Rb Global Inc 10-Q for FY2024 Q2

Rb Global Inc. (RBA)

10-Q 2024-08-06 For: 2024-06-30

Added on April 09, 2026

About this 10-Q

Rb Global Inc filed this 10-Q on August 6, 2024, covering the quarter ended June 30, 2024 (FY2024 Q2).

Headline figures

Quarter ended June 30, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $1.1B; down 0.9% from $1.11B a year earlier
Net income: $111.1M; up 27.8% from net income of $86.9M a year earlier
Diluted EPS: $0.54; up 28.6% from $0.42 a year earlier

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x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2024

OR

o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______



(Exact Name of Registrant as Specified in its Charter)

Canada						98-0626225
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

Two Westbrook Corporate Center, Suite 500,
Westchester, Illinois, USA						60154
(Address of Principal Executive Offices)						(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common shares	RBA	New York Stock Exchange
Common Share Purchase Rights	N/A	New York Stock Exchange


PART I – FINANCIAL INFORMATION
ITEM 1:	Condensed Consolidated Financial Statements:	1
	Condensed Consolidated Income Statements	1
	Condensed Consolidated Statements of Comprehensive Income	2
	Condensed Consolidated Balance Shee ts	3
	Condensed Consolidated Statements of Changes in Temporary Equity and Stockholders' Equity	4
	Condensed Consolidated Statements of Cash Flows	6
	Notes to the Condensed Consolidated Financial Statements	7
ITEM 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
ITEM 3:	Quantitative and Qualitative Disclosures About Market Risk	40
ITEM 4:	Controls and Procedures	41

PART II – OTHER INFORMATION
ITEM 1:	Legal Proceedings	42
ITEM 1A:	Risk Factors	42
ITEM 2:	Unregistered Sales of Equity Securities and Use of Proceeds	42
ITEM 3:	Defaults Upon Senior Securities	42
ITEM 4:	Mine Safety Disclosures	42
ITEM 5:	Other Information	42
ITEM 6:	Exhibits	43

SIGNATURES		44


	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Revenue:
Service revenue	$	859.1	$	806.1	$	1,708.2	$	1,149.6
Inventory sales revenue	237.0		300.4		452.6		469.3
Total revenue	1,096.1		1,106.5		2,160.8		1,618.9

Operating expenses:
Costs of services	348.8		287.3		701.8		363.7
Cost of inventory sold	222.7		291.9		419.3		443.4
Selling, general and administrative	208.6		194.5		406.7		342.7
Acquisition-related and integration costs	4.1		46.3		16.9		172.5
Depreciation and amortization	110.3		109.6		218.0		145.8
Total operating expenses	894.5		929.6		1,762.7		1,468.1
Gain on disposition of property, plant and equipment	0.3		2.7		2.7		3.9
Operating income	201.9		179.6		400.8		154.7

Interest expense	(59.9)		(65.0)		(123.8)		(85.9)
Interest income	6.8		5.0		13.4		11.3
Other income (loss), net	(0.2)		0.2		(1.0)		2.6
Foreign exchange loss	(1.0)		(0.4)		(1.9)		(0.7)
Income before income taxes	147.6		119.4		287.5		82.0

Income tax expense	36.6		32.6		69.1		23.4
Net income	$	111.0	$	86.8	$	218.4	$	58.6

Net income attributable to:
Controlling interests	$	111.1	$	86.9	$	218.5	$	58.8

Redeemable non-controlling interests	(0.1)		(0.1)		(0.1)		(0.2)
Net income	$	111.0	$	86.8	$	218.4	$	58.6

Net income attributable to controlling interests	111.1		86.9		218.5		58.8
Cumulative dividends on Series A Senior Preferred Shares	(6.7)		(6.7)		(13.4)		(10.9)
Allocated earnings to Series A Senior Preferred Shares	(3.7)		(2.8)		(7.3)		(3.7)
Net income available to common stockholders	$	100.7	$	77.4	$	197.8	$	44.2

Earnings per share available to common stockholders:
Basic	$	0.55	$	0.43	$	1.08	$	0.29
Diluted	$	0.54	$	0.42	$	1.07	$	0.29

Weighted average number of shares outstanding:
Basic	183,887,145		181,860,026		183,473,233		151,343,397
Diluted	184,912,584		182,810,399		184,746,818		152,404,830


