SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 23rd, 2023 • Ritchie Bros Auctioneers Inc • Services-business services, nec • New York
Contract Type FiledJanuary 23rd, 2023 Company Industry JurisdictionSECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of January 22, 2023, by and among Ritchie Bros. Auctioneers Incorporated, a company organized under the federal laws of Canada, with headquarters located at 9500 Glenlyon Parkway, Burnaby, British Columbia, Canada V5J0C6 (the "Company"), the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers") and, solely with respect to Section 9 hereto, Starboard Value LP and Jeffrey C. Smith (together with Starboard Value LP and the Buyers, "Starboard").