UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the period ended June 30, 2014
Commission File Number: 001-13425
Ritchie Bros. Auctioneers Incorporated
9500 Glenlyon Parkway
Burnaby, BC, Canada
V5J 0C6
(778) 331 5500
(Address of principal executive offices)
indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F
Form 20-F Form 40-F X
indicate by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1):
indicate by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(7):
indicate by check mark whether by furnishing information contained in this Form,
the registrant is also thereby furnishing the information to the Commission pursuant to
Rule 12g3-2(b) under the Securities Exchange Act of 1934
Yes No X
If Yes is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
EXHIBIT INDEX | ||||
Number | Description | |||
99.1 | Press release dated August 5, 2014 reporting the Companys results as at and for the period ended June 30, 2014. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
RITCHIE BROS. AUCTIONEERS INCORPORATED | ||
(Registrant) | ||
Date: August 5, 2014 | ||
By: /s/ Darren Watt | ||
Darren Watt | ||
Corporate Secretary |
Exhibit 99.1
NEWS RELEASE
RITCHIE BROS. AUCTIONEERS ANNOUNCES 30% GROWTH IN
SECOND QUARTER EARNINGS
Record Gross Auction Proceeds and Revenue
FOR IMMEDIATE RELEASE: August 5, 2014
All dollar amounts are presented in U.S. dollars.
VANCOUVER, British Columbia Ritchie Bros. Auctioneers Incorporated (NYSE and TSX: RBA, the Company or Ritchie Bros.), the worlds largest industrial auctioneer, announces net earnings of $38.6 million, or $0.36 per diluted share1, for the three months ended June 30, 2014. This is a 30% increase compared to net earnings of $29.8 million, or $0.28 per diluted share, generated in the same quarter last year. The Companys revenues for the second quarter of 2014 increased 11% to $141.8 million compared to $128.3 million for the same period in 2013, primarily as a result of an increase in gross auction proceeds (GAP)2. Selling, general and administrative expenses, excluding depreciation and amortization, for the second quarter of 2014 increased 2% compared to the same period in 2013. Net earnings for the quarter also benefited from the effects of a favorable tax rate.
For the six months ended June 30, 2014, net earnings were $52.9 million, or $0.49 per diluted share. This compares to net earnings of $43.8 million, or $0.41 per diluted share, for the six months ended June 30, 2013, representing a 21% increase in net earnings. The Companys revenues during the first half of 2014 grew 4% to $240.4 million compared to $230.4 million in the first half of 2013.
Revenue and earnings growth was strong in the quarter and we fully demonstrated the leverage in the business model with our continued expense control, said Rob McLeod, Chief Financial Officer. Our record second quarter revenue was bolstered by strong auction activity across North America especially in Canada. The mix and age of equipment sold at our auctions also continued to improve, enhancing the average price per lot.
Ravi Saligram, Chief Executive Officer, added: Were pleased to see the level of growth in our auction business, which we believe continues to have significant growth prospects. Over the next several quarters, I look forward to focusing on how we can grow the Ritchie Bros. business and expand our market share by further penetrating our existing markets, with particular focus on the U.S. and Europe. I am also excited by our newly developed EquipmentOne solution, and plan to put a significant focus on evolving our strategy to achieve its full potential.
During the second quarter of 2014, the Company conducted 68 unreserved industrial auctions in 14 countries throughout North America, Central America, Europe, the Middle East, Australia and Asia.
Quarterly dividend
The Company also announces a 7.7% increase in its quarterly cash dividend. The quarterly cash dividend declared increases to $0.14 per common share, payable on September 12, 2014 to shareholders of record on August 22, 2014.
Gross Auction Proceeds and revenues
GAP was $1.2 billion for the second quarter of 2014, a quarterly record for the Company and a 15% increase compared to the same quarter of 2013.
EquipmentOne, the Companys online equipment marketplace, contributed $29.6 million of gross transaction value (GTV)2 to GAP in the second quarter of 2014 compared to $29.1 million3 in the second quarter of 2013. GTV is comprised of the value of the items sold on EquipmentOne and the fees earned through EquipmentOnes buyers premiums.
1 Net earnings and diluted earnings per share have been presented excluding non-controlling interest in Ritchie Bros. Financial Services, and represent only those amounts attributable to equity holders of the parent, to conform with the presentation adopted in our consolidated financial statements.