Condensed Consolidated Balance Sheets (Expressed in millions of U.S. dollars, except share data) (Unaudited)


	June 30, 2024		December 31, 2023
Assets

Cash and cash equivalents	$	599.5	$	576.2
Restricted cash	146.1		171.7
Trade and other receivables, net of allowance for credit losses of $8.7 and $6.4, respectively	911.8		731.5
Prepaid consigned vehicle charges	57.2		66.9
Inventory	145.9		166.5
Other current assets	82.9		91.2
Income taxes receivable	22.2		10.0
Total current assets	1,965.6		1,814.0

Property, plant and equipment, net	1,230.9		1,200.9
Operating lease right-of-use assets	1,455.2		1,475.5
Other non-current assets	92.6		85.6
Intangible assets, net	2,791.5		2,914.1
Goodwill	4,526.4		4,537.0
Deferred tax assets	16.7		10.3
Total assets	$	12,078.9	$	12,037.4

Liabilities, Temporary Equity and Stockholders' Equity

Auction proceeds payable	$	651.0	$	502.5
Trade and other liabilities	709.1		685.8
Current operating lease liabilities	115.2		118.0
Income taxes payable	8.7		8.5
Short-term debt	29.9		13.7
Current portion of long-term debt	4.3		14.2
Total current liabilities	1,518.2		1,342.7

Long-term operating lease liabilities	1,345.4		1,354.3
Long-term debt	2,822.6		3,061.6
Other non-current liabilities	87.6		86.7
Deferred tax liabilities	657.2		682.7
Total liabilities	6,431.0		6,528.0

Temporary equity:
Series A Senior Preferred Shares; shares authorized, issued and outstanding: 485,000,000 (December 31, 2023: 485,000,000)	482.0		482.0
Redeemable non-controlling interest	8.3		8.4

Stockholders' equity:
Senior preferred and junior preferred stock, unlimited shares authorized; shares issued and outstanding, other than Series A Senior Preferred Shares: nil (December 31, 2023: nil)	—		—
Common stock, no par value, unlimited shares authorized; shares issued and outstanding: 184,238,275 (December 31, 2023: 182,843,942)	4,132.7		4,054.2
Additional paid-in capital	81.9		88.0
Retained earnings	1,020.2		918.5
Accumulated other comprehensive loss	(79.5)		(44.0)
Stockholders' equity	5,155.3		5,016.7
Non-controlling interests	2.3		2.3
Total stockholders' equity	5,157.6		5,019.0
Total liabilities, temporary equity and stockholders' equity	$	12,078.9	$	12,037.4


				Redeemable non- controlling interest		Attributable to common stockholders									Non- controlling interest		Total stockholders' equity
	Senior A Senior Preferred Shares					Common stock			Additional paid-In capital		Retained earnings		Accumulated other comprehensive loss
	Number of shares	Amount				Number of shares	Amount
Three months ended June 30, 2024
Balance, March 31, 2024	485,000,000	$	482.0	$	8.4	183,610,424	$	4,094.5	$	73.1	$	967.7	$	(69.0)	$	2.3	$	5,068.6
Net income	—	—		(0.1)		—	—		—		111.1		—		—		111.1
Other comprehensive loss	—	—		—		—	—		—		—		(10.5)		—		(10.5)
	—	—		(0.1)		—	—		—		111.1		(10.5)		—		100.6
Stock option exercises	—	—		—		352,048	21.0		(4.3)		—		—		—		16.7
Issuance of common stock related to vesting of share units	—	—		—		23,173	0.9		(1.9)		—		—		—		(1.0)
Issuance of common stock related to ESPP	—	—		—		257,051	16.3		(3.2)		—		—		—		13.1
Share-based continuing employment costs related to business combinations	—	—		—		(4,421)	—		(0.2)		—		—		—		(0.2)
Share-based payments expense	—	—		—		—	—		17.9		—		—		—		17.9
Equity-classified share units dividend equivalents	—	—		—		—	—		0.5		(0.5)		—		—		—
Participating dividends on Series A Senior Preferred Shares	—	—		—		—	—		—		(1.8)		—		—		(1.8)
Preferred dividends on Series A Senior Preferred Shares	—	—		—		—	—		—		(6.7)		—		—		(6.7)
Dividends paid to common stockholders	—	—		—		—	—		—		(49.6)		—		—		(49.6)
Balance, June 30, 2024	485,000,000	$	482.0	$	8.3	184,238,275	$	4,132.7	$	81.9	$	1,020.2	$	(79.5)	$	2.3	$	5,157.6

