10-K: Roper Technologies Reports Strong 2025 Growth, Strategic Acquisitions

Sentiment:

Annual Report


Roper Technologies delivered robust financial results in 2025, driven by strategic software acquisitions and solid organic growth across its diversified technology segments.

Capital raiseIssued $2,000.0 million of senior notes in August 2025, comprising $500.0 million 4.25% notes due September 15, 2028, $500.0 million 4.45% notes due September 15, 2030, and $1,000.0 million 5.10% notes due September 15, 2035.Net borrowings of $725.0 million were made under the unsecured revolving credit facility during 2025.The net proceeds from the senior notes issuance were primarily used to repay a portion of borrowings outstanding under the unsecured credit facility associated with 2025 acquisitions and to repay senior notes due in September 2025.

Summary

  • Net revenues increased 12.3% to $7,902.5 million for the year ended December 31, 2025, compared to $7,039.2 million in 2024.
  • Organic revenue growth was 5.4% for 2025, with acquisitions contributing 6.7% to total revenue growth.
  • The Application Software segment's net revenues grew 15.9% to $4,483.0 million, driven by acquisitions like Transact and CentralReach, and 5.4% organic growth.
  • The Network Software segment's net revenues increased 8.5% to $1,600.8 million, with acquisition contribution from Subsplash and 4.1% organic growth.
  • The Technology Enabled Products segment's net revenues grew 7.3% to $1,818.7 million, with 6.5% organic growth led by medical products and access management businesses.
  • Net earnings from continuing operations were $1,536.3 million in 2025, a slight decrease from $1,549.3 million in 2024.
  • Diluted earnings per share from continuing operations was $14.20 in 2025, down from $14.35 in 2024.
  • Cash provided by operating activities increased 6% to $2,540.3 million in 2025.
  • Total debt, excluding unamortized debt issuance costs, increased to $9,355.9 million at December 31, 2025, from $7,669.2 million at December 31, 2024.
  • The company deployed approximately $8,960 million in capital toward acquisitions over the last three years, including $1,850 million for CentralReach and $800 million for Subsplash in 2025.
  • A share repurchase program of up to $3,000.0 million was approved in October 2025, with $500.0 million repurchased by year-end 2025 and an additional $1,313.5 million by February 20, 2026.
  • The quarterly dividend was increased by 10% to $0.91 per share in November 2025, marking the 33rd consecutive year of dividend increases.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a positive report, reflecting Roper's consistent execution of its acquisition-driven growth strategy and strong cash flow generation, despite a slight dip in net earnings due to higher interest costs and a non-recurring prior-year gain. The strategic focus on high-margin software and AI-enabled solutions positions the company well for future growth.

Positives

  • Strong overall net revenue growth of 12.3% in 2025, demonstrating effective execution of the company's diversified technology strategy.
  • Solid organic revenue growth of 5.4% across segments, indicating healthy underlying business performance.
  • Significant strategic acquisitions in high-value software markets, including CentralReach ($1,850 million) and Subsplash ($800 million), enhancing the company's portfolio with AI-enabled SaaS solutions.
  • The Application Software segment achieved robust 15.9% revenue growth and an improved operating margin of 26.8%.
  • The Technology Enabled Products segment also showed strong performance with 7.3% revenue growth and an improved operating margin of 34.5%.
  • Cash provided by operating activities increased by 6% to $2,540.3 million, highlighting strong cash generation capabilities.
  • Consistent negative net working capital, reflecting the company's focus on asset-light business models.
  • The annual dividend rate was increased for the 33rd consecutive year, demonstrating a commitment to returning value to shareholders.
  • Approval of a $3,000.0 million share repurchase program underscores confidence in future performance and commitment to shareholder returns.
  • Realized a cash tax benefit of approximately $150 million in 2025 due to the repeal of the requirement to capitalize and amortize domestic R&D expenditures under the One Big Beautiful Bill Act (OBBBA).

Negatives

  • Net earnings from continuing operations slightly decreased to $1,536.3 million in 2025 from $1,549.3 million in 2024.
  • Diluted EPS from continuing operations decreased to $14.20 in 2025 from $14.35 in 2024.
  • The Network Software segment's operating margin decreased to 43.5% from 45.2%, primarily due to gross margin profiles associated with 2025 acquisitions and higher amortization of acquired intangibles.
  • Interest expense, net, increased significantly to $325.0 million in 2025 from $259.2 million in 2024, driven by a higher weighted-average fixed-rate debt balance and interest rate.
  • Equity investments gain, net, substantially decreased to $25.5 million in 2025 from $234.6 million in 2024, largely due to the non-recurrence of a gain on the sale of an equity investment (Certinia) in the prior year.
  • Organic non-recurring revenue in the Application Software segment decreased, primarily due to conditions in the government contracting market.
  • The media and entertainment software business within the Network Software segment experienced a decline related to end-market conditions.
  • Total debt increased by $1,686.7 million to $9,355.9 million at year-end 2025, increasing the company's leverage.

