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ROPER TECHNOLOGIES, INC.

(ROP)
  Report
Real-time Estimate Cboe BZX  -  12:12 2022-10-04 pm EDT
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11:03aRoper Technologies Inc : Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits (form 8-K)
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10/03Roper Technologies Schedules Third Quarter 2022 Financial Results Conference Call
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09/16Roper Technologies Maintains Quarterly Dividend at $0.62 a Share, Payable Oct. 21 to Shareholders of Record Oct. 6
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ROPER TECHNOLOGIES INC MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)

08/03/2022 | 04:42pm EDT
You should read the following discussion in conjunction with Management's
Discussion and Analysis of Financial Condition and Results of Operations
included in our Annual Report on form 10-K for the year ended December 31, 2021
("Annual Report") as filed on February 22, 2022 with the U.S. Securities and
Exchange Commission ("SEC") and the Notes to Condensed Consolidated Financial
Statements included elsewhere in this report.

Information About Forward-Looking Statements


This report includes "forward-looking statements" within the meaning of the
federal securities laws. In addition, we, or our executive officers on our
behalf, may from time to time make forward-looking statements in reports and
other documents we file with the SEC or in connection with oral statements made
to the press, potential investors or others. All statements that are not
historical facts are "forward-looking statements." Forward-looking statements
may be indicated by words or phrases such as "anticipate," "estimate," "plans,"
"expects," "projects," "should," "will," "believes" or "intends" and similar
words and phrases. These statements reflect management's current beliefs and are
not guarantees of future performance. They involve risks and uncertainties that
could cause actual results to differ materially from those expressed or implied
in any forward-looking statement. Such risks and uncertainties include any
ongoing impacts of the COVID-19 pandemic on our business, operations, financial
results and liquidity, which will depend on numerous evolving factors that we
cannot accurately predict or assess, including: the duration and scope of the
pandemic, new variants of the virus and the distribution and efficacy of
vaccines; the impact of vaccine mandates on our workforce in certain
jurisdictions; any negative impact on global and regional markets, economies and
economic activity; actions governments, businesses and individuals take in
response to the pandemic; the effects of the pandemic, including all of the
foregoing, on our employees, customers, suppliers, and business partners, and
how quickly economies and demand for our products and services recover following
the pandemic.

Examples of forward-looking statements in this report include but are not
limited to statements regarding operating results, the success of our operating
plans, our expectations regarding our ability to generate cash and reduce debt
and associated interest expense, profit and cash flow expectations, the
prospects for newly acquired businesses to be integrated and contribute to
future growth and our expectations regarding growth through acquisitions and the
ability to complete announced divestitures. Important assumptions relating to
the forward-looking statements include, among others, demand for our products,
the cost, timing and success of product upgrades and new product introductions,
raw material costs, expected pricing levels, expected outcomes of pending
litigation, competitive conditions and general economic conditions. These
assumptions could prove inaccurate. Although we believe that the estimates and
projections reflected in the forward-looking statements are reasonable, our
expectations may prove to be incorrect. Important factors that could cause
actual results to differ materially from estimates or projections contained in
the forward-looking statements include but are not limited to:

•general economic conditions;
•difficulty making acquisitions and successfully integrating acquired
businesses;
•any unforeseen liabilities associated with future acquisitions;
•limitations on our business imposed by our indebtedness;
•unfavorable changes in foreign exchange rates;
•failure to effectively mitigate cybersecurity threats, including any litigation
arising therefrom;
•failure to comply with new data privacy laws and regulations, including any
litigation arising therefrom;
•difficulties associated with exports/imports and risks of changes to tariff
rates;
•risks and costs associated with our international sales and operations;
•rising interest rates;
•product liability and insurance risks;
•increased warranty exposure;
•future competition;
•the cyclical nature of some of our markets;
•reduction of business with large customers;
•risks associated with government contracts;
•changes in the supply of, or price for, labor, energy, raw materials, parts and
components, including as a result of impacts from the current inflationary
environment, ongoing supply chain constraints or additional or ongoing outbreaks
of COVID-19;
•environmental compliance costs and liabilities;
•potential write-offs of our goodwill and other intangible assets;
•our ability to successfully develop new products;
•failure to protect our intellectual property;
                                       22
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•the effect of, or change in, government regulations (including tax);
•economic disruption caused by armed conflicts (such as the war in Ukraine),
terrorist attacks, health crises (such as the COVID-19 pandemic) or other
unforeseen geopolitical events; and
•the factors discussed in other reports we file with the SEC from time to time.

