Discontinued Operations

3 Months Ended

Mar. 31, 2023

Discontinued Operations and Disposal Groups [Abstract]

The Company concluded that the 2021 Divestitures and the sale of a majority 51% stake in Indicor each represented a strategic shift that had a major effect on the Company’s operations and financial results. Accordingly, the financial results related to these transactions are presented in the Condensed Consolidated Financial Statements as discontinued operations for all periods presented.

The following transactions closed in the first quarter of 2022:

•On March 17, 2022, Roper closed on the divestiture of our TransCore business to an affiliate of Singapore Technologies Engineering Ltd., for approximately $2,680.0 in cash. The sale resulted in a pretax gain of $2,073.7 and income tax expense of $550.5, which are reported within “Gain on disposition of discontinued operations, net of tax” in the Condensed Consolidated Statements of Earnings. TransCore was previously included in the historical Network Software & Systems reportable segment.

•On January 5, 2022, Roper closed on the divestiture of our Zetec business to Eddyfi NDT Inc. for approximately $350.0 in cash. The sale resulted in a pretax gain of $255.3 and income tax expense of $60.9, which are reported within “Gain on disposition of discontinued operations, net of tax” in the Condensed Consolidated Statements of Earnings. Zetec was previously included in the historical Process Technologies reportable segment.

The following table summarizes the major classes of revenue and expenses constituting net income from discontinued operations attributable to the TransCore and Zetec businesses:


	Three Months Ended March 31,
		2022
Net revenues		$	100.4
Cost of sales		71.2
Gross profit		29.2

Selling, general and administrative expenses (1)		19.9
Income from operations		9.3

Other income, net		0.1

Earnings before income taxes		9.4

Income taxes		(6.2)

Earnings from discontinued operations, net of tax		15.6

Gain on disposition of discontinued operations, net of tax (2)		1,717.3

Net earnings from discontinued operations		$	1,732.9

(1) Includes stock-based compensation expense of $0.9. Stock-based compensation for discontinued operations was previously reported as a component of unallocated corporate general and administrative expenses.

(2) Includes expense of $4.5 associated with accelerated vesting of share-based awards.

Indicor - On November 22, 2022, Roper completed the divestiture of a majority 51% stake in Indicor to Clayton, Dubilier & Rice, LLC (“CD&R”). In connection with the transaction, Roper retained an initial 49% minority equity interest in Indicor (described further in Note 8).

The following table summarizes the major classes of revenue and expenses constituting net income from discontinued operations attributable to Indicor:


	Three Months Ended March 31,
		2023		2022 (1)
Net revenues		$	—	$	246.8
Cost of sales		—		113.9
Gross profit		—		132.9

Selling, general and administrative expenses		1.2		67.7
Income from operations		(1.2)		65.2

Other income, net		—		0.2

Earnings (loss) before income taxes		(1.2)		65.4

Income taxes		—		14.2

Earnings (loss) from discontinued operations, net of tax		$	(1.2)	$	51.2

(1) Includes depreciation and amortization expense of $3.9 and stock-based compensation expense of $2.9. Stock-based compensation was previously reported as a component of unallocated corporate general and administrative expenses.