Roper Technologies will sell Maj

SARASOTA, Fla., June 01, 2022 (GLOBE NEWSWIRE) — Roper Technologies, Inc. (:ROP) today announced that it has agreed to sell a controlling interest in its industrials business, including its entire Process Technologies segment and the industrials business of its Measurement & Analytical Solutions segment, to subsidiaries of Clayton, Dubilier & Rice, LLC ( “CD&R”). Roper will receive total initial pre-tax cash proceeds of approximately $2.6 billion while retaining a 49% minority stake in a new stand-alone entity. The transaction includes the following companies: Alpha, AMOT, CCC, Cornell, Dynisco, FTI, Hansen, Hardy, Logitech, Metrix, PAC, Roper Pump, Struers, Technolog, Uson and Viatran. Collectively, these companies generated approximately $940 million in revenue and $260 million in EBITDA in 2021.

“This is the latest step in Roper’s divestiture strategy to reduce the cyclicality and asset intensity of our business,” said Neil Hunn, President and CEO of Roper Technologies. “We have created a significantly improved and higher quality portfolio of market-leading businesses that are better positioned to deliver higher and more resilient organic growth, an improved working capital profile and strong cash conversion.”

“The sale of a majority stake in these industrial businesses will provide Roper with significant initial cash, while maintaining the ability to receive additional cash proceeds from the future exit of our minority stake,” Mr. Hunn said. “After-tax proceeds from this transaction will increase Roper’s M&A firepower to more than $7 billion, which will be targeted to our extensive pipeline of high-quality acquisition opportunities.”

“We are delighted to partner with CD&R given their track record of successful corporate partnerships. Operating as a stand-alone entity will allow these companies to build on their leading strategies and continue to create value for their customers and shareholders,” concluded Mr. Hunn.

“We are excited to partner with Roper in a way that helps them achieve their corporate goals while creating a new industry platform that offers significant opportunities as a stand-alone entity. Roper has proven to be an excellent operator of these market-leading industrial businesses, which we believe will serve as the foundation for continued organic and inorganic growth. We look forward to working collaboratively with Neil and the rest of the Roper team to implement our thesis and create value for Roper shareholders and our investors,” said Andrew Campelli, CD&R Partner.

“We are excited about our partnership with Roper and its employees. I am particularly impressed with the extraordinary talent within these organizations and look forward to working together to build on the long track record of growing and creating value within the companies,” added CD&R Funds Operational Advisor, John Stroup, who will lead the stand-alone entity. at the closing of the transaction.

Beginning in the second quarter of 2022, Roper expects to present the results of these businesses as discontinued operations. Following the closing of this transaction, Roper’s interest in the new stand-alone entity will be recognized as minority interest income. The Company expects this transaction to close by the end of 2022, subject to customary closing conditions.

Roper has retained Evercore as financial advisor in connection with this transaction. For CD&R, UBS Investment Bank, RBC Capital Markets and BNP Paribas served as lead financial advisors and BMO Capital Markets, Mizuho Securities and Natixis, New York Branch provided advisory services. CD&R has secured committed funding from UBS AG, Stamford Branch, Royal Bank of Canada, BNP Paribas, BMO Capital Markets, Mizuho Bank and Natixis, New York Branch.

A presentation summarizing today’s announcement will be posted on the Company’s website, www.ropertech.com.

The conference call will take place at 8:30 a.m. (ET) today

A conference call to discuss this announcement is scheduled for 8:30 a.m. ET on Wednesday, June 1, 2022. The call can be accessed via webcast or by dialing +1 844-750-4898 (US/Canada) or +1 412-317-5294 and referring to Roper Technologies. Webcast information and conference call materials will be made available on the Investors section of Roper’s website (www.ropertech.com) prior to the start of the call. The webcast can also be accessed directly using the following URL https://event.webcast. Phone replays will be available for up to two weeks and can be accessed by dialing +1 412-317-0088 with passcode 7039759.

About Roper Technologies

Roper Technologies is listed in the S&P 500 and Fortune 500. Roper has a long-term track record of compounding cash flow and shareholder value. The company operates market-leading companies that design and develop vertical software and application-specific products for a variety of defensible niche markets. Roper uses a disciplined, analytical and process-driven approach to redeploy excess free cash flow into high-quality acquisitions. Additional information about Roper is available on the company’s website at www.ropertech.com.

Contact information
Investor Relations
941-556-2601
[email protected]

About Clayton, Dubilier & Rice

Clayton, Dubilier & Rice is a private investment firm whose strategy is based on building stronger, more profitable businesses. Since its inception, CD&R has managed the investment of over $40 billion in over 100 companies with an aggregate transaction value of over $175 billion. The firm has offices in New York and London. For more information, please visit www.cdr-inc.com.

The information provided in this press release contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements may include, among other things, statements regarding results of operations, the success of our internal operating plans and the prospects for integrating newly acquired businesses and contributing to future growth, earnings and forecasts. of cash flow. Forward-looking statements may be indicated by words or phrases such as “anticipate”, “estimate”, “plan”, “expect”, “project”, “should”, “will”, “believe”, ” intend” and other 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 contained in any forward-looking statement. These risks and uncertainties include any ongoing impacts of the COVID-19 pandemic on our business, operations, financial results and liquidity, which will depend on many changing factors that we cannot accurately predict or assess, including: duration and extent of the pandemic, new virus variants and vaccine distribution and effectiveness; any adverse impact on global and regional markets, economies and economic activity; actions taken by governments, businesses and individuals in response to the pandemic; the effects of the pandemic, including all of the above, on our customers, suppliers and business partners, and how quickly economies and demand for our products and services recover after the pandemic ends. These risks and uncertainties also include our ability to identify and complete acquisitions consistent with our business strategies, integrate acquisitions that have been completed, realize the expected benefits and synergies, and manage other risks associated with newly acquired businesses, as well as to complete any announced divestments, including obtaining the required regulatory approvals in this regard. We also face other general risks, including our ability to realize cost savings from our operating initiatives, general economic conditions and conditions in the specific markets in which we operate, changes in foreign exchange rates , difficulties associated with exports, risks associated with our international business operations, cybersecurity and data privacy risks, including resulting litigation, risks associated with political instability, armed hostilities , incidents of terrorism, public health crises (such as the COVID-19 pandemic) or natural disasters, increased product liability and insurance costs, increased exposure to warranty, future competition, changes in the supply or price of parts and components, including due to the inflationary environment. current and ongoing supply chain constraints, environmental compliance costs and liabilities, the risks and costs associated with litigation, the risks of write-offs of our material intangible assets, and the risks associated with obtaining government approvals and maintain regulatory compliance for new and existing products. Material risks may be discussed in current and subsequent SEC filings. You should not place undue reliance on forward-looking statements. These statements speak only as of the date they are made, and we undertake no obligation to publicly update any of them in light of new information or future events.

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