You should not place undue reliance on any forward-looking statements, which are
based on current expectations. Further, forward-looking statements speak only as
of the date they are made, and we undertake no obligation to publicly update any
of these statements in light of new information or future events.

Overview


Roper is a diversified technology company. We operate market leading businesses
that design and develop vertical software and technology enabled products for a
variety of defensible niche markets.

We pursue consistent and sustainable growth in revenue, earnings and cash flow
by emphasizing continuous improvement in the operating performance of our
businesses. In addition, we utilize a disciplined, analytical and process-driven
approach to redeploy our excess free cash flow toward high-quality acquisitions.

Discontinued Operations


During the second quarter of 2022, the Company entered into a definitive
agreement to sell a majority equity stake in our industrial businesses,
including its entire historical Process Technologies reportable segment and the
industrial businesses within its historical Measurement & Analytical Solutions
reportable segment, to affiliates of Clayton, Dubilier & Rice, LLC. The
businesses included in this transaction are Alpha, AMOT, CCC, Cornell, Dynisco,
FTI, Hansen, Hardy, Logitech, Metrix, PAC, Roper Pump, Struers, Technolog, Uson,
and Viatran (collectively the "Industrial Businesses").

During 2021, the Company signed definitive agreements to divest our TransCore,
Zetec and CIVCO Radiotherapy businesses ("2021 Divestitures"). As of March 31,
2022, Roper had completed the 2021 Divestitures.

The financial results of these businesses are presented as discontinued
operations and certain prior period amounts have been reclassified to conform to
current period presentation. Information regarding discontinued operations is
included in Note 5 of the Notes to Condensed Consolidated Financial Statements.

Update to Segment Reporting Structure


During the second quarter of 2022, we updated our reportable segment structure
following the announcement of the transaction to sell a majority stake in our
Industrial Businesses. The Company's new reporting segment structure is
classified based on business model and delivery of performance obligations. The
three updated reportable segments (and businesses within each) are as follows:

-Application Software - Aderant, CBORD, CliniSys, Data Innovations, Deltek, IntelliTrans, PowerPlan, Strata, Vertafore

-Network Software - ConstructConnect, DAT, Foundry, iPipeline, iTradeNetwork, Loadlink, MHA, SHP, SoftWriters

-Technology Enabled Products - CIVCO Medical Solutions, FMI, Inovonics, IPA, Neptune, Northern Digital, rf IDEAS, Verathon


The day-to-day operations of our businesses, our organizational structure, and
our strategy remain unchanged. All prior periods have been recast to reflect the
changes noted above.

Critical Accounting Policies

There were no material changes during the six months ended June 30, 2022 to the
items that we disclosed as our critical accounting policies and estimates in
"Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations" in our Annual Report.

                                       23
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Recently Issued Accounting Standards

Information regarding new accounting pronouncements is included in Note 2 of the Notes to Condensed Consolidated Financial Statements.

Impact of COVID-19 on our Business


The extent to which the COVID-19 pandemic impacts our business, results of
operations and financial condition will depend on future developments, which are
highly uncertain and are difficult to predict, including, but not limited to,
the duration and spread of the outbreak and its severity, the actions to contain
the virus and its variants including the distribution, administration and
efficacy of available vaccines, the impact of vaccine mandates on our workforce,
and how quickly and to what extent normal economic and operating conditions can
resume. As a result of the effects of the COVID-19 global pandemic our ability
to obtain products or services from certain suppliers and to operate at certain
locations have been and may continue to be impacted. If COVID-19 and its
variants continue to spread, particularly in countries with low vaccination
rates, certain countries may experience more severe and lasting impacts from the
pandemic. To the extent we have operations and/or customers in these countries,
we may experience adverse impacts on our businesses located in such countries.

