Roper Technologies (ROP) 10-K risk factor changes: FY2020 vs FY2019

Risks [removed: Relating] [added: Related] to Our [removed: Business][added: Business Operations]

As of December 31, [removed: 2019,] [added: 2020,] we had [removed: $5.3 billion] [added: $9,566.5] in total consolidated indebtedness.

In addition, we had [removed: $2.5 billion] [added: $1,351.0] undrawn availability under our senior unsecured credit facility.

[removed: | • |] [added: -] limit our ability to borrow additional funds; [removed: |]

[removed: | • |] [added: -] limit our ability to complete future acquisitions; [removed: |]

[removed: | • |] [added: -] limit our ability to pay dividends; [removed: |]

[removed: | • |] [added: -] limit our ability to make capital expenditures; [removed: |]

[removed: | • |] [added: -] place us at a competitive disadvantage relative to our competitors, some of which have lower debt service obligations and greater financial resources; and [removed: |]

[removed: | • |] [added: -] increase our vulnerability to general adverse economic and industry conditions. [removed: |]

Sales by our operating companies whose functional currency is not the U.S. dollar represented 16% [removed: and 17%] of our total net revenues for the years ended December 31, [removed: 2019] [added: 2020] and [removed: 2018, respectively.][added: 2019.]

These sales accounted for [removed: 10%] [added: 7%] and [removed: 11%] [added: 10%] of our net revenues for the years ended December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively.

[removed: | • |] [added: -] unfavorable changes in or noncompliance with U.S. and other jurisdictions’ export requirements; [removed: |]

[removed: | • |] [added: -] restrictions on the export of technology and related products; [removed: |]

[removed: | • |] [added: -] unfavorable changes in or noncompliance with U.S. and other jurisdictions’ export policies to certain countries; [removed: |]

[removed: | • |] [added: -] unfavorable changes in the import policies of our foreign markets; and [removed: |]

[removed: | • |] [added: -] a general economic downturn in our foreign markets. [removed: |]

[removed: As of and for] [added: For] the year ended December 31, [removed: 2019,] [added: 2020,] 19% of our net revenues and [removed: 17%] [added: 15%] of our long-lived assets, excluding goodwill and intangibles, were attributable to operations outside the U.S. We expect our international operations to contribute materially to our business for the foreseeable future.

[removed: | • |] [added: -] adverse changes in a specific country’s or region’s political or economic conditions, particularly in emerging markets; [removed: |]

[removed: | • |] [added: -] oil price volatility; [removed: |]

[removed: | • |] [added: -] trade protection measures, tariffs, and import or export requirements; [removed: |]

[removed: | • |] [added: -] subsidies or increased access to capital for firms that are currently, or may emerge as, competitors in countries in which we have operations; [removed: |]

[removed: | • |] [added: -] partial or total expropriation; [removed: |]

[removed: | • |] [added: -] potentially negative consequences from changes in tax laws; [removed: |]

[removed: | • |] [added: -] difficulty in staffing and managing widespread operations; [removed: |]

[removed: | • |] [added: -] differing labor regulations; [removed: |]

[removed: | • |] [added: -] differing protection of intellectual property; [removed: |]

[removed: | • |] [added: -] differing and unexpected changes in regulatory requirements; and [removed: |]

[removed: | • |] [added: -] potentially negative consequences from the United Kingdom’s exit from the European Union. [removed: |]

There are no assurances, however, that we will be able to successfully identify suitable candidates, negotiate appropriate terms, obtain financing on acceptable terms, complete proposed acquisitions, successfully integrate acquired [removed: businesses or expand into new markets.]

Once acquired, operations may not achieve anticipated levels of [removed: revenues] [added: revenues, profitability] or [removed: profitability.][added: cash flows.]

Many of our products [added: and services] rely on proprietary technology; therefore we believe that the development and protection of intellectual property rights through patents, copyrights, trade secrets, trademarks, confidentiality agreements and other contractual provisions are important to the future success of our business.

We face intense competition from numerous [removed: competitors.][added: competitors in our various businesses.]

Computer viruses, cyber-attacks, other external hazards [removed: and] [added: and/or] human error could result in the misappropriation of assets or sensitive information, corruption of data or operational disruption.

[removed: In addition, the] [added: The] interpretation and application of consumer and data protection laws [added: and industry standards] in the United States, Europe and elsewhere [removed: are often] [added: can be] uncertain and [added: currently is] in flux.

[removed: If so, in] [added: In] addition to the possibility of fines, [removed: this] [added: application of these existing laws in a manner inconsistent with our data and privacy practices] could result in an order requiring that we change our data [added: and privacy] practices, which could have an adverse effect on our business and results of operations.

At December 31, [removed: 2019,] [added: 2020,] goodwill totaled [removed: $10.8 billion] [added: $14,395.2] compared to [removed: $9.5 billion] [added: $10,479.8] of stockholders’ equity, and represented 60% of our total assets of [removed: $18.1 billion.][added: $24,024.8.]

Any business disruptions due to political instability, armed hostilities, incidents of terrorism, [added: incidents of directed cyber attacks,] public health crisis or natural disasters could adversely impact our financial performance.

If terrorist activity, armed conflict, [added: directed cyber attacks,] political instability, public health crisis, such as an epidemic or pandemic related to the [removed: Coronavirus,] [added: COVID-19,] or natural disasters occur in the U.S. or other locations, such events may negatively impact our operations, cause general economic conditions to deteriorate or cause demand for our products to decline.

[removed: Recent significant changes] [added: Changes] to our executive leadership team and any future loss of members of such team, and the resulting management transitions, could harm our operating results.

Risks Related to Economic and Political Conditions

The extent to which the coronavirus (COVID-19) outbreak and measures taken in response thereto impact our business, results of operations, and financial condition will depend on future developments, which are highly uncertain and difficult to predict.

The novel strain of the coronavirus identified in late 2019 has spread across the globe and has resulted in governmental and other regulatory authorities implementing numerous measures to try to contain the virus and its variants, such as travel bans and restrictions, quarantines, shelter in place orders, and shutdowns.

These measures have impacted and may further impact our workforce and operations, as well as the work force, operations and financial prospects of our customers, suppliers and business partners.

There is considerable uncertainty regarding such measures and potential future measures, such as restrictions on our access to our manufacturing facilities or on our support operations or workforce, or similar limitations for our customers, suppliers and business partners.

The spread of COVID-19 has caused us to modify our business practices (including restricting employee travel, developing social distancing plans for our employees, expanding the number of our associates who work from

home, and cancelling physical participation in meetings, events and tradeshows), and we may take further actions as may be required by governmental and other regulatory authorities or as we determine are necessary to protect the safety or best interests of our employees, customers, suppliers and business partners.

Impacts our businesses are experiencing from COVID-19 include, but are not limited to:

- The ability of our businesses to visit current and potential customers in order to solicit new business and/or provide necessary on-site installation, implementation and training services has been impacted by the pandemic, which has, in some cases, limited our ability to obtain new business and effectively service existing business;

- Government restrictions on non-emergency hospital procedures resulted in decreased (1) demand in our businesses that provide medical products used in non-emergency procedures and (2) revenue related to pharmaceutical utilization in post-acute healthcare settings;

- The unprecedented slowdown and/or shut down of global economy sectors and the related uncertain timeline to reopen and recover, particularly in areas experiencing a more severe outbreak of the virus, has created a weak demand environment for our businesses serving industrial and energy markets; and

- Some of our customers, including those in the medical field, may seek to delay payments to us while they are addressing the numerous challenges presented by COVID-19; to date, such delays have not impacted the timing of our cash flow in a significant manner.

The extent to which the coronavirus outbreak 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, its severity, the actions to contain the virus including distribution and administration of available vaccines, and how quickly and to what extent normal economic and operating conditions can resume.

After the COVID-19 outbreak subsides, we may continue to experience materially adverse impacts to our business as a result of the virus’s global economic impact, including the availability of credit, adverse impacts on our liquidity and any recession that has occurred or may occur in the future.

There are no comparable recent events that provide guidance as to the effect of the spread of COVID-19 and its variants as a global pandemic may have on our customers, suppliers, vendors and other business partners, and, as a result, the ultimate impact of the outbreak is highly uncertain and subject to change.

In addition, the rapidly changing situation could give rise to additional risks or adverse impacts of which we are not presently aware, such as the ability to complete acquisitions, the ability to obtain credit through the capital markets and/or through our revolving credit facility.

We do not yet know the full extent of the impacts on our business, our operations or the global economic and political environment as a whole.

However, the effects could have a material impact on our results of operations and heighten many of our known risks described below in this “Risk Factors” section.

businesses or expand into new markets.

For example, Vertafore determined that as a result of human error, three data files containing Texas driver’s license data were inadvertently stored in an unsecured external storage service that appears to have been accessed without authorization.

As a result, Vertafore has been named as a defendant in a number of putative class actions regarding the incident.

Global cybersecurity threats and incidents can range from uncoordinated individual attempts to gain unauthorized access to IT systems to sophisticated and targeted measures known as advanced persistent threats, directed at the Company, its businesses, its customers and/or its third-party service providers, including, but not limited to, cloud providers and providers of network management services.

These may include such things as unauthorized access, phishing attacks, account takeovers, denial of service, computer viruses, introduction of malware or ransomware and other disruptive problems caused by hackers, including incidents similar to the “Trojan Horse” attack commonly referred to as the SolarWinds security breach.

Moreover, as more of our employees work remotely due to the COVID 19 pandemic or otherwise, our networks and systems may be more susceptible to breach or sabotage due to employee misuse or error which may increase the risk of access to our systems by unauthorized parties.

Our customers are increasingly requiring cybersecurity protections and mandating cybersecurity standards in our products and services, and we may incur additional costs to comply with such demands.

While we have experienced, and expect to continue to experience, these types of threats and incidents, none of them to date have been material to the Company.

We seek to deploy measures to deter, prevent, detect, respond to and mitigate these threats, including identity and access controls, data protection, vulnerability assessments, product software designs which we believe are less susceptible to cyber-attacks, continuous monitoring of our IT networks and systems and maintenance of backup and protective systems.

Despite these efforts, we can make no assurance that we will be able to detect, prevent, timely and adequately address, or mitigate the negative effects of cyberattacks or other security compromises, and such cybersecurity incidents, depending on their nature and scope, could potentially result in the misappropriation, destruction, corruption or unavailability of critical data and confidential or proprietary information (our own or that of third parties) and the disruption of business operations.

The potential consequences of a material cybersecurity incident include financial loss, reputational damage, damage to our IT systems, litigation with third parties, theft of intellectual property, fines, diminution in the value of our investment in research and development, and increased cybersecurity protection and remediation costs due to the increasing sophistication and proliferation of threats, which in turn could adversely affect our competitiveness and results of operations.

Risks Related to Government Regulations

Regulation of privacy and data security may adversely affect sales of our products and services and result in increased compliance costs.

There has been, and we believe that there will continue to be, increased regulation with respect to the collection, use and handling of personal, financial and other information as regulatory authorities in the United States and around the world have recently passed or are currently considering a number of legislative and regulatory proposals concerning data protection, privacy and data security.

