Trane Technologies (TT) 10-K risk factor changes: FY2021 vs FY2020
The 2021-12-31 10-K against the 2020-12-31 one, compared heading by heading and sentence by sentence.
Item 1A61 rewritten53 added32 removed187 unchanged
All filing items1,142 rewritten597 added609 removed1,913 unchanged
Summary
counted, not written
- Item 1A lists 26 risk factor headings: 0 new, 5 reworded and 21 unchanged since FY2020. 2 headings from FY2020 no longer appear.
- Sentence by sentence, 597 added, 609 removed, 1,142 rewritten and 1,913 unchanged across 20 items that differ.
- New this year: Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2020.
Removed Item 1A headings (2)
- Some of the markets in which we operate are cyclical and seasonal and demand for our products and services could be adversely affected by downturns in these industries.
- We may be required to recognize impairment charges for our goodwill and other indefinite-lived intangible assets.
Reworded Item 1A headings (5)
- Commodity
[removed: shortages][added: shortages, supply chain risks] and price increases could adversely affect our financial results. - Our growth is dependent, in part, on the [added: timely] development, commercialization and acceptance of new [added: and enhanced] products and services.
- Our business strategy includes acquiring
[removed: companies,]businesses, product lines, [added: technologies and capabilities,] plants and [added: other] assets, entering into joint ventures and making investments that complement our existing businesses. We also occasionally divest businesses that we own. We may not identify acquisition or joint venture candidates or investment opportunities at the same rate as the past. Acquisitions, dispositions, joint ventures and investments that we identify could be unsuccessful or consume significant resources, which could adversely affect our operating results. - Our business may be adversely affected by [added: temporary] work stoppages, union negotiations, labor disputes and other matters associated with our labor force.
- If the Distribution [added: as part of our Reverse Morris Trust Transaction] is determined to be taxable for Irish tax purposes, significant Irish tax liabilities may arise for our shareholders.
A heading is new when no FY2020 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2020. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
61 rewritten, 53 added, 32 removed, 187 unchanged
[removed: While our business is largely categorized as “essential” by the U.S. Department of Homeland Security, the] [added: The] COVID-19 global pandemic has caused certain disruptions to and shutdowns of our business and operations and could cause material disruptions to and shutdowns of our business and operations in the future as a result of, among other things, quarantines, worker absenteeism as a result of illness or other factors, social distancing measures and other travel, health-related, business or other restrictions.
Our business and operations have been impacted globally, resulting in lower [removed: revenue,] [added: revenues for some quarters,] supply chain delays and unfavorable foreign currency exchange rate [removed: movements.][added: movements from time to time.]
The effects of the COVID-19 global pandemic [removed: may exacerbate] [added: have exacerbated] supply chain issues with these suppliers.
As a result of the effects of the COVID-19 global pandemic, our costs have increased (including the costs to address the health and safety of our employees), our ability to obtain products or services from suppliers has been and may be adversely impacted, and our ability to operate at certain [removed: impacted] locations has been and may be impacted, and, as a result, our business, financial condition and results of operations have been adversely impacted and could be materially adversely affected if the [removed: current outbreak and spread of the] COVID-19 global pandemic [removed: continues.][added: continues or there are resurgences of COVID-19 and its variants.]
Notwithstanding the [removed: recent] introduction of vaccines to combat the COVID-19 global pandemic and measures taken by governments to provide economic stimulus, the severity of the pandemic’s impact on economies in the United States and around the world, the potential length of the economic recovery and the [removed: longer term] [added: longer-term] economic impacts are uncertain.
- changes in local laws and regulations [removed: or] [added: including potential] imposition of currency [removed: restrictions] [added: restrictions, new or changing tax laws] and other restraints;
- recessions, economic downturns, [added: price instability,] slowing economic growth and social and political instability.
Our growth is dependent, in part, on the [added: timely] development, commercialization and acceptance of new [added: and enhanced] products and services.
We must [added: timely] develop and commercialize new [added: and enhanced] products and services in a rapidly changing technological and business environment in order to remain competitive in our current and future markets and in order to continue to grow our business.
The development and commercialization of new products and [added: the modification of existing products and] services [added: to meet customer demands] require a significant investment of resources and an anticipation of the impact of new technologies and the ability to compete with others who may have superior resources in specific technology domains.
We cannot provide any assurance that any new [added: or enhanced] product or service will be successfully commercialized in a timely manner, if ever, or, if commercialized, will result in returns greater than our investment.
We also cannot provide any assurance that any new [added: or enhanced] product or service will be accepted by our current and future markets.
Failure to [added: timely] develop new [added: and enhanced] products and services that are accepted by these markets could have a material adverse impact on our competitive position, results of operations, financial condition, and cash flows.
[removed: Decrease in the demand for our products] [added: The unavailability of some commodities] and [removed: services] [added: third-party parts and components] could have a material adverse impact on our results of operations and cash [removed: flow.][added: flows.]
On June 18, 2020, our indirect wholly-owned subsidiaries Aldrich [removed: Pump LLC (Aldrich)] and Murray [removed: Boiler LLC (Murray)] each filed a voluntary petition for reorganization under [removed: Chapter 11 of Title 11] the [removed: United States Code (the] Bankruptcy [removed: Code)] [added: Code] in the [removed: United States] Bankruptcy [removed: Court for the Western District of North Carolina in Charlotte (the Bankruptcy Court).][added: Court.]
The goal of these Chapter 11 filings is [removed: an efficient] [added: to resolve equitably] and [removed: permanent resolution of] [added: permanently] all current and future [removed: asbestos] [added: asbestos-related] claims [added: in a manner beneficial to claimants, Aldrich and Murray] through court approval of a plan of [removed: reorganization, which] [added: reorganization that] would [removed: establish, in accordance with] [added: create a trust pursuant to] section 524(g) of the Bankruptcy Code, [removed: a trust to pay] [added: establish claims resolution procedures for] all [removed: asbestos claims.][added: current and future asbestos-related claims against Aldrich and Murray and channel such claims to the trust for resolution in accordance with those procedures.]
The Chapter 11 cases remain [removed: pending.][added: pending as of February 7, 2022.]
- the ultimate determination of the asbestos liability of Aldrich and Murray to be satisfied under a Chapter 11 [removed: plan;][added: plan and the ability to consummate the settlement reached with the FCR;]
- the outcome of negotiations with the [removed: committee of asbestos personal injury claimants appointed in the Chapter 11 cases, the future claimants' representative appointed in] [added: ACC and] the [removed: Chapter 11 cases] [added: FCR] and other participants in the Chapter 11 cases, including insurers, concerning, among other things, the size and structure of a potential section 524(g) trust to pay the asbestos liability of Aldrich and Murray and the means for funding that trust;
[removed: - the actions of representatives of the asbestos claimants, including opposition to the extension] [added: certain causes] of [removed: the Bankruptcy Court order temporarily staying asbestos-related claims against us] [added: action at a hearing held on January 27, 2022,] and other potential actions [added: by the ACC] in opposition to, or otherwise inconsistent with, the efforts by Aldrich and Murray to diligently prosecute the Chapter 11 cases and ultimately seek Bankruptcy Court approval of a plan of reorganization;
- the decisions of the Bankruptcy Court relating to numerous substantive and procedural aspects of the Chapter 11 [removed: case,] [added: cases,] including [added: in connection] with [removed: regard] [added: a proceeding by Aldrich and Murray] to [removed: the extension of] [added: estimate their aggregate liability for asbestos claims, following] the Bankruptcy [removed: Court order temporarily staying asbestos-related claims against us] [added: Court's grant of their motion seeking such a proceeding at a hearing held on January 27, 2022,] and other efforts by Aldrich and Murray to diligently prosecute the Chapter 11 cases and ultimately seek Bankruptcy Court approval of a plan of reorganization, whether such decisions are in response to actions of representatives of the asbestos claimants or otherwise; [removed: and]
- the decisions of appellate courts regarding approval of a plan of reorganization or relating to orders of the Bankruptcy Court [added: or the District Court] that may be appealed.
We cannot ensure that Aldrich and Murray can successfully reorganize, nor can we give any assurances as to the amount of the ultimate obligations under the Funding Agreements or [added: any plan of reorganization, or] the resulting impact on our financial condition, results of operations or future prospects.
We [removed: are] also [added: are] unable to predict the timing of any of the foregoing matters or the timing for a resolution of the Chapter 11 cases, all of which could have an impact on us.
It also is possible that, in the Chapter 11 cases, various parties will seek to bring [added: and will be successful in bringing] claims against us and other related parties, including by raising allegations that we are liable for the asbestos-related liabilities of Aldrich and [removed: Murray.][added: Murray as set forth in certain pleadings filed by the ACC in the Chapter 11 cases.]
We rely extensively on information technology systems, some of which are supported by third party vendors including [removed: cloud services,] [added: cloud-based systems and managed service providers,] to manage and operate our business.
Our information technology systems, networks and infrastructure and technology embedded in certain of our control products have been and [removed: may be subject] [added: are vulnerable] to cyber attacks and unauthorized security intrusions.
Despite having instituted security policies and business continuity plans, and implementing and regularly reviewing and updating processes and procedures to protect against unauthorized access and requiring similar protections from our vendors, the ever-evolving threats mean we [removed: must] [added: are] continually [removed: evaluate] [added: evaluating] and [removed: adapt] [added: adapting] our systems and processes and ask our vendors to do the same, and there is no guarantee that such [removed: steps] [added: systems and processes] will be adequate to safeguard against all data security breaches or misuses of data.
Hardware, software or applications we develop or obtain from third parties [removed: may] [added: sometimes] contain defects in design or deployment or other problems that could unexpectedly result in security breaches or disruptions.
Our systems, networks and certain of our control products and those of our vendors [removed: may also be] [added: are] vulnerable to system damage, malicious attacks from hackers, employee errors or misconduct, viruses, power and utility outages, and other catastrophic events.
Our intellectual property [added: (IP)] rights are important to our business and include numerous patents, trademarks, copyrights, trade secrets, proprietary technology, technical data, business processes, and other confidential information.
We are subject to regulation under a wide variety of U.S. federal and state and non-U.S. laws, regulations and policies, including laws related to anti-corruption, [added: anti-human trafficking,] anti-bribery, export and import compliance, anti-trust and money laundering, due to our global operations.
Changes in current laws and regulations could require us to increase our compliance expenditures, cause us to [added: significantly alter or discontinue offering existing products and services or cause us to develop new products and services.]
Our climate commitment requires us to offer a full line of next [removed: generation, lower global warming potential] [added: generation] products by 2030 without compromising safety or energy efficiency.
[removed: While we are committed to pursuing these sustainability objectives, there] [added: There] can be no assurance that [removed: our commitments will be successful, that our products will be accepted by the market, that proposed] [added: climate change or environmental] regulation or deregulation will not have a negative competitive impact [added: on our ability to sell these products] or that economic returns will match the investment that we are making in new product development.
Commodity [removed: shortages] [added: shortages, supply chain risks] and price increases could adversely affect our financial results.
We rely on suppliers to secure commodities, particularly steel and non-ferrous metals, [added: and third-party parts and components] required for the manufacture of our products.
A disruption in deliveries from our suppliers or decreased availability of commodities [added: and third-party parts and components] could have an adverse effect on our ability to meet our commitments to customers or increase our operating costs.
Volatility in the prices of [removed: these] commodities [added: and third-party parts and components] or the impact of inflationary increases could increase the costs of our products and services.
Our business strategy includes acquiring [removed: companies,] businesses, product lines, [added: technologies and capabilities,] plants and [added: other] assets, entering into joint ventures and making investments that complement our existing businesses.
These effects of the pandemic have created and exacerbated issues concerning the attraction and retention of talent globally.
Vaccine mandates and testing requirements have been announced in jurisdictions where we operate.
Our efforts to comply with these requirements could result in attrition and could impact our ability to successfully compete for talent, our ability to operate our manufacturing facilities and our ability to service our customers.
In addition, compliance and monitoring costs associated with these mandates could be significant.
- difficulty in staffing and managing global operations including supply chain disruptions which may be exacerbated by pandemics or other events affecting the supply of labor, materials and components;
Disruptions have occurred due to the COVID-19 pandemic, capacity constraints, labor shortages, port congestion, logistical problems and other issues.
Some of these disruptions have resulted in supply chain constraints affecting our business including our ability to timely produce and ship our products.
On August 26, 2021, we announced that Aldrich and Murray reached an agreement in principle with the court appointed legal representative of the FCR in the bankruptcy proceedings.
The agreement in principle includes the key terms for the permanent resolution of all current and future asbestos claims against Aldrich and Murray (Asbestos Claims) pursuant to the Plan as described further in Note 21, “Commitments and Contingencies” and “Item 1- Legal Proceedings” in this report.
The agreement in principle with the FCR is subject to final documentation and is conditioned on arrangements acceptable to Aldrich and Murray with respect to their asbestos insurance assets.
The current asbestos claimants (the ACC) are not a party to the agreement in principle.
Any settlement and its implementation in a plan of reorganization is subject to the approval of the Bankruptcy Court, and there can be no assurance that the Bankruptcy Court will approve the agreement on the terms proposed.
On September 24, 2021, Aldrich and Murray filed the Plan with the Bankruptcy Court.
The Plan is supported by and reflects the agreement in principle reached with the FCR.
In connection with the Plan, Aldrich and Murray filed a motion with the Bankruptcy Court to create a $270.0 million trust intended to constitute a QSF.
The funds held in the QSF would be available to provide funding for the Section 524(g) Trust upon effectiveness of the Plan.
On January 27, 2022, the Bankruptcy Court granted the request to fund the QSF.
The QSF is expected to be funded in the first quarter of 2022 shortly after the Bankruptcy Court enters an order reflecting such approval and such order becomes final and non-appealable.
At this point in the Chapter 11 cases of Aldrich and Murray, it is not possible to predict whether the Bankruptcy Court will approve the terms of the Plan, what the extent of the asbestos liability will be or how long the Chapter 11 cases will last.
- the actions of representatives of the asbestos claimants, including the ACC's pursuit of certain causes of action against us, following the Bankruptcy Court's grant of the ACC's motion seeking standing to investigate and pursue
- the risk that Aldrich and Murray may be unable to obtain the necessary approvals of the Bankruptcy Court or the United States District Court for the Western District of North Carolina (the District Court) of a plan of reorganization;
- the risk that any orders approving a plan of reorganization and issuing the channeling injunction do not become final;
- the terms and conditions of any plan of reorganization that is ultimately confirmed in the Chapter 11 cases;
- delays in the confirmation or effective date of a plan of reorganization or the funding of the QSF due to factors beyond the Company’s control;
- the risk that the ultimate amount required under any final plan of reorganization may exceed the amounts agreed to with the FCR in the Plan;
- the risk that the insurance carriers do not support the Plan, the risk that the ACC objects to the Plan and/or the motion to establish the QSF; and
From time to time, vulnerabilities in our products are discovered and updates are made available, but customers are vulnerable until those updates are applied or other mitigating actions are taken by customers to protect their systems and networks.
For example, in the fourth quarter of 2021 a third-party provider that we use for time and attendance tracking experienced a ransomware event that affected our access to this software solution.
We activated our crisis management team and business continuity processes and were able to employ alternate methods for tracking time and attendance.
While the issue did not directly affect our operations or IT systems, the issue caused and continues to cause disruption and a reallocation of management’s time and attention to address the problem.
Open source software components embedded into certain software that we use has in the past contained vulnerabilities and others may be discovered in the future.
Such vulnerabilities can expose our systems to malware or allow third party access to data.
While these issues are not specific to our Company, we are required to take action when such vulnerabilities are identified including patching and modification to certain of our products and enterprise systems.
To date, there has been no material business impact from such vulnerabilities, but we continue to monitor these issues and our responses are ongoing.
Climate change presents immediate and long-term risks to our Company and to our customers, with the risks expected to increase over time.
Our products and operations are subject to and affected by environmental regulation by federal, state and local authorities in the U.S. and regulatory authorities with jurisdiction over our international operations, including with respect to the use, storage, and dependence upon refrigerants which are considered greenhouse gases.
Some of these regulations could have a negative competitive impact on our company by requiring us to make costly changes to our products.
As regulations reduce the use of the current class of widely used refrigerants, we are developing and selling our next generation products that utilize lower global warming potential solutions.
We face increasing complexity related to product design, the use of regulated materials, the associated energy consumption and efficiency related to the use of products, the transportation and shipping of products, climate change regulations, and the reuse, recycling and/or disposal of products and their components at end-of-use or useful life as we adjust to new and future requirements relating to our transition to a more circular economy.