Results of Continuing Operations
All currency amounts are in millions, percentages are of net revenues

Percentages may not sum due to rounding.


The following table sets forth selected information for the periods indicated.

                                               Three months ended June 30,                   Six months ended June 30,
                                                 2022                  2021                 2022                     2021
Net revenues:
Application Software                       $       627.5           $   587.9          $    1,255.7               $ 1,161.0
Network Software                                   342.9               297.8                 681.4                   585.3
Technology Enabled Products                        340.4               304.1                 653.5                   598.8

Total                                      $     1,310.8           $ 1,189.8          $    2,590.6               $ 2,345.1
Gross margin:
Application Software                                68.7   %            69.3  %               69.0   %                69.3  %
Network Software                                    84.3                84.0                  84.2                    83.6
Technology Enabled Products                         56.3                59.8                  56.4                    60.4

Total                                               69.5                70.5                  69.8                    70.6
Selling, general and administrative
expenses:
Application Software                                42.3   %            43.2  %               42.1   %                42.9  %
Network Software                                    44.3                46.6                  44.0                    46.6
Technology Enabled Products                         23.5                26.1                  24.1                    25.6

Total                                               38.0                39.7                  38.1                    39.4
Segment operating margin:
Application Software                                26.3   %            26.1  %               26.9   %                26.4  %
Network Software                                    40.0                37.3                  40.2                    37.0
Technology Enabled Products                         32.7                33.6                  32.3                    34.7

Total                                               31.6                30.8                  31.8                    31.2
Corporate administrative expenses                   (3.9)               (4.3)                 (4.0)                   (4.2)
Income from operations                              27.7                26.6                  27.7                    27.0
Interest expense, net                               (3.4)               (5.0)                 (3.8)                   (5.1)

Other income (expense), net                         (0.1)                  -                  (0.1)                    1.2
Earnings before income taxes                        24.2                21.6                  23.9                    23.1
Income taxes                                        (7.0)               (4.4)                 (6.0)                   (4.8)
Net earnings from continuing operations             17.2   %            17.2  %               17.8   %                18.2  %


                                       24
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Three months ended June 30, 2022 compared to three months ended June 30, 2021

Net revenues for the three months ended June 30, 2022 increased by 10.2% as compared to the three months ended June 30, 2021. The components of revenue growth for the three months ended June 30, 2022 were as follows:

                                                                                                         Technology Enabled
                                                 Application Software         Network Software                Products                          Roper
Total Revenue Growth                                            6.7  %                   15.1  %                      11.9  %                       10.2  %
Less Impact of:
Acquisitions/Divestitures                                       1.0                       1.1                            -                           0.9
Foreign Exchange                                               (1.3)                     (1.3)                        (1.0)                         (1.2)

Organic Revenue Growth                                          7.0  %                   15.3  %                      12.9  %                       10.5  %



In our Application Software segment, revenues were $627.5 in the second quarter
of 2022 as compared to $587.9 in the second quarter of 2021. The growth of 7.0%
in organic revenues was broad-based across the segment led by our businesses
serving the government contracting, property and casualty insurance and acute
healthcare markets. Gross margin decreased to 68.7% in the second quarter of
2022 as compared to 69.3% in the second quarter of 2021 due primarily to
increased headcount to support expected revenue growth. Selling, general and
administrative ("SG&A") expenses as a percentage of revenues decreased to 42.3%
in the second quarter of 2022 as compared to 43.2% in the second quarter of 2021
due primarily to operating leverage on higher organic revenues. The resulting
operating margin was 26.3% in the second quarter of 2022 as compared to 26.1% in
the second quarter of 2021.

In our Network Software segment, revenues were $342.9 in the second quarter of
2022 as compared to $297.8 in the second quarter of 2021. The growth of 15.3% in
organic revenues was broad-based across the segment led by our network software
businesses serving the freight match, life insurance and media and entertainment
markets. Gross margin increased to 84.3% in the second quarter of 2022 as
compared to 84.0% in the second quarter of 2021 due primarily to favorable
revenue mix. SG&A expenses as a percentage of revenues decreased to 44.3% in the
second quarter of 2022 as compared to 46.6% in the second quarter of 2021 due
primarily to operating leverage on higher organic revenues combined with revenue
mix. As a result, operating margin was 40.0% in the second quarter of 2022 as
compared to 37.3% in the second quarter of 2021.

