RITCHIE BROS AUCTIONEERS INC : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an…

Item 1.01. Entry into a Material Definitive Agreement

On September 21, 2021, Ritchie Bros. Auctioneers Incorporated (the "Company")entered into a fourth amendment (the "Fourth Amendment") to the CreditAgreement, dated as of October 27, 2016 (as amended, restated, amended andrestated, supplemented or otherwise modified from time to time, the "CreditAgreement"), among the Company, as a borrower, certain of its subsidiaries, eachas a borrower and/or a guarantor, Bank of America, N.A., as administrativeagent, U.S. swing line lender and letter of credit issuer, Royal Bank of Canada,as Canadian swing line lender and letter of credit issuer, and the other lendersparty thereto.

The Fourth Amendment, among other things, (i) extends the maturity date of themulticurrency revolving facilities (the "Revolving Facilities") and delayed-drawterm loan facility (the "Delayed-Draw Facility" and together with the RevolvingFacilities, the "Facilities") provided for by the Credit Agreement from October27, 2023 to September 21, 2026, (ii) increases the total size of the Facilitiesprovided under the Credit Agreement to up to $1.045 billion, including $295million of commitments under the Delayed-Draw Facility, a portion of which maybe used to finance, in part, the Company's previously announced acquisition ofEuro Auctions Limited, William Keys & Sons Holdings Limited, Equipment Sales Ltdand Equipment & Plant Services Ltd, (iii) reduces the applicable margin for baserate (or Canadian prime rate for certain Canadian Dollar borrowings) loans andLIBOR (or the equivalent rate for such currency) loans at each pricing tierlevel, (iv) reduces the applicable percentage per annum used to calculate thecommitment fee in respect of the unused commitments under the RevolvingFacilities at each pricing tier level and (v) includes customary provisions toprovide for the eventual replacement of LIBOR as a benchmark interest rate. Inconnection with the previously announced Fourth Amended and Restated CommitmentLetter, dated as of August 8, 2021, entered into among the Company and theCommitment Parties party thereto (as amended, the "Commitment Letter"),simultaneously with the effectiveness of the Fourth Amendment, the Companyterminated the Term Commitments (as defined in the Commitment Letter) under theCommitment Letter and Revolving Commitments (as defined in the CommitmentLetter) under the Commitment Letter and permanently reduced the Senior UnsecuredBridge Facility (as defined in the Commitment Letter) commitments under theCommitment Letter by $200,000,000.

Immediately prior to the Fourth Amendment, the aggregate principal amountoutstanding under the existing delayed-draw facility under the Credit Agreementwas CAD$118,889,995.48 million. In connection with the Fourth Amendment, theCompany refinanced such amount with the proceeds from a borrowing under theDelayed-Draw Facility on the closing date. Drawn amounts under the Delayed-DrawFacility will amortize in equal quarterly installments in an annual amount of5%, with the balance payable at maturity.

The foregoing description of the terms of the Fourth Amendment does not purportto be complete and is qualified in its entirety by reference to the FourthAmendment, attached as Exhibit 10.1 hereto, and incorporated herein byreference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under anOff-Balance Sheet Arrangement of a Registrant

The information set forth in Item 1.01 above with respect to the Facilities ishereby incorporated by reference into this Item 2.03, insofar as it relates tothe creation of a direct financial obligation.

On September 21, 2021, the Company issued a press release regarding the FourthAmendment. A copy of this press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

Edgar Online, source Glimpses

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RITCHIE BROS AUCTIONEERS INC : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an...