Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 8.01 of this Current Report on Form 8-K is
incorporated by reference into this Item 2.03.
Item 8.01. Other Events.
On September 1, 2020, Roper Technologies, Inc. (the "Company") consummated the
issuance and sale of $300,000,000 aggregate principal amount of its 0.450%
Senior Notes due 2022 (the "2022 Notes"), $700,000,000 aggregate principal
amount of its 1.000% Senior Notes due 2025 (the "2025 Notes"), $700,000,000
aggregate principal amount of its 1.400% Senior Notes due 2027 (the "2027
Notes") and $1,000,000,000 aggregate principal amount of its 1.750% Senior Notes
due 2031 (the "2031 Notes", together with the 2022 Notes, the 2025 Notes and the
2027 Notes, the "Notes") pursuant to an Underwriting Agreement, dated August 18,
2020, by and among the Company and BofA Securities, Inc., J.P. Morgan Securities
LLC, and Wells Fargo Securities, LLC, as representatives of the several
underwriters listed in Schedule 1 thereto. The Notes have been issued pursuant
to an Indenture, dated as of November 26, 2018, between the Company and Wells
Fargo Bank, National Association, as trustee (the "Indenture").
The Notes have been offered pursuant to the Company's Registration Statement on
Form S-3ASR, dated November 26, 2018 (Registration No. 333-228532), including
the prospectus contained therein (the "Registration Statement"), and a related
preliminary prospectus supplement, dated August 18, 2020, and a final prospectus
supplement, dated August 18, 2020.
The material terms and conditions of the Notes are set forth in the Officer's
Certificate filed herewith as Exhibit 4.1 and incorporated herein by reference
and in the Indenture filed as Exhibit 4.1 to the Registration Statement.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
1.1 Underwriting Agreement, dated August 18, 2020, by and among Roper
Technologies, Inc. and BofA Securities, Inc., J.P. Morgan Securities LLC
and Wells Fargo Securities, LLC, as representatives of the several
underwriters listed in Schedule 1 thereto.*
4.1 Officer's Certificate setting forth the terms of the Notes (with forms
of Notes attached).
5.1 Opinion of Jones Day.
23.1 Consent of Jones Day (contained in Exhibit 5.1).
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
* Certain annexes have been omitted pursuant to Item 601(a)(5) of Regulation
S-K. Roper Technologies, Inc. will furnish the omitted annexes to the Securities
and Exchange Commission upon request.
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