In our Technology Enabled Products segment, revenues were $340.4 in the second
quarter of 2022 as compared to $304.1 in the second quarter of 2021. The growth
of 12.9% in organic revenues was primarily due to our water meter technology
business and medical products businesses. Gross margin decreased to 56.3% in the
second quarter of 2022 as compared to 59.8% in the second quarter of 2021 due
primarily to higher material, component and freight costs as our businesses
navigate the widespread global supply chain challenges. SG&A expenses as a
percentage of revenues decreased to 23.5% in the second quarter of 2022 as
compared to 26.1% in the second quarter of 2021 due to revenue mix and operating
leverage on higher organic revenues. The resulting operating margin was 32.7% in
the second quarter of 2022 as compared to 33.6% in the second quarter of 2021.

Corporate expenses were relatively flat at $50.9, or 3.9% of revenues, in the
second quarter of 2022 as compared to $50.8, or 4.3% of revenues, in the second
quarter of 2021. During the second quarter of 2022 there were offsetting impacts
of higher professional service expense offset by lower compensation expense.

Net interest expense decreased to $44.7 for the second quarter of 2022 as compared to $59.5 for the second quarter of 2021 due to lower weighted average debt balances and higher interest income earned on our cash equivalents.


Other expense, net, of $1.3 and $0.2 for both the second quarter of 2022 and
2021 were composed primarily of foreign exchange losses at our non-U.S. based
subsidiaries.

Income taxes as a percent of pretax earnings increased to 29.0% in the second
quarter of 2022 as compared to 20.3% in the second quarter of 2021. The rate was
unfavorably impacted by the recognition of a net tax expense associated with an
internal restructuring plan related to the pending sale of the Industrial
Businesses.

Backlog is equal to our remaining performance obligations expected to be
recognized within the next 12 months as discussed in Note 13 of the Notes to
Condensed Consolidated Financial Statements. Backlog increased 22% to $2,467.7
at June 30, 2022 as compared to $2,027.0 at June 30, 2021. Organic growth in
backlog was 21% and acquisitions contributed 1%.

                                       25
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                                    Backlog as of
                                       June 30,
                                 2022           2021
Application Software          $ 1,505.1      $ 1,392.6
Network Software                  449.5          401.3
Technology Enabled Products       513.1          233.1
Total                         $ 2,467.7      $ 2,027.0


Six months ended June 30, 2022 compared to six months ended June 30, 2021

Net revenues for the six months ended June 30, 2022 increased by 10.5% as compared to the six months ended June 30, 2021. The components of revenue growth for the six months ended June 30, 2022 were as follows:

                                                                                                         Technology Enabled
                                                 Application Software         Network Software                Products                          Roper
Total Revenue Growth                                            8.2  %                   16.4  %                       9.1  %                       10.5  %
Less Impact of:
Acquisitions/Divestitures                                       1.1                       1.4                            -                           1.0
Foreign Exchange                                               (1.0)                     (0.8)                        (0.7)                         (0.9)
Organic Revenue Growth                                          8.1  %                   15.8  %                       9.8  %                       10.4  %



In our Application Software segment, revenues were $1,255.7 in the six months
ended June 30, 2022 as compared to $1,161.0 in the six months ended June 30,
2021. The growth of 8.1% in organic revenues was broad-based across the segment
led by our businesses serving property and casualty insurance, government
contracting, and acute healthcare markets. Gross margin decreased to 69.0% in
the six months ended June 30, 2022 as compared to 69.3% in the six months ended
June 30, 2021 due primarily to increased headcount to support expected revenue
growth partially offset by favorable revenue mix. SG&A expenses decreased as a
percentage of revenue to 42.1% in the six months ended June 30, 2022 as compared
to 42.9% in the six months ended June 30, 2021 due to operating leverage on
higher organic revenues. The resulting operating margin was 26.9% in the six
months ended June 30, 2022 as compared to 26.4% in the six months ended June 30,
2021.