Additionally, in 2019, we announced our 2030 commitment which targets reducing one gigaton – one billion metric tons – of carbon emissions (CO2e) from our customers’ footprint by 2030.
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
- difficulty in staffing and managing global operations;
Some of the markets in which we operate are cyclical and seasonal and demand for our products and services could be adversely affected by downturns in these industries.
Demand for most of our products and services depends on the level of new capital investment and planned maintenance expenditures by our customers.
The level of capital expenditures by our customers fluctuates based on planned expansions, new builds, repairs, commodity prices, general economic conditions, availability of credit, inflation, interest rates, market forecasts, tax and regulatory developments, trade policies, fiscal spending and sociopolitcal factors among others.
Our commercial and residential HVAC businesses provide products and services to a wide range of markets, including significant sales to the commercial and residential construction markets.
Weakness in either or both of these construction markets may negatively impact the demand for our products and services.
Demand for our commercial and residential HVAC business is also influenced by weather conditions.
For instance, sales in our commercial and residential HVAC businesses historically tend to be seasonally higher in the second and third quarters of the year because, in the U.S. and other northern hemisphere markets, spring and summer are the peak seasons for sales of air conditioning systems and services.
The results of any quarterly period may not be indicative of expected results for a full year and unusual weather patterns or events could negatively or positively affect our business and impact overall results of operations.
In addition, changes in regulatory standards or industry practices, such as the transition away from LIBOR as a benchmark for short-term interest rates, could create incremental uncertainty in obtaining financing or increase the cost of borrowing for us, our suppliers or our customers.
It is possible for such vulnerabilities to remain undetected for an extended period.
significantly alter or discontinue offering existing products and services or cause us to develop new products and services.
As regulations reduce the use of the current class of widely used refrigerants, our next generation solutions are being adopted globally, with sales in more than 30 countries to date.
Additionally, while we met our commitment to reduce energy consumption and the greenhouse gas footprint of our operations by 35 percent by 2020, on a normalized basis, our 2030 commitment requires a much more stringent absolute energy use reduction by 10 percent.
Concerns regarding global climate change have resulted in the Kigali amendment to the Montreal Protocol, pursuant to which countries have agreed to a scheduled phase down of certain high global warming potential refrigerants.
Countries may pass regulations that are even more restrictive than this international accord.
Some countries, including the U.S., have not yet ratified the amendment, lowering customer demand for next generation products in these countries.
We believe that available sources of supply will generally be sufficient for our needs for the foreseeable future.
Nonetheless, the unavailability of some commodities could have a material adverse impact on our results of operations and cash flows.
We may be required to recognize impairment charges for our goodwill and other indefinite-lived intangible assets.
At December 31, 2020, the net carrying value of our goodwill and other indefinite-lived intangible assets totaled $5.3 billion and $2.6 billion, respectively.
In accordance with generally accepted accounting principles, we assess these assets annually during the fourth quarter for impairment or when there is a significant change in events or circumstances that indicate that the fair value of an asset is more likely than not less than the carrying amount of the asset.
Significant negative industry or economic trends, disruptions to our business, unexpected significant changes or planned changes in use of the assets, divestitures and sustained market capitalization declines may result in recognition of impairments to goodwill or other indefinite-lived assets.
Any charges relating to such impairments could have a material adverse impact on our results of operations in the periods recognized.
could result in significant increases in our cost of labor, impact our productivity or damage our reputation.
Enacted comprehensive tax reform legislation in December 2017 known as the Tax Cuts and Jobs Act (the Act) made broad and complex changes to the U.S. tax code.
As part of the migration from a worldwide system of taxation to a modified territorial system for corporations, the Act imposed a transition tax on certain unrepatriated earnings of non-U.S. subsidiaries and an additional annual U.S. tax on the earnings of certain non-U.S. subsidiaries.
The Act also imposed new and substantial limitations on, and/or the elimination of, certain tax deductions (including interest) and credits (including foreign tax credits) that could adversely impact our effective tax rate or operating cash flows.
In connection with the Transaction, Ingersoll-Rand Services Company, an affiliate of Ingersoll Rand Industrial, borrowed an aggregate principal amount of $1.9 billion under a senior secured first lien term loan facility (the Term Loan), the proceeds of which were transferred to one of our wholly-owned subsidiaries.
The obligations under the Term Loan were retained by Ingersoll-Rand Services Company, which following the Transaction is a wholly-owned subsidiary of Ingersoll
Rand Inc. Following the Transaction, our Company was renamed Trane Technologies plc and trades under the symbol “TT” on the NYSE.
An excerpt. Shown here: 40 of 61 rewritten, 40 of 53 added and all 32 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2021 filing and the FY2020 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
176 rewritten, 116 added, 150 removed, 256 unchanged
Discussions of [removed: 2018] [added: 2019 significant] items and year-to-year comparisons between [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] have been excluded in this Form 10-K and can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Annual Report on Form 10-K for year ended December 31, [removed: 2019.*][added: 2020.*]
Trane [removed: Technologies plc] [added: Technologies, plc,] is a global climate innovator.
We bring [removed: efficient and] sustainable [removed: climate] [added: and efficient] solutions to buildings, homes and transportation [removed: driven by] [added: through our] strategic [removed: brands] [added: brands,] Trane® and Thermo [removed: King®] [added: King®,] and [removed: an] [added: our] environmentally responsible portfolio of [removed: products] [added: products, services] and [removed: services.][added: connected intelligent controls.]
- Our Americas segment innovates for customers in [removed: the] North America and Latin [removed: America regions.][added: America.]
On [removed: February 29, 2020 (Distribution Date),] [added: the Distribution Date,] we completed [removed: our Reverse Morris Trust transaction (the Transaction)] [added: the Transaction] with Gardner [removed: Denver Holdings, Inc. (Gardner] Denver, which changed its name to Ingersoll Rand [removed: Inc.] after the [removed: Transaction)] [added: Transaction,] whereby we distributed Ingersoll-Rand U.S. HoldCo, Inc., which contained [removed: our former Industrial segment (Ingersoll] [added: Ingersoll] Rand [removed: Industrial),] [added: Industrial,] through [removed: a pro rata distribution (the Distribution)] [added: the Distribution] to our shareholders of record as of February 24, 2020.
Ingersoll Rand Industrial then merged into a wholly-owned subsidiary of [removed: Gardner Denver.][added: Ingersoll Rand.]
Upon close of the Transaction, our existing shareholders received [removed: approximately] 50.1% of the shares of [removed: Gardner Denver] [added: Ingersoll Rand] common stock on a fully-diluted basis and Gardner Denver stockholders retained [removed: approximately] 49.9% of the shares of [removed: Gardner Denver] [added: Ingersoll Rand] on a fully diluted basis.
As a result, our shareholders received .8824 shares of [removed: Gardner Denver] [added: Ingersoll Rand] common stock with respect to each share owned as of February 24, 2020.
[removed: In accordance with several customary transaction-related agreements between us and Gardner Denver, the parties are in a process to determine final adjustments] [added: This payment was related] to working capital, cash and indebtedness amounts as of the Distribution Date, as well as [removed: another process to determine] funding levels related to pension plans, non-qualified deferred compensation plans and retiree health benefits.
In March 2020, the World Health Organization declared [removed: the outbreak of a respiratory disease caused by a newly discovered coronavirus, known now as COVID-19, as] [added: COVID-19] a global pandemic and recommended containment and mitigation measures worldwide.
In response, we proactively initiated cost cutting actions [added: and actively managed our supply chain] in an effort to mitigate the impact of the [added: global] pandemic on our business.
We will continue to monitor the ongoing [removed: situation] [added: COVID-19 global pandemic] as it evolves [removed: globally] and will assess any potential impacts to our business and financial [removed: position.][added: statements as necessary.]
On the Petition Date, [added: our indirect wholly-owned subsidiaries,] Aldrich and Murray each filed a voluntary petition for reorganization under [removed: Chapter 11 of] the Bankruptcy [removed: Code in the Bankruptcy Court.][added: Code.]
Neither Aldrich's wholly-owned subsidiary, 200 Park, Murray's wholly-owned subsidiary, ClimateLabs, [removed: Trane Technologies plc] nor the Trane Companies are part of the Chapter 11 filings.
The goal of these Chapter 11 filings is [removed: an efficient] [added: to resolve equitably] and [removed: permanent resolution of] [added: permanently] all current and future [removed: asbestos] [added: asbestos-related] claims [added: in a manner beneficial to claimants, Aldrich and Murray] through court approval of a plan of [removed: reorganization, which] [added: reorganization that] would [removed: establish, in accordance with] [added: create a trust pursuant to] section 524(g) of the Bankruptcy Code, [removed: a trust to pay] [added: establish claims resolution procedures for] all [removed: asbestos claims.][added: current and future asbestos-related claims against Aldrich and Murray and channel such claims to the trust for resolution in accordance with those procedures.]
The Chapter 11 cases remain pending as of [removed: December 31, 2020.][added: February 7, 2022.]
[added: Aldrich and its wholly-owned subsidiary 200 Park and] Murray and its wholly-owned subsidiary ClimateLabs were deconsolidated as of the Petition Date and their respective assets and liabilities were derecognized from our Consolidated Financial Statements.
As a result of [removed: these actions,] [added: the deconsolidation,] we recognized an aggregate loss of $24.9 million in our Consolidated Statements of [removed: Comprehensive Income.][added: Earnings during the year ended December 31, 2020.]
Additionally, the deconsolidation resulted in an investing cash outflow of $41.7 million in our Consolidated Statements of Cash Flows, of which $10.8 million was recorded within continuing [removed: operations.][added: operations during the year ended December 31, 2020.]
[removed: Entering 2021,] [added: As vaccine distribution and administration expands, we expect] market conditions [removed: are expected] to [removed: improve as vaccine distribution expands] [added: continue improving] across the geographies where we serve our customers.
Our geographic and product diversity coupled with our large installed product base provides growth opportunities within our [removed: service,] [added: service and corresponding] parts and replacement revenue streams.
[removed: In connection with the completion of] [added: After] the [removed: Transaction,] [added: Distribution Date,] we do not beneficially own any Ingersoll Rand Industrial shares of common stock and no longer consolidate Ingersoll Rand Industrial in our financial statements.
Year Ended December 31, [removed: 2020] [added: 2021] Compared to the Year Ended December 31, [removed: 2019] [added: 2020] - Consolidated Results
| Dollar amounts in millions | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | Period Change | | | | | | [removed: 2020] [added: 2021] % of [removed: Revenues] [added: revenues] | | | | | | [removed: 2019] [added: 2020] % of [removed: Revenues] [added: revenues] | | |
| Net revenues | | | | | | $ | [removed: 12,454.7] [added: 14,136.4] | | | | | $ | [removed: 13,075.9] [added: 12,454.7] | | | | | $ | [removed: (621.2)] [added: 1,681.7] | | | | | | | | | | | | | |
| Cost of goods sold | | | | | | [removed: (8,651.3)] [added: (9,666.8)] | | | | | | [removed: (9,085.5)] [added: (8,651.3)] | | | | | | [removed: 434.2] [added: (1,015.5)] | | | | | | [removed: 69.5%] [added: 68.4%] | | | | | | 69.5% | | |
| Gross profit | | | | | | [removed: 3,803.4] [added: 4,469.6] | | | | | | [removed: 3,990.4] [added: 3,803.4] | | | | | | [removed: (187.0)] [added: 666.2] | | | | | | [removed: 30.5%] [added: 31.6%] | | | | | | 30.5% | | |
| Selling and administrative expenses | | | | | | [removed: (2,270.6)] [added: (2,446.3)] | | | | | | [removed: (2,320.3)] [added: (2,270.6)] | | | | | | [removed: 49.7] [added: (175.7)] | | | | | | [removed: 18.2%] [added: 17.3%] | | | | | | [removed: 17.7%] [added: 18.2%] | | |
| Operating income | | | | | | [removed: 1,532.8] [added: 2,023.3] | | | | | | [removed: 1,670.1] [added: 1,532.8] | | | | | | [removed: (137.3)] [added: 490.5] | | | | | | [removed: 12.3%] [added: 14.3%] | | | | | | [removed: 12.8%] [added: 12.3%] | | |
| Interest expense | | | | | | [removed: (248.7)] [added: (233.7)] | | | | | | [removed: (242.8)] [added: (248.7)] | | | | | | [removed: (5.9)] [added: 15.0] | | | | | | | | | | | | | | |
| Other income/(expense), net | | | | | | [removed: 4.1 | | | | | | (28.4) | | | | | | 32.5 | | | | | |] [added: $] | [added: 1.1] | | | | | [added: $] | [added: 4.1] | |
| Earnings before income taxes | | | | | | [removed: 1,288.2] [added: 1,790.7] | | | | | | [removed: 1,398.9] [added: 1,288.2] | | | | | | [removed: (110.7)] [added: 502.5] | | | | | | | | | | | | | | |
| [removed: Benefit (provision)] [added: Provision] for income taxes | | | | | | [removed: (296.8)] [added: (333.5)] | | | | | | [removed: (238.6)] [added: (296.8)] | | | | | | [removed: (58.2)] [added: (36.7)] | | | | | | | | | | | | | | |
| Earnings from continuing operations | | | | | | [removed: 991.4] [added: 1,457.2] | | | | | | [removed: 1,160.3] [added: 991.4] | | | | | | [removed: (168.9)] [added: 465.8] | | | | | | | | | | | | | | |
| Discontinued operations, net of tax | | | | | | [removed: (121.4) | | | | | | 268.2 | | | | | | (389.6) | | | | | |] [added: $] | [added: (20.6)] | | | | | [added: $] | [added: (121.4)] | |
| Net earnings | | | | | | $ | [removed: 870.0] [added: 1,436.6] | | | | | $ | [removed: 1,428.5] [added: 870.0] | | | | | $ | [removed: (558.5)] [added: 566.6] | | | | | | | | | | | | | |
*Net revenues* for the year ended December 31, [removed: 2020 decreased] [added: 2021 increased] by [removed: 4.8%,] [added: 13.5%,] or [removed: $621.2] [added: $1,681.7] million, compared with the same period of [removed: 2019.][added: 2020.]
The components of the period change [removed: are] [added: were] as follows:
| Volume | | | [removed: (5.5)] [added: 5.5] | | % |
| Currency translation | | | [removed: (0.1)] [added: 0.8] | | % |
*This section discusses 2021 and 2020 significant items affecting our consolidated operating results, financial condition and liquidity and provides a year-to-year comparison between 2021 and 2020.
*2030 Sustainability Commitments*
Our commitment to sustainability extends to the environmental and social impacts of our people, operations, products and services.
Our 2030 Sustainability Commitments have been verified by the SBTi and include our pledge to reduce customer greenhouse gas emissions by one gigaton (one billion metric tons).
We are also ‘Leading by Example’ as we make progress toward carbon-neutral operations and zero waste-to-landfill across our global footprint and net positive water use in water-stressed locations.
Our ‘Opportunity for All’ commitment focuses on gender parity in leadership, workforce diversity reflective of our communities, and a citizenship strategy that helps underserved communities through enhanced learning environments and pathways to green and Science, Technology, Engineering and Math (STEM) careers.
In connection with the Transaction, we received a special cash payment of $1.9 billion.
During the year ended December 31, 2021, we paid Ingersoll Rand $49.5 million to settle certain items related to the Transaction.
We recorded the settlement as a reduction to *Retained earnings* during the first quarter of 2021.
The historical results of Ingersoll Rand Industrial are presented as a discontinued operation in the Consolidated Statements of Earnings and Consolidated Statements of Cash Flows.
During the first half of 2020, the COVID-19 global pandemic adversely impacted our business globally including, but not limited to, lower end customer demand, certain supply chain delays, temporary facility closures and limitations of our workforce to essential crews only.
Despite the challenges set forth by the COVID-19 global pandemic, we continued to sell, install and service our products, invest in our businesses, develop and launch new products and deliver innovative customer solutions for electrification of heating, cooling and transport, enhanced indoor air quality, and precise temperature control along the full vaccine cold chain.
During the year ended December 31, 2021, we experienced significant increases in end market demand, executed price increases to cover rapidly increasing material, component and logistics costs and realized strong earnings growth as a result of strong execution across our organization.
In addition, to meet our increased customer demand, we are proactively managing industry-wide supply chain and resource constraints and are working closely with our suppliers, customers and logistics providers to mitigate the impacts on our business as we continue to sell, install and service our products.
Amounts derecognized in 2020 primarily related to the legacy asbestos-related liabilities and asbestos-related insurance recoveries and $41.7 million of cash.
During the year ended December 31, 2021, in connection with the agreement in principle reached by Aldrich and Murray with the FCR and the motion to create a $270.0 million QSF, we recorded a charge of $21.2 million to increase our Funding Agreement liability to $270.0 million.
