rop-20210630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021.


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission File Number 1-12273

ROPER TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)


Delaware		51-0263969
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

6901 Professional Parkway, Suite 200
Sarasota,	Florida	34240
(Address of principal executive offices)		(Zip Code)

(941) 556-2601

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange On Which Registered

Common Stock, $0.01 Par Value

ROP

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


☒	Large accelerated filer	☐	Accelerated filer

☐	Non-accelerated filer (Do not check if a smaller reporting company)	☐	Smaller reporting company

		☐	Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

The number of shares outstanding of the registrant’s common stock as of July 30, 2021 was 105,423,844.

ROPER TECHNOLOGIES, INC.

REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2021

TABLE OF CONTENTS


		Page
PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements (unaudited):

	Condensed Consolidated Statements of Earnings	3

	Condensed Consolidated Statements of Comprehensive Income	4

	Condensed Consolidated Balance Sheets	5

	Condensed Consolidated Statements of Cash Flows	6

	Condensed Consolidated Statements of Changes in Stockholders' Equity	7

	Notes to Condensed Consolidated Financial Statements	8

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	15

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23

Item 4.	Controls and Procedures	23

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	24

Item 1A.	Risk Factors	24

Item 6.	Exhibits	25

	Signatures	26

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Roper Technologies, Inc. and Subsidiaries

Condensed Consolidated Statements of Earnings (unaudited)

(in millions, except per share data)


	Three months ended June 30,				Six months ended June 30,
	2021		2020		2021		2020
Net revenues	$	1,587.6	$	1,305.0	$	3,116.2	$	2,655.7
Cost of sales	553.5		461.3		1,088.3		955.2
Gross profit	1,034.1		843.7		2,027.9		1,700.5

Selling, general and administrative expenses	616.1		510.1		1,209.4		1,017.7
Income from operations	418.0		333.6		818.5		682.8

Interest expense, net	59.5		47.5		120.1		92.9

Other income (expense), net	0.9		(2.0)		27.9		(1.2)


Earnings before income taxes	359.4		284.1		726.3		588.7

Income taxes	73.1		64.9		151.0		129.2

Net earnings	$	286.3	$	219.2	$	575.3	$	459.5

Net earnings per share:
Basic	$	2.72	$	2.10	$	5.47	$	4.40
Diluted	$	2.69	$	2.08	$	5.42	$	4.36

Weighted average common shares outstanding:
Basic	105.3		104.5		105.1		104.4
Diluted	106.4		105.5		106.2		105.4

See accompanying notes to Condensed Consolidated Financial Statements.

Table of Contents

Roper Technologies, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income (unaudited)

(in millions)


	Three months ended June 30,				Six months ended June 30,
	2021		2020		2021		2020
Net earnings	$	286.3	$	219.2	$	575.3	$	459.5

Other comprehensive income, net of tax:
Foreign currency translation adjustments	17.3		56.2		31.9		(72.0)
Total other comprehensive income (loss), net of tax	17.3		56.2		31.9		(72.0)

Comprehensive income	$	303.6	$	275.4	$	607.2	$	387.5

See accompanying notes to Condensed Consolidated Financial Statements.

Table of Contents

Roper Technologies, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets (unaudited)

(in millions)


	June 30, 2021		December 31, 2020
ASSETS:

Cash and cash equivalents	$	337.8	$	308.3
Accounts receivable, net	804.2		863.0
Inventories, net	212.7		198.4
Income taxes receivable	28.0		21.9
Unbilled receivables	275.3		241.7
Other current assets	138.7		119.0
Total current assets	1,796.7		1,752.3

Property, plant and equipment, net	125.3		140.6
Goodwill	14,430.0		14,395.2
Other intangible assets, net	6,936.8		7,206.9
Deferred taxes	104.3		104.0
Other assets	440.6		425.8
Total assets	$	23,833.7	$	24,024.8

LIABILITIES AND STOCKHOLDERS’ EQUITY:

Accounts payable	$	209.6	$	177.8
Accrued compensation	283.4		286.1
Deferred revenue	1,010.6		994.6
Other accrued liabilities	444.6		457.0
Income taxes payable	52.5		26.9
Current portion of long-term debt, net	502.4		502.0
Total current liabilities	2,503.1		2,444.4

Long-term debt, net of current portion	8,199.5		9,064.5
Deferred taxes	1,550.6		1,562.5
Other liabilities	491.3		473.6
Total liabilities	12,744.5		13,545.0

Commitments and contingencies (Note 9)

Common stock	1.1		1.1
Additional paid-in capital	2,217.9		2,097.5
Retained earnings	9,003.1		8,546.2
Accumulated other comprehensive loss	(115.1)		(147.0)
Treasury stock	(17.8)		(18.0)
Total stockholders’ equity	11,089.2		10,479.8

Total liabilities and stockholders’ equity	$	23,833.7	$	24,024.8

See accompanying notes to Condensed Consolidated Financial Statements.