Three months ended June 30, 2023
Balance, March 31, 2023	485,000,000	$	482.0	$	8.8	181,788,431	$	3,984.5	$	88.8	$	858.2	$	(70.0)	$	2.3	$	4,863.8
Net income	—	—		(0.1)		—	—		—		86.9		—		—		86.9
Other comprehensive income	—	—		—		—	—		—		—		17.9		—		17.9
	—	—		(0.1)		—	—		—		86.9		17.9		—		104.8
Stock option exercises	—	—		—		81,797	4.0		(0.8)		—		—		—		3.2
Issuance of common stock related to vesting of share units	—	—		—		113,748	6.3		(11.1)		—		—		—		(4.8)
Share-based continuing employment costs related to business combinations	—	—		—		—	0.3		0.5		—		—		—		0.8
Share-based payments expense	—	—		—		—	—		11.9		—		—		—		11.9
Equity-classified share units dividend equivalents	—	—		—		—	—		0.4		(0.4)		—		—		—
Participating dividends on Series A Senior Preferred Shares	—	—		—		—	—		—		(1.8)		—		—		(1.8)
Preferential dividends on Series A Senior Preferred Shares	—	—		—		—	—		—		(6.7)		—		—		(6.7)
Dividends paid to common stockholders	—	—		—		—	—		—		(49.1)		—		—		(49.1)
Balance, June 30, 2023	485,000,000	$	482.0	$	8.7	181,983,976	$	3,995.1	$	89.7	$	887.1	$	(52.1)	$	2.3	$	4,922.1


Six months ended June 30,	2024		2023
Cash provided by (used in):
Operating activities:
Net income	$	218.4	$	58.6
Adjustments for items not affecting cash:
Depreciation and amortization	218.0		145.8
Share-based payments expense	35.1		25.0
Deferred income tax benefit	(31.0)		(18.2)
Unrealized foreign exchange loss	0.4		6.8
Gain on disposition of property, plant and equipment	(2.7)		(3.9)
Allowance for expected credit losses	4.9		—
Loss on redemption of Notes	—		3.3
Gain on remeasurement of investment upon acquisition	—		(1.4)
Amortization of debt issuance costs	6.7		4.6
Amortization of right-of-use assets	75.8		37.9
Other, net	9.6		0.7
Net changes in operating assets and liabilities	(73.1)		(209.3)
Net cash provided by operating activities	462.1		49.9
Investing activities:
Acquisition of IAA, net of cash acquired	—		(2,755.2)
Acquisition of VeriTread, net of cash acquired	—		(24.7)
Property, plant and equipment additions	(73.9)		(92.2)
Proceeds on disposition of property, plant and equipment	1.0		31.1
Intangible asset additions	(56.2)		(44.9)
Repayment of loans receivable	4.0		1.6
Issuance of loans receivable	(5.5)		(7.7)
Other	(1.1)		(0.5)
Net cash used in investing activities	(131.7)		(2,892.5)
Financing activities:
Issuance of Series A Senior Preferred Shares and common stock, net of issuance costs	—		496.9
Dividends paid to common stockholders	(98.9)		(199.5)
Dividends paid to Series A Senior Preferred shareholders	(17.0)		(13.4)
Proceeds from exercise of options and share option plans	51.9		4.0
Payment of withholding taxes on issuance of shares	(11.2)		(14.5)
Net increase (decrease) in short-term debt	16.2		(11.5)
Proceeds from long-term debt	—		3,175.0
Repayment of long-term debt	(252.2)		(602.2)
Payment of debt issue costs	—		(41.6)
Repayment of finance lease and equipment financing obligations	(12.9)		(9.0)
Proceeds from equipment financing obligations	1.7		—
Net cash (used in) provided by financing activities	(322.4)		2,784.2
Effect of changes in foreign currency rates on cash, cash equivalents, and restricted cash	(10.3)		5.8
Net decrease in cash, cash equivalents, and restricted cash	(2.3)		(52.6)
Cash, cash equivalents, and restricted cash, beginning of period	747.9		625.9
Cash, cash equivalents, and restricted cash, end of period	$	745.6	$	573.3


