10-Q: Ingersoll Rand Q3 2025: Revenue Up, Impairments Hit 9M Net Income

Sentiment:

Quarterly Report


Ingersoll Rand reported a 5.1% revenue increase in Q3 2025, driven by acquisitions and pricing, but significant goodwill and equity investment impairments led to a nearly 50% drop in nine-month net income.

Worse than expectedNine-month net income attributable to Ingersoll Rand Inc. decreased by 48.2% to $315.3 million, primarily due to significant non-cash impairment charges.Nine-month diluted EPS decreased substantially to $0.78 from $1.49 in 9M 2024.The company recognized $229.7 million in goodwill impairment, $36.1 million in other intangible asset impairment, and $120.9 million in equity method investment impairment during the nine-month period.Gross profit margins slightly declined for both the three-month and nine-month periods, attributed to unfavorable cost leverage on lower organic volumes and tariff-related pricing.Operating income for the nine-month period decreased by 18.1%, largely due to the aforementioned impairments.

Summary

  • Revenues for Q3 2025 increased by 5.1% to $1,955.0 million, and for the nine months ended September 30, 2025, increased by 4.2% to $5,559.7 million, primarily driven by acquisitions and higher pricing.
  • Net income attributable to Ingersoll Rand Inc. for Q3 2025 rose by 10.2% to $244.1 million, but for the nine-month period, it decreased by 48.2% to $315.3 million.
  • Diluted earnings per share (EPS) for Q3 2025 was $0.61, up from $0.54 in Q3 2024, but for the nine-month period, it significantly decreased to $0.78 from $1.49 in 9M 2024.
  • The substantial decline in nine-month net income and EPS was primarily due to non-cash impairments of $229.7 million for goodwill, $36.1 million for other intangible assets, and $120.9 million for an equity method investment, all recognized in the second quarter of 2025.
  • Adjusted EBITDA for Q3 2025 increased by $11.9 million to $544.6 million, with the margin decreasing to 27.9% from 28.6% in Q3 2024. For the nine-month period, Adjusted EBITDA increased by $27.9 million to $1,513.7 million, with the margin decreasing to 27.2% from 27.8% in 9M 2024.
  • Free Cash Flow for the nine months ended September 30, 2025, was $758.6 million, a slight increase from $756.7 million in the prior year, driven by lower capital expenditures.
  • The company completed several acquisitions in 2025, including SSI Aeration, Excelsior Blower Systems, Cullum & Brown, G & D Chillers, Lead Fluid, TMIC/Adicomp, and Dave Barry Plastics, totaling $496.1 million in consideration.
  • Restructuring charges increased to $19.8 million in Q3 2025 from $9.6 million in Q3 2024, and to $28.3 million for 9M 2025 from $23.2 million in 9M 2024.

Sentiment

Score: 4

Explanation: While Q3 showed revenue and net income growth, the significant non-cash impairment charges for goodwill, other intangible assets, and an equity investment severely impacted the nine-month profitability and EPS. This indicates underlying challenges in certain segments and asset valuations, despite ongoing strategic acquisitions and positive free cash flow. The macroeconomic uncertainties also present a cautious outlook.

Positives

  • Q3 2025 revenues increased by 5.1% to $1,955.0 million, driven by acquisitions, higher pricing, and favorable foreign currency impacts.
  • Q3 2025 net income attributable to Ingersoll Rand Inc. increased by 10.2% to $244.1 million.
  • Q3 2025 diluted EPS increased to $0.61 from $0.54 in Q3 2024.
  • Adjusted EBITDA for Q3 2025 increased by $11.9 million to $544.6 million.
  • Free Cash Flow for the nine months ended September 30, 2025, increased slightly to $758.6 million, primarily due to lower capital expenditures.
  • The company maintains strong liquidity with $2,600.0 million of unused availability under both its Revolving Credit Facility and Commercial Paper Program.
  • Successful execution of strategic acquisitions in 2025, expanding product offerings and market reach in both Industrial Technologies and Services and Precision and Science Technologies segments.
  • The company was in compliance with all debt covenants as of September 30, 2025.
  • The loss on asbestos sale of $58.8 million in 9M 2024 did not recur in 9M 2025, positively impacting other operating expense, net.

