RumbleOn, Inc.’s $23 Million Acquisition of Wholesale, Inc.

Bass, Berry & Sims PLC. advised Wholesale, LLC on the deal

RumbleOn (NASDAQ: RMBL) has entered into definitive agreements to acquire Wholesale, Inc. and Wholesale Express, LLC, for total consideration of approximately $23.0 million consisting of $16 million of cash and the remaining balance in RumbleOn Class B shares, with the aggregate consideration subject to adjustment based on the stock price of the RumbleOn Class B Common Stock at closing. RumbleOn also announced the pricing of a $21.5 million private placement of Class B shares, expanded its existing credit facility by $5.0 million and reported preliminary third quarter financial results.

Wholesale Inc. has been in business for over 27 years and is one of the largest independent distributors of pre-owned vehicles in the United States and Wholesale Express, LLC is its related logistics company. Wholesale buys and sells approximately 2,000 vehicles per month to dealers and consumers nationwide, with a historical five-year compounded growth in unit sales is in excess of 15%. Consistent with RumbleOn’s strategy, Wholesale offers these vehicles to consumers for a limited time, while making them available to dealers. The company has grown into a well-respected brand and has an outstanding regional distribution platform that can be replicated to a national footprint. In 2018, Wholesale Inc. is expected to sell more than 21,000 vehicles and Wholesale Express, LLC is expected to transport more than 70,000 vehicles.

For the six months ended June 30, 2018, Wholesale Inc. and Wholesale Express, LLC generated $328.6 million in revenue and $2.0 million in Net Income.

Bass, Berry & Sims PLC. advised Wholesale, LLC with a team including Shayan A. Ahmed, Taylor J. Ashley, Noah R. Black, Thomas Gossett, Chelsea L. Harrison, Joseph A. Kimmet, David W. Marshburn, Bryan W. Metcalf, J. Allen Overby (Picture), Oliver H. Peglow, Mary Leigh Pirtle and Sehrish Siddiqui.

Involved fees earner: Shayan Ahmed – Bass Berry & Sims; Taylor Ashley – Bass Berry & Sims; David Marshburn – Bass Berry & Sims; Allen Overby – Bass Berry & Sims; Oliver H. Peglow – Bass Berry & Sims; Sehrish Siddiqui – Bass Berry & Sims; Noah Black – Bass Berry & Sims; Mary Leigh Pirtle – Bass Berry & Sims; Thomas Gossett – Bass Berry & Sims; Chelsea Harrison – Bass Berry & Sims; Joseph Kimmet – Bass Berry & Sims; Bryan Metcalf – Bass Berry & Sims;

Law Firms: Bass Berry & Sims;

Clients: Wholesale, LLC;

Author: Ambrogio Visconti