This includes the California Consumer Privacy Act, or CCPA, which came into effect in January 2020, and the GDPR, which is a European Union-wide legal framework to govern data collection, use and sharing and related consumer privacy rights that became effective in May 2018.

The CCPA provides for civil penalties for violations, as well as a private right of action for data breaches that may increase data breach litigation.

The GDPR provides significant penalties for non-compliance (up to 4% of global revenue).

European data protection authorities have already imposed fines for GDPR violations up to, in some cases, hundreds of millions of Euros.

Many states in the United States are also considering their own privacy laws that, in the absence of a preemptive Federal privacy law, could impose burdensome and conflicting requirements.

Cloud-based solutions may be subject to further regulation, including data localization requirements and other restrictions concerning international transfer of data, the operational and cost impact of which cannot be fully known at this time.

Complying with these various laws could cause us to incur substantial costs or require us to change our business practices in a manner adverse to our business.

Also, any new law or regulation, or interpretation of existing law or regulation, imposing greater fees or taxes or restriction on the collection, use or transfer of information or data internationally or over the Web, could result in a decline in the use and adversely affect sales of our products and services and our results of operations.

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Additionally, on July 27, 2017, the Financial Conduct Authority (FCA) in the U.K. announced that it would phase out London Interbank Offered Rate (“LIBOR”) as a benchmark by the end of 2021.

It is unclear whether new methods of calculating LIBOR will be established such that it continues to exist after 2021, or whether different benchmark rates used to price indebtedness will develop.

If LIBOR ceases to exist, we may need to amend certain agreements and we cannot predict what alternative index would be negotiated with our counterparties.

As a result, our interest expense could increase and our available cash flow for general corporate requirements may be adversely affected.

In addition, the overall financial market may be disrupted as a result of the phase-out or replacement of LIBOR.

If sustained or repeated, such a business interruption, system failure, service denial or data loss and damage could result in a deterioration of our ability to perform necessary business functions.

A breach in the security of our software could harm our reputation, result in a loss of current and potential customers, and subject us to material claims, which could materially harm our operating results and financial condition.

If our security measures are breached, an unauthorized party may obtain access to our data or our users’ or customers’ data.

In addition, cyber-attacks and similar acts could lead to interruptions and delays in customer processing or a loss or breach of customers’ data.

Because the techniques used to obtain unauthorized access, disable or degrade service, or sabotage systems change frequently and often are not recognized until launched against a target, we may be unable to anticipate these techniques or to implement adequate preventative measures.

The risk that these types of events could seriously harm our business is likely to increase as we expand the number of web-based products and services we offer, and operate in more countries.

Regulatory authorities around the world have adopted and are considering further adoption of legislative and regulatory proposals concerning data protection and data privacy.

It is possible that these laws may be interpreted and applied in a manner that is inconsistent with our data practices.

Any security breaches for which we are, or are perceived to be, responsible, in whole or in part, could subject us to legal claims or legal proceedings, including regulatory investigations, which could harm our reputation and result in significant litigation costs and damage awards or settlement amounts.

Security breaches also could cause us to lose current and potential customers, which could have an adverse effect on our business.

Moreover, we might be required to expend significant financial and other resources to protect further against security breaches or to rectify problems caused by any security breach.

Environmental compliance costs and liabilities could increase our expenses and adversely affect our financial condition.

Our operations and properties are subject to laws and regulations relating to environmental protection, including air emissions, water discharges, waste management and workplace safety.

These laws and regulations can result in the imposition of substantial fines and sanctions for violations and could, in certain instances, require the installation of pollution control equipment or operational changes to limit pollution emissions and/or decrease the likelihood of accidental hazardous substance releases.

Additionally, we could be affected by future regulations imposed in response to concerns over climate change.

We must conform our operations and properties to these laws and adapt to regulatory requirements in the countries in which we operate as these requirements change.

We use and generate hazardous substances and wastes in some of our operations and, as a result, could be subject to potentially material liabilities relating to the investigation and clean-up of contaminated properties and to claims alleging personal injury.

We have experienced, and expect to continue to experience, costs relating to compliance with environmental laws and regulations.

In connection with our acquisitions, we may assume significant environmental liabilities, some of which we may not be aware of at the time of acquisition.

In addition, new laws and regulations, stricter enforcement of existing laws and regulations, the discovery of previously unknown contamination or the imposition of new clean-up requirements could require us to incur costs or become the basis for new or increased liabilities that could have a material adverse effect on our business, financial condition and results of operations.

[removed: Management’s] [added: “Management’s] Discussion and Analysis of Financial Condition and Results of Operations” [removed: of] [added: in] our [added: Annual Report on] Form 10-K for the [added: fiscal] year ended December 31, [removed: 2018, which provides additional information on comparisons of years 2018 and 2017 relating to any sections which remain unchanged.][added: 2019.]

A discussion of our significant accounting policies can also be found in the notes to our Consolidated Financial Statements for the year ended December 31, [removed: 2019] [added: 2020] included in this Annual Report.

Accounts receivable collectibility is based on the economic circumstances of customers and credits given [removed: to customers] after [removed: shipment of products,] [added: the customer obtains control over the promised products or services,] including in certain cases credits for returned products.

The returns and other sales credit allowance is an estimate of customer returns, exchanges, discounts or other forms of anticipated concessions [added: based on an analysis of historical credit memos] and is treated as a reduction in revenue.

At December 31, [removed: 2019,] [added: 2020,] our allowance for doubtful accounts receivable was [removed: $16.9] [added: $25.3] and our allowance for sales returns and sales credits was [removed: $3.4,] [added: $3.8,] for a total of [removed: $20.3,] [added: $29.1,] or [removed: 2.5%] [added: 3.3%] of total gross accounts receivable, as compared to a total of [removed: $23.1,] [added: $20.3,] or [removed: 3.2%] [added: 2.5%] of total gross accounts receivable, at December 31, [removed: 2018.][added: 2019.]

[removed: When we use] historical usage, this information is also qualitatively compared to business trends to evaluate the reasonableness of using historical information as an estimate of future usage.

At December 31, [removed: 2019,] [added: 2020,] inventory reserves for excess and obsolete inventory were [removed: $33.4,] [added: $40.4,] or [removed: 14.4%] [added: 16.9%] of gross inventory cost, as compared to [removed: $30.3,] [added: $33.4,] or [removed: 13.7%] [added: 14.4%] of gross inventory cost, at December 31, [removed: 2018.][added: 2019.]

The inventory reserve as a percent of gross inventory cost [removed: will continue to fluctuate based upon] [added: is influenced by] specific identification of reserves needed based upon changes in our business as well as the physical disposal of obsolete inventory.

Our expense for warranty obligations was less than 1% of net revenues for each of the years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017.][added: 2018.]

The Company recognized revenues of [removed: $247.8, $245.9] [added: $345.0, $247.8] and [removed: $249.3] [added: $245.9] for the years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017,] [added: 2018,] respectively, using this method.

There was [removed: $401.6] [added: $363.9] and [removed: $241.6] [added: $401.6] of revenue related to unfinished percentage-of-completion contracts had yet to be recognized at December 31, [removed: 2019,] [added: 2020,] and [removed: 2018,] [added: 2019,] respectively.

The [removed: primary driver in the increase] [added: decrease] was due [added: primarily] to [added: revenue recognized at] our TransCore business [removed: that was awarded] [added: related to] the contract for the New York Central Business District Tolling [removed: Program.][added: Program during 2020.]

During [removed: 2019,] [added: 2020,] our effective income tax rate was [removed: 20.6%,] [added: 21.5%,] as compared to the [removed: 2018] [added: 2019] rate of [removed: 21.2%.][added: 20.6%.]

The [removed: decrease] [added: increase] was due primarily to the [added: following non-recurring items in 2019, (i)] recognition of a discrete tax benefit of $41.0 in connection with a foreign restructuring plan allowing the future realization of net operating [removed: losses] [added: losses,] and [added: (ii)] the reversal of the deferred tax liability [removed: of $10.0 originally recorded in the second quarter of 2018] associated with the excess of Gatan's book basis over [removed: our] tax basis in the shares [removed: during] [added: of $10.0 in] the third quarter of 2019, partially offset by the higher income tax rate incurred on the Imaging and Gatan [removed: gains.][added: gains during 2019.]

We expect the effective tax rate for [removed: 2020] [added: 2021] to be [removed: between] [added: approximately] 21% [removed: and 23%.][added: to 22%.]

Roper has [removed: 35] [added: 36] reporting units with individual goodwill amounts ranging from zero to [removed: $2.5 billion.][added: $3,228.7.]

In [removed: 2019,] [added: 2020,] the Company performed its annual impairment test in the fourth quarter for all reporting units.

The Company determined that impairment of goodwill was not likely in [removed: 33] [added: 35] of its reporting units and thus was not required to perform a quantitative assessment for these reporting units.

For the remaining [removed: two] reporting [removed: units,] [added: unit,] the Company performed its quantitative assessment and concluded that the fair value of [removed: each of these two] [added: the] reporting [removed: units] [added: unit] was substantially in excess of its carrying value, with no impairment indicated as of October 1, [removed: 2019.][added: 2020.]

The Company performed a quantitative analysis over the fair values of two of its trade names and concluded that the fair value exceeded its carrying value, with no impairment indicated as of October 1, [removed: 2019.][added: 2020.]

Of those trade names subjected to our quantitative analysis, one, associated with our lab software business, had a fair value [removed: that approximated] [added: approximately 20% in excess of] its carrying value, [removed: which was $100.4] as [removed: of October 1, 2019.][added: compared to 2019 when the fair value approximated its carrying value.]