Table of Contents

Roper Technologies, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows (unaudited)

(in millions)


	Six months ended June 30,
	2021		2020
Cash flows from operating activities:
Net earnings	$	575.3	$	459.5
Adjustments to reconcile net earnings to cash flows from operating activities:
Depreciation and amortization of property, plant and equipment	29.2		25.1
Amortization of intangible assets	293.2		203.0
Amortization of deferred financing costs	6.8		4.3
Non-cash stock compensation	69.3		58.2

Gain on sale of assets, net of tax	(21.6)		—
Income tax provision, excluding tax associated with gain on sale of assets	145.5		129.2
Changes in operating assets and liabilities, net of acquired businesses:
Accounts receivable	60.7		49.6
Unbilled receivables	(29.4)		(42.3)
Inventories	(14.7)		(19.1)
Accounts payable and accrued liabilities	17.5		18.8
Deferred revenue	40.2		(4.3)
Cash tax paid for gain on disposal of businesses	—		(10.0)
Cash income taxes paid	(151.3)		(52.5)
Other, net	(35.6)		(6.5)
Cash provided by operating activities	985.1		813.0

Cash flows from (used in) investing activities:
Acquisitions of businesses, net of cash acquired	(15.5)		(153.0)
Capital expenditures	(17.2)		(15.5)
Capitalized software expenditures	(15.3)		(5.2)
Proceeds from (used in) disposal of businesses	(0.1)		(3.8)
Proceeds from sale of assets	27.1		—
Other, net	(1.2)		—
Cash used in investing activities	(22.2)		(177.5)

Cash flows from (used in) financing activities:
Proceeds from senior notes	—		600.0

Borrowings (payments) under revolving line of credit, net	(870.0)		—
Debt issuance costs	—		(12.0)

Cash dividends to stockholders	(117.8)		(106.6)
Proceeds from stock-based compensation, net	45.2		47.7
Treasury stock sales	8.2		4.5

Other	(0.2)		(0.7)
Cash flows provided by (used in) financing activities	(934.6)		532.9

Effect of foreign currency exchange rate changes on cash	1.2		(7.3)

Net increase in cash and cash equivalents	29.5		1,161.1

Cash and cash equivalents, beginning of period	308.3		709.7

Cash and cash equivalents, end of period	$	337.8	$	1,870.8

See accompanying notes to Condensed Consolidated Financial Statements.

Table of Contents

Roper Technologies, Inc. and Subsidiaries

Condensed Consolidated Statements of Changes in Stockholders’ Equity (unaudited)

(in millions)


	Common stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Treasury stock		Total stockholders’ equity
Balances at March 31, 2021	$	1.1	$	2,138.9	$	8,776.0	$	(132.4)	$	(17.9)	$	10,765.7

Net earnings	—		—		286.3		—		—		286.3
Stock option exercises	—		41.9		—		—		—		41.9
Treasury stock sold	—		3.4		—		—		0.1		3.5
Currency translation adjustments	—		—		—		17.3		—		17.3
Stock-based compensation	—		34.8		—		—		—		34.8
Restricted stock activity	—		(1.1)		—		—		—		(1.1)
Dividends declared ($0.5625 per share)	—		—		(59.2)		—		—		(59.2)
Balances at June 30, 2021	$	1.1	$	2,217.9	$	9,003.1	$	(115.1)	$	(17.8)	$	11,089.2

Balances at December 31, 2020	$	1.1	$	2,097.5	$	8,546.2	$	(147.0)	$	(18.0)	$	10,479.8

Net earnings	—		—		575.3		—		—		575.3
Stock option exercises	—

SEC Form 10-Q filed by Roper Technologies, Inc.