Risks

  • Difficulty identifying suitable acquisition candidates, completing acquisitions, or successfully integrating acquired businesses, including obtaining necessary regulatory approvals and managing unforeseen liabilities.
  • Failure to protect proprietary technology and intellectual property rights, especially with evolving uncertainty regarding protection and ownership of AI-assisted outputs.
  • Reliance on information and technology, including third-party cloud computing platforms (Amazon Web Services, Google Cloud Platform, Microsoft Azure, Oracle Cloud), which could lead to IT system failures, data security breaches, network disruptions, and cybersecurity events (ransomware, insider threats, AI-powered attacks, zero-day vulnerabilities).
  • Failure to comply with new data privacy laws and regulations globally (e.g., GDPR, CCPA, EU Data Act), potentially resulting in operational burdens, legal risks, fines, and adverse effects on sales.
  • Challenges with properly managing the use of AI in business, including reputational harm, competitive harm, legal liability from flawed data/algorithms, and reliance on third-party AI platforms.
  • Product liability risks, insurance risks, product recalls, and increased insurance costs, which could materially harm operating results and financial condition.
  • Reduction of business with large customers, including government entities that can unilaterally terminate or modify contracts, potentially reducing net revenues and cash flows.
  • Unfavorable changes in foreign exchange rates, which could reduce reported net revenues and net earnings from international operations (13% of net revenues in 2025).
  • Intense competition in various niche markets, requiring continuous product development, response to new technologies (including AI), and potential price adjustments.
  • Limitations on business imposed by indebtedness, including restricted ability to borrow additional funds, complete future acquisitions, pay dividends, make capital expenditures, and increased vulnerability to adverse economic conditions.
  • Potential write-offs of goodwill ($21,341.2 million at December 31, 2025) and other intangible assets, which represent approximately 62% of total assets, negatively affecting results of operations.
  • Changes in the supply or price of raw materials, parts, components, or third-party services (cloud computing platforms) used in products and SaaS solutions.
  • Adverse impact on non-operating results from the performance of Indicor, in which Roper holds a minority interest, due to lack of control and different industry risks.
  • Risks associated with divestitures or other dispositions, including inability to complete transactions on satisfactory terms or disputes with buyers.
  • Regulation limiting or controlling the use of AI, such as the EU AI Act, which may restrict the ability to use AI, create new products, and increase compliance costs.
  • Expectations relating to sustainability considerations (ESG) exposing the company to potential liabilities, increased costs, and reputational harm.
  • Economic, political, and other risks associated with international operations, including adverse changes in conditions, trade protection measures, tax law changes, and geopolitical events.
  • Potential insolvency or financial distress of third parties (customers, suppliers, partners) impacting business and results of operations.
  • Changes to the executive leadership team and resulting management transitions could harm operating results.
  • Legal proceedings and commercial or contractual disputes, including product liability, intellectual property, antitrust, data privacy, and employment claims.
  • A downgrade in the ratings of debt could restrict access to debt capital markets and increase interest costs.

Future Outlook

The company expects its effective tax rate for 2026 to be approximately 21% to 22%. It anticipates that the aggregate of capital expenditures and capitalized software expenditures will be between 1.0% and 1.5% of annual net revenues in the future. The remaining cash tax benefit from the OBBBA is expected to be utilized over the next three to five years, with annual cash tax payments as a percentage of pre-tax earnings expected to remain relatively consistent. Management anticipates that businesses will generate positive cash flows from operating activities, which will permit the reduction of currently outstanding debt. The company intends to repatriate substantially all historical and future foreign earnings that can be repatriated without incremental U.S. federal tax cost.

Management Comments

  • "Roper has a proven, long-term, successful track record of compounding cash flow and increasing shareholder value."
  • "We operate market leading businesses that design and develop vertical software and technology enabled products for a variety of defensible niche markets."
  • "We pursue consistent and sustainable growth in revenue, earnings, and cash flow by enabling continuous improvement in the operating performance of our businesses and by acquiring businesses that offer high value-added software, services, technology-enabled products, and solutions that we believe are capable of realizing growth while maintaining high margins."
  • "By leveraging our deep domain expertise, proprietary data, and long-standing customer relationships, we believe these AI capabilities enhance product differentiation, and drive incremental automation and improved customer outcomes which support expanded monetization opportunities."
  • "Management believes that the Company's employee relations are favorable."
  • "The Company is committed to seeking talent from a wide range of backgrounds and fostering an inclusive work environment that supports our large global workforce and helps us innovate for our customers."
  • "Roper's human capital strategy centers on accountability, operating autonomy, and a culture of continuous improvement across its business units."

