                                           137,322                                      108,136                                     27                458,293                   480,839                       (5)
                                                                                                                                                                 %                                                                       %



       Selling, general and administration expenses                     108,318                                       95,800                                     13                417,523                   382,389                         9
                                                                                                                                                                 %                                                                       %



       Acquisition-related costs                                          6,014                                           25                                 23,956                  6,014                       777                       674
                                                                                                                                                                 %                                                                       %



       Depreciation and amortization expenses                            19,337                                       18,582                            4
            %                74,921                    70,501                         6
                                                                                                                                                                                                                                         %



       Gain on disposition of property, plant and equipment                (22)                                        (36)                                  (39)               (1,559)                  (1,107)                       41
                                                                                                                                                                 %                                                                       %



       Foreign exchange (gain) loss                                         282                                      (4,055)                                 (107)                 1,612                   (2,937)                    (155)
                                                                                                                                                                 %                                                                       %

    ---


       Total operating expenses                                         310,521                                      260,710                                     19              1,114,100                 1,095,439                         2
                                                                                                                                                                 %                                                                       %

    ---


       Operating income                                                  72,892                                       71,484                            2
            %               263,160                   223,202                        18
                                                                                                                                                                                                                                         %

    ---


       Interest expense                                                 (8,767)                                    (10,254)                                  (15)              (35,568)                 (41,277)                     (14)
                                                                                                                                                                 %                                                                       %



       Other income, net                                                  1,583                                        3,158                                   (50)                 8,296                     8,838                       (6)
                                                                                                                                                                 %                                                                       %

    ---


       Income before income taxes                                        65,708                                       64,388                            2
            %               235,888                   190,763                        24
                                                                                                                                                                                                                                         %



       Income tax expense                                                16,789                                       12,823                                     31                 65,530                    41,623                        57
                                                                                                                                                                 %                                                                       %

    ---


       Net income                                              $
            48,919                            $
             51,565                                    (5)        $
         170,358         $
            149,140                        14
                                                                                                                                                                 %                                                                       %

    ===


       Net income attributable to:



       Stockholders                                            $
            48,856                            $
             51,573                                    (5)               170,095         $
            149,039                        14
                                                                                                                                                                 %                                                                       %



       Non-controlling interests                                             63                                          (8)                                 (888)                   263                       101                       160
                                                                                                                                                                 %                                                                       %

    ---

                                                                $
            48,919                            $
             51,565                                    (5)               170,358         $
            149,140                        14
                                                                                                                                                                 %                                                                       %




       Earnings per share attributable to stockholders:



       Basic                                                     $
            0.45                              $
             0.47                                    (4)                  1.56            $
            1.37                        14
                                                                                                                                                                 %                                                                       %



       Diluted                                                   $
            0.44                              $
             0.47                                    (6)                  1.54            $
            1.36                        13
                                                                                                                                                                 %                                                                       %

    ---


       Weighted average number of share outstanding:



       Basic                                                        109,553,256                                  108,609,481                            1
            %           109,054,493               108,519,739                         0
                                                                                                                                                                                                                                         %



       Diluted                                                      111,058,161                                  110,194,557                            1
            %           110,310,984               109,759,123                         1
                                                                                                                                                                                                                                         %

    ===

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




        Year ended December 31,                          2020            2019

    ---



                                  Assets


        Cash and cash equivalents                               $
       278,766    $
       359,671


        Restricted cash                                               28,129          60,585


        Trade and other
         receivables                                                 135,001         142,627


        Less: allowance for
         credit losses                                               (5,467)        (5,225)



       Inventory                                                     86,278          64,956


        Other current assets                                          27,274          50,160


        Income taxes receivable                                        6,797           6,810

    ---

        Total current assets                                         556,778         679,584




        Property, plant and
         equipment                                                   492,127         484,482


        Other non-current assets                                     147,608         145,679


        Intangible assets                                            300,948         233,380



       Goodwill                                                     840,610         672,310


        Deferred tax assets                                           13,458          13,995

    ---


       Total assets                                          $
       2,351,529  $
       2,229,430

    ===



                                  Liabilities and Equity


        Auction proceeds payable                                $
       214,254    $
       276,188


        Trade and other payables                                     243,786         194,279


        Income taxes payable                                          17,032           7,809


        Short-term debt                                               29,145           4,705


        Current portion of long-
         term debt                                                    10,360          18,277

    ---

        Total current liabilities                                    514,577         501,258





       Long-term debt                                               626,288         627,204


        Other non-current
         liabilities                                                 153,000         151,238


        Deferred tax liabilities                                      45,265          42,743

    ---

        Total liabilities                                          1,339,130       1,322,443

    ---



        Commitments and
         Contingencies


        Stockholders' equity:



       Share capital:


        Common stock; no par
         value, unlimited shares


        authorized, issued and
         outstanding shares:


        109,876,428 (December 31,
         2019: 109,337,781)                                          200,451         194,771


        Additional paid-in
         capital                                                      49,171          52,110


        Retained earnings                                            791,918         714,051


        Accumulated other
         comprehensive loss                                         (34,295)       (59,099)

    ---

        Stockholders' equity                                       1,007,245         901,833


        Non-controlling interest                                       5,154           5,154

    ---

        Total stockholders'
         equity                                                    1,012,399         906,987

    ---

        Total liabilities and
         equity                                               $
       2,351,529  $
       2,229,430

    ===

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




        Year ended
         December
         31,           2020          2019 2018

    ---

        Cash
         provided by
         (used in):


        Operating
         activities:


        Net income          $
       170,358       $
        149,140 $
         121,506


        Adjustments
         for items
         not
         affecting
         cash:


        Depreciation
         and
         amortization
         expenses                 74,921              70,501         66,614


        Impairment
         loss


        Stock option
         compensation
         expense                   5,853               4,697          8,252


        Equity-
         classified
         share unit
         expense                   9,897               8,047         11,256


        Share-based
         continuing
         employment
         costs                       802


        Deferred
         income tax
         expense                   9,152               8,826          6,239


        Unrealized
         foreign
         exchange
         (gain) loss               2,453             (3,058)           951


        Gain on
         disposition
         of
         property,
         plant and
         equipment               (1,559)            (1,107)       (2,731)


        Amortization
         of debt
         issuance
         costs                     3,123               4,086          4,995


        Gain on
         disposition
         of equity
         investment                                               (4,935)


        Amortization
         of right-
         of-use
         assets                   12,240              12,280


        Gain on
         contingent
         consideration
         from equity
         investment              (1,700)


        Other, net                 1,466               2,779        (2,317)


        Net changes
         in
         operating
         assets and
         liabilities            (29,134)             76,602       (65,550)

    ---

        Net cash
         provided by
         operating
         activities              257,872             332,793        144,280

    ---

        Investing
         activities:


        Acquisition
         of Rouse,
         net of cash
         acquired              (250,039)


        Property,
         plant and
         equipment
         additions              (14,263)           (13,589)      (16,860)


        Proceeds on
         disposition
         of
         property,
         plant and
         equipment                16,385               5,929         10,586


        Intangible
         asset
         additions              (28,873)           (27,415)      (26,152)


        Issuance of
         loans
         receivable              (9,071)


        Repayment of
         loans
         receivable                3,227


        Distribution
         from equity
         investment                4,212


        Proceeds on
         contingent
         consideration
         from equity
         investment                1,700                             6,147


        Other, net                                    (982)       (4,674)

    ---

        Net cash
         used in
         investing
         activities            (276,722)           (36,057)      (30,953)

    ---

        Financing
         activities:


        Share
         repurchase             (53,170)           (42,012)


        Dividends
         paid to
         stockholders           (91,737)           (82,535)      (75,678)


        Dividends
         paid to NCI               (320)


        Proceeds
         from
         exercise of
         options and
         share
         option
         plans                    44,128              41,094         28,524


        Payment of
         withholding
         taxes on
         issuance of
         shares                  (6,656)            (5,260)       (3,901)


        Proceeds
         from short-
         term debt                50,799              13,169         19,715


        Repayment of
         short-term
         debt                   (29,368)           (28,684)       (6,628)


        Repayment of
         long-term
         debt                   (13,711)           (76,282)      (91,013)


        Debt issue
         costs                   (2,038)


        Repayment of
         finance
         lease
         obligations             (9,388)            (6,708)       (3,950)


        Other, net                                                (1,176)

    ---

        Net cash
         used in
         financing
         activities            (111,461)          (187,218)     (134,107)

    ---

        Effect of
         changes in
         foreign
         currency
         rates on
         cash, cash
         equivalents,
         and
         restricted
         cash                     16,950               5,171        (4,769)

    ---

        Increase               (113,361)            114,689       (25,549)


        Beginning of
         period                  420,256             305,567        331,116

    ---

        Cash, cash
         equivalents,
         and
         restricted
         cash, end
         of period          $
       306,895       $
        420,256 $
         305,567

    ===

Selected Data
(Unaudited)

Industrial live on site auction metrics




                                   Three months ended December 31,                Year ended December 31,

                               ---

                                                                    % Change                                                        % Change



                          2020                          2019       2020 over 2019                       2020          2019           2020 over 2019



        Number of           45                            54                 (17)                                168           194                   (13)
         auctions                                                             %                                                                     %


        Bidder         279,950                       223,800                   25                             957,050       732,550                     31
         registrations                                                        %                                                                     %


        Consignors      14,950                        15,850                  (6)                             55,400        58,850                    (6)
                                                                              %                                                                     %


        Buyers          43,000                        44,350                  (3)                            157,250       153,400                      3
                                                                              %                                                                     %



       Lots           116,950                       117,650                  (1)                            429,400       422,800                      2
                                                                              %                                                                     %

    ===

Non-GAAP Measures
This news release references to 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 generally accepted accounting principles. Non-GAAP financial measures referred to in this report are labeled as "non-GAAP measure" or designated as such with an asterisk (*).