The corresponding charge was bifurcated between *Other income/ (expense), net* of $7.2 million relating to Murray and discontinued operations of $14.0 million relating to Aldrich.
On January 27, 2022, the Bankruptcy Court granted the request to fund the QSF, which is expected to be funded in the first quarter of 2022 shortly after the Bankruptcy Court enters an order reflecting such approval and such order becomes final and non-appealable.
Therefore, as we expect to fund the QSF shortly after the Bankruptcy Court enters the order reflecting its approval, we reclassified our $270.0 million Funding Agreement liability to *Accrued expenses and other current liabilities* at December 31, 2021*.* At this point in the Chapter 11 cases of Aldrich and Murray, it is not possible to predict whether the Bankruptcy Court will approve the terms of the Plan, what the extent of the asbestos liability will be or how long the Chapter 11 cases will last.
See also the discussion in Note 21 to the Consolidated Financial Statements.
Current economic conditions have shown improvement but remain mixed across our end markets.
The COVID-19 global pandemic continues to impact both the global HVAC and Transport end markets as industry-wide supply chain and resource constraints exist.
| Discontinued operations, net of tax | | | | | | (20.6) | | | | | | (121.4) | | | | | | 100.8 | | | | | | | | | | | | | | |
| Volume | | | 7.5 | | % |
| Pricing | | | 3.6 | | % |
| Acquisitions | | | 1.6 | | % |
| Total | | | 13.5 | | % |
The increase in *Net revenues* was primarily driven by increased end customer demand as a result of improved economic conditions as it relates to the COVID-19 global pandemic compared to the full year of 2020, coupled with pricing increases within all of our segments to offset significant material and freight inflation, and a favorable impact from foreign currency translation.
Also, during the fourth quarter of 2020 and the first quarter of 2021, we completed three channel acquisitions, two were completed in the Americas segment and the third was completed within the EMEA segment, further driving an increase in *Net revenues* as compared to the prior year.
Gross profit margin for the year ended December 31, 2021 increased 110 basis points to 31.6% compared to 30.5% for the same period of 2020 primarily due to price realization and productivity benefits, partially offset by increased direct material, freight and other inflation.
The increase in *Selling and administrative expenses* was primarily driven by higher compensation and employee benefits due to headcount growth, higher incentive compensation and lower cost in the prior year due to delays in merit increases and employee furloughs in certain regions, partially offset by lower spending on restructuring and transformation initiatives.
*Interest expense* for the year ended December 31, 2021 decreased by 6.0% or $15.0 million compared with the same period of 2020 primarily due to the repayments of $125.0 million of 9.000% Debentures in August 2021, $300.0 million of 2.900% Senior notes in February 2021 and 2020 interest costs related to the $300.0 million of 2.625% Senior notes which were repaid in April 2020.
During the year ended December 31, 2021, other activity, net primarily includes a gain of $12.8 million related to the release of a pension indemnification liability, partially offset by a charge of $7.2 million to increase our Funding Agreement liability from asbestos-related activities of Murray.
During the year ended December 31, 2021, we recorded a charge of $14.0 million to increase our Funding Agreement liability from asbestos-related activities of Aldrich as well as pension and post retirement obligations and environmental costs related to our formerly owned businesses.
The components of *Discontinued operations, net of tax* for the years ended December 31 were as follows:
| In millions | | | | | | 2021 | | | | | | 2020 | | |
| Asbestos-related activities of Aldrich (post-Petition Date) | | | | | | (13.3) | | | | | | (19.1) | | |
The components of the period change were as follows:
| Volume | | | 7.0 | | % |
| Pricing | | | 4.3 | | % |
*This section discusses 2020 and 2019 items and year-to-year comparisons between 2020 and 2019.
Prior to the separation of our Industrial segment on February 29, 2020, we announced a new organizational model and business segment structure designed to enhance our regional go-to-market capabilities, aligning the structure with our strategy and increased focus on climate innovation.
Under the revised structure, we created three new regional operating segments from the former climate segment, which also serve as our reportable segments.
The Americas segment encompasses commercial heating and cooling systems, building controls, and energy services and solutions; residential heating and cooling; and transport refrigeration systems and solutions.
- Our EMEA segment innovates for customers in the Europe, Middle East and Africa regions.
The EMEA segment encompasses heating and cooling systems, services and solutions for commercial buildings, and transport refrigeration systems and solutions.
- Our Asia Pacific segment innovates for customers throughout the Asia Pacific region.
The Asia Pacific segment encompasses heating and cooling systems, services and solutions for commercial buildings and transport refrigeration systems and solutions.
This model is designed to create deep customer focus and relevance in markets around the world.
All prior period comparative segment information has been recast to reflect the current reportable segments.
In connection with the Transaction, Ingersoll-Rand Services Company, an affiliate of Ingersoll Rand Industrial, borrowed an aggregate principal amount of $1.9 billion under a senior secured first lien term loan facility (Term Loan), the proceeds of which were used to make a special cash payment of $1.9 billion to a subsidiary of ours.
The obligations under the Term Loan were retained by Ingersoll-Rand Services Company, which following the Transaction is a wholly-owned subsidiary of Gardner Denver.
In connection with the Transaction, we entered into several agreements covering supply, administrative and tax matters to provide or obtain services on a transitional basis for varying periods after the Distribution Date.
The agreements cover services such as manufacturing, information technology, human resources and finance.
Income and expenses under these agreements were not material.
As of December 31, 2020, both are ongoing in accordance with the transaction-related agreements.
Upon finalization of these agreements, any adjustments will be recognized within *Retained earnings*.
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
Beginning in the first quarter of 2020, many countries responded by implementing measures to combat the outbreak which impacted global business operations and resulted in our decision to temporarily close or limit our workforce to essential crews within many facilities throughout the world in order to ensure employee safety.
In addition, our non-essential employees were instructed to work from home in compliance with global government stay-in-place protocols.
We have been adversely impacted by the COVID-19 global pandemic.
Temporary facility closures beginning in the first quarter of 2020 disrupted results in the Asia Pacific region with impacts more widely felt throughout operations in the Americas and EMEA in the months thereafter.
During the second quarter of 2020, we began to reopen facilities while maintaining appropriate health and safety precautions.
However, the challenges in connection with the pandemic continued as we experienced lower volume, which negatively impacted revenue, and certain supply chain delays.
This included reducing discretionary spending, restricting travel, delaying merit-based salary increases and implementing employee furloughs in certain markets.
We continue to navigate the new realities brought about by the COVID-19 global pandemic as well as any impact on our liquidity needs and ability to access capital markets.
Despite these challenges, all production facilities remain open and we continue to sell, install and service our products.
During the second half of 2020, we did not experience any major delays in our supply chain and continued to focus on health and safety precautions to protect our employees and customers.
In addition, during the fourth quarter of 2020 we completed several restorative actions including the reinstatement of annual merit-based salary increases and resuming all aspects of our balanced capital allocation strategy which included acquisitions and share repurchases.
Operationally, our financial reporting systems, internal control over financial reporting and disclosure controls and procedures continue to operate effectively despite a remote workforce of non-essential front-line employees.
The preparation of financial statements requires management to use judgments in making estimates and assumptions based on the relevant information available at the end of each period.
These estimates and assumptions have a significant effect on reported amounts of assets and liabilities, revenue and expenses, as well as the disclosure of contingencies because they may arise from matters that are inherently uncertain.
The financial statements reflect our best estimates as of December 31, 2020 (including as it relates to the actual and potential future impacts of the COVID-19 global pandemic) with respect to the recoverability of our assets, including our receivables and long-lived assets such as goodwill and intangibles.
However, due to significant uncertainty surrounding the COVID-19 global pandemic, management's judgment regarding this could change in the future.
In addition, while our results of operations, cash flows and financial condition could be negatively impacted, the extent of the impact cannot be estimated with certainty at this time.
As part of the response to COVID-19 global pandemic, many countries implemented emergency economic relief plans as a way of minimizing the economic impact of this health crisis.
We are evaluating the potential benefits from certain of these measures and will continue to monitor the plans as they are finalized and implemented.
In the United States, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was enacted on March 27, 2020 providing numerous tax provisions and other stimulus measures.
We are currently applying the CARES Act to our operations, which includes the deferral of employer social security payroll tax payments under the CARES Act through January 1, 2021, with 50 percent owed on December 31, 2021 and the other half owed on December 31, 2022.
Such a resolution, if achieved, would likely include a channeling injunction to enjoin asbestos claims resolved in the Chapter 11 cases from being filed or pursued against us or our affiliates.
An excerpt. Shown here: 40 of 176 rewritten, 40 of 116 added and 40 of 150 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2021 filing and the FY2020 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
5 rewritten, 5 added, 1 removed, 14 unchanged
Our largest concentration of revenues from non-U.S. operations as of December 31, [removed: 2020] [added: 2021] are in Euros and Chinese Yuan.
A hypothetical 10% unfavorable change in the average exchange rate used to translate *Net revenues* for the year ended December 31, [removed: 2020] [added: 2021] from either Euros or Chinese Yuan-based operations into U.S. dollars would [removed: not have] [added: result in] a [removed: material impact on our financial statements.][added: decline of approximately $135 million and $70 million, respectively.]
To minimize the risk of [removed: counter party] [added: counterparty] non-performance, derivative instrument agreements are made only through major financial institutions with significant experience in such derivative instruments.
Based on the [removed: firmly committed] currency derivative instruments in place at December 31, [removed: 2020,] [added: 2021,] a hypothetical change in fair value of those derivative instruments assuming a 10% adverse change in exchange rates would result in an unrealized loss of approximately [removed: $22.3] [added: $18.1] million, as compared with [removed: $27.8] [added: $22.3] million at December 31, [removed: 2019.][added: 2020.]
We are exposed to volatility in the prices of commodities used in some of our products and we use [added: commodity hedge contracts in the financial derivatives market and] fixed price [added: purchase] contracts to manage this exposure.
Commodity risks are systematically managed pursuant to policy guidelines.
As a cash flow hedge, gains and losses resulting from the hedging instruments mitigate a portion of our exposures to changes in commodity prices.
The maturities of the commodity hedge contracts coincide with the expected purchase of the commodities.
Based on the commodity derivative instruments in place at December 31, 2021, a hypothetical change in fair value of those derivative instruments assuming a 10% decrease in commodity prices would result in an unrealized loss of approximately $7.5 million.
These amounts, when realized, would be offset by changes in the fair value of the underlying commodity purchases.
We do not have committed commodity derivative instruments in place at December 31, 2020.
Item 1. BUSINESS
85 rewritten, 76 added, 52 removed, 100 unchanged
Trane [removed: Technologies plc (formerly known as Ingersoll-Rand plc), a] [added: Technologies,] public limited company [added: (plc),] incorporated in Ireland in 2009, and its consolidated subsidiaries [removed: (collectively,] [added: (collectively] we, our, the Company) is a global climate [removed: innovator that brings efficient and sustainable climate solutions to buildings, homes and transportation driven by strategic brands Trane® and Thermo King® and an environmentally responsible portfolio of products and services.][added: innovator.]
We generate revenue and cash primarily through the design, manufacture, [removed: sale] [added: sales] and service of [removed: a diverse portfolio of climate control products and services] [added: solutions] for Heating, Ventilation and Air Conditioning (HVAC) and transport [removed: solutions.][added: refrigeration.]
On February 29, 2020 (Distribution Date), we completed our Reverse Morris Trust transaction (the Transaction) with Gardner Denver Holdings, Inc. (Gardner Denver, which changed its name to Ingersoll Rand Inc. [added: (Ingersoll Rand)] after the Transaction) whereby we distributed Ingersoll-Rand U.S. HoldCo, Inc., which contained our former Industrial segment (Ingersoll Rand [removed: Industrial),] [added: Industrial)] through a pro rata distribution (the Distribution) to [removed: our] shareholders of record as of February 24, 2020.
Ingersoll Rand Industrial then merged into a wholly-owned subsidiary of [removed: Gardner Denver.][added: Ingersoll Rand.]
Upon close of the Transaction, our existing shareholders received [removed: approximately] 50.1% of the shares of [removed: Gardner Denver] [added: Ingersoll Rand] common stock on a fully-diluted basis and Gardner Denver stockholders retained [removed: approximately] 49.9% of the shares of [removed: Gardner Denver] [added: Ingersoll Rand] on a fully diluted basis.
As a result, our shareholders received .8824 shares of [removed: Gardner Denver] [added: Ingersoll Rand] common stock with respect to each share owned as of February 24, 2020.
[removed: In accordance with several customary transaction-related agreements between us and Gardner Denver, the parties are in a process to determine final adjustments] [added: This payment was related] to working capital, cash and indebtedness amounts as of the Distribution Date, as well as [removed: another process to determine] funding levels related to pension plans, non-qualified deferred compensation plans and retiree health benefits.
[removed: Under the revised structure, we created] [added: We have] three [removed: new] regional operating segments [removed: from the former climate segment,] which [added: are] also [removed: serve as] our reportable segments.
- Our Americas segment innovates for customers in [removed: the] North America and Latin [removed: America regions.][added: America.]
This segment had [removed: 2020] [added: 2021] net revenues of [removed: $9.7] [added: $11.0] billion.
The EMEA segment encompasses heating and cooling systems, services and solutions for commercial [removed: buildings,] [added: buildings] and [added: industrial processing, and] transport refrigeration systems and solutions.
This segment had [removed: 2020] [added: 2021] net revenues of [removed: $1.6] [added: $1.9] billion.
This segment had [removed: 2020] [added: 2021] net revenues of [removed: $1.1] [added: $1.2] billion.
| [removed: Aftermarket and OEM parts] [added: Coils] and [removed: supplies] [added: condensers] | | | | | | [removed: Hybrid-powered trailer refrigeration] [added: Parts and supplies (aftermarket and OEM)] | | |
| [removed: Air conditioners] [added: Ice energy storage solutions] | | | | | | [removed: Ice energy storage solutions] [added: Water source heat pumps] | | |
| Air [removed: exchangers] [added: conditioners] | | | | | | Indoor air quality assessments and related products for HVAC and Transport solutions | | |
| Air [removed: handlers] [added: exchangers] | | | | | | Industrial refrigeration | | |
| Airside and terminal devices | | | | | | [removed: Installation contracting] [added: Large commercial unitary] | | |
| Auxiliary power units [added: (electric and diesel)] | | | | | | [removed: Large] [added: Light] commercial unitary | | |
| [removed: Chillers] [added: Bus air purification systems] | | | | | | Multi-pipe HVAC systems | | |
| [removed: Coils and condensers] [added: Chillers] | | | | | | Package heating and cooling systems | | |
| [removed: Cryogenic] [added: Diesel-powered] refrigeration systems | | | | | | Refrigerant reclamation | | |
| [removed: Diesel-powered refrigeration] [added: Ductless] systems | | | | | | Repair and maintenance services | | |
| Electric-powered [removed: trailer] [added: truck] refrigeration systems | | | | | | Self-powered truck refrigeration systems | | |
| Electric-powered [removed: truck] [added: trailer] refrigeration systems | | | | | | [removed: Service agreements] [added: Rental services] | | |
| [removed: Energy] [added: Facility] management services | | | | | | Temporary heating and cooling systems | | |
| [removed: Furnaces] [added: Geothermal systems] | | | | | | Trailer refrigeration systems | | |
| [removed: Geothermal systems] [added: Heat pumps] | | | | | | Transport heater products | | |
| [removed: Heat pumps] [added: Humidifiers] | | | | | | Unitary systems (light and large) | | |
| [removed: Humidifiers] [added: Hybrid-powered trailer refrigeration] | | | | | | Vehicle-powered truck refrigeration systems | | |
| Hybrid and non-diesel transport refrigeration solutions | | | | | | [removed: Water source heat pumps] [added: Variable refrigerant flow] | | |
These products are sold primarily under our [removed: name and under our] tradenames including [removed: Trane®, Thermo King®] [added: Trane®] and [removed: American Standard®.][added: Thermo King®.]
We [removed: believe that we] are one of the leading manufacturers in the world of HVAC systems and services and transport temperature control [removed: products.][added: products and services.]
Approximately [removed: 28%] [added: 29%] of our net revenues in [removed: 2020] [added: 2021] were derived outside the U.S. and we sold products in [removed: more than] [added: approximately] 100 countries.
We have no customer that accounted for more than 10% of our consolidated net revenues in [removed: 2020, 2019] [added: 2021, 2020] or [removed: 2018.][added: 2019.]
We manufacture many of the components included in our products, which requires us to [removed: employ] [added: source] a wide variety of commodities.