No impairment resulted from the annual reviews performed in [removed: 2019.][added: 2020.]

| | [added: | |] Years ended December 31, | | | | | | | | | | | [added: | | | |]

| Net revenues: | | | | | | | | | | | | [added: | | | | | |]

| Application Software (1) | [added: | |] $ | [removed: 1,588.0] [added: 1,799.9] | | | [added: | |] $ | [removed: 1,452.7] [added: 1,588.0] | | | [removed: $] | [removed: 1,222.2] | | [added: | |]

| Network Software & Systems (2) | [removed: 1,529.5] | | [added: 1,738.6] | | [removed: 1,345.2] | | | | [removed: 1,254.1] [added: 1,529.5] | | | [added: | | | | | |]

| Measurement & Analytical Solutions (3) | [removed: 1,596.4] | | [added: 1,469.9] | | [removed: 1,705.6] | | | | [removed: 1,531.3] [added: 1,596.4] | | | [added: | | | | | |]

| Process Technologies [removed: (4)] | [removed: 652.9] | | [added: 518.7] | | [removed: 687.7] | | | | [removed: 599.9] [added: 652.9] | | | [added: | | | | | |]

| Total | [added: | |] $ | [removed: 5,366.8] [added: 5,527.1] | | | [added: | |] $ | [removed: 5,191.2] [added: 5,366.8] | | | [removed: $] | [removed: 4,607.5] | | [added: | |]

| Gross margin: | | | | | | | | | | | | [added: | | | | | |]

| Application Software | [removed: 67.0] | | [added: 68.3 | |] % | | [removed: 66.9] | | [added: 67.0 | |] % | | [removed: 65.3] | | [removed: %] | [added: | |]

| Network Software & Systems | [removed: 69.2] | | [added: 67.1] | | [removed: 68.3] | | | | [removed: 66.6] [added: 69.2] | | | [added: | | | | | |]

| Measurement & Analytical Solutions | [removed: 58.5] | | [added: 59.2] | | [removed: 58.7] | | | | [removed: 58.4] [added: 58.5] | | | [added: | | | | | |]

| Process Technologies | [removed: 56.9] | | [added: 53.5] | | [removed: 56.4] | | | | [removed: 56.3] [added: 56.9] | | | [added: | | | | | |]

| Total | [removed: 63.9] | | [added: 64.1 | |] % | | [removed: 63.2] | | [added: 63.9 | |] % | | [removed: 62.2] | | [removed: %] | [added: | |]

| Segment operating margin: | | | | | | | | | | | | [added: | | | | | |]

| Application Software | [removed: 25.5] | | [added: 26.0 | |] % | | [removed: 24.6] | | [added: 25.5 | |] % | | [removed: 22.8] | | [removed: %] | [added: | |]

| Network Software & Systems | [removed: 35.2] | | [added: 31.6] | | [removed: 36.0] | | | | [removed: 35.0] [added: 35.2] | | | [added: | | | | | |]

| Measurement & Analytical Solutions | [removed: 31.4] | | [added: 32.2] | | [removed: 30.7] | | | | [removed: 29.1] [added: 31.4] | | | [added: | | | | | |]

| Process Technologies | [removed: 34.6] | | [added: 25.4] | | [removed: 34.0] | | | | [removed: 31.4] [added: 34.6] | | | [added: | | | | | |]

A detailed discussion of the fiscal 2020 year-over-year changes can be found below and a detailed discussion of fiscal 2019 year-over-year changes can be found in Item 7.

Estimates are considered to be significant if they meet both of the following criteria: (1) the estimate requires assumptions about matters that are uncertain at the time the estimate is made, and (2) changes in the estimate are reasonably likely from period-to-period.

Allowance for doubtful accounts is estimated based upon our assessment of various factors, including historical experience, the age of the accounts receivable balances, changes to customer creditworthiness and other factors that may affect our ability to collect from customers.

When we use

The assumptions that have the most significant effect on the fair value calculations are the projected revenue growth rates, future operating margins, discount rates, terminal values and earnings multiples.

The assumptions that have the most significant effect on the fair value calculations are the royalty rates, projected revenue growth rates, discount rates and terminal values.

The primary driver of the increase in the fair value from 2019 to 2020 was a decrease in the discount rate, primarily due to a reduced risk-free interest rate.

A 100 basis point increase in the discount rate would result in a $2.8 impairment and a 100 basis point decrease in the terminal growth rate would result in a fair value that approximates its carrying value.

The assumptions that have the most significant effect on the fair value calculations are the customer attrition rates, projected customer revenue growth rates, margins, contributory asset charges and discount rates.

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| | | | 2020 | | | | | | 2019 | | | | | | | | |

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(1)Includes results from the acquisitions of ComputerEase from August 19, 2019, Bellefield from December 18, 2019, Vertafore from September 3, 2020, and EPSi from October 15, 2020.

(2)Includes results from the acquisitions of Foundry from April 18, 2019, iPipeline from August 22, 2019, FMIC from June 9, 2020, Team TSI from June 15, 2020, IFS from September 15, 2020 and WELIS from September 18, 2020.

The increase was the result of net acquisition/divestiture contribution of 3.9% and a foreign exchange benefit of 0.1%, partially offset by an organic decline of 1.0%.

The growth in organic revenues was led by our higher project activity at our toll and traffic business and subscription growth at our SaaS businesses.

The growth in organic revenues was due to accelerated adoption of Verathon’s video-assisted intubation products that aid in reducing COVID transmission to healthcare workers, partially offset by declines in our water meter technology business, due to restricted access to indoor meters located in the Northeast United States and Canada, and industrial business declines.

SG&A expenses as a percentage of net revenues increased to 28.1% in the year ended December 31, 2020, as compared to 22.3% in the year ended December 31, 2019, due primarily to $13.6 of restructuring charges for structural cost reduction actions taken at certain of our businesses and lower operating leverage on organic revenue declines.

Corporate expenses increased by $20.1 to $192.5, or 3.5% of revenues, in 2020 as compared to $172.4, or 3.2% of revenues, in 2019.

The dollar increase was due primarily to higher stock compensation expense and professional services.

The increase was due primarily to the following non-recurring items in 2019, (i) recognition of a discrete tax benefit of $41.0 in connection with a foreign restructuring plan allowing the future realization of net operating losses, and (ii) the reversal of the deferred tax liability associated with the excess of Gatan's book basis over tax basis in the shares of $10.0 in the third quarter of 2019, partially offset by the higher income tax rate incurred on the Imaging and Gatan gains during 2019.

Backlog increased 27% to $2,516.1 at December 31, 2020 as compared to $1,985.4 at December 31, 2019, organic growth was 3% and acquisitions contributed 24%.

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Total | | | $ | 2,516.1 | | | | | $ | 1,985.4 | | | | | 26.7 | | % |

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | 2020 | | | | | | 2019 | | | | | | | | |

Operating activities - The growth in cash provided by operating activities in 2020 and in 2019 was primarily due to improvement in working capital, lower cash taxes paid excluding the tax associated with gain on disposal of businesses, and $43.7 of employer social security payroll taxes deferred during the year ended December 31, 2020, that are payable in installments in 2021 and 2022 under the U.S. Coronavirus Aid, Relief, and Economic Security (“CARES”) Act, partially offset by higher cash taxes paid of $201.9 on the disposal of Gatan paid in 2020 as compared to $39.4 of cash taxes paid on the disposal of the Imaging businesses in 2019.

Consistent negative net working capital demonstrates Roper’s continued evolution and focus on asset-light business models.

The net proceeds were used primarily to fund the purchase price of the acquisition of Vertafore.

On September 2, 2020, the Company entered into a new three-year unsecured credit facility among Roper, the financial institutions from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Wells Fargo Bank, N.A. and Bank of America, N.A., as syndication agents, and MUFG Bank, Ltd., Mizuho Bank, Ltd., PNC Bank, National Association, Truist Bank and TD Bank, N.A., as co-documentation agents, which replaced its existing $2,500.0 unsecured credit facility, dated as of September 23, 2016, as amended.

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 Credit Agreement requires the Company to maintain a Total Debt to Total Capital Ratio (as defined in the Credit Agreement) of 0.65 to 1.00 or less.

Borrowings under the Credit Agreement are prepayable at Roper’s option at any time in whole or in part without premium or penalty.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

You should read the following discussion in conjunction with “Selected Financial Data” and our Consolidated Financial Statements and related notes included in this Annual Report, as well as Part II, “Item 7.

These issues affect each of our business segments and are evaluated using a combination of historical experience, current conditions and relatively short-term forecasting.

Accounts receivable are regularly reviewed to determine customers who have not paid within agreed upon terms, whether these amounts are consistent with past experiences, what historical experience has been with amounts deemed uncollectible and the impact that economic conditions might have on collection efforts in general and with specific customers.

The returns and other sales credits histories are analyzed to determine likely future rates for such credits.

Various assumptions are utilized including forecasted operating results, strategic plans, economic projections, anticipated future cash flows, the weighted-average cost of capital, comparable transactions, market data and earnings multiples.

The fair value of each trade name is determined by applying a royalty rate to a projection of net revenues discounted using a risk-adjusted rate of capital.

Holding other assumptions constant, for the specific trade name associated with our lab software business, a 50 basis point increase in the discount rate would result in a $5.5 impairment and a 100 basis point decrease in the terminal growth rate would result in an $9.7 impairment.

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | 2019 | | | | 2018 | | | | 2017 | | |

| Loss on debt extinguishment | — | | | | (0.3 | | ) | | — | | |

| | |

| --- | --- |

| (1) | Includes results from the acquisitions of Handshake Software, Inc. from August 4, 2017, Workbook Software A/S from September 15, 2017, Onvia, Inc. from November 17, 2017, PowerPlan, Inc. from June 4, 2018, ConceptShare from June 7, 2018, BillBlast from July 10, 2018 Avitru from December 31, 2018, ComputerEase from August 19, 2019, and Bellefield from December 18, 2019. |

| (2) | Includes results from the acquisitions of Quote Software from January 2, 2018, PlanSwift Software from March 28, 2018, Smartbid from May 8, 2018, Foundry from April 18, 2019, and iPipeline from August 22, 2019. |

| (4) | Includes results from the acquisition of Phase Technology from June 21, 2017. |

The increase was the result of organic growth of 2.8% and a net effect from acquisitions and divestitures of 1.4%, partially offset by a negative foreign exchange impact of 0.8%.

Gross margin remained relatively flat at 67.0% for the year ended December 31, 2019 as compared to 66.9% for the year ended December 31, 2018.

The growth in organic revenues was due primarily to our medical products and water meter technology businesses, partially offset by industrial business declines.

Organic sales decreased by 4% and the negative foreign exchange impact was 1%.

The decrease in organic revenues was due primarily to lower demand at our businesses serving upstream oil and gas end markets.

SG&A expenses as a percentage of net revenues decreased to 22.3% in the year ended December 31, 2019, as compared to 22.5% in the year ended December 31, 2018, due primarily to lower costs that are generally variable with revenue.

Corporate expenses decreased by $31.1 to $172.4, or 3.2% of revenues, in 2019 as compared to $203.5, or 3.9% of revenues, in 2018.

The decrease was due primarily to $35.0 of accelerated vesting associated with the passing of our former executive chairman incurred in 2018, partially offset by higher acquisition-related expenses.

Loss on debt extinguishment of $15.9 for the year ended December 31, 2018, incurred in connection with the early redemption of the $500.0 aggregate principal amount of 6.25% senior unsecured notes due September 1, 2019, was composed of the early redemption premium and remaining unamortized deferred financing costs.

Other income, net, of $0.0 for the year ended December 31, 2018 was composed primarily of royalty income, offset entirely by various other immaterial expenses.

Order backlog is equal to our remaining performance obligations expected to be recognized within the next 12 months as discussed in Note 1 of the Notes to Consolidated Financial Statements.

| | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Total | $ | 1,985.4 | | | $ | 1,692.8 | | | 17.3 | % |

Year Ended December 31, 2018 Compared to Year Ended December 31, 2017

Net revenues for the year ended December 31, 2018 were $5.19 billion as compared to $4.61 billion for the year ended December 31, 2017, an increase of 12.7%.

The increase was the result of organic growth of 9.4%, a net effect from acquisitions and divestitures of 2.9%, and foreign exchange benefit of 0.4%.

In our Application Software segment, net revenues for the year ended December 31, 2018 increased by $230.5 or 19% over the year ended December 31, 2017.

Organic revenues increased by 9% and acquisitions accounted for 9%.