In our Network Software segment, revenues were $681.4 in the six months ended
June 30, 2022 as compared to $585.3 in the six months ended June 30, 2021. The
growth of 15.8% in organic revenues was broad-based across the segment led by
our network software businesses serving the freight match, life insurance and
media and entertainment markets. Gross margin increased to 84.2% in the six
months ended June 30, 2022 as compared to 83.6% in the six months ended June 30,
2021 due primarily to favorable revenue mix. SG&A expenses decreased as a
percentage of revenues at 44.0% in the six months ended June 30, 2022 as
compared to 46.6% in the six months ended June 30, 2021 due primarily to
operating leverage on higher organic revenues combined with revenue mix. As a
result, operating margin was 40.2% in the six months ended June 30, 2022 as
compared to 37.0% in the six months ended June 30, 2021.

In our Technology Enabled Products segment, revenues were $653.5 in the six
months ended June 30, 2022 as compared to $598.8 in the six months ended
June 30, 2021. The growth of 9.8% in organic revenues was primarily due to our
water meter technology business. Gross margin decreased to 56.4% in the six
months ended June 30, 2022 as compared to 60.4% in the six months ended June 30,
2021 due primarily to higher material, component and freight costs as our
businesses navigate the widespread global supply chain challenges. SG&A expenses
as a percentage of revenues decreased to 24.1% in the six months ended June 30,
2022 as compared to 25.6% in the six months ended June 30, 2021 due to revenue
mix and operating leverage on higher organic revenues. The resulting operating
margin was 32.3% in the six months ended June 30, 2022 as compared to 34.7% in
the six months ended June 30, 2021.

Corporate expenses increased to $103.8, or 4.0% of revenues, in the six months
ended June 30, 2022 as compared to $97.9, or 4.2% of revenues, in the six months
ended June 30, 2021. The dollar increase was due primarily to higher
professional service and acquisition related expenses partially offset by lower
compensation expense.

Net interest expense decreased to $97.3 for the six months ended June 30, 2022
as compared to $120.0 for the six months ended June 30, 2021 due to lower
weighted average debt balances and higher interest income earned on our cash
equivalents.

                                       26
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Other expense, net, of $3.4 for the six months ended June 30, 2022 was composed
primarily of a one-time charge associated with a transaction to transfer the
remainder of our exposure related to asbestos claims to a third party and
foreign exchange losses at our non-U.S. based subsidiaries. Other income, net,
of $27.1 for the six months ended June 30, 2021 was composed primarily of a gain
on sale of minority investment.

Income taxes as a percent of pretax earnings were 25.4% for the six months ended
June 30, 2022 as compared to 21.0% for the six months ended June 30, 2021. The
rate was unfavorably impacted by the recognition of a net tax expense associated
with an internal restructuring plan related to the pending sale of the
Industrial Businesses.

Financial Condition, Liquidity and Capital Resources All currency amounts are in millions


Selected cash flows for the six months ended June 30, 2022 and 2021 were as
follows:

                                                          Six months ended June 30,
Cash provided by/(used in):                                   2022                 2021
Continuing operations:
Cash provided by operating activities              $       331.0                 $ 805.5
Cash used in investing activities                         (287.6)           

(18.1)

Cash used in financing activities                         (551.5)           

(934.5)

Cash flows provided by discontinued operations           3,061.3            

175.4




Operating activities - Net cash provided by operating activities from continuing
operations decreased by 59% to $331.0 in the six months ended June 30, 2022 as
compared to $805.5 in the six months ended June 30, 2021, due primarily to (i)
the timing of cash taxes paid in connection with the 2021 Divestitures, (ii)
higher cash taxes associated with changes to Internal Revenue Code Section 174
and (iii) less cash provided by working capital primarily associated with higher
incentive compensation payments in the first quarter of 2022 associated with
2021 performance. These cash outflows were partially offset by higher net income
from continuing operations net of non-cash expenses.

Investing activities - Cash used in investing activities from continuing
operations during the six months ended June 30, 2022 is due to business
acquisitions and capital expenditures. Cash used in investing activities from
continuing operations during the six months ended June 30, 2021 was due
primarily to capital expenditures and business acquisitions, partially offset by
proceeds from the sale of a minority investment.