For instance, sales in our commercial and residential HVAC businesses historically tend to be [removed: seasonally] higher in the second and third quarters of the year because this represents spring and summer in the U.S. and other northern hemisphere markets, which are the peak seasons for sales of air conditioning systems and services.
Therefore, results of any quarterly period may not be indicative of expected results for a full year and unusual weather patterns or events could [removed: negatively or] positively [added: or negatively] affect certain segments of our business and impact overall results of operations.
[removed: In addition, we] [added: We also] have a strong focus on sustaining activities, which include costs incurred to reduce production costs, improve existing products, create custom solutions for customers and provide support to our manufacturing facilities.
Our [removed: approximate] backlog of orders, believed to be firm, at December 31, was as follows:
We bring sustainable and efficient solutions to buildings, homes and transportation through our strategic brands, Trane® and Thermo King®, and our environmentally responsible portfolio of products, services and connected intelligent controls.
As an industry leader with an extensive global install base, our growth strategy includes expanding recurring revenue through services and rental options.
Our unique business operating system, uplifting culture and highly engaged team around the world are also central to our earnings and cash flow growth.
Through our sustainability-focused strategy and purpose to *boldly challenge what’s possible for a sustainable world*, we meet critical needs and growing global demand for innovation that reduces greenhouse gas emissions while enabling healthier, efficient indoor environments and safe, reliable delivery of essential temperature-controlled cargo.
We have announced certain defined sustainability commitments with a goal of achieving these commitments by 2030 (2030 Sustainability Commitments).
Trane Technologies’ bold 2030 Sustainability Commitments have been verified by the Science Based Targets initiative (SBTi) and include our ‘Gigaton Challenge’ to reduce customer greenhouse gas emissions by a billion metric tons, ‘Leading by Example’ through carbon-neutral operations across our own footprint, and ‘Opportunity for All’ by building a diverse workforce reflective of our communities.
| Air handlers | | | | | | Installation contracting | | |
| Building management systems | | | | | | Motor replacements | | |
| Cryogenic refrigeration systems | | | | | | Rate chambers | | |
| Energy management services | | | | | | Service agreements | | |
| Furnaces | | | | | | Thermostats/controls | | |
| Home automation | | | | | | Ultra-low temperature freezers | | |
In 2021, we spent $193.5 million on research and development, focused on product and system sustainability improvements such as increasing energy efficiency, developing products that allow for use of lower global warming potential refrigerants, reducing material content in products, and designing products for circularity.
All new product development (NPD) programs must complete a Design for Sustainability module within our NPD process to ensure that every program has a positive impact on sustainability.
During the year ended December 31, 2021, we experienced significant increases in end market demand for our sustainability-focused products and services resulting in a higher backlog of orders in the current year as compared to prior year.
In addition, we are seeing industry-wide supply chain and resource constraints impacting our ability to produce and ship product which we are proactively managing.
It is our policy to establish environmental reserves for investigation and remediation activities when it is probable that a liability has been incurred and a reasonable estimate of the liability can be made.
Estimated liabilities are determined based upon existing remediation laws and technologies.
Inherent uncertainties exist in such evaluations due to unknown environmental conditions, changes in government laws and regulations, and changes in cleanup technologies.
The environmental reserves are updated on a routine basis as remediation efforts progress and new information becomes available.
In most instances at multi-party sites, our share of the liability is not material.
In connection with the Transaction, we received a special cash payment of $1.9 billion.
During the year ended December 31, 2021, we paid Ingersoll Rand $49.5 million to settle certain items related to the Transaction.
We recorded the settlement as a reduction to *Retained earnings* during the first quarter of 2021.
After the Distribution Date, we do not beneficially own any Ingersoll Rand Industrial shares of common stock and no longer consolidate Ingersoll Rand Industrial in our financial statements.
The historical results of Ingersoll Rand Industrial are presented as a discontinued operation in the Consolidated Statements of Earnings and Consolidated Statements of Cash Flows.
On September 24, 2021, Aldrich and Murray filed the plan of reorganization (the Plan) with the Bankruptcy Court.
The Plan is supported by, and reflects the agreement in principle reached with the court-appointed legal representative of future asbestos claimants (the FCR).
In connection with the Plan, Aldrich and Murray filed a motion with the Bankruptcy Court to create a $270.0 million trust intended to constitute a "qualified settlement fund" within the meaning of the Treasury Regulations under Section 468B of the Internal Revenue Code (QSF).
The funds held in the QSF would be available to provide funding for the Section 524(g) Trust upon effectiveness of the Plan.
On January 27, 2022, the Bankruptcy Court granted the request to fund the QSF.
The QSF is expected to be funded in the first quarter of 2022 shortly after the Bankruptcy Court enters an order reflecting such approval and such order becomes final and non-appealable.
At this point in the Chapter 11 cases of Aldrich and Murray, it is not possible to predict whether the Bankruptcy Court will approve the terms of the Plan, what the extent of the asbestos liability will be or how long the Chapter 11 cases will last.
As of December 31, 2021, we employed approximately 37,000 people in nearly 60 countries including approximately 13,000 outside of the United States.
The diversity amounts included in this section exclude current year business acquisitions.
As a result of maintaining a consistent focus on an uplifting culture, our key talent (high performing and high potential salaried employees) retention rate excluding retirements in 2021 was 94.6%.
Our company‑wide (all employees) voluntary retention rate excluding retirements was 89.5%.
In 2021, we continued to execute on our purpose to *boldly challenge what’s possible for a sustainable world*.
We are a diverse team of inventive, collaborative people who share a passion for making a difference and we believe our core Leadership Principles will help guide all employees to live our purpose.
In 2021, 89% of our workforce participated in our annual engagement survey and our overall employee engagement score remains high reflecting our great commitment to the pride, energy and optimism of our employees.
To achieve our mission of being a world leader in creating comfortable, sustainable and efficient environments, we continue to focus on growth by increasing our recurring revenue stream from parts, services, controls, used equipment and rentals; and to continuously improve efficiencies and capabilities of our operations and products and services for our customers.
We also continue to focus on operational excellence strategies as a central theme to improving our earnings and cash flow.
In connection with the Transaction, Ingersoll-Rand Services Company, an affiliate of Ingersoll Rand Industrial, borrowed an aggregate principal amount of $1.9 billion under a senior secured first lien term loan facility (Term Loan), the proceeds of which were used to make a special cash payment of $1.9 billion to a subsidiary of ours.
The obligations under the Term Loan were retained by Ingersoll-Rand Services Company, which following the Transaction is a wholly-owned subsidiary of Gardner Denver.
In connection with the Transaction, we entered into several agreements covering supply, administrative and tax matters to provide or obtain services on a transitional basis for varying periods after the Distribution Date.
The agreements cover services such as manufacturing, information technology, human resources and finance.
Income and expenses under these agreements were not material.
As of December 31, 2020, both are ongoing in accordance with the transaction-related agreements.
Upon finalization of these agreements, any adjustments will be recognized within *Retained earnings*.
Prior to the separation of our Industrial segment on February 29, 2020, we announced a new organizational model and business segment structure designed to enhance our regional go-to-market capabilities, aligning the structure with our strategy and increased focus on climate innovation.
This model is designed to create deep customer focus and relevance in markets around the world.
Each segment reports through separate management teams and regularly reviews their operating results with the Chief Executive Officer, our Chief Operating
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
Decision Maker (CODM) determined in accordance with applicable accounting guidance.
All prior period comparative segment information has been recast to reflect the current reportable segments.
| Building management systems | | | | | | Light commercial unitary | | |
| Bus and rail HVAC systems | | | | | | Motor replacements | | |
| Ductless systems | | | | | | Rental services | | |
| Facility management services | | | | | | Thermostats/controls | | |
| Home automation | | | | | | Variable Refrigerant Flow | | |
There have been no commodity shortages which have had a material adverse effect on our businesses.
We also continually evaluate developing technologies in areas that we believe will enhance our business for possible investment or acquisition.
to revision and deferral, and to a lesser extent cancellation or termination.
For all such sites, there are other PRPs and, in most instances, our involvement is minimal.
Additional lawsuits and claims involving environmental matters are likely to arise from time to time in the future.
Such a resolution, if achieved, would likely include a channeling injunction to enjoin asbestos claims resolved in the Chapter 11 cases from being filed or pursued against us or our affiliates.
Further information is available in our Environmental Social and Governance (ESG) report available on our website.
In 2020, as Trane Technologies, we refined and reaffirmed dimensions of our culture as a climate innovator dedicated to our purpose of *boldly challenging what’s possible for a sustainable world*.
We engaged thousands of employees in surveys and online focus groups to define the core Leadership Behaviors for all employees to live our new purpose.
In 2020, 90% of our workforce participated in our annual engagement survey and our overall employee engagement score positions us well into the top quartile of all companies globally.
- Unity Squads – site-based committees of employees that foster diversity and inclusion by celebrating cultural heritage milestones and offering cross-cultural awareness programs, open to all employees.
- Women’s Leadership Program – An award-winning cohort program that enables high-potential women around the world to gain individual insights and skills through mentoring and peer networking, and to build their leadership competencies and business acumen through action-learning projects and exposure to senior leaders.
- Engaging Your Employees – Approximately 4,000 Trane managers have completed this program since its launch.
During 2020, we delivered 14 virtual Engaging Your Employees workshops to approximately 311 managers globally.
In 2020, due to the restrictions of the COVID-19 global pandemic many of our employees sought out virtual volunteering opportunities, and more than 15,000 of our people contributed more than 20,000 volunteer hours in support of building sustainable futures in our communities.
Due to the impacts of the pandemic, we accelerated our employee fundraising efforts and employees donated $1.4 million to our Helping Hand Fund (our employee crisis relief program).
This program will be piloted for hourly employees at select locations around the world in 2021, with an expected full global implementation in 2022.
It was even more critical in 2020, given COVID-19.
Therefore, we expanded the support we offered, by:
- Accelerating the rollout of our global Employee Assistance Program (EAP).
An excerpt. Shown here: 40 of 85 rewritten, 40 of 76 added and 40 of 52 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2021 filing and the FY2020 filing.
Item 3. LEGAL PROCEEDINGS
6 rewritten, 17 added, 2 removed, 9 unchanged
In the normal course of business, we are involved in a variety of lawsuits, claims and legal proceedings, including [added: those related to the bankruptcy proceedings for Aldrich and Murray,] commercial and contract disputes, employment matters, product liability and product defect claims, asbestos-related claims, environmental liabilities, intellectual property disputes, and tax-related matters.
As a result of the Chapter 11 filings, all asbestos-related lawsuits against Aldrich and Murray have been [removed: stayed due to the imposition of a statutory automatic stay applicable in Chapter 11 bankruptcy cases.][added: stayed.]
The goal of these Chapter 11 filings is [removed: an efficient] [added: to resolve equitably] and [removed: permanent resolution of] [added: permanently] all current and future [removed: asbestos] [added: asbestos-related] claims [added: in a manner beneficial to claimants, Aldrich and Murray] through court approval of a plan of [removed: reorganization, which] [added: reorganization that] would [removed: establish, in accordance with] [added: create a trust pursuant to] section 524(g) of the Bankruptcy Code, [removed: a trust to pay] [added: establish claims resolution procedures for] all [removed: asbestos claims.][added: current and future asbestos-related claims against Aldrich and Murray and channel such claims to the trust for resolution in accordance with those procedures.]
Such a resolution, if achieved, would likely include a channeling injunction to enjoin asbestos [added: claims resolved in the Chapter 11 cases from being filed or pursued against us or our affiliates.]
The Chapter 11 cases remain pending as of [removed: December 31, 2020.][added: February 7, 2022.]
See also the discussion in Note [removed: 22] [added: 21] to the Consolidated Financial Statements.
On August 26, 2021, we announced that Aldrich and Murray reached an agreement in principle with the FCR in the bankruptcy proceedings.
The agreement includes the key terms for the permanent resolution of all current and future asbestos claims against Aldrich and Murray pursuant to the Plan.
Under the agreed terms, the Plan would create a trust pursuant to section 524(g) of the Bankruptcy Code and establish claims resolution procedures for the Asbestos Claims.
On the effective date of the Plan, Aldrich and Murray would fund the trust with $545.0 million, comprised of $540.0 million in cash and a promissory note to be issued by Aldrich and Murray to the trust in the principal amount of $5.0 million, and the Asbestos Claims would be channeled to the trust for resolution in accordance with the claims resolution procedures.
Following the effective date of the Plan, Aldrich and Murray, would have no further obligations with respect to the Asbestos Claims.
The FCR has agreed to support such Plan.
The agreement in principle with the FCR is subject to final documentation and is conditioned on arrangements acceptable to Aldrich and Murray with respect to their asbestos insurance assets.
It is currently contemplated that the asbestos insurance assets of Aldrich and Murray would be contributed to the trust, and that, in consideration of their cash contribution to the trust, Aldrich and Murray would have the exclusive right to pursue, collect and retain all insurance reimbursements available in connection with the resolution of Asbestos Claims by the trust.
The ACC is not a party to the agreement in principle.
Any settlement and its implementation in a plan of reorganization is subject to the approval of the Bankruptcy Court, and there can be no assurance that the Bankruptcy Court will approve the agreement on the terms proposed.
On September 24, 2021, Aldrich and Murray filed the Plan with the Bankruptcy Court.
The Plan is supported by, and reflects the agreement in principle reached with the FCR.
In connection with the Plan, Aldrich and Murray filed a motion with the Bankruptcy Court to create a $270.0 million trust intended to constitute a QSF.
The funds held in the QSF would be available to provide funding for the Section 524(g) Trust upon effectiveness of the Plan.
On January 27, 2022, the Bankruptcy Court granted the request to fund the QSF.
The QSF is expected to be funded in the first quarter of 2022 shortly after the Bankruptcy Court enters an order reflecting such approval and such order becomes final and non-appealable.
At this point in the Chapter 11 cases of Aldrich and Murray, it is not possible to predict whether the Bankruptcy Court will approve the terms of the Plan, what the extent of the asbestos liability will be or how long the Chapter 11 cases will last.
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
claims resolved in the Chapter 11 cases from being filed or pursued against us or our affiliates.
Cover and table of contents
26 rewritten, 9 added, 8 removed, 111 unchanged
For the fiscal year ended December 31, [removed: 2020][added: 2021]
The aggregate market value of ordinary shares held by nonaffiliates on June 30, [removed: 2020] [added: 2021] was approximately [removed: $21.2] [added: $43.7] billion based on the closing price of such stock on the New York Stock Exchange.
