Ritchie Bros. Auctioneers Incorporated (NYSE: RBA) (TSX: RBA) (Ritchie Bros.), the global asset management and disposition company, and IAA, Inc. (NYSE: IAA), a leading global digital marketplace connecting vehicle buyers and sellers, have announced that they have amended the terms of their previously announced merger agreement, pursuant to which Ritchie Bros. will acquire IAA in a stock and cash transaction. The amended agreement has been unanimously approved by each company’s board of directors following engagement with a cross-selection of shareholders. In connection with the amended merger agreement, Ancora has entered into a mutual cooperation agreement with IAA and, under the terms, has agreed to vote its shares, representing approximately 4% of IAA’s voting power, in favor of the transaction.
Latham & Watkins LLP represented IAA in connection with the mutual cooperation agreement with Ancora with a shareholder activism defense team led by Chicago partners Christopher Drewry and Bradley Faris, with associates Lucy Chauvin and Kennedy Holmes. Advice was also provided on securities matters by Washington D.C. partner Michele Anderson.