Negatives

  • Nine-month net income attributable to Ingersoll Rand Inc. decreased significantly by 48.2% to $315.3 million, primarily due to non-cash impairment charges.
  • Nine-month diluted EPS decreased substantially to $0.78 from $1.49 in 9M 2024.
  • Goodwill impairment of $229.7 million and other intangible asset impairment of $36.1 million were recognized in the Precision and Science Technologies segment during Q2 2025.
  • An impairment charge of $120.9 million was recognized for an equity method investment (legacy High Pressure Solutions business) in Q2 2025, reducing its carrying value to $0.0 million.
  • Gross profit as a percentage of revenues decreased slightly for both the three-month (43.7% vs 43.8%) and nine-month (44.0% vs 44.1%) periods, primarily due to unfavorable cost leverage on lower organic volumes and tariff-related pricing.
  • Selling and administrative expenses increased by 8.0% in Q3 2025 and 6.9% in 9M 2025, partly due to acquisitions and lower organic volumes.
  • Operating income for the nine-month period decreased by 18.1% to $754.4 million, largely due to the impairment charges.
  • Cash and cash equivalents decreased to $1,176.6 million as of September 30, 2025, from $1,541.2 million at December 31, 2024.
  • Operating working capital increased by $317.8 million, driven by higher inventories and accounts receivable.
  • Cash flows from operating activities decreased by $13.8 million for the nine-month period, primarily due to increased cash used in operating working capital and higher interest payments.

Risks

  • Exposure to instability in the global economy and financial markets, potentially impacting revenues, liquidity, suppliers, and customers.
  • Risks associated with international operations (over half of sales and operations are non-U.S.), including economic, political, and regulatory uncertainties.
  • Information systems failure or disruption, including cyber terrorism, which could result in financial loss or liability.
  • Risks related to acquisitions, including integration challenges, and dispositions affecting operating results.
  • Potential for significant product liability, warranty claims, and product recalls.
  • Adverse effects from natural disasters, catastrophes, or pandemics.
  • Large or rapid increases in raw material and component part costs, decreases in availability, or dependence on particular suppliers.
  • Intense competition in served markets.
  • Exposure to exchange rate and other currency risks, which could adversely impact results and cash flows.
  • Impairment of competitive position if unable to develop new products and technologies.
  • Additional costs or new risks due to shareholder, customer, and regulatory emphasis on environmental, social, and governance (ESG) responsibility.
  • Harm to business and reputation from uncertainties in the development and use of artificial intelligence.
  • Employee work stoppages, union campaigns, or other labor difficulties.
  • Increased effective tax rate and cash taxes paid due to changes in tax laws and regulations or adverse determinations by authorities.
  • Inability to attract, retain, and develop key personnel.
  • Risk of non-compliance with U.S. and foreign laws and regulations applicable to international operations.
  • Third-party infringement on intellectual property or claims of infringement against the company.
  • Negative impact from loss or disruption in the distribution network.
  • Restructuring plans and cost savings initiatives may not be as effective as anticipated.
  • Cost overruns, delays, penalties, or liquidated damages, particularly for fixed-price contracts for custom engineered products.
  • Adverse effects from a loss or reduction of business with key customers or consolidation/vertical integration of the customer base.
  • Credit and counterparty risks.
  • Potential reduction in the value of goodwill and other intangible assets if impaired.
  • Environmental compliance costs and liabilities.
  • Risks associated with pension and other postretirement benefit obligations.
  • Adverse consequences and financial condition impact due to indebtedness.
  • Inability to generate sufficient cash to service all indebtedness.
  • Ability to incur substantially more debt, including off-balance sheet financing.
  • Risks related to interest rate risk, counterparty creditworthiness, and non-performance on fixed rate to floating rate swap contracts.
  • Adverse impact on liquidity and results if the syndicate of financial institutions fails to extend credit under the Revolving Credit Facility.