Portions of the registrant’s proxy statement to be filed within 120 days of the close of the registrant’s fiscal year in connection with the registrant’s Annual General Meeting of Shareholders to be held June [removed: 3, 2021] [added: 2, 2022] are incorporated by reference into Part II and Part III of this Form 10-K.
| Part I | | | Item 1. | | | [removed: [Business](#i0c71ccd166cf4289bc7df1373f5c33f3_19)] [added: [Business](#iacd1c22b80904c8baf884440f6853d6d_16)] | | | [removed: [4](#i0c71ccd166cf4289bc7df1373f5c33f3_19)] [added: [4](#iacd1c22b80904c8baf884440f6853d6d_16)] | | |
| | | | Item 1A. | | | [Risk [removed: Factors](#i0c71ccd166cf4289bc7df1373f5c33f3_22)] [added: Factors](#iacd1c22b80904c8baf884440f6853d6d_19)] | | | [removed: [12](#i0c71ccd166cf4289bc7df1373f5c33f3_22)] [added: [13](#iacd1c22b80904c8baf884440f6853d6d_19)] | | |
| | | | Item 1B. | | | [Unresolved Staff [removed: Comments](#i0c71ccd166cf4289bc7df1373f5c33f3_25)] [added: Comments](#iacd1c22b80904c8baf884440f6853d6d_22)] | | | [removed: [22](#i0c71ccd166cf4289bc7df1373f5c33f3_25)] [added: [24](#iacd1c22b80904c8baf884440f6853d6d_22)] | | |
| | | | Item 2. | | | [removed: [Properties](#i0c71ccd166cf4289bc7df1373f5c33f3_28)] [added: [Properties](#iacd1c22b80904c8baf884440f6853d6d_25)] | | | [removed: [22](#i0c71ccd166cf4289bc7df1373f5c33f3_28)] [added: [24](#iacd1c22b80904c8baf884440f6853d6d_25)] | | |
| | | | Item 3. | | | [Legal [removed: Proceedings](#i0c71ccd166cf4289bc7df1373f5c33f3_31)] [added: Proceedings](#iacd1c22b80904c8baf884440f6853d6d_28)] | | | [removed: [22](#i0c71ccd166cf4289bc7df1373f5c33f3_31)] [added: [25](#iacd1c22b80904c8baf884440f6853d6d_28)] | | |
| | | | Item 4. | | | [Mine Safety [removed: Disclosures](#i0c71ccd166cf4289bc7df1373f5c33f3_34)] [added: Disclosures](#iacd1c22b80904c8baf884440f6853d6d_31)] | | | [removed: [23](#i0c71ccd166cf4289bc7df1373f5c33f3_34)] [added: [25](#iacd1c22b80904c8baf884440f6853d6d_31)] | | |
| Part II | | | Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i0c71ccd166cf4289bc7df1373f5c33f3_40)] [added: Securities](#iacd1c22b80904c8baf884440f6853d6d_37)] | | | [removed: [23](#i0c71ccd166cf4289bc7df1373f5c33f3_40)] [added: [26](#iacd1c22b80904c8baf884440f6853d6d_37)] | | |
| | | | Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i0c71ccd166cf4289bc7df1373f5c33f3_46)] [added: Operations](#iacd1c22b80904c8baf884440f6853d6d_43)] | | | [removed: [26](#i0c71ccd166cf4289bc7df1373f5c33f3_46)] [added: [28](#iacd1c22b80904c8baf884440f6853d6d_43)] | | |
| | | | Item 7A. | | | [Quantitative and Qualitative Disclosure About Market [removed: Risk](#i0c71ccd166cf4289bc7df1373f5c33f3_58)] [added: Risk](#iacd1c22b80904c8baf884440f6853d6d_55)] | | | [removed: [42](#i0c71ccd166cf4289bc7df1373f5c33f3_58)] [added: [45](#iacd1c22b80904c8baf884440f6853d6d_55)] | | |
| | | | Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i0c71ccd166cf4289bc7df1373f5c33f3_64)] [added: Disclosure](#iacd1c22b80904c8baf884440f6853d6d_61)] | | | [removed: [44](#i0c71ccd166cf4289bc7df1373f5c33f3_64)] [added: [46](#iacd1c22b80904c8baf884440f6853d6d_61)] | | |
| | | | Item 9A. | | | [Controls and [removed: Procedures](#i0c71ccd166cf4289bc7df1373f5c33f3_67)] [added: Procedures](#iacd1c22b80904c8baf884440f6853d6d_64)] | | | [removed: [44](#i0c71ccd166cf4289bc7df1373f5c33f3_67)] [added: [46](#iacd1c22b80904c8baf884440f6853d6d_64)] | | |
| | | | Item 9B. | | | [Other [removed: Information](#i0c71ccd166cf4289bc7df1373f5c33f3_70)] [added: Information](#iacd1c22b80904c8baf884440f6853d6d_67)] | | | [removed: [44](#i0c71ccd166cf4289bc7df1373f5c33f3_70)] [added: [46](#iacd1c22b80904c8baf884440f6853d6d_67)] | | |
| Part III | | | Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i0c71ccd166cf4289bc7df1373f5c33f3_76)] [added: Governance](#iacd1c22b80904c8baf884440f6853d6d_73)] | | | [removed: [45](#i0c71ccd166cf4289bc7df1373f5c33f3_76)] [added: [47](#iacd1c22b80904c8baf884440f6853d6d_73)] | | |
| | | | Item 11. | | | [Executive [removed: Compensation](#i0c71ccd166cf4289bc7df1373f5c33f3_79)] [added: Compensation](#iacd1c22b80904c8baf884440f6853d6d_76)] | | | [removed: [45](#i0c71ccd166cf4289bc7df1373f5c33f3_79)] [added: [47](#iacd1c22b80904c8baf884440f6853d6d_76)] | | |
| | | | Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i0c71ccd166cf4289bc7df1373f5c33f3_82)] [added: Matters](#iacd1c22b80904c8baf884440f6853d6d_79)] | | | [removed: [45](#i0c71ccd166cf4289bc7df1373f5c33f3_82)] [added: [47](#iacd1c22b80904c8baf884440f6853d6d_79)] | | |
| | | | Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i0c71ccd166cf4289bc7df1373f5c33f3_85)] [added: Independence](#iacd1c22b80904c8baf884440f6853d6d_82)] | | | [removed: [45](#i0c71ccd166cf4289bc7df1373f5c33f3_85)] [added: [47](#iacd1c22b80904c8baf884440f6853d6d_82)] | | |
| | | | Item 14. | | | [Principal Accountant Fees and [removed: Services](#i0c71ccd166cf4289bc7df1373f5c33f3_88)] [added: Services](#iacd1c22b80904c8baf884440f6853d6d_85)] | | | [removed: [45](#i0c71ccd166cf4289bc7df1373f5c33f3_88)] [added: [47](#iacd1c22b80904c8baf884440f6853d6d_85)] | | |
| Part IV | | | Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i0c71ccd166cf4289bc7df1373f5c33f3_94)] [added: Schedules](#iacd1c22b80904c8baf884440f6853d6d_91)] | | | [removed: [46](#i0c71ccd166cf4289bc7df1373f5c33f3_94)] [added: [48](#iacd1c22b80904c8baf884440f6853d6d_91)] | | |
| | | | Item 16. | | | [Form 10-K [removed: Summary](#i0c71ccd166cf4289bc7df1373f5c33f3_100)] [added: Summary](#iacd1c22b80904c8baf884440f6853d6d_97)] | | | [removed: [57](#i0c71ccd166cf4289bc7df1373f5c33f3_100)] [added: [59](#iacd1c22b80904c8baf884440f6853d6d_97)] | | |
Forward-looking statements may relate to such matters as projections of revenue, margins, expenses, tax provisions, earnings, cash flows, benefit obligations, share or debt repurchases or other financial items; any statements of the plans, strategies and objectives of management for future operations, including those relating to any statements concerning expected development, performance or market share relating to our products and services; any statements regarding future economic conditions or our performance including our future performance statements related to the continued impact of the COVID-19 global pandemic; any statements regarding [added: our sustainability commitments,] pending investigations, claims or disputes; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing.
- [added: risks and uncertainties associated with] the [removed: outcome of] Chapter 11 proceedings for our deconsolidated subsidiaries Aldrich Pump LLC (Aldrich) and Murray Boiler LLC (Murray);
- the impact of potential information [removed: technology,] [added: technology] system failures, [added: vulnerabilities,] data security breaches or other cybersecurity issues;
Some of the significant risks and uncertainties that could cause actual results to differ materially from our expectations and projections are described more fully in Part I, Item 1A “Risk Factors.” You should read that information in conjunction with [added: “Management's Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of this report and our Consolidated Financial Statements and related notes in Part II, Item 8 “Financial Statements" of this report.]
The number of ordinary shares outstanding of Trane Technologies plc as of February 1, 2022 was 233,538,091.
For the Fiscal Year Ended December 31, 2021
| | | | Item 6. | | | [\[Reserved\]](#iacd1c22b80904c8baf884440f6853d6d_40) | | | [27](#iacd1c22b80904c8baf884440f6853d6d_40) | | |
| | | | Item 8. | | | [Financial Statements](#iacd1c22b80904c8baf884440f6853d6d_58) | | | [46](#iacd1c22b80904c8baf884440f6853d6d_58) | | |
| | | | Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#iacd1c22b80904c8baf884440f6853d6d_1701) | | | [46](#iacd1c22b80904c8baf884440f6853d6d_1701) | | |
| | | | | | | | | | | | |
| | | | [Signatures](#iacd1c22b80904c8baf884440f6853d6d_100) | | | | | | [60](#iacd1c22b80904c8baf884440f6853d6d_100) | | |
- commodity shortages, supply chain risks and price increases;
- the development, commercialization and acceptance of new and enhanced products and services;
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
The number of ordinary shares outstanding as of February 1, 2021 was 238,428,700.
| | | | Item 6. | | | [Selected Financial Data](#i0c71ccd166cf4289bc7df1373f5c33f3_43) | | | [25](#i0c71ccd166cf4289bc7df1373f5c33f3_43) | | |
| | | | Item 8. | | | [Financial Statements and Supplementary Data](#i0c71ccd166cf4289bc7df1373f5c33f3_61) | | | [42](#i0c71ccd166cf4289bc7df1373f5c33f3_61) | | |
| | | | [Signatures](#i0c71ccd166cf4289bc7df1373f5c33f3_103) | | | | | | [58](#i0c71ccd166cf4289bc7df1373f5c33f3_103) | | |
- our ability to develop new products and services and the acceptance of these products in the markets that we serve;
- availability of and fluctuations in the prices of key commodities;
“Management's Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of this report and our Consolidated Financial Statements and related notes in Part II, Item 8 “Financial Statements and Supplementary Data” of this report.
Item 2. PROPERTIES
2 rewritten, 1 added, 1 removed, 29 unchanged
As of December 31, [removed: 2020,] [added: 2021,] we owned or leased [removed: a total of] approximately [removed: 26] [added: 27] million square feet of space worldwide.
The locations by segment of our principal plant facilities at December 31, [removed: 2020] [added: 2021] were as follows:
| Marietta, Ohio | | | | | | | | | | | | | | |
| Lexington, Kentucky | | | | | | | | | | | | | | |
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
9 rewritten, 7 added, 8 removed, 12 unchanged
As of February 1, [removed: 2021,] [added: 2022,] the approximate number of record holders of ordinary shares was [removed: 2,656.][added: 2,533.]
The following table provides information with respect to purchases by us of our ordinary shares during the quarter ended December 31, [removed: 2020:][added: 2021:]
In [removed: October 2018,] [added: February 2021,] our Board of Directors authorized the repurchase of up to [removed: $1.5] [added: $2.0] billion of our ordinary shares under a [added: new] share repurchase program [removed: (2018] [added: (2021] Authorization) upon completion of the prior [removed: authorized] share repurchase program.
During the fourth quarter of [removed: 2020,] [added: 2021,] we repurchased and canceled [removed: approximately $250] [added: $500.0] million of our ordinary shares leaving approximately [removed: $500 million] [added: $1.4 billion] remaining under the [removed: 2018 Authorization.][added: 2021 Authorization as of December 31, 2021.]
We reacquired [removed: 6,925] [added: 681] shares in October and [removed: 1,045] [added: 1,686] shares in December in transactions outside the repurchase programs.
The following graph compares the cumulative total shareholder return on our ordinary shares with the cumulative total return on (i) the Standard & Poor’s 500 Stock Index and (ii) the Standard & Poor’s 500 Industrial Index for the five years ended December 31, [removed: 2020.][added: 2021.]
The graph assumes an investment of $100 in our ordinary shares (adjusted for the Transaction), the Standard & Poor’s 500 Stock Index and the Standard & Poor’s 500 Industrial Index on December 31, [removed: 2015] [added: 2016] and assumes the reinvestment of dividends.
[removed: ][added: ]
| Company/Index | | | [removed: 2015 | | |] 2016 | | | 2017 | | | 2018 | | | 2019 | | | 2020 | | | [added: 2021 | | |]
| October 1 - October 31 | | | | | | 0.7 | | | | | | $ | 174.74 | | | | | — | | | | | | $ | 1,899,788 | |
| November 1 - November 30 | | | | | | 1,195.8 | | | | | | 191.14 | | | | | | 1,195.8 | | | | | | 1,671,215 | | |
| December 1 - December 31 | | | | | | 1,384.3 | | | | | | 196.32 | | | | | | 1,382.6 | | | | | | 1,399,785 | | |
| Total | | | | | | 2,580.8 | | | | | | $ | 193.91 | | | | | 2,578.4 | | | | | | | | |
| Trane Technologies | | | 100 | | | 121 | | | 127 | | | 188 | | | 269 | | | 380 | | |
| S&P 500 | | | 100 | | | 122 | | | 116 | | | 153 | | | 181 | | | 233 | | |
| S&P 500 Industrials Index | | | 100 | | | 121 | | | 105 | | | 136 | | | 151 | | | 182 | | |
| October 1 - October 31 | | | | | | 6.9 | | | | | | $ | 122.56 | | | | | — | | | | | | $ | 749,959 | |
| November 1 - November 30 | | | | | | 832.2 | | | | | | 143.05 | | | | | | 832.2 | | | | | | $ | 630,910 | |
| December 1 - December 31 | | | | | | 922.9 | | | | | | 142.06 | | | | | | 921.9 | | | | | | $ | 499,956 | |
| Total | | | | | | 1,762.0 | | | | | | $ | 142.45 | | | | | 1,754.1 | | | | | | | | |
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
| Trane Technologies | | | 100 | | | 139 | | | 168 | | | 175 | | | 260 | | | 373 | | |
| S&P 500 | | | 100 | | | 112 | | | 136 | | | 130 | | | 171 | | | 203 | | |
| S&P 500 Industrials Index | | | 100 | | | 119 | | | 144 | | | 125 | | | 161 | | | 179 | | |
Item 6. [Reserved]
0 rewritten, 0 added, 22 removed, 0 unchanged
In connection with the completion of the Transaction, we do not beneficially own any Ingersoll Rand Industrial shares of common stock and no longer consolidate Ingersoll Rand Industrial in our financial statements.
As a result, the following *Selected Financial Data* presents the results of Ingersoll Rand Industrial as a discontinued operation for periods prior to the Distribution date.
In millions, except per share amounts:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| At and for the years ended December 31, | | | | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | |
| Net revenues | | | | | | $ | 12,454.7 | | | | | $ | 13,075.9 | | | | | $ | 12,343.8 | | | | | $ | 11,167.5 | | | | | $ | 10,545.0 | |
| Net earnings (loss) attributable to Trane Technologies plc ordinary shareholders: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Continuing operations | | | | | | 977.2 | | | | | | 1,145.1 | | | | | | 1,007.8 | | | | | | 1,072.8 | | | | | | 1,222.2 | | |
| Discontinued operations | | | | | | (122.3) | | | | | | 265.8 | | | | | | 329.8 | | | | | | 229.8 | | | | | | 254.0 | | |
| Total assets | | | | | | 18,156.7 | | | | | | 20,492.3 | | | | | | 17,914.9 | | | | | | 18,173.3 | | | | | | 17,397.4 | | |
| Total debt | | | | | | 5,272.1 | | | | | | 5,573.2 | | | | | | 4,091.2 | | | | | | 4,064.0 | | | | | | 4,070.1 | | |
| Total Trane Technologies plc shareholders’ equity | | | | | | 6,407.7 | | | | | | 7,267.6 | | | | | | 7,022.7 | | | | | | 7,140.3 | | | | | | 6,643.8 | | |
| Earnings (loss) per share attributable to Trane Technologies plc ordinary shareholders: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Basic: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Continuing operations | | | | | | $ | 4.07 | | | | | $ | 4.74 | | | | | $ | 4.08 | | | | | $ | 4.21 | | | | | $ | 4.72 | |
| Discontinued operations | | | | | | (0.51) | | | | | | 1.10 | | | | | | 1.33 | | | | | | 0.90 | | | | | | 0.98 | | |
| Diluted: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Continuing operations | | | | | | $ | 4.02 | | | | | $ | 4.69 | | | | | $ | 4.03 | | | | | $ | 4.16 | | | | | $ | 4.67 | |
| Discontinued operations | | | | | | (0.50) | | | | | | 1.08 | | | | | | 1.32 | | | | | | 0.89 | | | | | | 0.98 | | |
| Dividends declared per ordinary share | | | | | | $ | 2.12 | | | | | $ | 2.12 | | | | | $ | 1.96 | | | | | $ | 1.70 | | | | | $ | 1.36 | |
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
Item 8. FINANCIAL STATEMENTS
4 rewritten, 2 added, 44 removed, 3 unchanged
(a)The following Consolidated Financial Statements and the report thereon of PricewaterhouseCoopers LLP dated February [removed: 9, 2021,] [added: 7, 2022,] are presented in this Annual Report on Form 10-K beginning on page F-1.
Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]
Consolidated Balance Sheets at December 31, [removed: 2020] [added: 2021] and [removed: 2019][added: 2020]
[removed: For] [added: Consolidated Statements of Earnings for] the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018:][added: 2019]
Consolidated Statements of Equity for the years ended December 31, 2021, 2020 and 2019
Consolidated Statements of Cash Flows for the years ended December 31, 2021, 2020 and 2019
Consolidated Statements of Equity
Consolidated Statements of Cash Flows
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
(b)In connection with the completion of the Transaction, we do not beneficially own any Ingersoll Rand Industrial shares of common stock and no longer consolidate Ingersoll Rand Industrial in our financial statements.
As a result, the following unaudited selected quarterly financial data presents the results of Ingersoll Rand Industrial as a discontinued operation for periods prior to the Distribution date.