The growth in organic revenues was due primarily to broad-based revenue growth across the segment, led by businesses serving government contracting, professional services, legal and healthcare markets, and the non-recurrence of purchase accounting adjustments to acquired deferred revenues in the year ended December 31, 2017 associated with our 2016 Deltek acquisition.

Gross margin was 66.9% for the year ended December 31, 2018 as compared to 65.3% for the year ended December 31, 2017, due primarily to operating leverage on higher revenues.

The resulting operating margin was 24.6% in 2018 as compared to 22.8% in 2017.

In our Network Software & Systems segment, net revenues for the year ended December 31, 2018 increased by $91.1 or 7% over the year ended December 31, 2017.

Organic revenues increased by 6% and acquisitions accounted for 1%.

At December 31, [removed: 2019,] [added: 2020,] we had [removed: $5.3 billion] [added: $8,000.0] of fixed rate borrowings with interest rates ranging from [removed: 2.35%] [added: 0.45%] to 4.20%.

At December 31, [removed: 2019,] [added: 2020,] the prevailing market rates for our long-term notes were between [removed: 0.1% and 1.5%] [added: 3.2%] lower [added: and 0.1% higher] than the fixed rates on our debt instruments.

Our credit facility contains a [removed: $2.5 billion] [added: $3,000.0] variable-rate revolver with [removed: $0] [added: $1,620.0] of outstanding borrowings at December 31, [removed: 2019.][added: 2020.]

Net revenues recognized by companies whose functional currency was not the U.S. dollar were 16% of our total revenues in [removed: 2019] [added: 2020] and [removed: 70%] [added: 74%] of these revenues were recognized by companies with a European functional currency.

If these currency exchange rates had been 10% different throughout [removed: 2019] [added: 2020] compared to currency exchange rates actually experienced, the impact on our net earnings would have been approximately 1%.

| | |

| --- | --- |

*Diversified End Markets and Geographic Reach* - We have a global presence, with sales to customers outside the U.S. totaling [removed: $1.4 billion] [added: $1,304.6] in [removed: 2019.][added: 2020.]

Our [removed: Business] [added: Reportable] Segments

[removed: Information regarding] [added: Financial information about] our [removed: business] [added: reportable] segments is [removed: set forth] [added: presented] in Note 13 of the Notes to Consolidated Financial Statements included in this Annual Report.

Our Application Software segment had net revenues of [removed: $1.59 billion] [added: $1,799.9] for the year ended December 31, [removed: 2019,] [added: 2020,] representing [removed: 29.6%] [added: 32.6%] of our total net revenues.

Our Network Software & Systems segment had net revenues of [removed: $1.53 billion] [added: $1,738.6] for the year ended December 31, [removed: 2019,] [added: 2020,] representing [removed: 28.5%] [added: 31.4%] of our total net revenues.

Our Measurement & Analytical Solutions segment had net revenues of [removed: $1.60 billion] [added: $1,469.9] for the year ended December 31, [removed: 2019,] [added: 2020,] representing [removed: 29.7%] [added: 26.6%] of our total net revenues.

*Logitech* - provides equipment and consumables used for sample preparation and material analysis used primarily in the semiconductor [added: and] geological science industries.

Our Process Technologies segment had net revenues of [removed: $0.65 billion] [added: $518.7] for the year ended December 31, [removed: 2019,] [added: 2020,] representing [removed: 12.2%] [added: 9.4%] of our total net revenues.

No customer accounted for 10% or more of net revenues for [removed: 2019] [added: 2020] for any of our segments or for our Company as a whole.

In addition to trade secrets, [added: including] unpatented [removed: know-how,] [added: know-how] and other intellectual property [removed: rights,] [added: like software source code,] we own or license the rights under [removed: a number of] [added: numerous] patents, [removed: trademarks] [added: trademarks, trade dress] and copyrights relating to certain of our products and businesses.

We also employ various methods, including confidentiality and non-disclosure agreements with individuals and companies we do business with, [added: including] employees, distributors, [removed: representatives] [added: representatives, independent contractors] and customers to protect our [removed: trade secrets and know-how.][added: intellectual property.]

We believe none of our operating units are substantially dependent on any single [removed: patent, trademark, copyright, or other] item of intellectual [removed: property or group of patents, trademarks] [added: property, including a trade secret, patent, trademark, trade dress,] or [removed: copyrights.][added: copyright.]

In 2020, we deployed $6 billion of capital toward acquisitions, including approximately $5.4 billion for the acquisition of Vertafore, Inc., a leading provider of SaaS solutions for the property and casualty insurance industry.

Our businesses realize growth from new and existing customers in their niche markets through successfully executing go-to-market strategies, developing new products and applications, and delivering professional services.

Our operations are reported in four segments based upon business models and capital deployment strategy and objectives.

The segments are: Application Software, Network Software & Systems, Measurement & Analytical Solutions and Process Technologies.

*Vertafore* - provides cloud-based software to the property and casualty insurance industry, including agency management, compliance, workflow, and data solutions.

Remaining Performance Obligations and Backlog

Remaining performance obligations represents the transaction price of firm orders for which work has not been performed and excludes unexercised contract options.

As of December 31, 2020 and December 31, 2019, the aggregate amount of the transaction price allocated to remaining performance obligations was $4,298.0 and $3,553.5, respectively.

Backlog is equal to our remaining performance obligations expected to be recognized as revenue within the next 12 months.

Backlog was $2,516.1 at December 31, 2020, and $1,985.4 at December 31, 2019.

Governmental Regulations

We face extensive government regulation both within and outside the United States relating to the development, manufacture, marketing, sale and distribution of our products, software, and services.

The following sections describe certain significant regulations to which we are subject, but these are not the only regulations to which our businesses must comply.

For a description of the risks related to the regulations that our businesses are subject to, please refer to “Item 1A.

Risk Factors.”

*Privacy and Data Security*

We are subject to the privacy and data security laws of the United States and internationally.

A number of states in the United States have passed or introduced bills, which, if passed, impose operational requirements on U.S. companies similar to the requirements reflected in the General Data Protection Regulation (“GDPR”) in the European Union ("EU").

For example, the California Consumer Privacy Act of 2018 (“CCPA”), which came into effect on January 1, 2020, requires covered companies that process personal information on California residents to make disclosures to consumers about their data collection, use and sharing practices, allows consumers to opt out of certain data sharing with third parties and provides a new private right of action for data breaches.

The compliance and other burdens imposed by the EU's GDPR, CCPA and similar privacy laws and regulations may be substantial to our businesses as they are subject to differing interpretations and implementation among jurisdictions.

*Healthcare Regulations*

The manufacture, sale, lease and service of medical diagnostic and surgical devices intended for commercial use are subject to extensive governmental regulation by the FDA in the U.S. and by a variety of regulatory agencies in other countries for some of our businesses.

Under the Federal Food, Drug and Cosmetic Act, known as the FD&C Act, manufacturers of medical products and devices must comply with certain regulations governing the design, testing, manufacturing, packaging, servicing and marketing of medical products.

FDA product approvals may be withdrawn or suspended if compliance with regulatory standards is not maintained or if problems occur following initial marketing.

We are also subject to a variety of federal, state and foreign laws which broadly relate to our interactions with healthcare practitioners and other participants in the healthcare system, including, among others, anti-kickback law, and laws regulating the confidentiality of sensitive personal information and the circumstances under which such information may be released and/or collected, such as the Health Insurance Portability

and Accountability Act of 1996, or HIPAA, the Health Information Technology for Economic and Clinical Health Act, or HITECH Act, and the GDPR.

*Anti-Corruption and Anti-Bribery Laws and Regulations*

We are subject to the U.S. Foreign Corrupt Practices Act (FCPA) and anti-corruption laws, and similar laws in foreign countries, such as the UK Anti-Bribery Act.

Any violation of these laws by us or our agents or distributors could create substantial liability for us, subject our officers and directors to personal liability, and cause a loss of reputation in the market.

Increased business in higher risk countries could subject us and our officers and directors to increased scrutiny and increased liability.

In addition, becoming familiar with and implementing the infrastructure necessary to comply with laws, rules and regulations applicable to new business activities and mitigating and protecting against corruption risks could be quite costly.

*Export Controls and Trade Policies*

We are subject to numerous domestic and foreign regulations relating to our operations worldwide.

In particular, our sales activities must comply with restrictions relating to the export of controlled technology and sales to denied or sanctioned parties contained in the U.S. Export Administration Regulations, U.S. International Traffic in Arms Regulations (ITAR), and sanctions administered by the Office of Foreign Asset Controls of the U.S. Treasury Department (OFAC).

Our businesses may also be impacted by additional domestic or foreign trade regulations ensuring fair trade practices, including trade restrictions, tariffs and sanctions.

*Environmental Regulations*

Intellectual Property

Human Capital Management

Roper is a diversified technology company that utilizes a decentralized operating model across our many businesses which serve a diverse set of end markets.

Subject to oversight and guidance from Roper executive management, each business operates as an individual unit with its managers empowered to make day to day operating decisions, including decisions with respect to human capital management.

Our operating units grow their businesses through new product development and development of new applications and services to satisfy customer needs.

In addition, our operating units grow our customer base by expanding our access to customers and entering adjacent markets.

During the first quarter of 2019, we implemented a realignment of our reportable segment structure.

The new reportable segments continue to provide a transparent view into Roper’s operations and capital deployment strategy and objectives.

The Company’s new reporting segment structure reinforces Roper’s diversified, niche market strategy by reporting based upon business models instead of end markets.

The four new reportable segments (and businesses within each; including changes due to acquisitions and divestitures since the realignment) are as follows:

| | |

| --- | --- |

| – | Application Software \- Aderant, CBORD, CliniSys, Data Innovations, Deltek, Horizon, IntelliTrans, PowerPlan, Strata, Sunquest |

| – | Network Software & Systems \- ConstructConnect, DAT, Foundry, Inovonics, iPipeline, iTradeNetwork, Link Logistics, MHA, RF IDeas, SHP, SoftWriters, TransCore |

| – | Measurement & Analytical Solutions (1) \- Alpha, CIVCO Medical Solutions, CIVCO Radiotherapy, Dynisco, FMI, Hansen, Hardy, IPA, Logitech, Neptune, Northern Digital, Struers, Technolog, Uson, Verathon |

| – | Process Technologies \- AMOT, CCC, Cornell, FTI, Metrix, PAC, Roper Pump, Viatran, Zetec |

(1) The Measurement & Analytical Solutions segment includes the results of the divestitures completed in 2019 through the transaction date for (i) Princeton Instruments, Photometrics, Lumenera, and other brands (collectively, the “Imaging” businesses), sold to Teledyne Technologies Inc. (“Teledyne”) on February 5, 2019 and (ii) Gatan, Inc. (“Gatan”) sold to AMETEK, Inc. (“AMETEK”) on October 29, 2019.

The Company’s strategy, organizational structure, and day-to-day operations of our businesses remain unchanged.

All prior periods have been recast to reflect the changes noted above.

Backlog

Our backlog includes only firm unfilled orders expected to be recognized as revenue within twelve months.

Backlog was $1.99 billion at December 31, 2019, and $1.69 billion at December 31, 2018.