Financing activities - Cash used in financing activities from continuing operations for the both the six months ended June 30, 2022 and 2021 was primarily due to repayments on our unsecured credit facility and dividend payments, partially offset by net proceeds from stock based compensation.


Discontinued operations - Cash provided by discontinued operations for the six
months ended June 30, 2022 was primarily due to proceeds from the sale of
TransCore and Zetec slightly offset by less cash provided by discontinued
operations which was impacted by the timing of our divestiture activity. Cash
provided by discontinued operations during the six months ended June 30, 2021
was primarily due to net income net of non-cash expenses partially offset by
cash used in working capital primarily associated with the build-up of inventory
in response to the wide-spread global supply chain challenges.

Effect of foreign currency exchange rate changes on cash - Cash and cash
equivalents decreased during the six months ended June 30, 2022 by $25.6 due
primarily to the strengthening of the U.S. dollar against the functional
currencies of our European and United Kingdom subsidiaries. Cash and cash
equivalents increased during the six months ended June 30, 2021 by $1.2 due
primarily to the weakening of the U.S. dollar against the functional currency of
our Canadian subsidiaries.

                                       27
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Total debt at June 30, 2022 consisted of the following:


$500 3.125% senior notes due 2022               $   500.0
$300 0.450% senior notes due 2022                   300.0
$700 3.650% senior notes due 2023                   700.0
$500 2.350% senior notes due 2024                   500.0
$300 3.850% senior notes due 2025                   300.0
$700 1.000% senior notes due 2025                   700.0
$700 3.800% senior notes due 2026                   700.0
$700 1.400% senior notes due 2027                   700.0
$800 4.200% senior notes due 2028                   800.0
$700 2.950% senior notes due 2029                   700.0
$600 2.000% senior notes due 2030                   600.0
$1,000 1.750% senior notes due 2031               1,000.0
Unsecured credit facility                               -
Deferred finance costs                              (43.4)
Other                                                 0.4

Total debt, net of deferred finance costs 7,457.0 Less current portion

                                799.9

Long-term debt, net of deferred finance costs $ 6,657.1




Prior to our unsecured credit facility being replaced on July 21, 2022 as noted
below, the interest rate on borrowings under the $3,000.0 unsecured credit
facility was calculated based upon various recognized indices plus a margin as
defined in the credit facility. At June 30, 2022, we had no outstanding
borrowings under our unsecured credit facility and $20.5 of outstanding letters
of credit.

Cash at our foreign subsidiaries at June 30, 2022 increased to $431 as compared
to $311 at December 31, 2021 due primarily to the cash generated at our foreign
subsidiaries during the six months ended June 30, 2022, partially offset by the
repatriation of $29 during the six months ended June 30, 2022. We intend to
repatriate substantially all historical and future earnings.

We expect existing cash balances, together with cash generated by our operations
and amounts available under our credit facility, will be sufficient to fund our
operating requirements for the foreseeable future.

We were in compliance with all debt covenants related to our unsecured credit facility throughout the six months ended June 30, 2022.


Net working capital (total current assets, excluding cash and current assets
held for sale, less total current liabilities, excluding debt and current
liabilities held for sale) decreased to negative $1,132.2 at June 30, 2022 as
compared to negative $990.9 at December 31, 2021 primarily driven by an increase
in income taxes payables associated with the 2021 Divestitures partially offset
by a decrease in accrued compensation. Consistent negative net working capital
demonstrates Roper's continued evolution and focus on asset-light business
models. Total debt was $7,457.0 at June 30, 2022 as compared to $7,921.8 at
December 31, 2021, due primarily to the net repayments under our unsecured
credit facility. Our leverage on a continuing operations basis is shown in the
following table:

                                   June 30,        December 31,
                                     2022              2021
Total debt                       $  7,457.0       $   7,921.8
Cash                               (2,879.1)           (351.5)
Net debt                            4,577.9           7,570.3
Stockholders' equity               13,726.5          11,563.8
Total net capital                $ 18,304.4       $  19,134.1

Net debt / total net capital           25.0  %           39.6  %


                                       28
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Capital expenditures were $13.7 for the six months ended June 30, 2022 as
compared to $12.8 for the six months ended June 30, 2021. Capitalized software
expenditures were $15.0 for the six months ended June 30, 2022 as compared to
$15.3 for the six months ended June 30, 2021. We expect the aggregate of capital
expenditures and capitalized software expenditures for the balance of the year
to be comparable to prior years as a percentage of revenues.