Purchase price (cash: $1,714.2 million; fair value of common shares issued: $3,712.9 million; repayment of net debt: $1,157.1 million; reimbursement of costs: $48.8 million; and fair value of exchanged equity awards: $13.1 million)	$	6,646.1

Assets acquired
Cash and cash equivalents	166.6
Trade and other receivables	497.3

Inventory	57.1
Other current assets	28.0
Income taxes receivable	0.6
Property, plant and equipment	618.5
Operating lease right-of-use assets	1,289.7
Other non-current assets	34.8
Intangible assets	2,712.1

Liabilities assumed
Auction proceeds payable	60.7
Trade and other liabilities	257.0
Current operating lease liability	77.5
Income taxes payable	3.5
Long-term operating lease liability	1,192.7
Other non-current liabilities	24.3
Deferred tax liabilities	689.5

Fair value of identifiable net assets acquired	3,099.5
Goodwill acquired on acquisition	$	3,546.6


Asset	Fair value at acquisition		Weighted average amortization period
Customer relationships	$	2,293.5	15 years
Developed technology	245.2		4 years
Trade names and trademarks	166.6		5 years
Software under development	6.8		—
Total	$	2,712.1	13.4 years


Purchase price (cash: $28.1 million; and fair value of previously held equity interest: $4.3 million)	$	32.4

Fair value of identifiable net assets acquired	17.9
Redeemable non-controlling interest	(8.9)
Non-controlling interest	(1.8)

Goodwill acquired on acquisition	$	25.2


		June 30, 2024				December 31, 2023
	Category	Carrying amount		Fair value		Carrying amount		Fair value
Loans receivable	Level 2	$	39.5	$	39.5	$	37.7	$	37.6
Derivative financial assets	Level 2	0.1		0.1		0.4		0.4

Contingent consideration liability	Level 3	5.4		5.4		5.2		5.2
Long-term debt
Secured Notes	Level 1	544.0		559.3		543.2		565.1
Unsecured Notes	Level 1	790.2		837.0		789.5		848.0
Term loans	Level 2	1,492.7		1,503.2		1,743.1		1,758.1


	June 30, 2024		December 31, 2023
Advanced charges receivable	$	310.7	$	374.7
Trade accounts receivable	562.6		315.8
Consumption taxes receivable	20.0		21.1
Loans receivable	22.3		21.8
Other receivables	4.9		4.5
Trade and other receivables, gross	920.5		737.9
Less: allowance for credit losses	(8.7)		(6.4)
Trade and other receivables, net	$	911.8	$	731.5


Balance at December 31, 2023	$	6.4
Current period provision	4.9
Write-offs charged against the allowance	(2.6)
Balance at June 30, 2024	$	8.7


RB Global, Inc.			1


RB Global, Inc.			2


RB Global, Inc.			3


RB Global, Inc.			4


	June 30, 2024		December 31, 2023
Accrued liabilities	$	238.3	$	294.5
Trade payables	154.5		138.9
Book overdrafts	179.0		129.1
Deferred revenue	33.5		17.5
Taxes payable	62.1		63.7
Current portion of finance leases and equipment financing obligations	24.2		24.4
Share unit liabilities	9.5		7.6
Other payables	8.0		10.1
Trade and other liabilities	$	709.1	$	685.8



	Weighted Average Interest Rate % 1		June 30, 2024		December 31, 2023
Short-term debt			$	29.9	$	13.7

Long-term debt:
Term loans (maturing September 2026):
Term Loan A Facility loan denominated in Canadian dollars, secured ("CAD TLA Facility")	7.63	%	78.2		83.1
Term Loan A Facility loan denominated in US dollars, secured ("USD TLA Facility")	7.78	%	1,425.0		1,675.0
Less: unamortized debt issuance costs			(10.5)		(15.0)

