rop-20240930

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 September 30, 2024


☐			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.)

6496 University Parkway
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

The Nasdaq Stock Market LLC

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	☐	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 October 25, 2024 was 107,229,151.

ROPER TECHNOLOGIES, INC.

REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2024

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	8

	Notes to Condensed Consolidated Financial Statements	9

Item 2.	Management ’s Discussion and Analysis of Financial Condition and Results of Operations	19

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	27

Item 4.	Controls and Procedures	27

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	28

Item 1A.	Risk Factors	28

Item 5.	Other Information	28

Item 6.	Exhibits	29

	Signatures	30

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Roper Technologies, Inc.

Condensed Consolidated Statements of Earnings (unaudited)

(in millions, except per share data)


	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Net revenues	$	1,764.6	$	1,563.4	$	5,162.1	$	4,564.3
Cost of sales	542.9		467.1		1,566.1		1,382.3
Gross profit	1,221.7		1,096.3		3,596.0		3,182.0

Selling, general and administrative expenses	725.1		650.2		2,123.9		1,899.6
Income from operations	496.6		446.1		1,472.1		1,282.4

Interest expense, net	67.7		42.4		188.4		114.6
Equity investments gain, net	(37.4)		(33.9)		(93.6)		(98.7)
Other (income) expense, net	(0.9)		(5.0)		0.9		0.1


Earnings before income taxes	467.2		442.6		1,376.4		1,266.4

Income taxes	99.3		97.0		289.4		275.5

Net earnings from continuing operations	367.9		345.6		1,087.0		990.9

Loss from discontinued operations, net of tax	—		(2.9)		—		(4.1)
Gain on disposition of discontinued operations, net of tax	—		4.5		—		8.4
Net earnings from discontinued operations	—		1.6		—		4.3

Net earnings	$	367.9	$	347.2	$	1,087.0	$	995.2

Net earnings per share from continuing operations:
Basic	$	3.43	$	3.23	$	10.15	$	9.30
Diluted	$	3.40	$	3.21	$	10.06	$	9.23

Net earnings per share from discontinued operations:
Basic	$	—	$	0.02	$	—	$	0.04
Diluted	$	—	$	0.02	$	—	$	0.04

Net earnings per share:
Basic	$	3.43	$	3.25	$	10.15	$	9.34
Diluted	$	3.40	$	3.23	$	10.06	$	9.27

Weighted average common shares outstanding:
Basic	107.2		106.7		107.1		106.5
Diluted	108.1		107.6		108.0		107.3

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

Condensed Consolidated Statements of Comprehensive Income (unaudited)

(in millions)


	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Net earnings	$	367.9	$	347.2	$	1,087.0	$	995.2

Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	35.4		(50.1)		15.4		10.2
Total other comprehensive income (loss), net of tax	35.4		(50.1)		15.4		10.2

Comprehensive income	$	403.3	$	297.1	$	1,102.4	$	1,005.4

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

Condensed Consolidated Balance Sheets (unaudited)

(in millions)


	September 30, 2024		December 31, 2023
ASSETS:

Cash and cash equivalents	$	269.6	$	214.3
Accounts receivable, net	821.2		829.9
Inventories, net	129.0		118.6
Income taxes receivable	43.0		47.7
Unbilled receivables	130.3		106.4
Other current assets	199.2		164.5

Total current assets	1,592.3		1,481.4

Property, plant and equipment, net	132.8		119.6
Goodwill	19,267.2		17,118.8
Other intangible assets, net	9,212.7		8,212.1
Deferred taxes	35.9		32.2
Equity investments	878.6		795.7
Other assets	433.2		407.7

Total assets	$	31,552.7	$	28,167.5

LIABILITIES AND STOCKHOLDERS’ EQUITY:

Accounts payable	$	155.8	$	143.0
Accrued compensation	248.5		250.0
Deferred revenue	1,671.0		1,583.8
Other accrued liabilities	468.4		446.5
Income taxes payable	47.0		40.4
Current portion of long-term debt, net	699.0		499.5

Total current liabilities	3,289.7		2,963.2

Long-term debt, net of current portion	7,677.6		5,830.6
Deferred taxes	1,649.9		1,513.1
Other liabilities	420.0		415.8