On June 23, 2022, Roper Technologies, Inc. (the "Company") elected to exercise
its optional redemption rights to redeem all of its outstanding 3.125% Notes due
2022 (the "Notes") in the original aggregate principal amount of $500.0, and
Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National
Association, as trustee under the indenture governing the Notes (the
"Indenture"), issued redemption notices to registered holders of the Notes. The
date fixed for the redemption of the Notes is August 15, 2022 (the "Redemption
Date"). The Notes will be redeemed at 100% of the aggregate principal amount of
the Notes, plus accrued and unpaid interest thereon to, but not including, the
Redemption Date in accordance with the terms and conditions set forth in the
Indenture. The foregoing does not constitute a notice of redemption with respect
to any of the Notes.

On July 21, 2022, Roper Technologies, Inc. (the "Company" or "Roper") entered
into a new five-year unsecured credit facility (the "Credit Agreement") among
Roper, the financial institutions from time to time party thereto, JPMorgan
Chase Bank, N.A., as administrative agent, Bank of America, N.A. and Wells Fargo
Bank, N.A., as syndication agents, and Mizuho Bank, Ltd., MUFG Bank, Ltd., PNC
Bank, National Association, TD Bank, N.A., Truist Bank and U.S Bank, National
Association, as documentation agents, which replaces its existing $3,000.0
unsecured credit facility, dated as of September 2, 2020, as amended. The new
facility comprises a five-year $3,500.0 revolving credit facility, which
includes availability of up to $150.0 for letters of credit. Loans under the
facility will be available in dollars, and letters of credit will be available
in dollars and other currencies to be agreed. The Company may also, subject to
compliance with specified conditions, request additional term loans or revolving
credit commitments in an aggregate amount not to exceed $500.0.

Off-Balance Sheet Arrangements


At June 30, 2022, we did not have any relationships with unconsolidated entities
or financial partnerships, such as entities often referred to as structured
finance or special purpose entities, which would have been established for the
purpose of facilitating off-balance sheet arrangements or other contractually
narrow or limited purposes.

Outlook

Current geopolitical and economic uncertainties, including the current
inflationary environment, supply chain disruptions and labor shortage, could
adversely affect our business prospects. The COVID-19 pandemic has had, and may
continue to have, an adverse impact on our business. An armed conflict (such as
the ongoing war in Ukraine), significant terrorist attack, other global
conflict, or public health crisis could cause changes in world economies that
would adversely affect us. It is impossible to isolate each of these potential
factor's future effects on current economic conditions or any of our businesses.
It is also impossible to predict with any reasonable degree of certainty what or
when any additional events may occur that also would similarly disrupt the
economy and have an adverse impact on our businesses.

We maintain an active acquisition program; however, future acquisitions will be
dependent on numerous factors and it is not feasible to reasonably estimate if
or when any such acquisitions will occur and what the impact will be on our
business, financial condition and results of operations. Such acquisitions may
be financed by the use of existing credit lines, future cash flows from
operations, announced divestitures, future divestitures, the proceeds from the
issuance of new debt or equity securities or any combination of these methods,
the terms and availability of which will be subject to market and economic
conditions generally.

We anticipate that our businesses will generate positive cash flows from
operating activities, and that these cash flows will permit the reduction of
currently outstanding debt in accordance with the repayment schedule. However,
the rate at which we can reduce our debt (and reduce the associated interest
expense) will be affected by, among other things, the financing and operating
requirements of any new acquisitions, the financial performance of our existing
companies and the impact of the COVID-19 pandemic on our business prospects and
the financial markets generally. None of these factors can be predicted with
certainty.

                                       29

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