Senior secured and unsecured notes:
6.75% Senior secured notes due in March 2028 (the "Secured Notes")			550.0		550.0
Less: unamortized debt issuance costs			(6.0)		(6.8)
7.75% Senior unsecured notes due in March 2031 (the "Unsecured Notes")			800.0		800.0
Less: unamortized debt issuance costs			(9.8)		(10.5)
Total long-term debt			2,826.9		3,075.8

Total debt			$	2,856.8	$	3,089.5

Long-term debt:
Current portion			$	4.3	$	14.2
Non-current portion			2,822.6		3,061.6
Total long-term debt			$	2,826.9	$	3,075.8


	Declaration date	Dividend per share		Record date	Total dividends		Payment date
Six months ended June 30, 2024:
Fourth quarter 2023	January 19, 2024	$	0.27	February 9, 2024	$	49.3	March 1, 2024
First quarter 2024	May 8, 2024	$	0.27	May 29, 2024	$	49.6	June 20, 2024

Six months ended June 30, 2023:
Special Dividend	March 6, 2023	$	1.08	March 17, 2023	$	120.4	March 28, 2023
Fourth quarter 2022	January 13, 2023	$	0.27	February 10, 2023	$	30.0	March 3, 2023
First quarter 2023	May 9, 2023	$	0.27	May 30, 2023	$	49.1	June 20, 2023


	Equity-classified share units									Liability-classified share units
	PSUs with Performance Conditions			PSUs with Market Conditions			RSUs			DSUs
	Number	WA grant date fair value		Number	WA grant date fair value		Number	WA grant date fair value		Number	WA grant date fair value
Outstanding, December 31, 2023	415,429	$	58.35	174,260	$	74.83	539,671	$	53.64	100,560	$	38.36
Granted	150,461	75.42		149,444	121.25		309,807	75.46		10,103	71.43
Vested and settled	(114,315)	58.79		—	—		(223,389)	53.50		(3,759)	59.05
Forfeited	(15,175)	57.92		(10,399)	81.35		(22,832)	57.29		—	—
Outstanding at June 30, 2024	436,400	$	64.13	313,305	$	96.76	603,257	$	64.76	106,904	$	40.76



Risk free interest rate	4.5	%

Expected lives of the PSUs	3 years
Expected volatility	32.3	%
Average expected volatility of comparable companies	48.3	%


	Three months ended June 30,								Six months ended June 30,
							% Change								% Change
(in U.S. dollars in millions, except percentages)	2024			2023			2024 over 2023		2024			2023			2024 over 2023
Service revenue	$	859.1		$	806.1		7	%	$	1,708.2		$	1,149.6		49	%
Inventory sales revenue	237.0			300.4			(21)	%	452.6			469.3			(4)	%
Total revenue	1,096.1			1,106.5			(1)	%	2,160.8			1,618.9			33	%
Costs of services	348.8			287.3			21	%	701.8			363.7			93	%
Cost of inventory sold	222.7			291.9			(24)	%	419.3			443.4			(5)	%
Selling, general and administrative	208.6			194.5			7	%	406.7			342.7			19	%
Acquisition-related and integration costs	4.1			46.3			(91)	%	16.9			172.5			(90)	%
Depreciation and amortization	110.3			109.6			1	%	218.0			145.8			50	%
Total operating expenses	894.5			929.6			(4)	%	1,762.7			1,468.1			20	%
Gain on disposition of property, plant and equipment	0.3			2.7			(89)	%	2.7			3.9			(31)	%
Operating income	201.9			179.6			12	%	400.8			154.7			159	%
Net income	111.0			86.8			28	%	218.4			58.6			273	%
Net income available to common stockholders	100.7			77.4			30	%	197.8			44.2			348	%
Effective tax rate	24.8		%	27.4		%	(260)bps		24.0		%	28.5		%	(450)bps

Total GTV	$	4,104.1		$	4,144.0		(1)	%	$	8,181.5		$	6,043.2		35	%
Service GTV	3,867.1			3,843.6			1	%	7,728.9			5,573.9			39	%
Inventory GTV	237.0			300.4			(21)	%	452.6			469.3			(4)	%

Inventory return	$	14.3		$	8.5		68	%	$	33.3		$	25.9		29	%
Inventory rate	6.0		%	2.8		%	320bps		7.4		%	5.5		%	190bps