The unaudited selected quarterly financial data for the two years ended December 31, is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | 2020 | | | | | | | | | | | | | | | | | | | | |
| In millions, except per share amounts | | | | | | First Quarter | | | | | | Second Quarter | | | | | | Third Quarter | | | | | | Fourth Quarter | | |
| Net revenues | | | | | | $ | 2,641.3 | | | | | $ | 3,138.8 | | | | | $ | 3,495.5 | | | | | $ | 3,179.1 | |
| Cost of goods sold | | | | | | (1,898.8) | | | | | | (2,160.5) | | | | | | (2,360.8) | | | | | | (2,231.2) | | |
| Operating income | | | | | | 154.4 | | | | | | 423.5 | | | | | | 566.9 | | | | | | 388.0 | | |
| Earnings from continuing operations | | | | | | 52.8 | | | | | | 278.3 | | | | | | 410.1 | | | | | | 250.2 | | |
| Discontinued operations, net of tax | | | | | | (78.7) | | | | | | (36.2) | | | | | | (5.5) | | | | | | (1.0) | | |
| Net earnings (loss) | | | | | | (25.9) | | | | | | 242.1 | | | | | | 404.6 | | | | | | 249.2 | | |
| Net earnings (loss) attributable to Trane Technologies plc | | | | | | (29.2) | | | | | | 238.8 | | | | | | 400.6 | | | | | | 244.7 | | |
| Amounts attributable to Trane Technologies plc ordinary shareholders: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Continuing operations | | | | | | $ | 50.0 | | | | | $ | 275.4 | | | | | $ | 406.1 | | | | | $ | 245.7 | |
| Discontinued operations | | | | | | (79.2) | | | | | | (36.6) | | | | | | (5.5) | | | | | | (1.0) | | |
| Net earnings (loss) | | | | | | $ | (29.2) | | | | | $ | 238.8 | | | | | $ | 400.6 | | | | | $ | 244.7 | |
| Earnings (Loss) per share attributable to Trane Technologies plc ordinary shareholders: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Basic: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Continuing operations | | | | | | $ | 0.21 | | | | | $ | 1.15 | | | | | $ | 1.69 | | | | | $ | 1.02 | |
| Discontinued operations | | | | | | $ | (0.33) | | | | | $ | (0.15) | | | | | $ | (0.02) | | | | | $ | — | |
| Diluted: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Continuing operations | | | | | | $ | 0.21 | | | | | $ | 1.14 | | | | | $ | 1.67 | | | | | $ | 1.01 | |
| Discontinued operations | | | | | | $ | (0.33) | | | | | $ | (0.15) | | | | | $ | (0.03) | | | | | $ | — | |
| | | | | | | 2019 | | | | | | | | | | | | | | | | | | | | |
| | | | | | | First Quarter | | | | | | Second Quarter | | | | | | Third Quarter | | | | | | Fourth Quarter | | |
| Net revenues | | | | | | $ | 2,803.7 | | | | | $ | 3,617.6 | | | | | $ | 3,470.9 | | | | | $ | 3,183.7 | |
| Cost of goods sold | | | | | | (1,989.2) | | | | | | (2,462.8) | | | | | | (2,366.6) | | | | | | (2,266.9) | | |
| Operating income | | | | | | 236.5 | | | | | | 566.9 | | | | | | 536.5 | | | | | | 330.2 | | |
| Earnings from continuing operations | | | | | | 147.3 | | | | | | 412.6 | | | | | | 386.3 | | | | | | 214.1 | | |
| Discontinued operations, net of tax | | | | | | 56.4 | | | | | | 47.7 | | | | | | 77.1 | | | | | | 87.0 | | |
| Net earnings (loss) | | | | | | 203.7 | | | | | | 460.3 | | | | | | 463.4 | | | | | | 301.1 | | |
| Net earnings (loss) attributable to Trane Technologies plc | | | | | | 199.9 | | | | | | 456.1 | | | | | | 458.8 | | | | | | 296.1 | | |
| Continuing operations | | | | | | $ | 144.2 | | | | | $ | 409.1 | | | | | $ | 382.6 | | | | | $ | 209.2 | |
| Discontinued operations | | | | | | 55.7 | | | | | | 47.0 | | | | | | 76.2 | | | | | | 86.9 | | |
| Net earnings (loss) | | | | | | $ | 199.9 | | | | | $ | 456.1 | | | | | $ | 458.8 | | | | | $ | 296.1 | |
An excerpt. Shown here: all 4 rewritten, all 2 added and 40 of 44 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS in the FY2021 filing and the FY2020 filing.
Item 9A. CONTROLS AND PROCEDURES
5 rewritten, 0 added, 0 removed, 15 unchanged
Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded as of December 31, [removed: 2020,] [added: 2021,] that the Company's disclosure controls and procedures were effective in ensuring that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act has been recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms, and that such information has been accumulated and communicated to the Company's management including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
Management has assessed the effectiveness of internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]
Management concluded that based on its assessment, the Company's internal control over financial reporting was effective as of December 31, [removed: 2020.][added: 2021.]
The effectiveness of the Company's internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.
There were no changes in internal control over financial reporting (as defined by Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended December 31, [removed: 2020] [added: 2021] that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
Item 9B. OTHER INFORMATION
0 rewritten, 0 added, 2 removed, 1 unchanged
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
PART III
Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
0 rewritten, 2 added, 0 removed, 0 unchanged
New section this year
Not Applicable.
PART III
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
1 rewritten, 0 added, 0 removed, 2 unchanged
Election of Directors”, “Delinquent Section 16(a) Reports” and “Corporate Governance” in our definitive proxy statement for the [removed: 2021] [added: 2022] annual general meeting of shareholders [removed: (2021] [added: (2022] Proxy Statement).
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 0 added, 0 removed, 0 unchanged
The other information required by this item is incorporated herein by reference to the information contained under the headings “Compensation Discussion and Analysis,” “Compensation of Directors,” “Executive Compensation,” “Compensation Committee Report” and “Compensation Committee Interlocks and Insider Participation” in our [removed: 2021] [added: 2022] Proxy Statement.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
1 rewritten, 0 added, 0 removed, 1 unchanged
The other information required by this item is incorporated herein by reference to the information contained under the headings “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information” in our [removed: 2021] [added: 2022] Proxy Statement.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
The other information required by this item is incorporated herein by reference to the information contained under the headings “Corporate Governance” and “Certain Relationships and Related Person Transactions” in our [removed: 2021] [added: 2022] Proxy Statement.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
1 rewritten, 0 added, 1 removed, 1 unchanged
The information required by this item is incorporated herein by reference to the information contained under the caption “Fees of the Independent Auditors” in our [removed: 2021] [added: 2022] Proxy Statement.
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
73 rewritten, 22 added, 2 removed, 152 unchanged
| 3.2 | | | | | | [Amendment to the Constitution of the Company dated March 2, [removed: 2020](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit32amendment.htm)] [added: 2020](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit32amendment.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 3.2 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| 4.1 | | | | | | [Indenture, dated as of June 20, 2013, by and among Ingersoll-Rand Global Holding Company Limited, as issuer, Ingersoll-Rand plc, Ingersoll-Rand Company Limited and Ingersoll-Rand International Holding Limited, as guarantors and The Bank of New York Mellon, as [removed: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000119312513272663/d557173dex41.htm).] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000119312513272663/d557173dex41.htm)] | | | | | | Incorporated by reference to Exhibit 4.1 to the Company's Form 8-K (File No. 001-34400) filed with the SEC on June 26, 2013. | | |
| 4.9 | | | | | | [Eighth Supplemental Indenture, dated as of May 1, 2020, by and among Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company, Trane Technologies plc, Trane Technologies Luxembourg Finance S.A., Trane Technologies Lux International Holding Company S.à.r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., and The Bank of New York Mellon, as Trustee, to an indenture dated as of June 20, [removed: 2013.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit49-2013indenturexei.htm)] [added: 2013.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit49-2013indenturexei.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.9 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| 4.10 | | | | | | [Ninth Supplemental Indenture, dated as of May 1, 2020, by and among Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company, Trane Technologies plc, Trane Technologies Luxembourg Finance S.A., Trane Technologies Lux International Holding Company S.à.r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., and The Bank of New York Mellon, as Trustee, to an indenture dated as of June 20, [removed: 2013.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit410-2013indenturexn.htm)] [added: 2013.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit410-2013indenturexn.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.10 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| 4.11 | | | | | | [Tenth Supplemental Indenture, dated as of May 1, 2020, by and among Trane Technologies HoldCo Inc., Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company, Trane Technologies plc, Trane Technologies Luxembourg Finance S.A., Trane Technologies Lux International Holding Company S.à.r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies Company LLC, and The Bank of New York Mellon, as Trustee, to an indenture dated as of June 20, [removed: 2013.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit411-2013indenturext.htm)] [added: 2013.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit411-2013indenturext.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.11 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| 4.12 | | | | | | [Eleventh Supplemental Indenture, dated as of May 1, 2020, by and among Trane Technologies HoldCo Inc., Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company, Trane Technologies plc, Trane Technologies Luxembourg Finance S.A., Trane Technologies Lux International Holding Company S.à.r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies Company LLC, and The Bank of New York Mellon, as Trustee, to an indenture dated as of June 20, [removed: 2013.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit412-2013indenturexe.htm)] [added: 2013.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit412-2013indenturexe.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.12 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.13] [added: 4.14] | | | | | | [Indenture, dated as of October 28, 2014, by and among Ingersoll-Rand Luxembourg Finance S.A., as issuer, and Ingersoll-Rand plc, Ingersoll-Rand Company Limited, Ingersoll-Rand International Holding Limited, Ingersoll-Rand Company and Ingersoll-Rand Global Holding Company Limited, as guarantors, and The Bank of New York Mellon, as Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000119312514385618/d813008dex41.htm) | | | | | | Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on October 29, 2014 | | |
| [removed: 4.14] [added: 4.15] | | | | | | [First Supplemental Indenture, dated as of October 28, 2014, by and among Ingersoll-Rand Luxembourg Finance S.A., as issuer, and Ingersoll-Rand plc, Ingersoll-Rand Company Limited, Ingersoll-Rand International Holding Limited, Ingersoll-Rand Company and Ingersoll-Rand Global Holding Company Limited, as guarantors, and The Bank of New York Mellon, as Trustee, relating to the 2.625% Senior Notes due 2020.](http://www.sec.gov/Archives/edgar/data/1466258/000119312514385618/d813008dex42.htm) | | | | | | Incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on October 29, 2014. | | |
| [removed: 4.15] [added: 4.16] | | | | | | [Second Supplemental Indenture, dated as of October 28, 2014, by and among Ingersoll-Rand Luxembourg Finance S.A., as issuer, and Ingersoll-Rand plc, Ingersoll-Rand Company Limited, Ingersoll-Rand International Holding Limited, Ingersoll-Rand Company and Ingersoll-Rand Global Holding Company Limited, as guarantors, and The Bank of New York Mellon, as Trustee, relating to the 3.550% Senior Notes due 2024.](http://www.sec.gov/Archives/edgar/data/1466258/000119312514385618/d813008dex43.htm) | | | | | | Incorporated by reference to Exhibit 4.3 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on October 29, 2014. | | |
| [removed: 4.16] [added: 4.17] | | | | | | [Third Supplemental Indenture, dated as of October 28, 2014, by and among Ingersoll-Rand Luxembourg Finance S.A., as issuer, and Ingersoll-Rand plc, Ingersoll-Rand Company Limited, Ingersoll-Rand International Holding Limited, Ingersoll-Rand Company and Ingersoll-Rand Global Holding Company Limited, as guarantors, and The Bank of New York Mellon, as Trustee, relating to the 4.650% Senior Notes due 2044.](http://www.sec.gov/Archives/edgar/data/1466258/000119312514385618/d813008dex44.htm) | | | | | | Incorporated by reference to Exhibit 4.4 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on October 29, 2014. | | |
| [removed: 4.17] [added: 4.18] | | | | | | [Fourth Supplemental Indenture, dated as of December 18, 2015, by and among Ingersoll-Rand Luxembourg Finance S.A., as issuer, and Ingersoll-Rand plc, Ingersoll-Rand International Holding Limited, Ingersoll-Rand Company, Ingersoll-Rand Global Holding Company Limited, and Ingersoll-Rand Lux International Holding Company S.à.r.l. as guarantors, and The Bank of New York Mellon, as Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625816000319/ex427-fourthsupplementalin.htm) | | | | | | Incorporated by reference to Exhibit 4.27 to the Company's Form 10-K for the fiscal year ended 2015 (File No. 001-34400) filed with the SEC on February 12, 2016. | | |
| [removed: 4.18] [added: 4.19] | | | | | | [Fifth Supplemental Indenture, dated as of April 5, 2016, by and among Ingersoll-Rand Luxembourg Finance S.A., as Issuer, and Ingersoll-Rand plc, Ingersoll-Rand Company Limited, Ingersoll-Rand Company, Ingersoll-Rand International Holding Limited, Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company, as guarantors, and The Bank of New York Mellon, as Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625817000053/ex425-fifthsupplementalind.htm) | | | | | | Incorporated by reference to Exhibit 4.25 to the Company’s Form 10-K for the fiscal year ended 2016 (File No. 001-34400) filed with the SEC on February 13, 2017. | | |
| [removed: 4.19] [added: 4.20] | | | | | | [Sixth Supplemental Indenture, dated as of May 1, 2020, by and among Trane Technologies Luxembourg Finance S.A., Trane Technologies plc, Ingersoll-Rand Global Holding Company Limited, Ingersoll-Rand Company, Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., and the Bank of New York Mellon, as [removed: Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit419-2014indenturexs.htm)] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit419-2014indenturexs.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.19 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.20] [added: 4.21] | | | | | | [Seventh Supplemental Indenture, dated as of May 1, 2020, by and among Trane Technologies Luxembourg Finance S.A., Trane Technologies plc, Ingersoll-Rand Global Holding Company Limited, Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., Trane Technologies Company LLC, and the Bank of New York Mellon, as [removed: Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit420-2014indenturexs.htm)] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit420-2014indenturexs.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.20 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.21] [added: 4.22] | | | | | | [Eighth Supplemental Indenture, dated as of May 1, 2020, by and among Trane Technologies Luxembourg Finance S.A., Trane Technologies plc, Ingersoll-Rand Global Holding Company Limited, Trane Technologies Lux International Holding Company S.à.r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., Trane Technologies Company LLC, and the Bank of New York Mellon, as [removed: Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit421-2014indenturexe.htm)] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit421-2014indenturexe.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.21 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.22] [added: 4.23] | | | | | | [Ninth Supplemental Indenture, dated as of May 1, 2020, by and among Trane Technologies Luxembourg Finance S.A., Trane Technologies plc, Ingersoll-Rand Global Holding Company Limited, Trane Technologies Lux International Holding Company S.à.r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., Trane Technologies Company LLC, and the Bank of New York Mellon, as [removed: Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit422-2014indenturexn.htm)] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit422-2014indenturexn.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.22 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.23] [added: 4.25] | | | | | | [Indenture, dated as of February 21, 2018, by and among Ingersoll-Rand Global Holding Company Limited, as issuer, Ingersoll-Rand plc, Ingersoll-Rand Luxembourg Finance S.A., Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company and Ingersoll-Rand Company, as guarantors, and Wells Fargo Bank, National Association, as Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625818000107/exhibit41-irx2018baseinden.htm) | | | | | | Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on February 26, 2018. | | |
| [removed: 4.24] [added: 4.26] | | | | | | [First Supplemental Indenture, dated as of February 21, 2018, by and among Ingersoll-Rand Global Holding Company Limited, as issuer, Ingersoll-Rand plc, Ingersoll-Rand Luxembourg Finance S.A., Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company and Ingersoll-Rand Company, as guarantors, and Wells Fargo Bank, National Association, as Trustee, relating to the 2.900% Senior Notes due 2021.](http://www.sec.gov/Archives/edgar/data/1466258/000146625818000107/exhibit42-february21x2018.htm) | | | | | | Incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on February 26, 2018. | | |