Future Outlook

The company anticipates continued uncertainty in global markets due to inflation, elevated interest rates, ongoing political and regulatory uncertainty, potential shifts in U.S. trade policy, new tariffs, and geopolitical instability. While these factors have not materially impacted financial condition or results to date, their evolving nature and expected persistence of macroeconomic volatility could have material future impacts. The company is actively monitoring tariff developments and identifying actions to maintain competitiveness. Management believes current cash flow from operations, combined with available credit facilities, will provide sufficient liquidity for current obligations, working capital, debt service, and capital spending for the next twelve months and foreseeable future.

Management Comments

  • Our financial results closely follow changes in the industries and end-markets we serve.
  • Demand for most of our products depends on the level of new capital investment and planned and unplanned maintenance expenditures by our customers.
  • To date, 2025 has been marked by continued uncertainty in global markets, driven by investor concerns over inflation, elevated interest rates, ongoing political and regulatory uncertainty, including potential shifts in U.S. trade policy and the imposition of new tariffs, as well as geopolitical instability stemming from the conflicts in Ukraine and the Middle East.
  • We are actively monitoring the tariff developments and analyzing the potential impacts on our business, cost structure, supply chain and broader economic environment.
  • We are identifying actions necessary to maintain competitiveness while we adapt to these new economic challenges.
  • While these developments have not had a material impact on our financial condition or results of operations to date, due to their evolving nature, and the expected persistence of macroeconomic conditions and volatility in the near term, we cannot predict with certainty the ultimate impacts they may have on our business and results in the future, but those impacts could be material.
  • Part of our strategy for growth is to acquire complementary businesses that provide access to new technologies or geographies or expand our offerings.
  • We continue to execute business transformation initiatives.
  • Based on our current level of operations and available cash, we believe our cash flow from operations, together with availability under the Revolving Credit Facility and Commercial Paper Program, will provide sufficient liquidity to fund our current obligations, projected working capital requirements, debt service requirements and capital spending requirements for the next twelve months and foreseeable future.
  • We continue to consider acquisition opportunities, but the size and timing of any future acquisitions and the related potential capital requirements cannot be predicted.
  • We may from time to time repurchase shares of our common stock in the open market at prevailing market prices (including through Rule 10b5-1 plans), in privately negotiated transactions, a combination thereof or through other transactions.
  • We do not assert ASC 740-30 (formerly APB 23) indefinite reinvestment of our historical non-U.S. earnings or future non-U.S. earnings.
  • We believe that as of September 30, 2025, there have been no material changes to the environmental matters disclosed in our 2024 Annual Report.

Industry Context

The company operates in a global environment marked by significant macroeconomic headwinds, including inflation, high interest rates, and geopolitical instability. These conditions are impacting capital investment and maintenance expenditures by customers, which directly affects demand for the company's flow creation and industrial products. The company's strategy of acquiring complementary businesses and optimizing its cost structure through restructuring initiatives is a common response in industries facing such uncertainties, aiming to expand market share and technological capabilities while managing costs. The emphasis on aftermarket parts and services (36.3% of Q3 revenue) provides a more stable revenue stream amidst fluctuating capital equipment sales, a trend seen across many industrial sectors seeking recurring revenue. The impairments in the Precision and Science Technologies segment, particularly in Biopharma and Aerospace & Defense, suggest specific market or customer-related challenges within those high-growth sectors, potentially indicating a slowdown or increased competition in certain niches.