			% Change
Value of one local currency to U.S. dollar	2024	2023	2024 over 2023
Period-end exchange rate - June 30,
Canadian dollar	0.7309	0.7550	(3)	%
Euro	1.0716	1.0909	(2)	%
British pound sterling	1.2647	1.2674	—	%
Australian dollar	0.6683	0.6658	—	%

Average exchange rate - Three months ended June 30,
Canadian dollar	0.7309	0.7445	(2)	%
Euro	1.0767	1.0898	(1)	%
British pound sterling	1.2618	1.2514	1	%
Australian dollar	0.6590	0.6683	(1)	%

Average exchange rate - Six months ended June 30,
Canadian dollar	0.7364	0.7421	(1)	%
Euro	1.0814	1.0815	—	%
British pound sterling	1.2650	1.2330	3	%
Australian dollar	0.6584	0.6762	(3)	%


(in U.S. dollars in millions)	June 30, 2024		December 31, 2023
Committed
Multicurrency revolving credit facilities	$	750.0	$	750.0
Uncommitted
Foreign demand revolving credit facility	5.0		5.0
Total revolving credit facilities	$	755.0	$	755.0
Unused
Multicurrency revolving credit facilities	$	706.8	$	724.7
Foreign demand revolving credit facility	5.0		5.0
Total revolving credit facilities unused	$	711.8	$	729.7


	Six months ended June 30,
					Change
(in U.S. dollars in millions)	2024		2023		2024 over 2023
Cash provided by (used in):
Operating activities	$	462.1	$	49.9	$	412.2
Investing activities	(131.7)		(2,892.5)		2,760.8
Financing activities	(322.4)		2,784.2		(3,106.6)
Effect of changes in foreign currency rates	(10.3)		5.8		(16.1)
Net decrease in cash, cash equivalents, and restricted cash	$	(2.3)	$	(52.6)	$	50.3


	At and for the twelve months ended June 30,
							% Change
(in U.S. dollars in millions, except percentages)	2024			2023			2024 over 2023
Short-term debt	$	29.9		$	17.2		74	%
Long-term debt	2,826.9			3,123.4			(9)	%
Debt	2,856.8			3,140.6			(9)	%
Less: cash and cash equivalents	(599.5)			(432.9)			38	%
Adjusted net debt	2,257.3			2,707.7			(17)	%
Net income	$	365.8		$	146.8		149	%
Add: depreciation and amortization	424.4			194.4			118	%
Add: interest expense	251.7			104.6			141	%
Less: interest income	(24.1)			(16.9)			43	%
Add: income tax expense	122.1			51.7			136	%
EBITDA	1,139.9			480.6			137	%
Share-based payments expense	57.9			37.0			56	%
Acquisition-related and integration costs	60.5			196.7			(69)	%
(Gain) loss on disposition of property, plant and equipment and related costs	(0.7)			0.3			NM
Remeasurements in connection with business combinations	—			(1.4)			NM
Prepaid consigned vehicles charges	(18.3)			(52.1)			(65)	%
Other legal, advisory, restructuring and non-income tax expenses	11.3			2.4			371	%
Executive transition costs	15.7			—			NM
Adjusted EBITDA	$	1,266.3		$	663.5		91	%
Debt/net income	7.8		x	21.4		x	(64)	%
Adjusted net debt/adjusted EBITDA	1.8		x	4.1		x	(56)	%


Exhibit Number						Document
31.1						Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
31.2						Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
32.1						Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2						Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101						Interactive Data Files Pursuant to Rule 405 of Regulation S-T, for the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, formatted in Inline XBRL: (i) Condensed Consolidated Income Statements; (ii) Condensed Consolidated Balance Sheets; (iii) Condensed Consolidated Statements of Changes in Equity; (iv) Condensed Consolidated Statements of Cash Flows; and (v) Notes to the Condensed Consolidated Financial Statements
104						Cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, formatted in Inline XBRL and contained in Exhibit 101


	RB GLOBAL, INC.


Dated: August 6, 2024	By:	/s/ Jim Kessler
		Jim Kessler Chief Executive Officer

Dated: August 6, 2024	By:	/s/ Eric J. Guerin
		Eric J. Guerin Chief Financial Officer


Date: August 6, 2024

/s/ Jim Kessler

Jim Kessler Chief Executive Officer