2 See Non-GAAP measures below for a description of this measure.
3 GTV for the quarter ended June 30, 2013, disclosed as $26.8 million in the 2013 second quarter press release dated August 6, 2013, has been revised in the presentation above to include $2.3 million in buyers premiums for a total $29.1 million contribution to GAP.
1
For the six months ended June 30, 2014, GAP was $2.1 billion, which is 9% higher than in the first half of 2013. EquipmentOne contributed $48.0 million in the first half of 2014 compared to $49.5 million4 in the first half of 2013.
Revenues grew in the three- and six-month periods ended June 30, 2014 compared to the same periods in 2013 as a result of an increase in GAP. Revenue rates (revenues as a percentage of GAP) declined due to the performance of the Companys underwritten business. The Companys revenue rate during the second quarter of 2014 was 11.54%, which is consistent with the Companys historical average, but a decrease from the 11.96% revenue rate achieved in the same quarter of 2013. The Companys revenue rate during the six months ended June 30, 2014 was 11.53% compared to 12.01% during the same period in 2013.
The Companys underwritten business, which is comprised of guarantee and inventory contracts, represented 32% of GAP in the second quarter of 2014, compared to 27% in the second quarter of 2013, and 29% of GAP in the first half of 2014 compared to 24% in the first half of 2013.
Online bidding statistics
Ritchie Bros. sold approximately $840 million of equipment, trucks and other assets to online buyers during the first half of 2014, a 17% increase compared to the same period of 2013. Online buyers represented 40% of GAP during the first half of 2014. Internet bidders comprised over 60% of the total bidder registrations at Ritchie Bros. industrial auctions in the first half of 2014.
Upcoming auctions
There are currently 70 unreserved auctions on the 2014 Ritchie Bros. auction calendar at rbauction.com, including auctions in North America, Central America, Europe, the Middle East and Australia.
Earnings Conference Call
Ritchie Bros. is hosting a conference call to discuss its financial results for the quarter ended June 30, 2014, at 8:00 am Pacific Time / 11:00 am Eastern Time on August 5, 2014.
To listen to the conference call, please access the webcast at the following link:
http://www.rbauction.com/investors
A replay will be available on the website shortly after the call.
Non-GAAP measures
The term gross auction proceeds represents the total proceeds from all items sold by Ritchie Bros, including auction proceeds and EquipmentOnes gross transaction value. The term gross transaction value represents the total value of items sold on EquipmentOne and the fees earned by the Company through EquipmentOnes buyers premiums. The Companys definitions of GAP and GTV may differ from those used by other participants in its industry. GAP and GTV are important measures the Company uses in comparing and assessing its operating performance. They are not measures of the Companys financial performance, liquidity or revenue and are not presented in the Companys consolidated financial statements.
4 GTV for the first half of 2013, disclosed as $45.5 million in the 2013 second quarter press release dated August 6, 2013, has been revised in the presentation above to include $4.0 million in buyers premiums for a total $49.5 million contribution to GAP.
2
The Company believes that revenues, which is the most directly comparable measure in its consolidated income statements, and certain other line items, are best understood by considering their relationship to GAP. Revenues are earned by Ritchie Bros. in the course of conducting its auctions and online marketplace transactions, and consist primarily of commissions earned on consigned equipment and net profit on the sale of equipment purchased by the Company and sold in the same manner as consigned equipment.
About Ritchie Bros.
Established in 1958, Ritchie Bros. is the worlds largest seller of used equipment for the construction, transportation, agricultural, material handling, energy, mining, forestry, marine, real estate and other industries. Ritchie Bros. solutions make it easy for the worlds builders to buy and sell equipment with confidence, including through the core business of unreserved public auctions and a secure online equipment marketplace. Ritchie Bros. Auctioneers ® unreserved auctions are conducted live, with bidding on-site and online at rbauction.com. Ritchie Bros. Auctioneers conducts hundreds of unreserved public auctions each year, selling more equipment to on-site and online bidders than any other auction business in the world. The Ritchie Bros. EquipmentOne online marketplace can be accessed at EquipmentOne.com. Ritchie Bros. also offers a range of value-added services, including equipment financing available through Ritchie Bros. Financial Services (rbauctionfinance.com). Ritchie Bros. has operations in more than 25 countries, including 44 auction sites worldwide. Learn more at RitchieBros.com.