Legal Proceedings

  • The company is a party to various legal proceedings, lawsuits, and administrative actions of an ordinary or routine nature.
  • Management believes these will not materially adversely affect operations, financial condition, liquidity, or competitive position.
  • Accrued liabilities for environmental matters are $12.0 million as of September 30, 2025, and no material additional costs are anticipated.

Stakeholder Impact

  • Shareholders: Impacted by the significant decrease in nine-month net income and EPS due to impairments, but also by ongoing share repurchase programs and strategic acquisitions aimed at long-term growth.
  • Employees: Affected by ongoing restructuring actions to optimize cost structure, which include workforce restructuring.
  • Customers: Benefit from expanded product offerings and end-to-end solutions through strategic acquisitions, but may face impacts from tariff-related pricing.
  • Suppliers: Participation in the supply chain finance program allows some suppliers to sell receivables to financial institutions.
  • Creditors: The company maintains compliance with all debt covenants and has substantial unused credit facilities, indicating a stable position for creditors despite increased long-term debt.

Next Steps

  • Continue to execute business transformation initiatives to optimize cost structure.
  • Actively monitor tariff developments and analyze potential impacts on business, cost structure, supply chain, and broader economic environment.
  • Identify actions necessary to maintain competitiveness amidst new economic challenges.
  • Evaluate the impact of recently issued accounting standard updates (ASU 2024-03, ASU 2025-05, ASU 2025-06) on disclosures and consolidated financial statements.
  • Consider future acquisition opportunities, potentially funding with additional long-term borrowings.
  • May repurchase shares of common stock in the open market or privately negotiated transactions.
  • Chairman and CEO's Special TSR PSUs are expected to vest on September 1, 2027, subject to continued employment.