Environmental Matters and Other Governmental Regulation

Patents and Trademarks

Employees

As of December 31, 2019, we had 16,460 employees, with 10,621 located in the United States.

We have 167 employees who are subject to collective bargaining agreements.

We have not experienced any work stoppages and consider our relations with our employees to be good.

| | |

| --- | --- |

[removed: FORM 10-K][added: FORM 10-K]

For the fiscal year [removed: ended December] [added: ended December] 31, [removed: 2019][added: 2020]

Commission File [removed: Number 1-12273][added: Number 1-12273]

| Delaware | [added: | |] 51-0263969 | [added: | |]

| (State or other jurisdiction of incorporation or organization) | [added: | |] (I.R.S. Employer Identification No.) | [added: | |]

[removed: Sarasota, Florida 34240][added: Sarasota, Florida 34240]

Registrant’s telephone number, including area code: [removed: (941) 556-2601][added: (941) 556-2601]

| Title of Each Class | | [added: | | | |] Trading Symbol | | [added: | | | |] Name of Each Exchange On Which Registered | [added: | |]

| Common Stock, $0.01 Par Value | | [added: | | | |] ROP | | [added: | | | |] New York Stock Exchange | [added: | |]

Indicate by check mark if the registrant is a shell company (as defined in Rule [removed: 12-b2] [added: 12b-2] of the Act).

Based on the closing sale price on the New York Stock Exchange on June [removed: 28, 2019,] [added: 30, 2020,] the aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant was: [removed: $37,906,002,884.][added: $40.4 billion.]

Number of shares of registrant’s Common Stock outstanding as of February [removed: 21, 2020: 106,109,664.][added: 12, 2021: 104,939,597.]

Portions of the registrant’s Proxy Statement to be furnished to Stockholders in connection with its [removed: 2020] [added: 2021] Annual Meeting of Stockholders are incorporated by reference into Part III, Items 10, 11, 12, 13 and 14 of this Annual Report on Form 10-K.

FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER [removed: 31, 2019][added: 31, 2020]

| [PART [removed: I](#s6E5772AB1AE955FD96E04F719F34FB71)] [added: I](#i9bf2afa2c75a44ca8485b6f1f28203d5_13)] | | [added: | | | |] Page | [added: | |]

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| [PART [removed: III](#sED5B70335A8857E1959124AF9113C3F8)] [added: III](#i9bf2afa2c75a44ca8485b6f1f28203d5_163)] | | | [added: | | | | | |]

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| [Item [removed: 16.](#s4B90A97D009B5F189B38723F163DB439)] [added: 16.](#i9bf2afa2c75a44ca8485b6f1f28203d5_187)] | [added: | |] [Form 10-K [removed: Summary](#s4B90A97D009B5F189B38723F163DB439)] [added: Summary](#i9bf2afa2c75a44ca8485b6f1f28203d5_187)] | [removed: [65](#s4B90A97D009B5F189B38723F163DB439)] | [added: | [67](#i9bf2afa2c75a44ca8485b6f1f28203d5_187) | | |]

[removed: Examples] [added: Additional 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.

Important factors that could cause actual results to differ materially from estimates or projections contained in the forward-looking statements [removed: include,] [added: include] but are not limited to:

[removed: | • |] [added: -] general economic conditions; [removed: |]

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Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issues its audit report.

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| | | | [Information About Our Executive Officers](#i9bf2afa2c75a44ca8485b6f1f28203d5_1840) | | | [16](#i9bf2afa2c75a44ca8485b6f1f28203d5_1840) | | |

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| [PART II](#i9bf2afa2c75a44ca8485b6f1f28203d5_37) | | | | | | | | |

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| [PART IV](#i9bf2afa2c75a44ca8485b6f1f28203d5_181) | | | | | | | | |

| | | | [Signatures](#i9bf2afa2c75a44ca8485b6f1f28203d5_190) | | | [68](#i9bf2afa2c75a44ca8485b6f1f28203d5_190) | | |

Such risks and uncertainties include the effects of the COVID-19 pandemic on our business, operations, financial results and liquidity, including the duration and magnitude of such effects, which will depend on numerous evolving factors that we cannot accurately predict or assess, including: the duration and scope of the pandemic generally and in the geographical markets that we serve; the 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 customers, suppliers, and business partners, and how quickly economies and demand for our products and services recover following the pandemic.

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| [PART II](#s25ADC89E17625E41A769F58787A04BEC) | | |

| [PART IV](#s80C660E6DCC0544E9F49B1F6D73EF165) | | |

| | [Signatures](#s272DD9189BA55B538F0BF7B2CC7A9785) | [66](#s272DD9189BA55B538F0BF7B2CC7A9785) |

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As of December 31, [removed: 2019,] [added: 2020,] we owned approximately 0.8 million square feet, and leased approximately [removed: 4.3] [added: 4.7] million square feet.

Of the total [removed: 5.1] [added: 5.5] million square feet, 72% is concentrated in the United States.

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EXECUTIVE OFFICERS OF THE REGISTRANT

Pursuant to General Instruction G(3) of Form 10-K, the following list of executive officers of the Company as of February 22, 2021 is included as an unnumbered Item in Part I of this report in lieu of being included in the Company’s Proxy Statement relating to the 2021 Annual Meeting of Shareholders.

*L.

Neil Hunn*, 48, has served as President and Chief Executive Officer since August 2018.

He previously served as Executive Vice President and Chief Operating Officer from 2017 to 2018.

Mr. Hunn also served as Group Vice President of Roper’s medical segment from 2011 to 2018 and helped drive significant growth in the Company’s medical technology and application software businesses.

In addition to his operating responsibilities at Roper, Mr. Hunn led the execution of the majority of the company’s capital deployment since joining Roper.

Prior to joining Roper, Mr. Hunn served 10 years as Executive Vice President and Chief Financial Officer at MedAssets, an Atlanta-based SaaS company, and as President of its revenue cycle technology businesses.

He successfully led MedAssets’ initial public offering and the execution of several M&A transactions.

Mr. Hunn also held roles at CMGI, an incubator of Internet businesses, and Parthenon Group, a strategy consulting firm.

*Robert C.

Crisci*, 45, has served as Executive Vice President and Chief Financial Officer since 2018 and as Vice President and Chief Financial Officer from 2017 to 2018.

Mr. Crisci joined Roper in 2013 as Vice President, Finance and Investor Relations and led the Company’s financial planning and analysis and investor relations activities.

Prior to joining Roper, he served in various roles across investment banking, consulting and finance.

His prior experience includes positions at Morgan Keegan, VRA Partners, Devon Value Advisers and Deloitte.

*John K.

Stipancich*, 52, has served as Executive Vice President, General Counsel and Corporate Secretary since 2018 and as Vice President, General Counsel and Corporate Secretary from 2016 to 2018.

Prior to joining Roper, Mr. Stipancich was with Newell Brands, Inc., a consumer products company, from 2004 to 2016.

At Newell Brands he served as Executive Vice President and Chief Financial Officer from February 2015 to May 2016.

Prior thereto, he served in a number of leadership roles at Newell Brands including General Counsel and Corporate Secretary, and Executive Leader of its operations in Europe, the Middle East and Africa.

Prior to his twelve years at Newell Brands, Mr. Stipancich served as Executive Vice President, General Counsel and Corporate Secretary for Evenflo Company and Assistant General Counsel for Borden, both KKR portfolio companies at the time.

He started his legal career in the Cleveland office of the international law firm Squire Patton Boggs.

*Jason P.

Conley*, 45, has served as Vice President and Controller since 2017.

Prior thereto, he served as the Chief Financial Officer at Managed Healthcare Associates, a Roper subsidiary, from 2013 to 2017.

He also led the financial planning and investor relations activities for Roper from 2006 to 2013.

Before Roper, Mr. Conley served in various finance and accounting leadership roles at Honeywell International and Deloitte.

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Based on information available to us and our transfer agent, [removed: we believe that as of February 21, 2020] there were [removed: 186] [added: approximately 199] record holders of our common [removed: stock.][added: stock as of February 12, 2021.]

In November [removed: 2019,] [added: 2020,] our Board of Directors increased the quarterly dividend paid January [removed: 23, 2020] [added: 22, 2021] to [removed: $0.5125] [added: $0.5625] per share from [removed: $0.4625] [added: $0.5125] per share, an increase of [removed: 11%.][added: 10%.]

This is the [removed: twenty-seventh] [added: twenty-eighth] consecutive year in which the Company has increased its dividend.

Recent Sales of Unregistered Securities - In [removed: 2019,] [added: 2020,] there were no sales of unregistered securities.

The following graph compares, for the five year period ended December 31, [removed: 2019,] [added: 2020,] the cumulative total stockholder return for our common stock, the Standard and Poor’s 500 Stock Index (the “S&P 500”) and the Standard and Poor’s 500 Industrials Index (the “S&P 500 Industrials”).

Measurement points are the last trading day of each of our fiscal years ended December 31, [removed: 2014,] 2015, 2016, 2017, [removed: 2018] [added: 2018, 2019] and [removed: 2019.][added: 2020.]

The graph assumes that $100 was invested on December 31, [removed: 2014] [added: 2015] in our common stock, the S&P 500 and the S&P 500 Industrials and assumes reinvestment of any dividends.

| | [removed: 12/31/2014] | | [added: 12/31/2015] | | [removed: 12/31/2015] | | | | 12/31/2016 | | | | [added: | |] 12/31/2017 | | | | [added: | |] 12/31/2018 | | | | [added: | |] 12/31/2019 | | | [added: | | | 12/31/2020 | | |]

[removed: ][added: ]

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| Roper Technologies, Inc. | | | $ | 100.00 | | | | | $ | 97.12 | | | | | $ | 138.28 | | | | | $ | 143.15 | | | | | $ | 191.33 | | | | | $ | 234.17 | |

| S&P 500 | | | 100.00 | | | | | | 111.96 | | | | | | 136.40 | | | | | | 130.42 | | | | | | 171.49 | | | | | | 203.04 | | |

| S&P 500 Industrials | | | 100.00 | | | | | | 118.86 | | | | | | 143.86 | | | | | | 124.74 | | | | | | 161.38 | | | | | | 179.23 | | |

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| Roper Technologies, Inc. | $ | 100.00 | | | $ | 122.13 | | | $ | 118.61 | | | $ | 168.88 | | | $ | 174.82 | | | $ | 233.67 | |

| S&P 500 | 100.00 | | | | 101.38 | | | | 113.51 | | | | 138.29 | | | | 132.23 | | | | 173.86 | | |

| S&P 500 Industrials | 100.00 | | | | 97.47 | | | | 115.85 | | | | 140.22 | | | | 121.58 | | | | 157.29 | | |