Forward-looking Statements
The discussion in this press release relating to future events or operating periods contains forward-looking statements that involve risks and uncertainties, including, in particular, statements regarding future results, including growth prospects and potential. These risks and uncertainties include: the numerous factors that influence the supply of and demand for used equipment; fluctuations in the market conditions and values of used equipment; seasonal and periodic variations in operating results; actions of competitors; the market acceptance of the Companys recent initiatives including Ritchie Bros. EquipmentOne; economic and other conditions in local, regional and global markets; and other risks and uncertainties as detailed from time to time in the Companys SEC and Canadian securities filings, including the Companys Managements Discussion and Analysis of Financial Condition and Results of Operations for the year ended December 31, 2013, available on the SEC, SEDAR and the Companys websites. Actual results may differ materially from those forward-looking statements. Forward-looking statements are made as of the date of this press release and the Company does not undertake any obligation to update the information contained herein unless required by applicable securities legislation.
3
Condensed Consolidated Interim Income Statements | ||||||||
(Amounts in table and related footnotes are in USD thousands, except share and per share amounts) |
Three months ended | Three months ended | ||||||
June 30, 2014 | June 30, 2013 | |||||||
Gross auction proceeds (1) |
$ | 1,229,204 | $ | 1,072,942 | ||||
|
|
|
|
|||||
Revenues |
$ | 141,835 | $ | 128,322 | ||||
Direct expenses |
17,616 | 15,551 | ||||||
|
|
|
|
|||||
124,219 | 112,771 | |||||||
Selling, general and administrative expenses: |
||||||||
SG&A expenses excluding depreciation and amortization |
61,513 | 60,417 | ||||||
Depreciation and amortization |
10,979 | 10,719 | ||||||
|
|
|
|
|||||
72,492 | 71,136 | |||||||
|
|
|
|
|||||
Earnings from operations |
51,727 | 41,635 | ||||||
Other income (expense): |
||||||||
Foreign exchange loss |
(212) | (48) | ||||||
Gain on disposition of property, plant and equipment |
258 | 130 | ||||||
Other income |
688 | 843 | ||||||
|
|
|
|
|||||
734 | 925 | |||||||
|
|
|
|
|||||
Finance income (costs): |
||||||||
Finance income |
617 | 785 | ||||||
Finance costs |
(1,345) | (2,097) | ||||||
|
|
|
|
|||||
(728) | (1,312) | |||||||
|
|
|
|
|||||
Earnings before income taxes |
51,733 | 41,248 | ||||||
Income taxes |
12,598 | 11,220 | ||||||
|
|
|
|
|||||
Net earnings |
$ | 39,135 | $ | 30,028 | ||||
|
|
|
|
|||||
Net earnings attributable to: |
||||||||
Equity holders of the parent |
38,607 | 29,795 | ||||||
Non-controlling interest |
528 | 233 | ||||||
|
|
|
|
|||||
39,135 | 30,028 | |||||||
|
|
|
|
|||||
Attributable to equity holders of the parent: |
||||||||
Net earnings per share - basic |
$ | 0.36 | $ | 0.28 | ||||
Net earnings per share - diluted |
$ | 0.36 | $ | 0.28 | ||||
Weighted average shares outstanding |
107,225,226 | 106,713,312 | ||||||
Diluted weighted average shares outstanding |
107,547,720 | 107,002,439 | ||||||
|
(1) | EquipmentOne buyers premium fees of $2.3 million have been included in GAP for the three months ended June 30, 2014, whereas GAP for the three months ended June 30, 2013 excludes $2.3 million of EquipmentOne buyers premium fees earned in that comparative period. |
4
Condensed Consolidated Income Statements | ||||||||
(Amounts in table and related footnotes are in USD thousands, except share and per share amounts) |
Six months ended | Six months ended | ||||||