Key Dates

DateDescription
2021-08-24Board of Directors approved a $750.0 million share repurchase program.
2022-07-01Conditional stock options awarded to Chairman and CEO during Q3 2022, with service date preceding grant date.
2023-08-14Company completed issuance of $1,500.0 million in aggregate principal amount of senior unsecured notes (2028 and 2033 Senior Notes).
2023-11-01ASU 2023-07 (Segment Reporting) issued by FASB, effective for fiscal years beginning after December 15, 2023.
2023-11-03Third Amended and Restated Bylaws of Ingersoll Rand Inc. incorporated by reference to Registrant's Quarterly Report on Form 10-Q filed on this date.
2023-12-01ASU 2023-09 (Income Taxes) issued by FASB, effective for annual periods beginning after December 15, 2024.
2024-02-01Company completed the acquisition of Friulair S.r.l. for initial cash consideration of $143.3 million.
2024-03-06Special TSR PSUs for Chairman and CEO achieved share price performance goal.
2024-04-01Company completed the acquisition of Controlled Fluidics, LLC for initial cash consideration of $49.9 million.
2024-04-02Company completed the acquisition of Ethafilter s.r.l. for cash consideration of $15.5 million.
2024-04-25Board of Directors approved an incremental $1.0 billion increase to the share repurchase authorization.
2024-05-01Company completed the acquisition of Air Systems, LLC for cash consideration of $34.9 million.
2024-05-10Company issued $3,300.0 million in aggregate principal amount of senior unsecured notes (2027, 2029, 2031, 2034, and 2054 Notes).
2024-05-10Company entered into a Revolving Credit Facility with an aggregate committed amount of $2,600 million.
2024-05-31Company completed the acquisition of Complete Air and Power Solutions (CAPS) for cash consideration of $99.3 million.
2024-05-31Company completed the acquisition of Fruvac Ltd. (Fruitland Manufacturing) for cash consideration of $28.0 million.
2024-06-01Company completed the acquisition of Del PD Pumps & Gear Pvt Ltd. (Del Pumps) for cash consideration of $25.2 million.
2024-06-03Company completed the acquisition of Astronaut Topco, LP and Astronaut Topco GP, LLC (ILC Dover) for initial cash consideration of $2,349.7 million.
2024-08-13Company established a Commercial Paper Program with a maximum aggregate principal amount of $2,600 million.
2024-10-01Company completed the acquisition of Air Power Systems Co LLC (APSCO) for cash consideration of $113.2 million.
2024-10-01Company completed the acquisition of Blutek S.r.l. for cash consideration of $10.5 million.
2024-10-01Company completed the acquisition of UT Pumps & Systems Private Ltd. for cash consideration of $11.7 million.
2024-10-31Company completed the acquisition of Penn Valley Pump Co., LLC for cash consideration of $33.4 million.
2024-12-31Fiscal year end for which the 2024 Annual Report on Form 10-K was filed.
2025-02-01Company entered into a cross-currency interest rate swap contract for $129.2 million, expiring February 2028.
2025-02-01Company entered into a cross-currency interest rate swap contract for $129.2 million, expiring February 2030.
2025-02-03Company completed the acquisition of SSI Aeration, Inc. for cash consideration of $96.9 million.
2025-02-03Company completed the acquisition of Excelsior Blower Systems, Inc. for cash consideration of $17.5 million.
2025-02-03Company completed the acquisition of Cullum & Brown of Kansas City, Inc. for initial cash consideration of $50.7 million.
2025-04-01Company completed the acquisition of G & D Chillers, Inc. for cash consideration of $20.9 million.
2025-05-01Board of Directors authorized a $1.0 billion increase to the Company's share repurchase program.
2025-06-03Company completed the acquisition of Lead Fluid (Baoding) Intelligent Equipment Manufacturing Co., Ltd. for cash consideration of $18.1 million.
2025-07-01Company completed the acquisition of Termomeccanica Industrial Compressors S.p.A. (TMIC) and Adicomp S.p.A. (TMIC/Adicomp) for cash consideration of $193.7 million.
2025-07-31Ingersoll Rand Inc. Executive Change in Control & Severance Plan incorporated by reference to Registrant's Quarterly Report on Form 10-Q filed on this date.
2025-08-04Company completed the acquisition of Dave Barry Plastics for cash consideration of $27.5 million.
2025-09-01ASU 2025-06 (Internal-Use Software) issued by FASB, effective for fiscal years beginning after December 15, 2027.
2025-09-30End of the quarterly period covered by this Form 10-Q.
2025-10-24Outstanding shares of Common Stock were 395,110,395.
2025-10-31Date of filing of this Form 10-Q.
2025-11-01ASU 2024-03 (Expense Disaggregation Disclosures) issued by FASB, effective for fiscal years beginning after December 15, 2026.
2025-12-01ASU 2025-05 (Credit Losses) issued by FASB, effective for fiscal years beginning after December 15, 2025.
2027-09-01Chairman and CEO's Special TSR PSUs will vest on this date, subject to continued employment.
2029-05-10Maturity date of the Revolving Credit Facility.

Recommendation

hold

While the company demonstrated revenue growth and positive free cash flow, the significant non-cash impairment charges for goodwill, other intangible assets, and an equity investment in the nine-month period are a material concern, severely impacting reported net income and EPS. These impairments suggest challenges in asset valuation and potentially in the performance of acquired businesses or specific market segments. The ongoing macroeconomic uncertainties and increased restructuring charges also warrant caution. However, the company's strategic acquisitions, strong liquidity position, and active share repurchase program provide some support. A "hold" recommendation is appropriate as investors should monitor the integration of recent acquisitions, the effectiveness of restructuring efforts, and the impact of global economic conditions on organic growth and future profitability before making further investment decisions.

Keywords

Industrial Technologies, Precision Science Technologies, Compressors, Pumps, Fluid Handling, Wastewater Treatment, Life Science, Acquisitions, Goodwill Impairment, SEC Filing, 10-Q, Financial Results, Earnings, Cash Flow, Debt, Share Repurchase, Global Economy, Supply Chain, ESG, Artificial Intelligence

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