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| | [added: | |] As of and for the Years ended December 31, | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | |]

| | [removed: 2019 (1) (8)] | | [added: 2020 (1)] | | [removed: 2018] [added: | | | | 2019] (2) | | | | [removed: 2017] [added: | | 2018] (3) | | | | [removed: 2016] [added: | | 2017] (4) | | | | [removed: 2015] [added: | | 2016] (5) | | | [added: | | | | | |]

| Operations data: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

| Net revenues | [added: | |] $ | [added: 5,527.1 | | | | | $ |] 5,366.8 | | | [added: | |] $ | 5,191.2 | | | [added: | |] $ | 4,607.5 | | | [added: | |] $ | 3,789.9 | | | [removed: $] | [removed: 3,582.4] | | [added: | |]

| Gross profit | [added: | | 3,543.0 | | | | | |] 3,427.1 | | | | [added: | |] 3,279.5 | | | | [added: | |] 2,864.8 | | | | [added: | |] 2,332.4 | | | | [removed: 2,164.6] | | | [added: | |]

| Income from operations | [added: | | 1,431.1 | | | | | |] 1,498.4 | | | | [added: | |] 1,396.4 | | | | [added: | |] 1,210.2 | | | | [added: | |] 1,054.6 | | | | [removed: 1,027.9] | | | [added: | |]

| Net earnings (6) | [added: | | 949.7 | | | | | |] 1,767.9 | | | | [added: | |] 944.4 | | | | [added: | |] 971.8 | | | | [added: | |] 658.6 | | | | [removed: 696.1] | | | [added: | |]

| Per share data: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

| Basic earnings per share | [added: | |] $ | [added: 9.08 | | | | | $ |] 17.02 | | | [added: | |] $ | 9.15 | | | [added: | |] $ | 9.51 | | | [added: | |] $ | 6.50 | | | [removed: $] | [removed: 6.92] | | [added: | |]

| Diluted earnings per share | [added: | |] $ | [added: 8.98 | | | | | $ |] 16.82 | | | [added: | |] $ | 9.05 | | | [added: | |] $ | 9.39 | | | [added: | |] $ | 6.43 | | | [removed: $] | [removed: 6.85] | | [added: | |]

| Dividends declared per share | [added: | |] $ | [added: 2.1000 | | | | | $ |] 1.9000 | | | [added: | |] $ | 1.7000 | | | [added: | |] $ | 1.4625 | | | [added: | |] $ | 1.2500 | | | [removed: $] | [removed: 1.0500] | | [added: | |]

| Balance sheet data: | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

| Cash and cash equivalents | [added: | |] $ | [added: 308.3 | | | | | $ |] 709.7 | | | [added: | |] $ | 364.4 | | | [added: | |] $ | 671.3 | | | [added: | |] $ | 757.2 | | | [removed: $] | [removed: 778.5] | | [added: | |]

| Working capital (7) [added: (8)] | [removed: (505.4] | | [removed: )] [added: (498.4)] | | [removed: (200.4] | | [removed: )] | | [removed: (140.4] [added: (505.4)] | | [removed: )] | | [removed: (25.0] | | [removed: )] [added: (200.4)] | | [removed: 126.2] | | | [added: | (140.4) | | | | | | (25.0) | | | | | | | | |]

| Total assets | [added: | | 24,024.8 | | | | | |] 18,108.9 | | | | [added: | |] 15,249.5 | | | | [added: | |] 14,316.4 | | | | [added: | |] 14,324.9 | | | | [removed: 10,168.4] | | | [added: | |]

| Current portion of long-term debt | [added: | | 502.0 | | | | | |] 602.2 | | | | [added: | |] 1.5 | | | | [added: | |] 800.9 | | | | [added: | |] 401.0 | | | | [removed: 6.8] | | | [added: | |]

| Long-term debt, net of current portion | [added: | | 9,064.5 | | | | | |] 4,673.1 | | | | [added: | |] 4,940.2 | | | | [added: | |] 4,354.6 | | | | [added: | |] 5,808.6 | | | | [removed: 3,264.4] | | | [added: | |]

| Stockholders’ equity | [added: | | 10,479.8 | | | | | |] 9,491.9 | | | | [added: | |] 7,738.5 | | | | [added: | |] 6,863.6 | | | | [added: | |] 5,788.9 | | | | [removed: 5,298.9] | | | [added: | |]

[removed: | (1) | Includes] [added: (2)Includes] results from the acquisitions of Foundry from April 18, 2019, ComputerEase from August 19, 2019, iPipeline from August 22, 2019, and Bellefield from December 18, 2019; and the results from the Imaging businesses through disposal on February 5, 2019 and Gatan through disposal on October 29, 2019. [removed: |]

[removed: | (2) | Includes] [added: (3)Includes] results from the acquisitions of Quote Software from January 2, 2018, PlanSwift Software from March 28, 2018, Smartbid from May 8, 2018, PowerPlan, Inc. from June 4, 2018, ConceptShare from June 7, 2018, BillBlast from July 10, 2018 and Avitru from December 31, 2018. [removed: |]

[removed: | (3) | Includes] [added: (4)Includes] results from the acquisitions of Phase Technology from June 21, 2017, Handshake Software, Inc. from August 4, 2017, Workbook Software A/S from September 15, 2017 and Onvia, Inc. from November 17, 2017. [removed: |]

[removed: | (4) | Includes] [added: (5)Includes] results from the acquisitions of CliniSys Group Ltd. from January 7, 2016, PCI Medical Inc. from March 17, 2016, GeneInsight Inc. from April 1, 2016, iSqFt Holdings Inc. (d/b/a ConstructConnect) from October 31, 2016, UNIConnect LC from November 10, 2016 and Deltek, Inc. from December 28, 2016. [removed: |]

[removed: | (6) |] The [removed: Company recognized an after tax gain of $687.3 in connection with the dispositions of the Imaging businesses and Gatan during 2019. The] Tax Cuts and Jobs Act of 2017 (“the Tax Act”) was signed into U.S. law on December 22, 2017, which was prior to the end of the Company’s 2017 reporting period and resulted in a one-time net income tax benefit of $215.4. [removed: |]

[removed: | (7) | Net] [added: (7)Net] working capital equals current assets, excluding cash, less total current liabilities, excluding debt. [removed: |]

[removed: | (8) | In] [added: (8)In] 2019 working capital includes the impact of the increase in income taxes payable of approximately $200.0 due to the taxes incurred on the gain on sale of Gatan, and the adoption of Accounting Standards Codification ("ASC") Topic 842, Leases (“ASC 842”) which resulted in an increase to current liabilities of $56.8 as of December 31, [removed: 2019. The other balance sheet accounts impacted due to the adoption of ASC 842 are set forth in Note 16] [added: 2019 and $65.1 as] of [removed: the Notes to Consolidated Financial Statements included in this Annual Report. |][added: December 31, 2020.]

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(1)Includes results from the acquisitions of FMIC from June 9, 2020, Team TSI from June 15, 2020, Vertafore from September 3, 2020, IFS from September 15, 2020, WELIS from September 18, 2020, and EPSi from October 15, 2020.

(6)The Company recognized an after tax gain of $687.3 in connection with the dispositions of the Imaging businesses and Gatan during 2019.

The other balance sheet accounts impacted due to the adoption of ASC 842 are set forth in Note 16 of the Notes to Consolidated Financial Statements included in this Annual Report.

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| (5) | Includes results from the acquisitions of Strata Decision Technologies LLC from January 21, 2015, SoftWriters Inc. from February 9, 2015, Data Innovations LLC from March 4, 2015, On Center Software LLC from July 20, 2015, RF IDeas Inc. from September 1, 2015, Atlantic Health Partners LLC from September 4, 2015, Aderant Holdings Inc. from October 21, 2015, Atlas Database Software Corp. from October 26, 2015; and the results from the Black Diamond Advanced Technologies through disposal on March 20, 2015 and Abel Pumps through disposal on October 2, 2015. |

| | [added: | |] Page | [added: | |]

| Consolidated Financial Statements: | | [added: | | | |]

| [Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers [removed: LLP)](#sD8ADB7F09F2D58C0A8D19BDDC84EE761)] [added: LLP)](#i9bf2afa2c75a44ca8485b6f1f28203d5_55)] | [removed: [28](#sD8ADB7F09F2D58C0A8D19BDDC84EE761)] | [added: | [30](#i9bf2afa2c75a44ca8485b6f1f28203d5_55) | | |]

| [Consolidated Balance Sheets as of December 31, [removed: 2019] [added: 2020] and [removed: 2018](#sEE68FE61FDDB5A5298943B416E98987C)] [added: 2019](#i9bf2afa2c75a44ca8485b6f1f28203d5_58)] | [removed: [32](#sEE68FE61FDDB5A5298943B416E98987C)] | [added: | [34](#i9bf2afa2c75a44ca8485b6f1f28203d5_58) | | |]

| [Consolidated Statements of Earnings for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017](#s342A1A2C82CF54EB9041911614531798)] [added: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_64)] | [removed: [33](#s342A1A2C82CF54EB9041911614531798)] | [added: | [35](#i9bf2afa2c75a44ca8485b6f1f28203d5_64) | | |]

| [Consolidated Statements of Comprehensive Income for the Years ended December 31, [removed: 2019] [added: 2020] , [removed: 2018] [added: 2019] and [removed: 2017](#s6BC1CD6F86CA51A5AAA7496D51C779BB)] [added: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_67)] | [removed: [34](#s6BC1CD6F86CA51A5AAA7496D51C779BB)] | [added: | [36](#i9bf2afa2c75a44ca8485b6f1f28203d5_67) | | |]

| [Consolidated Statements of Stockholders’ Equity for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017](#s53B1E88105A753C688798685C47305E9)] [added: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_70)] | [removed: [35](#s53B1E88105A753C688798685C47305E9)] | [added: | [37](#i9bf2afa2c75a44ca8485b6f1f28203d5_70) | | |]

| [Consolidated Statements of Cash Flows for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017](#sA7373AEFA3F757DDAAC5108CC7BD2B95)] [added: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_76)] | [removed: [36](#sA7373AEFA3F757DDAAC5108CC7BD2B95)] | [added: | [38](#i9bf2afa2c75a44ca8485b6f1f28203d5_76) | | |]

| [Notes to Consolidated Financial [removed: Statements](#sC0A5DD7A2B2956B19B799700E5F8DD46)] [added: Statements](#i9bf2afa2c75a44ca8485b6f1f28203d5_79)] | [removed: [37](#sC0A5DD7A2B2956B19B799700E5F8DD46)] | [added: | [39](#i9bf2afa2c75a44ca8485b6f1f28203d5_79) | | |]

| Supplementary Data: | | [added: | | | |]

| [Schedule II - Consolidated Valuation and Qualifying Accounts for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017](#s0365EBE765455DBEADAE65C47ED882C4)] [added: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_151)] | [removed: [61](#s0365EBE765455DBEADAE65C47ED882C4)] | [added: | [63](#i9bf2afa2c75a44ca8485b6f1f28203d5_151) | | |]

We have audited the accompanying consolidated balance sheets of Roper Technologies, Inc. and its subsidiaries (the “Company”) as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the related consolidated statements of earnings, of comprehensive income, of stockholders’ equity, and of cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] including the related notes and financial statement schedule listed in the accompanying index (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2019] [added: 2020] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded the [removed: four] [added: six] acquisitions completed in [removed: 2019] [added: 2020] from its assessment of internal control over financial reporting as of December 31, [removed: 2019] [added: 2020] because they were acquired by the Company in purchase business combinations during [removed: 2019.][added: 2020.]