Adjusted Operating Income* Reconciliation
The Company believes that adjusting operating income* eliminates the financial impact of adjusting items which are significant non-recurring items that we do not consider to be part of our normal operating results, such as acquisition-related costs, management reorganization costs, and certain other items, which we refer to as 'adjusting items'. The Company believes that comparing adjusted operating income* for different financial periods provides useful information about the growth or decline of our operating income for the relevant financial period.

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





                                                                                        Three months ended December 31,                                          Year ended December 31,



                                                                                                                                                      % Change                                                                                   % Change



                                                                                                                                                      2020 over                                                                                  2020 over


                                    (in U.S. $000's, except percentages) 2020                2019                                2020 over 2019                                          2020            2019               2020 over 2019

    ---


       Operating income                                                      $
     72,892                              $
       71,484                      2
            %                             $
     263,160      $
        223,202                       18
            %




       Pre-tax adjusting items:



       Share-based payment recovery                                                                                    (4,078)                 (100)
            %                                                  (4,078)                   (100)
            %



       Acquisition-related costs                                                 5,213                                                            100
            %                                  5,213                                        100
            %



       Severance                                                                                                                                                            %                   4,283                                        100
            %




       Adjusted operating income*                                            $
     78,105                              $
       67,406                     16
            %                             $
     272,656      $
        219,124                       24
            %



                                Please refer to page 12 for
                                  a summary of adjusting
                                  items for the three months
                                  and year ended December 31,

              (1)               2020 and 2019.



              (2)              Adjusted operating income*
                                  represents operating income
                                  excluding the effects of
                                  adjusting items.

Adjusted Net Income Attributable to Stockholders* and Diluted Adjusted EPS Attributable to Stockholders* Reconciliation
The Company believes that 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. Diluted Adjusted EPS attributable to stockholders* eliminates the financial impact of adjusting items which are after-tax effects of significant non-recurring items that the Company does not consider to be part of the normal operating results, such as acquisition-related costs, management reorganization costs, and certain other items, which the Company refers to as 'adjusting items'.

The following table reconciles adjusted net income attributable to stockholders* and 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 income statements.





       (in U.S. $000's, except share and per share data, and percentages)               Three months ended December 31,                Year ended December 31,

                                                                                                         ---

                                                                                                                                                                % Change                                                     % Change



                                                                           2020                          2019                 2020 over 2019                          2020     2019        2020 over 2019




       Net income attributable to stockholders                                 $
            48,857                         $
              51,573                            (5)          $
              170,095   $
            149,039                  14
                                                                                                                                                                       %                                                                  %



       Pre-tax adjusting items:



       Acquisition-related costs                                                          5,213                                                                      100                         5,213                                    100
                                                                                                                                                                       %                                                                  %



       Share-based payment recovery                                                                                               (4,078)                         (100)                                         (4,078)              (100)
                                                                                                                                                                       %                                                                  %



       Severance                                                                                                                                                          
     %                  4,283                                    100
                                                                                                                                                                                                                                          %



       Current income tax effect of adjusting items:



       Acquisition-related costs                                                        (1,329)                                                                   (100)                      (1,329)                                 (100)
                                                                                                                                                                       %                                                                  %



       Severance                                                                                                                                                          
     %                (1,065)                                 (100)
                                                                                                                                                                                                                                          %



       Deferred income tax effect of adjusting items:



       Share-based payment recovery                                                                                                   688                          (100)                                             688               (100)
                                                                                                                                                                       %                                                                  %



       Current income tax adjusting item:



       Change in uncertain tax provision                                                  1,527                                                                      100                         2,293                                    100
                                                                                                                                                                       %                                                                  %



       Deferred tax adjusting item:



       Change in uncertain tax provision                                                                                                                                  
     %                  5,462                                    100
                                                                                                                                                                                                                                          %

    ---


       Adjusted net income attributable to stockholders*                       $
            54,268                         $
              48,183                             13           $
              184,952   $
            145,649                  27
                                                                                                                                                                       %                                                                  %

    ---


       Weighted average number of dilutive shares outstanding                       111,058,161                                110,194,557                              1                   110,310,984         109,759,123                   1
                                                                                                                                                                       %                                                                  %