June 30, 2014 | June 30, 2013 | |||||||
Gross auction proceeds (1) |
$ | 2,084,581 | $ | 1,918,295 | ||||
|
|
|
|
|||||
Revenues |
$ | 240,423 | $ | 230,380 | ||||
Direct expenses |
27,916 | 24,912 | ||||||
|
|
|
|
|||||
212,507 | 205,468 | |||||||
Selling, general and administrative expenses: |
||||||||
SG&A expenses excluding depreciation and amortization |
121,485 | 121,186 | ||||||
Depreciation and amortization |
21,576 | 21,039 | ||||||
|
|
|
|
|||||
143,061 | 142,225 | |||||||
|
|
|
|
|||||
Earnings from operations |
69,446 | 63,243 | ||||||
Other income: |
||||||||
Foreign exchange gain |
1,079 | 47 | ||||||
Gain on disposition of property, plant and equipment |
329 | 119 | ||||||
Other income |
1,495 | 829 | ||||||
|
|
|
|
|||||
2,903 | 995 | |||||||
|
|
|
|
|||||
Finance income (costs): |
||||||||
Finance income |
1,125 | 1,332 | ||||||
Finance costs |
(2,764) | (3,861) | ||||||
|
|
|
|
|||||
(1,639) | (2,529) | |||||||
|
|
|
|
|||||
Earnings before income taxes |
70,710 | 61,709 | ||||||
Income taxes |
17,057 | 17,635 | ||||||
|
|
|
|
|||||
Net earnings |
$ | 53,653 | $ | 44,074 | ||||
|
|
|
|
|||||
Net earnings attributable to: |
||||||||
Equity holders of the parent |
52,864 | 43,784 | ||||||
Non-controlling interest |
789 | 290 | ||||||
|
|
|
|
|||||
53,653 | 44,074 | |||||||
|
|
|
|
|||||
Attributable to equity holders of the parent: |
||||||||
Net earnings per share - basic |
$ | 0.49 | $ | 0.41 | ||||
Net earnings per share - diluted |
$ | 0.49 | $ | 0.41 | ||||
Weighted average shares outstanding |
107,136,745 | 106,677,387 | ||||||
Diluted weighted average shares outstanding |
107,439,092 | 107,008,851 | ||||||
|
(1) | EquipmentOne buyers premium fees of $3.9 million have been included in GAP for the six months ended June 30, 2014, whereas GAP for the six months ended June 30, 2013 excludes $4.0 million of EquipmentOne buyers premium fees earned in that comparative period. |
5
Selected Balance Sheet Data (USD thousands) | As at | As at | ||||||
June 30, 2014 | December 31, 2013 | |||||||
|
|
|||||||
Current assets |
$ | 532,721 | $ | 398,379 | ||||
Current liabilities |
413,631 | 288,331 | ||||||
|
|
|
|
|||||
Working capital |
$ | 119,090 | $ | 110,048 | ||||
Total assets |
$ | 1,298,540 | $ | 1,162,295 | ||||
Non-current borrowings |
$ | 118,037 | $ | 147,234 | ||||
Total parent company shareholders equity |
$ | 729,392 | $ | 694,017 | ||||
Six months ended | Six months ended | |||||||
Selected Operating Data (unaudited) | June 30, 2014 | June 30, 2013 | ||||||
|
|
|||||||
Revenues as percentage of gross auction proceeds |
11.53% | 12.01% | ||||||
Number of consignments at industrial auctions |
21,600 | 21,050 | ||||||
Number of bidder registrations at industrial auctions |
216,000 | 205,500 | ||||||
Number of buyers at industrial auctions |
52,850 | 51,100 | ||||||
Number of lots at industrial auctions |
146,000 | 147,500 | ||||||
Number of permanent auction sites |
39 | 39 | ||||||
Number of regional auction sites |
5 | 5 | ||||||
|
|
|
|
|||||
Total auction sites |
44 | 44 | ||||||
Number of industrial auctions |
103 | 108 | ||||||
Number of revenue producers |
364 | 350 | ||||||
Number of territory managers |
292 | 280 | ||||||
Six months ended | Six months ended | |||||||
Average Industrial Auction Data (unaudited) | June 30, 2014 | June 30, 2013 | ||||||
|
|
|||||||
Gross auction proceeds |
$ | 18.3 million | $ | 16.2 million | ||||
Bidder registrations |
2,098 | 1,903 | ||||||
Consignors |
210 | 195 | ||||||
Lots |
1,418 | 1,366 |
For further information, please contact:
Jamie Kokoska
Investor Relations Manager
Phone: 1.778.331.5219
Email: jkokoska@rbauction.com
6
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