Total liabilities	13,037.2		10,722.7

Commitments and contingencies (Note 11)

Common stock	1.1		1.1
Additional paid-in capital	2,976.9		2,767.0
Retained earnings	15,661.4		14,816.3
Accumulated other comprehensive loss	(107.4)		(122.8)
Treasury stock	(16.5)		(16.8)
Total stockholders’ equity	18,515.5		17,444.8
Total liabilities and stockholders’ equity	$	31,552.7	$	28,167.5

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

Condensed Consolidated Statements of Cash Flows (unaudited)

(in millions)


	Nine months ended September 30,
	2024		2023
Cash flows from operating activities:
Net earnings from continuing operations	$	1,087.0	$	990.9
Adjustments to reconcile net earnings from continuing operations to cash flows from operating activities:
Depreciation and amortization of property, plant and equipment	27.9		26.3
Amortization of intangible assets	573.8		532.8
Amortization of deferred financing costs	7.0		7.7
Non-cash stock compensation	112.9		99.2
Equity investments gain, net	(93.6)		(98.7)

Income tax provision	289.4		275.5
Changes in operating assets and liabilities, net of acquired businesses:
Accounts receivable	82.8		25.8
Unbilled receivables	(17.1)		(15.3)
Inventories	(8.3)		(11.2)
Accounts payable	(7.2)		12.1
Other accrued liabilities	(1.7)		(72.0)
Deferred revenue	24.5		18.6
Cash taxes paid for gain on disposal of business	—		(16.4)
Cash income taxes paid, excluding tax associated with gain on disposal of business	(383.1)		(335.6)
Other, net	(23.3)		(24.0)
Cash provided by operating activities from continuing operations	1,671.0		1,415.7
Cash used in operating activities from discontinued operations	—		(2.4)
Cash provided by operating activities	1,671.0		1,413.3

Cash flows from (used in) investing activities:
Acquisitions of businesses, net of cash acquired	(3,464.1)		(1,970.1)
Capital expenditures	(39.2)		(37.8)
Capitalized software expenditures	(33.4)		(28.7)


Distributions from equity investment	9.5		25.3
Other, net	(1.0)		0.6
Cash used in investing activities from continuing operations	(3,528.2)		(2,010.7)
Cash provided by disposition of discontinued operations	—		2.0

Cash used in investing activities	(3,528.2)		(2,008.7)

Cash flows from (used in) financing activities:
Proceeds from senior notes	2,000.0		—
Payments of senior notes	(500.0)		(700.0)
Borrowings under revolving line of credit, net	565.0		910.0
Debt issuance costs	(24.7)		—

Cash dividends to stockholders	(241.1)		(217.5)
Proceeds from stock-based compensation, net	88.1		99.3
Treasury stock sales	14.5		11.6

Other	(0.1)		(0.1)


Cash provided by financing activities	1,901.7		103.3
(Continued)

Roper Technologies, Inc.

Condensed Consolidated Statements of Cash Flows (unaudited) - Continued

(in millions)


	Nine months ended September 30,
	2024		2023
Effect of exchange rate changes on cash	10.8		(1.2)

Net increase (decrease) in cash and cash equivalents	55.3		(493.3)

Cash and cash equivalents, beginning of period	214.3		792.8

Cash and cash equivalents, end of period	$	269.6	$	299.5

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

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

(in millions, except per share data)


	Common stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Treasury stock		Total stockholders’ equity
Balances at June 30, 2024	$	1.1	$	2,923.0	$	15,374.3	$	(142.8)	$	(16.6)	$	18,139.0

Net earnings	—		—		367.9		—		—		367.9
Stock option exercises	—		14.3		—		—		—		14.3
Treasury stock sold	—		4.1		—		—		0.1		4.2
Currency translation adjustments	—		—		—		35.4		—		35.4
Stock-based compensation	—		39.2		—		—		—		39.2
Restricted stock activity	—		(3.7)		—		—		—		(3.7)
Dividends declared ($0.75 per share)	—		—		(80.8)		—		—		(80.8)
Balances at September 30, 2024	$

SEC Form 10-Q filed by Roper Technologies Inc.