| [removed: 4.25] [added: 4.27] | | | | | | [Second Supplemental Indenture, dated as of February 21, 2018, by and among Ingersoll-Rand Global Holding Company Limited, as issuer, Ingersoll-Rand plc, Ingersoll-Rand Luxembourg Finance S.A., Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company and Ingersoll-Rand Company, as guarantors, and Wells Fargo Bank, National Association, as Trustee, relating to the 3.750% Senior Notes due 2028.](http://www.sec.gov/Archives/edgar/data/1466258/000146625818000107/exhibit44-february21x2018.htm) | | | | | | Incorporated by reference to Exhibit 4.4 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on February 26, 2018. | | |
| [removed: 4.26] [added: 4.28] | | | | | | [Third Supplemental Indenture, dated as of February 21, 2018, by and among Ingersoll-Rand Global Holding Company Limited, as issuer, Ingersoll-Rand plc, Ingersoll-Rand Luxembourg Finance S.A., Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company and Ingersoll-Rand Company, as guarantors, and Wells Fargo Bank, National Association, as Trustee, relating to the 4.300% Senior Notes due 2048.](http://www.sec.gov/Archives/edgar/data/1466258/000146625818000107/exhibit46-february21x2018.htm) | | | | | | Incorporated by reference to Exhibit 4.6 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on February 26, 2018. | | |
| [removed: 4.27] [added: 4.29] | | | | | | [Fourth Supplemental Indenture, dated as of March 21, 2019, by and among Ingersoll-Rand Global Holding Company Limited, as issuer, Ingersoll-Rand plc, Ingersoll-Rand Luxembourg Finance S.A., Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company and Ingersoll-Rand Company, as guarantors, and Wells Fargo Bank, National Association, as Trustee, relating to the 3.500% Senior Notes due 2026.](http://www.sec.gov/Archives/edgar/data/1466258/000146625819000123/exhibit41-irbondfourthsupp.htm) | | | | | | Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on March 26, 2019. | | |
| [removed: 4.28] [added: 4.30] | | | | | | [Fifth Supplemental Indenture, dated as of March 21, 2019, by and among Ingersoll-Rand Global Holding Company Limited, as issuer, Ingersoll-Rand plc, Ingersoll-Rand Luxembourg Finance S.A., Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company and Ingersoll-Rand Company, as guarantors, and Wells Fargo Bank, National Association, as Trustee, relating to the 3.800% Senior Notes due 2029.](http://www.sec.gov/Archives/edgar/data/1466258/000146625819000123/exhibit43-irbondfifthsuppi.htm) | | | | | | Incorporated by reference to Exhibit 4.3 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on March 26, 2019. | | |
| [removed: 4.29] [added: 4.31] | | | | | | [Sixth Supplemental Indenture, dated as of March 21, 2019, by and among Ingersoll-Rand Global Holding Company Limited, as issuer, Ingersoll-Rand plc, Ingersoll-Rand Luxembourg Finance S.A., Ingersoll-Rand Lux International Holding Company S.à r.l., Ingersoll-Rand Irish Holdings Unlimited Company and Ingersoll-Rand Company, as guarantors, and Wells Fargo Bank, National Association, as Trustee, relating to the 4.500% Senior Notes due 2049.](http://www.sec.gov/Archives/edgar/data/1466258/000146625819000123/exhibit45-irbondsixthsuppi.htm) | | | | | | Incorporated by reference to Exhibit 4.5 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on March 26, 2019. | | |
| [removed: 4.30] [added: 4.32] | | | | | | [Seventh Supplemental Indenture, dated as of May 1, 2020, by and among Ingersoll-Rand Global Holding Company Limited, Trane Technologies Luxembourg Finance S.A., Trane Technologies plc, Ingersoll-Rand Company, Trane Technologies Lux International Holding Company S.à r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc. and Wells Fargo Bank, National Association, as [removed: Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit430-2018indenturexs.htm)] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit430-2018indenturexs.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.30 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.31] [added: 4.33] | | | | | | [Eighth Supplemental Indenture, dated as of May 1, 2020, by and among Ingersoll-Rand Global Holding Company Limited, Trane Technologies Luxembourg Finance S.A., Trane Technologies plc, Trane Technologies Lux International Holding Company S.à r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., Trane Technologies Company LLC and Wells Fargo Bank, National Association, as [removed: Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit431-2018indenturexe.htm)] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit431-2018indenturexe.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.31 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.32] [added: 4.34] | | | | | | [Ninth Supplemental Indenture, dated as of May 1, 2020, by and among Ingersoll-Rand Global Holding Company Limited, Trane Technologies Luxembourg Finance S.A., Trane Technologies plc, Trane Technologies Lux International Holding Company S.à r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., Trane Technologies Company LLC and Wells Fargo Bank, National Association, as [removed: Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit432-2018indenturexn.htm)] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit432-2018indenturexn.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.32 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.33] [added: 4.35] | | | | | | [Tenth Supplemental Indenture, dated as of May 1, 2020, by and among Ingersoll-Rand Global Holding Company Limited, Trane Technologies Luxembourg Finance S.A., Trane Technologies plc, Trane Technologies Lux International Holding Company S.à r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., Trane Technologies Company LLC and Wells Fargo Bank, National Association, as [removed: Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit433-2018indenturext.htm)] [added: Trustee.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit433-2018indenturext.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 4.33 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 4.34] [added: 4.37] | | | | | | [Form of Ordinary Share Certificate of Ingersoll-Rand plc.](http://www.sec.gov/Archives/edgar/data/1160497/000119312509174511/dex46.htm) | | | | | | Incorporated by reference to Exhibit 4.6 to the Company’s Form S-3 (File No. 333-161334) filed with the SEC on August 13, 2009. | | |
| [removed: 4.35] [added: 4.38] | | | | | | [Description of Registrant's [removed: Securities](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit435descriptionofreg.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/1466258/000146625822000031/exhibit438descriptionofreg.htm)] | | | | | | Filed herewith. | | |
| 10.1* | | | | | | [Form of Global Stock Option Award Agreement (February [removed: 2021).](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit101-globaloptionagr.htm)] [added: 2021).](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit101-globaloptionagr.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 10.1 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| 10.2* | | | | | | [Form of Global Restricted Stock Unit Award Agreement (February [removed: 2021).](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit102-globalrsuagreem.htm)] [added: 2021).](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit102-globalrsuagreem.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 10.2 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| 10.3* | | | | | | [Form of Global Performance Stock Unit Award Agreement (February [removed: 2021).](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit1032021-2023globalp.htm)] [added: 2021).](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit1032021-2023globalp.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 10.3 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 10.4] [added: 10.5] | | | | | | [Credit Agreement dated [removed: April 17, 2018] [added: June 4, 2020] among [removed: Ingersoll-Rand] [added: Trane Technologies Holdco Inc., Trane Technologies] Global Holding Company [removed: Limited, Ingersoll-Rand plc, Ingersoll-Rand] [added: Limited and Trane Technologies] Luxembourg Finance S.A., [removed: Ingersoll-Rand] [added: Trane Technologies plc, Trane Technologies] Lux International Holding Company S.à [removed: r.l., Ingersoll-Rand] [added: r.l. (“TT Lux Holding Company”), Trane Technologies] Irish Holdings Unlimited [removed: Company, Ingersoll-Rand] [added: Company (“Irish Holdings”), Trane Technologies Company LLC (“TTC” and, together with TT Parent, Irish Holdings and TT Lux Holding] Company, [added: the “Guarantors”),] JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A., as Syndication Agent, [removed: Bank of America, N.A., BNP Paribas,] Deutsche Bank Securities Inc., Goldman Sachs Bank [removed: USA, Mizuho Bank, Ltd.,] [added: USA] and MUFG [removed: Bank Ltd.] [added: Bank, Ltd.,] as Documentation Agents, and JPMorgan Chase Bank, [removed: N.A. and Citigroup Global Markets] [added: N.A., Citibank, N.A., BofA Securities,] Inc., [added: BNP Securities Corp. and Mizuho Bank, Ltd.,] as joint lead arrangers and joint bookrunners, and certain lending institutions from time to time parties [removed: thereto.](http://www.sec.gov/Archives/edgar/data/1466258/000146625818000117/exhibit101_creditxagreement.htm)] [added: thereto.](http://www.sec.gov/Archives/edgar/data/1466258/000146625820000171/finalcreditagreement.htm)] | | | | | | Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on [removed: April 19, 2018.] [added: June 10, 2020.] | | |
| [removed: 10.5] [added: 10.4] | | | | | | [Credit Agreement dated June [removed: 4, 2020] [added: 18, 2021] among Trane Technologies Holdco [removed: Inc.,] [added: Inc.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000148/exhibit101creditagreementf.htm)[,] Trane Technologies Global Holding Company Limited and Trane Technologies [removed: Luxembourg Finance S.A.,] [added: Financing Limited,] Trane Technologies plc, Trane Technologies Lux International Holding Company S.à [removed: r.l. (“TT Lux Holding Company”), Trane Technologies Irish] [added: r.l.,](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000148/exhibit101creditagreementf.htm) [Trane](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000148/exhibit101creditagreementf.htm) [Technologies](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000148/exhibit101creditagreementf.htm) [Irish] Holdings Unlimited [removed: Company (“Irish Holdings”),] [added: Company,] Trane Technologies Company [removed: LLC (“TTC” and, together with TT Parent, Irish Holdings and TT Lux Holding Company, the “Guarantors”),] [added: LLC,] JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A., as Syndication Agent, [added: J.P. Morgan Securities LLC and BNP Paribas, as Sustainability Structuring Agents,] Deutsche Bank Securities Inc., Goldman Sachs Bank [removed: USA and] [added: USA,] MUFG Bank, [removed: Ltd.,] [added: Ltd. and U.S. Bank National Association] as Documentation Agents, and JPMorgan Chase Bank, N.A., Citibank, N.A., BofA Securities, Inc., BNP Securities Corp. and Mizuho Bank, Ltd., as joint lead arrangers and joint bookrunners, and certain lending institutions from time to time parties [removed: thereto.](https://www.sec.gov/Archives/edgar/data/1466258/000146625820000171/finalcreditagreement.htm)] [added: thereto](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000148/exhibit101creditagreementf.htm).] | | | | | | Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on June [removed: 10, 2020.] [added: 24, 2021.] | | |
| [removed: 10.6] [added: 10.7] | | | | | | [Deed Poll Indemnity of Ingersoll-Rand plc, an Irish public limited company, as to the directors, secretary and officers and senior executives of Ingersoll-Rand plc and the directors and officers of Ingersoll-Rand plc’s subsidiaries.](http://www.sec.gov/Archives/edgar/data/1466258/000119312509142260/dex105.htm) | | | | | | Incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on July 1, 2009. | | |
| [removed: 10.7] [added: 10.8] | | | | | | [Tax Sharing Agreement, dated as of July 16, 2007, by and among American Standard Companies Inc. and certain of its subsidiaries and WABCO Holdings Inc. and certain of its subsidiaries.](http://www.sec.gov/Archives/edgar/data/836102/000119312507158900/dex101.htm) | | | | | | Incorporated by reference to Exhibit 10.1 to Trane Inc.’s Form 8-K (File No. 001-11415) filed with the SEC on July 20, 2007. | | |
| [removed: 10.8] [added: 10.9] | | | | | | [Tax Matters Agreement between Ingersoll-Rand plc and Allegion plc, dated November 30, 2013.](http://www.sec.gov/Archives/edgar/data/1466258/000146625813000066/ex102taxmattersagreement11.htm) | | | | | | Incorporated by reference to Exhibit 10.2 to the Company's Form 8-K (File No. 001-34400) filed with the SEC on December 2, 2013. | | |
| [removed: 10.9*] [added: 10.10*] | | | | | | [Trane Technologies Incentive Stock Plan of 2013 (amended and restated as of March 2, [removed: 2020).](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit109-2013isp.htm)] [added: 2020).](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit109-2013isp.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 10.9 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 10.10*] [added: 10.11*] | | | | | | [Trane Technologies Incentive Stock Plan of 2018 (amended and restated as of March 2, [removed: 2020).](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit1010-2018isp.htm)] [added: 2020).](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit1010-2018isp.htm)] | | | | | | [removed: Filed herewith.] [added: Incorporated by reference to Exhibit 10.10 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021.] | | |
| [removed: 10.11*] [added: 10.13*] | | | | | | [Trane Technologies Executive Deferred Compensation Plan [added: II] (as amended and restated effective May 4, [removed: 2020).](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit1011-executivedefer.htm)] [added: 2020).](https://www.sec.gov/Archives/edgar/data/1466258/000146625822000031/exhibit1013executivedeferr.htm)] | | | | | | Filed herewith. | | |
| 4.13 | | | | | | [Twelfth Supplemental Indenture, dated as of April 30, 2021, by and among Trane Technologies HoldCo Inc., Trane Technologies Company LLC, Trane Technologies Global Holding Company Limited, Trane Technologies plc, Trane Technologies Lux International Holding Company S.à r.l., Trane Technologies Irish Holdings Unlimited Company and Trane Technologies Financing Limited and The Bank of New York Mellon, as Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625822000031/exhibit413twelfthsupplemen.htm) | | | | | | Filed herewith. | | |
| 4.24 | | | | | | [Tenth Supplemental Indenture dated as of April 30, 2021, by and among Trane Technologies Financing Limited, Trane Technologies Global Holding Company Limited, Trane Technologies plc, Trane Technologies Lux International Holding Company S.à r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc., and Trane Technologies Company LLC and The Bank of New York Mellon, as Trustee.](https://www.sec.gov/Archives/edgar/data/1466258/000146625822000031/exhibit424tenthsupplementa.htm) | | | | | | Filed herewith. | | |
| 4.36 | | | | | | [Eleventh Supplemental Indenture dated as of April 30, 2021, by and among Trane Technologies Financing Limited, Trane Technologies Global Holding Company Limited, Trane Technologies plc, Trane Technologies Lux International Holding Company S.à r.l., Trane Technologies Irish Holdings Unlimited Company, Trane Technologies HoldCo Inc. and Trane Technologies Company LLC and Wells Fargo Bank, National Association.](https://www.sec.gov/Archives/edgar/data/1466258/000146625822000031/exhibit436eleventhsuppleme.htm) | | | | | | Filed herewith. | | |
| 10.6 | | | | | | [First Amendment to 2020 Credit Agreement dated September 24, 2021](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000180/trane_creditagreementex.htm). | | | | | | Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-34400) filed with the SEC on September 30, 2021. | | |
| 10.19* | | | | | | [Trane Technologies Supplemental Pension Plan (Amended and Restated Effective May 4, 2020).](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit1018-supplementalpe.htm) | | | | | | Incorporated by reference to Exhibit 10.18 to the Company’s 2020 Form 10-K (File No. 001-34400) filed with the SEC on February 9, 2021. | | |
| 10.23* | | | | | | [Description of Annual Incentive Matrix Program.](https://www.sec.gov/Archives/edgar/data/1466258/000146625822000031/exhibit1023descriptionofan.htm) | | | | | | Filed herewith. | | |
| 10.34 | | | | | | [Michael W. Lamach Letter, dated June 3, 2021.](http://www.sec.gov/Archives/edgar/data/1466258/000146625821000099/exhibit102.htm) | | | | | | Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed with the SEC on June 4, 2021. | | |
| 10.42* | | | | | | [Paul A. Camuti Letter, dated December 5, 2019.](https://www.sec.gov/Archives/edgar/data/1466258/000146625822000031/exhibit1042camuti-letterex.htm) | | | | | | Filed herewith. | | |
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| 22.1 | | | | | | [List of Guarantors and Subsidiary Issuers of Guaranteed Securities.](https://www.sec.gov/Archives/edgar/data/1466258/000146625822000031/ex221-listofguarantorsands.htm) | | | | | | Filed herewith. | | |
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| Exhibit No. | | | | | | Description | | | | | | Method of Filing | | |
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| 104 | | | | | | Cover Page Interactive Data File (embedded within the iXBRL document and contained in Exhibit 101). | | | | | | Filed herewith. | | |
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
| 10.21* | | | | | | [Trane Technologies Key Management Supplemental Program (Effective January 1, 2005 and Amended and Restated effective May 4, 2020).](https://www.sec.gov/Archives/edgar/data/1466258/000146625821000027/exhibit1021-keymanagements.htm) | | | | | | Filed herewith. | | |
An excerpt. Shown here: 40 of 73 rewritten, all 22 added and all 2 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES in the FY2021 filing and the FY2020 filing.