    ---


       Diluted earnings per share attributable to stockholders                   $
            0.44                           $
              0.47                            (6)             $
              1.54      $
            1.36                  13
                                                                                                                                                                       %                                                                  %

    ---


       Diluted adjusted EPS attributable to Stockholders*                        $
            0.49                           $
              0.44                             11              $
              1.68      $
            1.33                  26
                                                                                                                                                                       %                                                                  %

    ===




              (1)              Please refer to page 12 for a
                                  summary of adjusting items for the
                                  three months and year ended
                                  December 31, 2020 and 2019



              (2)              Adjusted net income attributable to
                                  stockholders* represents net
                                  income attributable to
                                  stockholders excluding the effects
                                  of adjusting items



              (3)              Diluted adjusted EPS attributable
                                  to stockholders* is calculated by
                                  dividing adjusted net income
                                  attributable to stockholders*, net
                                  of the effect of dilutive
                                  securities, by the weighted
                                  average number of dilutive shares
                                  outstanding

Adjusted EBITDA*
The Company believes that adjusted EBITDA* provides useful information about the growth or decline of our net income when compared between different financial periods.

The following table reconciles adjusted EBITDA* to net income, which is the most directly comparable GAAP measures in, or calculated from, our consolidated income statements:





       (in U.S. $000's, except percentages)                       Three months ended December 31,                              Year ended December 31,



                                                                                                                     % Change                                                                   % Change



                                                    2020                2019                          2020 over 2019       2020                         2019     2020 over 2019




       Net income                                       $
     48,920                                 $
            51,565         (5)                              $
           170,358   $
         149,140                  14
                                                                                                                            %                                                                                %



       Add: depreciation and amortization expenses         19,337                                           18,582           4                                         74,921           70,501                   6
                                                                                                                            %                                                                                %



       Add: interest expense                                8,767                                           10,254        (15)                                        35,568           41,277                (14)
                                                                                                                            %                                                                                %



       Less: interest income                                (563)                                         (1,367)       (59)                                       (2,338)         (3,802)               (39)
                                                                                                                            %                                                                                %



       Add: income tax expense                             16,789                                           12,823          31                                         65,530           41,623                  57
                                                                                                                            %                                                                                %



       Pre-tax adjusting items:



       Share-based payment recovery                                                                       (4,078)      (100)                                                       (4,078)              (100)
                                                                                                                            %                                                                                %



       Acquisition-related costs                            5,213                                                         100                                          5,213                                 100
                                                                                                                            %                                                                                %



       Severance                                                                                                               
              %                          4,283                                 100
                                                                                                                                                                                                             %

    ---


       Adjusted EBITDA*                                 $
     98,463                                 $
            87,779          12                               $
           353,535   $
         294,661                  20
                                                                                                                            %                                                                                %

    ---




              (1)              Please refer to page 12 for a
                                  summary of adjusting items for
                                  the three months and year
                                  ended December 31, 2020 and
                                  2019.



              (2)              Adjusted EBITDA* is calculated
                                  by adding back depreciation
                                  and amortization expenses,
                                  interest expense, and income
                                  tax expense, and subtracting
                                  interest income from net
                                  income excluding the pre-tax
                                  effects of adjusting items.

Adjusting items for the year ended December 31, 2020:

Recognized in the fourth quarter of 2020

    --  $5.2 million ($3.9 million after tax, or $0.04 per diluted share) of
        acquisition-related costs related to the acquisition of Rouse.
    --  $1.5 million ($0.01 per diluted share) of current income tax expense
        recognized related to an unfavourable adjustment to reflect final
        regulations published in Q2 2020 regarding hybrid financing
        arrangements.

Recognized in the third quarter of 2020

    --  $4.3 million ($3.2 million after tax, or $0.03 per diluted share) of
        severance costs related to the realignment of leadership to support the
        new global operations organization, in line with strategic growth
        priorities led by the new CEO.

Recognized in the second quarter of 2020

    --  $6.2 million ($0.06 per diluted share) in current and deferred income
        tax expense related to an unfavourable adjustment to reflect final
        regulations published regarding hybrid financing arrangements.

Recognized in the first quarter of 2020

    --  There were no adjustment items recognized in the first quarter of 2020.

Adjusting items for the year ended December 31, 2019:

Recognized in the fourth quarter of 2019

    --  $4.1 million ($3.4 million after tax, or $0.03 per diluted share) in
        share-based payment expense recovery related to the departure of our
        former CEO.

Recognized in the third quarter of 2019

    --  There were no adjustment items recognized in the third quarter of 2019.

Recognized in the second quarter of 2019

    --  There were no adjustment items recognized in the second quarter of 2019.

Recognized in the first quarter of 2019

    --  There were no adjustment items recognized in the first quarter of 2019.

https://www.ritchiebros.com/

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SOURCE Ritchie Bros. Auctioneers