| DISCLAIMER 2 This presentation and any of the information contained herein (this “Presentation”) is for discussion and general informational purposes only, and is not complete. This Presentation does not have regard for the specific investment objective, financial situation or the particular need of any specific person who may receive this Presentation, and should not be taken as advice on the merits of any investment decision. This presentation should not be construed as legal, tax, investment, financial or other advice. This Presentation is not an offer to sell or the solicitation of an offer to buy interests in any fund, account or investment vehicle managed by Luxor Capital Group, LP (together with its affiliates, “Luxor”). The views expressed herein represent the opinions of Luxor, and are based on publicly available information with respect to Ritchie Bros. Auctioneers Incorporated (“RBA”). Certain financial information and data used herein have been derived or obtained from public filings including filings made by RBA with the Securities and Exchange Commission (the “SEC”) and other sources. This Presentation does not recommend the purchase or sale of any security. Luxor currently beneficially owns shares of RBA. Certain statements and information included herein have been sourced from third parties. Luxor does not make any representation regarding the accuracy, completeness or timeliness of such third party statements or information. Except as expressly set forth herein, permission to cite such statements or information has neither been sought nor obtained from such third parties. Any such statements or information should not be viewed as an indication of support from such third parties for the views expressed herein. No warranty is made that data or information, whether derived or obtained from filings made with the SEC or any third party are accurate. No contract, agreement, arrangement, commitment, relationship or understanding exists or shall be deemed to exist between or among Luxor and any third party or parties by virtue of the furnishing of this Presentation. This Presentation contains forward-looking statements that involve certain risks and uncertainties. Specific forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts and include, without limitation, words such as “may,” “will,” “expects,” “believes,” “anticipates,” “plans,” “estimates,” “projects,” “targets,” forecasts,” “seeks,” “could,” “should,” or the negative of such terms or other variations on such terms or comparable terminology. Similarly, statements that describe objectives, plans or goals are forward-looking. Forward-looking statements are subject to various risks, uncertainties and assumptions. There can be no assurance that any idea or assumption herein is, or will be proven, correct. If one or more of the risks or uncertainties materialize, or if Luxor’s underlying assumptions prove to be incorrect, the actual results may vary materially from outcomes indicated by these statements. Accordingly, forward-looking statements should not be regarded as a representation that the future plans, estimates or expectations contemplated will ever be achieved. There is no assurance or guarantee with respect to the prices at which any securities of RBA or any other company will trade, and such securities may not trade at prices that may be implied herein. Past performance is not an indication of future results. Luxor reserves the right to change any of its opinions expressed herein at any time as it deems appropriate. Luxor disclaims any obligation to update the information or expressed opinions contained herein. Under no circumstances is this presentation intended to be, nor should it be construed as, an offer to sell or a solicitation of an offer to buy any security. All registered or unregistered service marks, trademarks and trade names referred to in this Presentation are the property of their respective owners, and Luxor’s use herein does not imply an affiliation with, or endorsement by, the owners of such service marks, trademarks or trade names. Luxor has filed a definitive proxy statement and accompanying GREEN proxy card with the SEC, together with the other Participants named in the proxy statement, to be used to solicit proxies in connection with a special meeting of the shareholders of RBA. All shareholders of RBA are advised to read the definitive proxy statement and other documents related to the solicitation of proxies by the Participants, as they contain important information, including additional information related to the Participants. The definitive proxy statement and an accompanying GREEN proxy card will be furnished to some or all of RBA’s shareholders and will be, along with other relevant documents, available at no charge from the Participants’ proxy solicitors, Okapi Partners LLC by phone at (877) 629-6356 (Toll Free) or by email to info@okapipartners.com, or to Shorecrest Group by phone at (888) 637-5789 (Toll Free) or by email at contact@shorecrestgroup.com. Information about the Participants and a description of their direct or indirect interests by security holdings is contained in the definitive proxy statement filed by the Participants with the SEC on February 13, 2023. This document is available free of charge on the SEC website. |