We have also excluded the [removed: four] [added: six] acquisitions completed in [removed: 2019] [added: 2020] from our audit of internal control over financial reporting.

The acquired entities are wholly-owned subsidiaries whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting collectively represent [removed: less than] 1% and [removed: 2%,] [added: 4%,] respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, [removed: 2019.][added: 2020.]

As described in Notes 1 and 5 to the consolidated financial statements, the Company’s consolidated goodwill balance was [removed: $10,815.4] [added: $14,395.2] million as of December 31, [removed: 2019.][added: 2020.]

[removed: The Company] [added: Management] conducted its analysis qualitatively and assessed whether it was more likely than not that the respective fair value of the reporting units was less than the carrying amount.

The Company determined that impairment of goodwill was not likely in [removed: 33] [added: 35] of its reporting units and thus was not required to perform a quantitative analysis for these reporting units.

For the remaining [removed: two] [added: one] reporting [removed: units, the Company] [added: unit, management] performed its quantitative analysis.

The assumptions that have the most significant effect on the fair value calculations are the [removed: anticipated] [added: projected revenue growth rates,] future [removed: cash flows,] [added: operating margins,] discount rates, [added: terminal values,] and [removed: the] earnings multiples.

The principal considerations for our determination that performing procedures relating to the quantitative goodwill impairment assessment is a critical audit matter are [removed: there was] [added: (i) the] significant judgment by management when [removed: developing] [added: determining] the fair value [removed: measurement] [added: estimate] of the reporting [removed: units.][added: unit; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumptions related to projected revenue growth rates and the discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.]

These procedures also included, among [removed: others,] [added: others (i)] testing management’s process for [removed: developing] [added: determining] the fair value [removed: estimate,] [added: estimate; (ii)] evaluating the appropriateness of the [removed: income and market based approaches,] [added: relief-from-royalty method; (iii)] testing the [removed: completeness, accuracy] [added: completeness] and [removed: relevance] [added: accuracy] of [added: the] underlying data used in the [removed: approaches,] [added: method;] and [added: (iv)] evaluating [added: the reasonableness of] significant assumptions used by [removed: management, including anticipated future cash flows.][added: management related to the royalty rate, discount rate, and terminal value.]

Evaluating management’s assumption related to [removed: anticipated future cash flows] [added: projected revenue growth rates] involved evaluating whether the assumption [removed: used by management] was reasonable considering [added: (i)] the [added: current and] past performance of the reporting [removed: unit] [added: unit; (ii) the consistency with external market] and [removed: considered] [added: industry data; and (iii)] whether the assumption was consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in evaluating [added: (i)] the [removed: Company’s] [added: appropriateness of the] income [removed: and market based approaches] [added: approach] and [added: (ii) the] reasonableness of [removed: certain assumptions, including] the [removed: weighted-average cost of capital and earnings multiples.][added: discount rate significant assumption.]

*Quantitative Indefinite-Lived Trade Name Intangible [removed: Assets] [added: Asset] Impairment Assessment*

As described in Notes 1 and 5 to the consolidated financial statements, the Company’s consolidated indefinite-lived intangible assets balance was [removed: $659.8] [added: $784.1] million as of December 31, [removed: 2019,] [added: 2020,] which was comprised entirely of trade names.

Trade names that are determined to have [removed: an] indefinite useful economic [removed: life] [added: lives] are not amortized, but separately tested for impairment during the fourth quarter of the fiscal year or on an interim basis if an event occurs that indicates the fair value is more likely than not below the carrying value.

[removed: The Company] [added: Management] first qualitatively assesses whether the existence of events or circumstances leads to a determination that it is more likely than not that the estimated fair value of the indefinite-lived trade name is less than its carrying amount.

If necessary, [removed: the Company] [added: management] conducts a quantitative [removed: assessment] [added: review] using the relief-from-royalty method.

The principal considerations for our determination that performing procedures relating to the quantitative indefinite-lived trade name intangible [removed: assets] [added: asset] impairment assessment is a critical audit matter are [removed: there was] [added: (i) the] significant judgment by management when [removed: developing] [added: determining] the fair value [removed: measurement] [added: estimate] of the indefinite-lived trade name intangible [removed: assets.][added: asset; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumptions related to the royalty rate, discount rate, and terminal value; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.]

These procedures included testing the effectiveness of controls relating to management’s indefinite-lived trade name intangible assets impairment test, including controls over the valuation of the Company’s indefinite-lived trade name intangible [removed: assets.][added: asset.]

These procedures also included, among [removed: others,] [added: others (i)] testing management’s process for [removed: developing] [added: determining] the fair value [removed: estimate,] [added: estimates; (ii) evaluating the appropriateness of the excess earnings method; (iii)] testing the [removed: completeness, accuracy] [added: completeness] and [removed: relevance] [added: accuracy] of [added: the] underlying data [removed: used,] [added: used in the method;] and [added: (iv)] evaluating the [added: reasonableness of] significant assumptions [removed: and method] used by [removed: management, including royalty] [added: management related to the customer attrition] rates, [added: projected customer] revenue growth rates, [added: margins,] and [removed: risk-adjusted rate of capital.][added: discount rate.]

Evaluating management’s [removed: assumptions] [added: assumption] related to [removed: revenue growth rates] [added: the terminal value] involved evaluating whether the [removed: assumptions used were] [added: assumption was] reasonable considering [added: (i)] the [added: current and] past performance of the asset group comprised of the indefinite-lived trade name [added: intangible asset; (ii) the consistency with external market] and [removed: considering] [added: industry data; and (iii)] whether [removed: they were] [added: the assumption was] consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in evaluating [added: (i)] the [removed: Company’s] [added: appropriateness of the] relief-from-royalty method and [added: (ii) the] reasonableness of [removed: certain significant assumptions, including] the royalty [removed: rates] [added: rate] and [removed: risk-adjusted] [added: the discount] rate [removed: of capital.][added: significant assumptions.]

*Valuation of Amortizable Customer Relationships Intangible Assets [removed: Acquired*][added: Acquired – Project Viking Holdings, Inc. (Vertafore)*]

[removed: As described in Notes 1 and 2 to the consolidated financial statements, the Company] [added: *2019 Acquisitions* - Roper] completed four [added: business] acquisitions in the year ended December 31, 2019, with an aggregate purchase price of [removed: $2,387.6 million,] [added: $2,387.6,] net of cash acquired.

The [added: acquired] amortizable intangible assets include customer relationships of [removed: $1,020.0] [added: $2,230] million.

| | | | | | |

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Management determined that impairment of goodwill was not likely in 35 of its reporting units and thus was not required to perform a quantitative analysis for these reporting units.

These procedures also included, among others (i) testing management’s process for determining the fair value estimate of the one reporting unit; (ii) evaluating the appropriateness of the income approach; (iii) testing the completeness and accuracy of the underlying data used in the approach; and (iv) evaluating the reasonableness of the significant assumption used by management related to projected revenue growth rates and the discount rate.

The assumptions that have the most significant effect on the fair value calculations are the royalty rates, projected revenue growth rates, discount rates, and terminal values.

As described in Notes 1 and 2 to the consolidated financial statements, the Company acquired 100% of the shares of Project Viking Holdings, Inc. (the parent company of Vertafore) on September 3, 2020, for a purchase price of $5,398.6 million.

The assumptions that have the most significant effect on the fair value calculations are the customer attrition rates, projected customer revenue growth rates, margins, contributory asset charges, and discount rates.

areas of the audit.

February 22, 2021

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Years ended December 31, 2020, 2019 and 2018

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Years ended December 31, 2020, 2019 and 2018

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| Adoption of ASC 326 | | | — | | | | | | — | | | | | | — | | | | | | (1.7) | | | | | | — | | | | | | — | | | | | | (1.7) | | |

| Net earnings | | | — | | | | | | — | | | | | | — | | | | | | 949.7 | | | | | | — | | | | | | — | | | | | | 949.7 | | |

| Stock option exercises | | | 0.7 | | | | | | — | | | | | | 105.5 | | | | | | — | | | | | | — | | | | | | — | | | | | | 105.5 | | |

| Treasury stock sold | | | — | | | | | | — | | | | | | 10.2 | | | | | | — | | | | | | — | | | | | | 0.3 | | | | | | 10.5 | | |

| Balances at December 31, 2020 | | | 104.9 | | | | | | $ | 1.1 | | | | | $ | 2,097.5 | | | | | $ | 8,546.2 | | | | | $ | (147.0) | | | | | $ | (18.0) | | | | | $ | 10,479.8 | |

Years ended December 31, 2020, 2019 and 2018

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| | | | Years ended December 31, | | | | | | | | | | | | | | |

| Net earnings | | | $ | 949.7 | | | | | $ | 1,767.9 | | | | | $ | 944.4 | |

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| Income tax provision, excluding tax associated with gain on disposal of businesses | | | 259.6 | | | | | | 226.1 | | | | | | 254.0 | | |

| Cash income taxes paid, excluding tax associated with gain on disposal of businesses | | | (313.2) | | | | | | (331.5) | | | | | | (321.6) | | |

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| --- | --- |

Various assumptions are utilized, including forecasted operating results, strategic plans, economic projections, anticipated future cash flows, the weighted-average cost of capital, comparable transactions, market data and earnings multiples.

This in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures to evaluate management’s discounted cash flows and key assumptions, including anticipated future cash flows, discount rates and earnings multiples.

In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.

Evaluating the market based approach involved evaluating the Company’s peer companies and the consistency of assumptions used as compared to the income approach.

This methodology assumes that, in lieu of ownership, a third party would be willing to pay a royalty in order to exploit the related benefits of these assets.

The fair value of each trade name is determined by applying a royalty rate to a projection of net revenues discounted using a risk adjusted rate of capital.

This in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures to assess the significant assumptions relating to the quantitative indefinite-lived trade name impairment assessment, such as royalty rates, revenue growth rates, and risk-adjusted rate of capital.

This in turn led to high degree of auditor judgment, subjectivity and effort in performing procedures to evaluate management’s significant assumptions relating to the amortizable customer relationships intangible assets, such as the estimated future after-tax cash flows, including the customer attrition rate.

These procedures also included, among others, testing management’s process by evaluating the reasonableness of the valuation reports of intangible assets acquired, testing the completeness, accuracy and relevance of underlying data used, and reading the purchase agreements.

February 28, 2020

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| Current assets held for sale | — | | | | 83.6 | | |

| Assets held for sale | — | | | | 167.9 | | |

| Current liabilities held for sale | — | | | | 38.9 | | |

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| Balances at December 31, 2016 | 101.7 | | | $ | 1.0 | | | $ | 1,489.1 | | | $ | 4,642.4 | | | $ | (324.7 | ) | | $ | (18.9 | ) | | $ | 5,788.9 | |

| Stock option exercises | 0.6 | | | 0.1 | | | | 58.7 | | | | — | | | | — | | | | — | | | | 58.8 | | |

| Treasury stock sold | — | | | — | | | | 6.6 | | | | — | | | | — | | | | 0.2 | | | | 6.8 | | |

| Gain on sale of assets | — | | | | — | | | | (9.4 | | ) |

| Income taxes | (105.4 | | ) | | (67.6 | | ) | | (257.0 | | ) |

| Proceeds from sale of assets | — | | | | — | | | | 10.6 | | |

Changes in Segment Reporting Structure

During the first quarter of 2019, we implemented a realignment of our reportable segment structure.