Item 16. FORM 10-K SUMMARY
685 rewritten, 287 added, 284 removed, 1,015 unchanged
| | | | | | | [removed: Chairman] [added: Chair] of the Board and Chief Executive Officer [added: (Principal Executive Officer)] | | |
| Date: | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ [removed: Michael W. Lamach] [added: David S. Regnery] | | | | | | [removed: Chairman] [added: Chair] of the Board and Chief Executive Officer (Principal Executive Officer) | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Christopher J. Kuehn | | | | | | [removed: Senior] [added: Executive] Vice President and Chief Financial Officer (Principal Financial Officer) | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Heather R. Howlett | | | | | | Vice President and Chief Accounting Officer (Principal Accounting Officer) | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Kirk E. Arnold | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Ann C. Berzin | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ John Bruton | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Jared L. Cohon | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Gary D. Forsee | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Linda P. Hudson | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Myles P. Lee | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ April Miller Boise | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Karen B. Peetz | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ John P. Surma | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| /s/ Tony L. White | | | | | | Director | | | | | | February [removed: 9, 2021] [added: 7, 2022] | | |
| [Report of Independent Registered Public Accounting [removed: Firm](#i0c71ccd166cf4289bc7df1373f5c33f3_109)] [added: Firm](#iacd1c22b80904c8baf884440f6853d6d_106) (PCAOB ID 238)] | | | [removed: F-[2](#i0c71ccd166cf4289bc7df1373f5c33f3_109)] [added: F-[2](#iacd1c22b80904c8baf884440f6853d6d_106)] | | |
[removed: | [Consolidated] [added: Consolidated] Statements of Comprehensive [removed: Income](#i0c71ccd166cf4289bc7df1373f5c33f3_112) | | | F-[5](#i0c71ccd166cf4289bc7df1373f5c33f3_112) | | |][added: Income]
| [Consolidated Balance [removed: Sheets](#i0c71ccd166cf4289bc7df1373f5c33f3_115)] [added: Sheets](#iacd1c22b80904c8baf884440f6853d6d_112)] | | | [removed: F-[7](#i0c71ccd166cf4289bc7df1373f5c33f3_115)] [added: F-[6](#iacd1c22b80904c8baf884440f6853d6d_112)] | | |
| [Consolidated Statements of [removed: Equity](#i0c71ccd166cf4289bc7df1373f5c33f3_118)] [added: Equity](#iacd1c22b80904c8baf884440f6853d6d_115)] | | | [removed: F-[8](#i0c71ccd166cf4289bc7df1373f5c33f3_118)] [added: F-[7](#iacd1c22b80904c8baf884440f6853d6d_115)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i0c71ccd166cf4289bc7df1373f5c33f3_121)] [added: Flows](#iacd1c22b80904c8baf884440f6853d6d_118)] | | | [removed: F-[9](#i0c71ccd166cf4289bc7df1373f5c33f3_121)] [added: F-[8](#iacd1c22b80904c8baf884440f6853d6d_118)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i0c71ccd166cf4289bc7df1373f5c33f3_124)] [added: Statements](#iacd1c22b80904c8baf884440f6853d6d_121)] | | | [removed: F-[10](#i0c71ccd166cf4289bc7df1373f5c33f3_124)] [added: F-[9](#iacd1c22b80904c8baf884440f6853d6d_121)] | | |
To the [removed: Shareholders and] Board of Directors [added: and Shareholders] of Trane Technologies plc
We have audited the accompanying consolidated balance sheets of Trane Technologies plc and its subsidiaries (the “Company”) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the related consolidated statements of [added: earnings, of] comprehensive income, of equity and of cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] including the related notes (collectively referred to as the “consolidated financial statements”).
We also have audited the [removed: Company's] [added: Company’s] internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] 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: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended [removed: December, 31 2020] [added: December 31, 2021] 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: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.
The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the consolidated financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that (i) [removed: relate] [added: relates] to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.
The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]
[removed: *Tax-Free Determination] [added: Completion] of [removed: the] Reverse Morris Trust [removed: Transaction*][added: Transaction]
[removed: As described in Notes 2, 18 and 19 to the consolidated financial statements, on] [added: On] February 29, [removed: 2020,] [added: 2020 (Distribution Date),] the Company completed its Reverse Morris Trust transaction (the Transaction) with Gardner Denver Holdings, Inc. (Gardner [removed: Denver, which changed its name to Ingersoll Rand, Inc. after the Transaction)] [added: Denver)] whereby the Company [removed: distributed Ingersoll-Rand U.S. Holdco, Inc., which contained the Company's] [added: separated its] former Industrial segment (Ingersoll Rand [removed: Industrial),] [added: Industrial)] through a pro rata distribution [removed: (the Distribution)] to shareholders of record as of February 24, 2020.
Ingersoll Rand Industrial then merged into a wholly-owned subsidiary of Gardner [removed: Denver.][added: Denver, which changed its name to Ingersoll Rand Inc. (Ingersoll Rand).]
The principal considerations for our determination that performing procedures relating to the [removed: tax-free determination] [added: fair value measurement] of the [removed: Reverse Morris Trust transaction] [added: contingent consideration for the Farrar Scientific acquisition] is a critical audit matter are (i) the significant judgment by management [removed: regarding] [added: when developing] the [removed: Transaction and application] [added: fair value] of [removed: U.S. tax laws and regulations in determining that] the [removed: Transaction would qualify as tax-free,] [added: contingent consideration;] (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence [added: relating to management's Monte Carlo simulation model and significant assumptions] related to [removed: the tax-free determination,] [added: revenue growth rates] and [added: implied revenue volatilities; and] (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
These procedures also included, among others, [added: (i) reading the purchase agreement, (ii)] testing management’s process for developing the fair value [removed: estimate,] [added: estimate of the contingent consideration, (iii)] evaluating the [removed: reasonableness] [added: appropriateness] of the [removed: market approach, and evaluating] [added: Monte Carlo simulation model, (iv) testing] the [removed: reasonableness] [added: completeness and accuracy] of [added: underlying data used in] the [added: model, and (v) evaluating the] significant [added: assumptions used by management related to revenue growth rates and implied revenue volatilities.]
Professionals with specialized skill and knowledge were used to assist in [added: evaluating] the [removed: evaluation] [added: appropriateness] of [removed: management's market approach.][added: the Monte Carlo simulation model and evaluating the appropriateness of the implied revenue volatilities assumption.]
[removed: |] Trane Technologies plc [removed: | | | | | | | | | | | | | | | | | | | | |]
| [removed: Consolidated] [added: [Consolidated] Statements of Comprehensive [removed: Income | | | | | | | | | | | | | | |] [added: Income](#iacd1c22b80904c8baf884440f6853d6d_1560)] | | | [added: F-[5](#iacd1c22b80904c8baf884440f6853d6d_1560)] | | |
[removed: | In] [added: *In] millions, except per share [removed: amounts | | | | | | | | | | | | | | | | | | | | |][added: amounts*]
| For the years ended December 31, | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |
| [added: Total] Net revenues | | | [removed: | | |] $ | [removed: 12,454.7] [added: 14,136.4] | | | | | $ | [removed: 13,075.9] [added: 12,454.7] | | | | | $ | [removed: 12,343.8] [added: 13,075.9] | |
| By: | | | | | | /s/ David S. Regnery | | |
| | | | | | | David S. Regnery | | |
| (David S. Regnery) | | | | | | | | | | | | | | |
| [Consolidated Statements of Earnings](#iacd1c22b80904c8baf884440f6853d6d_109) | | | F-[4](#iacd1c22b80904c8baf884440f6853d6d_109) | | |
*Fair Value Measurements of the Contingent Consideration for Farrar Scientific Corporation Acquisition*
As described in Note 18 to the consolidated financial statements, the Company acquired 100% of Farrar Scientific Corporation’s (Farrar Scientific) assets.
The purchase price for the acquisition was expected to be $349.9 million, comprised of the upfront cash consideration of $251.2 million and the fair value of the contingent consideration relating to an earnout payment at the time of closing the acquisition of $98.7 million.
The contingent consideration is payable in 2025 based on the achievement of certain revenue targets by Farrar Scientific from January 1, 2022 through December 31, 2024.
Management determines the estimated fair value of the contingent consideration liability using a Monte Carlo simulation model, which runs many iterations based on comparable companies’ revenue growth rates and their implied revenue volatilities.
The estimates used to determine the fair value of the contingent consideration liability are subject to significant judgment, specifically revenue growth rates and implied revenue volatilities.
These procedures included testing the effectiveness of controls relating to management’s fair value of the contingent consideration, including controls over the development of significant assumptions related to revenue growth rates and implied revenue volatilities.
Evaluating management's assumptions related to revenue growth rates involved assessing whether the assumptions used by management were reasonable considering current and past performance of the acquired business, consistency with external market data, and whether these assumptions were consistent with evidence obtained in other areas of the audit.
February 7, 2022
Consolidated Statements of Earnings
| Products | | | | | | $ | 9,498.8 | | | | | $ | 8,372.5 | | | | | $ | 8,968.1 | |
| Services | | | | | | 4,637.6 | | | | | | 4,082.2 | | | | | | 4,107.8 | | |
| | | | | | | 14,136.4 | | | | | | 12,454.7 | | | | | | 13,075.9 | | |
| Costs and expenses | | | | | | | | | | | | | | | | | | | | |
| Cost of products sold | | | | | | (6,843.1) | | | | | | (6,146.3) | | | | | | (6,541.7) | | |
| Cost of services sold | | | | | | (2,823.7) | | | | | | (2,505.0) | | | | | | (2,543.8) | | |
| For the years ended December 31, | | | | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
| Net curtailment and settlement (gains) losses reclassified to earnings | | | | | | 8.0 | | | | | | (1.8) | | | | | | 2.2 | | |
| Net earnings | | | | | | 1,436.6 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,423.4 | | | | | | — | | | | | | 13.2 | | | | | | | | |
| Repurchase of ordinary shares | | | | | | (1,100.3) | | | | | | (5.9) | | | | | | (5.9) | | | | | | — | | | | | | (142.5) | | | | | | (951.9) | | | | | | — | | | | | | — | | | | | | | | |
| Share-based compensation | | | | | | 63.6 | | | | | | — | | | | | | — | | | | | | — | | | | | | 66.4 | | | | | | (2.8) | | | | | | — | | | | | | — | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Separation of Ingersoll Rand Industrial | | | | | | (49.0) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (49.0) | | | | | | — | | | | | | — | | | | | | | | |
| Balance at December 31, 2021 | | | | | | $ | 6,273.1 | | | | | $ | 259.7 | | | | | 259.7 | | | | | | $ | (1,719.4) | | | | | $ | — | | | | | $ | 8,353.2 | | | | | $ | (637.6) | | | | | $ | 17.2 | | | | | | | |
Trane Technologies plc
*In millions*
| For the years ended December 31, | | | | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
| Net earnings | | | | | | $ | 1,436.6 | | | | | $ | 870.0 | | | | | $ | 1,428.5 | |
*See accompanying notes to Consolidated Financial Statements.*
Trane Technologies, public limited company (plc), incorporated in Ireland in 2009, and its consolidated subsidiaries (collectively we, our, the Company) is a global climate innovator.
The Company generates revenue and cash primarily through the design, manufacture, sales and service of solutions for Heating, Ventilation and Air Conditioning (HVAC) and transport refrigeration.
As an industry leader with an extensive global install base, the Company's growth strategy includes expanding recurring revenue through services and rental options.
During the first half of 2020, the COVID-19 global pandemic adversely impacted the Company's business globally including, but not limited to, lower end customer demand, certain supply chain delays, temporary facility closures and limitations of the Company's workforce to essential crews only.
Despite the challenges set forth by the COVID-19 global pandemic, the Company continued to sell, install and service its products, invest in its businesses, develop and launch new products and deliver innovative customer solutions for electrification of heating, cooling and transport, enhanced indoor air quality, and precise temperature control along the full vaccine cold chain.
During the year ended December 31, 2021, the Company experienced significant increases in end market demand, executed price increases to cover rapidly increasing material, component and logistics costs and realized strong earnings growth as a result of strong execution across its organization.
In addition, to meet the Company's increased customer demand, the Company is proactively managing industry-wide supply chain and resource constraints and is working closely with its suppliers, customers and logistics providers to mitigate the impacts on its business as the Company continues to sell, install and service its products.
[Table of](#i0c71ccd166cf4289bc7df1373f5c33f3_10) [Contents](#i0c71ccd166cf4289bc7df1373f5c33f3_10)
| By: | | | | | | /s/ Michael W. Lamach | | |
| | | | | | | Michael W. Lamach | | |
| (Michael W. Lamach) | | | | | | | | | | | | | | |
| /s/ Richard J. Swift | | | | | | Director | | | | | | February 9, 2021 | | |
| (Richard J. Swift) | | | | | | | | | | | | | | |
*Change in Accounting Principle*
As discussed in Note 3 to the consolidated financial statements, the Company changed the manner in which it accounts for leases in 2019.
As disclosed by management, the Transaction was determined to qualify for tax-free treatment under certain sections of the Internal Revenue Code.
The determination of the Transaction as tax-free requires management to make significant judgments about the interpretation of tax laws and regulations.
This determination is the subject of periodic audits by U.S. tax authorities.
Unfavorable audit findings and tax rulings may have a material adverse effect on the Company’s financial condition, results of operations or cash flows.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.
These procedures included testing the effectiveness of controls relating to the determination of the tax-free treatment of the Transaction.
These procedures also included, among others (i) testing management’s process in determining the tax-free treatment of the Transaction, (ii) testing the information used in management’s determination, including opinions of third-party tax advisors, tax laws and regulations, and (iii) evaluating the reasonableness of management’s interpretation of the tax laws and regulations and determinations reached for the tax treatment of each component of the Transaction.
Professionals with specialized skill and knowledge were used to assist in the evaluation of the tax-free treatment of the Transaction, including evaluating certain representations from management, and management’s application of the relevant tax laws and regulations.
*Reassignment of Goodwill to Newly Designated Reporting Units*
As described in Note 6 to the consolidated financial statements, in connection with the new organizational model and business segment structure, the Company reassigned its goodwill among the newly designated reporting units using a relative fair value approach.
As disclosed by management, because quoted market prices are not available for their reporting units, the calculation of their estimated fair value was determined using the guideline public company method specifically a market-adjusted multiple of earnings and revenues (a market approach).
The earnings and revenues multiple approach reflects the market's expectations for future growth and risk, with adjustments to account for differences between the guideline publicly traded companies and the subject reporting units.
Total goodwill amounts to $5.3 billion as of December 31, 2020.
The principal considerations for our determination that performing procedures relating to the reassignment of goodwill to the newly designated reporting units is a critical audit matter are (i) the significant judgment by management in developing the relative fair value of the reporting units; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumptions related to the multiples of earnings and revenues used in the market approach; 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 developing the fair value of the reporting units, including controls over the multiples of earnings and revenues utilized within the valuations.
assumptions used by management related to the multiples of earnings and revenues used in the market approach.
Evaluating the reasonableness of management’s significant assumptions related to the multiples of earnings and revenues involved (i) comparing the multiples to peer groups, (ii) verifying the multiples are within the range identified by the valuation specialists engaged by the Company, and (iii) testing the completeness and accuracy of underlying data used in the model.
February 9, 2021
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Cost of goods sold | | | | | | (8,651.3) | | | | | | (9,085.5) | | | | | | (8,582.5) | | |
| Consolidated Statements of Comprehensive Income (continued) | | | | | | | | | | | | | | | | | | | | |
| Assets held-for-sale | | | | | | — | | | | | | 4,207.2 | | |
| Liabilities held-for-sale | | | | | | — | | | | | | 1,200.4 | | |
| Balance at December 31, 2017 | | | | | | $ | 7,206.9 | | | | | $ | 274.0 | | | | | 274.0 | | | | | | $ | (1,719.4) | | | | | $ | 461.3 | | | | | $ | 8,903.2 | | | | | $ | (778.8) | | | | | $ | 66.6 | | | | | | | |
| Net earnings | | | | | | 1,357.5 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,337.6 | | | | | | — | | | | | | 19.9 | | | | | | | | |
| Repurchase of ordinary shares | | | | | | (900.2) | | | | | | (9.7) | | | | | | (9.7) | | | | | | — | | | | | | (581.2) | | | | | | (309.3) | | | | | | — | | | | | | — | | | | | | | | |
| Share-based compensation | | | | | | 74.7 | | | | | | — | | | | | | — | | | | | | — | | | | | | 78.8 | | | | | | (4.1) | | | | | | — | | | | | | — | | | | | | | | |
| Adoption of ASU 2014-09 (Revenue Recognition) | | | | | | 2.4 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 2.4 | | | | | | — | | | | | | — | | | | | | | | |
| Adoption of ASU 2016-16 (Intra-Entity Transfers) | | | | | | (9.1) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (9.1) | | | | | | — | | | | | | — | | | | | | | | |
| Short-term borrowings (payments), net | | | | | | — | | | | | | — | | | | | | (6.4) | | |
Reportable Segments
Prior to the separation of the Company's Industrial segment on February 29, 2020, the Company announced a new organizational model and business segment structure designed to enhance its regional go-to-market capabilities, aligning the structure with the Company's strategy and increased focus on climate innovation.
An excerpt. Shown here: 40 of 685 rewritten, 40 of 287 added and 40 of 284 removed. The counts are complete. For every sentence, read Item 16. FORM 10-K SUMMARY in the FY2021 filing and the FY2020 filing.