The new reportable segments continue to provide a transparent view into Roper’s operations and capital deployment strategy and objectives.

The Company’s new reporting segment structure reinforces Roper’s diversified, niche market strategy by reporting based upon business models instead of end markets.

(1) The Measurement & Analytical Solutions segment includes the results of the divestitures completed in 2019 through the transaction date for (i) Imaging businesses, sold to Teledyne on February 5, 2019 and (ii) Gatan, sold to AMETEK on October 29, 2019.

The Company’s strategy, organizational structure, and day-to-day operations of our businesses remain unchanged.

All prior periods have been recast to reflect the changes noted above.

The reported results for 2019 reflect the application of ASC 842 guidance while the reported results for 2018 were prepared under the previous guidance of ASC 840, Leases (“ASC 840”).

The adoption of ASC 842 represents a change in accounting principle that recognizes ROU assets and lease liabilities arising from all leases based on the present value of future minimum lease payments over the lease term.

Consistent with ASC 840, lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

The Company’s adoption of ASC 842 had no impact on our Consolidated Statements of Earnings or our Consolidated Statement of Cash Flows.

We elected the package of practical expedients permitted under the transition guidance within ASC 842, which allowed us to: (i) carry forward the historical lease classification, (ii) not reassess whether any existing contract contains a lease, and (iii) not reassess initial direct costs for existing leases.

Operating leases are classified as non-current operating lease ROU assets and current and non-current operating lease liabilities on our Consolidated Balance Sheet.

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Based on our evaluation under the framework in Internal Control-Integrated Framework, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2019.][added: 2020.]

Our internal control over financial reporting as of December 31, [removed: 2019] [added: 2020] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included herein.

Our management excluded the [removed: four] [added: six] acquisitions completed during [removed: 2019] [added: 2020] from its assessment of internal control over financial reporting as of December 31, [removed: 2019.][added: 2020.]

These acquisitions are wholly-owned subsidiaries whose [removed: excluded aggregate] [added: total] assets [added: (excluding goodwill and other identifiable intangibles, which are included within the scope of the assessment)] represent 1%, and whose aggregate total revenues represent [removed: 2%] [added: 4%] of the related Consolidated Financial Statement amounts as of and for the year ended December 31, [removed: 2019.][added: 2020.]

Based on this evaluation, we have concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2019.][added: 2020.]

There was no change in our internal control over financial reporting that occurred during the fourth quarter of [removed: 2019] [added: 2020] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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Except as otherwise indicated, the following information required by the Instructions to Form 10-K is incorporated herein by reference from the sections of the Roper Proxy Statement for the annual meeting of shareholders [removed: (“2020] [added: (“2021] Proxy Statement”), which we anticipate filing with the SEC within 120 days after the end of the fiscal year to which this report relates, as specified below:

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The information about our directors required by this *Item 10 - Directors, Executive [removed: Officers,] [added: Officers] and Corporate Governance* is contained under the caption “Proposal 1 - Election of Directors” is contained in the [removed: 2020] [added: 2021] Proxy Statement.

Information regarding our audit committee, code of ethics, executive officers and compliance with Section 16(a) of the Exchange Act is contained in the [removed: 2020] [added: 2021] Proxy Statement under the captions “Corporate Governance,” “Board Committees and Meetings,” [removed: “Executive Officers,”] and “Delinquent Section 16(a) Reports.”

Information required under this Item with respect to Executive Officers of the Company is included as a supplemental item at the end of Part I of this report.

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The information required by this *Item 11 - Executive Compensation* is contained in the [removed: 2020] [added: 2021] Proxy Statement under the captions “Compensation Discussion and Analysis,” “Executive Compensation,” “Director Compensation,” “Compensation Committee Report,” and “Compensation Committee Interlocks, and Insider Participation.”

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Other than as set forth below, the information required by this *Item 12 - Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters* and not otherwise set forth below is contained in the [removed: 2020] [added: 2021] Proxy Statement under the caption “Beneficial Ownership.”

The following table provides information as of December 31, [removed: 2019] [added: 2020] regarding compensation plans (including individual compensation arrangements) under which our equity securities are authorized for issuance.

| Plan Category | [removed: (a) Number] [added: | | (a) Number] of Securities [removed: to be] [added: to be] Issued [removed: Upon Exercise] [added: Upon Exercise] of [removed: Outstanding Options,] [added: Outstanding Options,] Warrants [removed: and Rights] [added: and Rights] | | | [removed: (b) Weighted-Average Exercise] [added: | | | (b) Weighted-Average Exercise] Price [removed: of Outstanding Options, Warrants] [added: of Outstanding Options, Warrants] and Rights | | | | [removed: (c) Number] [added: | | (c) Number] of [removed: Securities Remaining] [added: Securities Remaining] Available [removed: for Future] [added: for Future] Issuance [removed: Under Equity] [added: Under Equity] Compensation [removed: Plans (Excluding Securities Reflected] [added: Plans (Excluding Securities Reflected] in Column (a)) | | [added: |]

| Equity Compensation Plans Approved by Shareholders (1) | | | | | | | | | | [added: | | | | | | | |]

| Restricted stock awards (2) | [removed: 0.709] | | [added: 0.601] | [added: | | | | |] — | | | | | | [added: | | |]

| Equity Compensation Plans Not Approved by Shareholders | [added: | |] — | | | [added: | | |] — | | | | [added: | |] — | | [added: |]

[removed: | (1) | Consists] [added: (1)Consists] of the Amended and Restated 2006 Incentive Plan (no additional equity awards may be granted under this plan) and the 2016 Incentive Plan. [removed: |]

[removed: | (2) | The] [added: (2)The] weighted-average exercise price is not applicable to restricted stock awards. [removed: |]

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| Stock options | | | 3.366 | | | | | | $ | 255.32 | | | | | | | |

| Subtotal | | | 3.967 | | | | | | | | | | | | 3.254 | | |

| Total | | | 3.967 | | | | | | $ | — | | | | | 3.254 | | |

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| Stock options | 3.349 | | | $ | 219.14 | | | | |

| Subtotal | 4.058 | | | | | | | 4.544 | |

| Total | 4.058 | | | $ | — | | | 4.544 | |

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The information required by this *Item 13 - Certain Relationships and Related Transactions, and Director Independence* is contained in the [removed: 2020] [added: 2021] Proxy Statement under the captions “Director Independence” and “Review and Approval of Related Person Transactions.”

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| --- | --- |

The information required by this *Item 14 - Principal Accounting Fees and Services* is contained in the [removed: 2020] [added: 2021] Proxy Statement under the captions “Proposal 3 - Ratification of Selection of Independent Registered Public Accounting Firm,” “Independent Public Accountants Fees.”

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| --- | --- |

[removed: |] (a) [removed: |] The following documents are filed as a part of this Annual Report. [removed: |]

[removed: |] (1) [removed: |] Consolidated Financial Statements: The following Consolidated Financial Statements are included in Part II, Item 8 of this report. [removed: |]

Consolidated Balance Sheets as of December 31, [removed: 2019] [added: 2020] and [removed: 2018][added: 2019]

Consolidated Statements of Earnings for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017][added: 2018]

Consolidated Statements of Comprehensive Income for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017][added: 2018]

Consolidated Statements of Stockholders' Equity for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017][added: 2018]

Consolidated Statements of Cash Flows for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017][added: 2018]

[removed: |] (2) [removed: |] Consolidated Valuation and Qualifying Accounts for the Years ended December 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017 |][added: 2018]

[removed: |] (b) [removed: |] Exhibits [removed: |]

| Exhibit No. | | | [added: | | |] Description of Exhibit | [added: | |]

| (a)2.1 | | | [added: | | |] [Agreement and Plan of Merger, dated as of August 5, 2019, by and among iPipeline Holdings, Inc., Roper Technologies, Inc., Project Purpose Merger Sub, Inc. and Thoma Bravo, LLC, as representative of the stockholders and optionholders of iPipeline Holdings, Inc.](http://www.sec.gov/Archives/edgar/data/882835/000088283519000039/agreementandplanofmerger-i.htm) | [added: | |]

| [removed: (b)3.1] [added: (c)3.1] | | | [added: | | |] [Restated Certificate of Incorporation as amended through April 24, 2015.](http://www.sec.gov/Archives/edgar/data/882835/000095010315003223/dp55541_ex0301.htm) | [added: | |]

| [removed: (c)3.2] [added: (d)3.2] | | | [added: | | |] [Amended and Restated By-Laws.](http://www.sec.gov/Archives/edgar/data/882835/000088283518000028/amendedandrestatedbylaws.htm) | [added: | |]

| [removed: (d)4.1] [added: (e)4.1] | | | [added: | | |] [Indenture between Registrant and Wells Fargo Bank, dated as of August 4, 2008.](http://www.sec.gov/Archives/edgar/data/882835/000088283508000026/indenture.htm) | [added: | |]

| [removed: (e)4.2] [added: (f)4.2] | | | [added: | | |] [Indenture between Registrant and Wells Fargo Bank, dated as of November 26, 2018.](http://www.sec.gov/Archives/edgar/data/882835/000119312518333512/d659878dex41.htm) | [added: | |]

| [removed: (f)4.7] [added: (g)4.3] | | | [added: | | |] [Form of Note.](http://www.sec.gov/Archives/edgar/data/882835/000119312515387542/d78767dex42.htm) | [added: | |]

| [removed: (g)4.8] [added: (h)4.4] | | | [added: | | |] [Form of 3.650% Senior Notes due 2023.](http://www.sec.gov/Archives/edgar/data/882835/000088283518000056/ex41-officerscertificateto.htm) | [added: | |]

| [removed: 4.9] [added: 4.5] | | | [added: | | |] [Form of [removed: 4.200% Senior] [added: 4.200%](http://www.sec.gov/Archives/edgar/data/882835/000088283518000056/ex41-officerscertificateto.htm) [Senior] Notes due 2028 (included in Exhibit [removed: 4.8).](http://www.sec.gov/Archives/edgar/data/882835/000088283518000056/ex41-officerscertificateto.htm)] [added: 4.4).](http://www.sec.gov/Archives/edgar/data/882835/000088283518000056/ex41-officerscertificateto.htm)] | [added: | |]

| [removed: (h)4.10] [added: (i)4.6] | | | [added: | | |] [Form of 3.125% Senior Notes due 2022.](http://www.sec.gov/Archives/edgar/data/882835/000088283512000055/ex_4-1.htm) | [added: | |]

| [removed: (i)4.11] [added: (j)4.7] | | | [added: | | |] [Form of [removed: 3.00%] [added: 3.850%] Senior Notes due [removed: 2020.](http://www.sec.gov/Archives/edgar/data/882835/000119312515396581/d79154dex41.htm)] [added: 2025.](http://www.sec.gov/Archives/edgar/data/882835/000119312515396581/d79154dex41.htm)] | [added: | |]