Industry Context

StockSavvy.ai notes that Roper's continued focus on strategic acquisitions in vertical software and AI-enabled solutions aligns with broader industry trends emphasizing specialized, high-margin software and digital transformation. The company's diversified portfolio across healthcare, education, and logistics software, along with technology-enabled products, positions it to capitalize on demand for mission-critical solutions. The increasing integration of AI into its offerings reflects a proactive approach to maintaining competitive differentiation and expanding monetization opportunities in a rapidly evolving tech landscape. The company's decentralized operating model allows for agility in diverse niche markets, a strategy that has proven effective in consolidating market leadership.

Comparison to Industry Standards

  • Roper's overall gross margin of 69.2% in 2025 is strong for a diversified technology company, reflecting its high-value software and technology-enabled product segments. This is comparable to the upper end of diversified industrial technology firms and solid for a company with significant software revenue, though pure-play SaaS leaders often achieve 70-85% gross margins (e.g., Salesforce, Adobe).
  • The 5.4% organic revenue growth is respectable for a company of Roper's scale and maturity, indicating healthy underlying demand, though it trails the higher double-digit organic growth rates seen in some rapidly expanding, smaller SaaS companies.
  • The strategy of growth through strategic acquisitions in high-margin software is a well-established and successful model, similar to approaches employed by conglomerates like Danaher or Fortive in their respective transformations, focusing on market leadership in defensible niches.
  • The increase in total debt to fund acquisitions is a common characteristic of growth-by-acquisition strategies. While the company remains compliant with debt covenants, the rising interest expense highlights the impact of higher interest rates on leveraged growth models compared to companies with lower debt burdens.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
DirectorNAL. Neil Hunn2023Appointed as a director of Deere & Company.
DirectorNAJohn K. Stipancich2024Appointed as a director of Mativ Holdings, Inc.
DirectorNAJason P. Conley2025Appointed as a director of KLA Corporation.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Board OversightThe Board of Directors has not delegated responsibility for cybersecurity matters to a committee, believing all members should participate in oversight. Management briefs the Board on cybersecurity matters during regularly scheduled meetings.OngoingEnsures comprehensive board-level attention to evolving cybersecurity risks, reflecting the critical importance of data security.
Committee BriefingsThe Audit Committee receives briefings on cybersecurity matters and related risks from the Vice President of Audit Services and Chief Compliance Officer.OngoingProvides specialized oversight and monitoring of cybersecurity risks within the enterprise risk management program.
New CommitteeA Cyber Disclosure Committee, chaired by the Vice President of Cybersecurity, has been established to track and evaluate potentially material cybersecurity incidents.OngoingEnhances internal processes for monitoring and assessing the impact of cybersecurity incidents, ensuring timely reporting to senior management and the Board.
Document AmendmentAmended and Restated Certificate of Incorporation became effective.2023-06-13Reflects updated corporate charter, ensuring alignment with current legal and operational requirements.
Document AmendmentAmended and Restated By-Laws.NAUpdates internal governance rules and procedures, enhancing operational clarity and compliance.
Policy UpdateRoper Technologies, Inc. Securities Transaction Compliance Program updated and effective as of December 21, 2024, and further amended November 5, 2025.2024-12-21Strengthens insider trading policies and procedures, promoting compliance with federal securities laws and Nasdaq listing standards.
Plan AmendmentRoper Technologies, Inc. Non-Qualified Retirement Plan amended and restated effective as of January 1, 2026.2026-01-01Updates the deferred compensation plan for key employees and non-employee directors, ensuring compliance with Code Section 409A and ERISA.
Policy DisclosureRoper has a Code of Ethics for directors, officers, and employees, available on its website.OngoingEstablishes ethical standards and guidelines for conduct across the organization, promoting integrity and compliance.
Policy DisclosureRoper has a Compensation Clawback Policy.NAAligns executive compensation with financial performance and accountability, allowing for recovery of incentive-based compensation under certain conditions.

Legal Proceedings

  • Roper is party to various pending or threatened legal actions, including product liability, intellectual property, antitrust, data privacy, and employment practices, consistent with the normal course of business.
  • In January 2025, Roper's subsidiary, PowerPlan, Inc., settled a legal matter for $24.0 million on a pretax basis ($17.7 million after taxes).
  • Management believes that adequate provision has been made to cover any potential liability not covered by insurance, and that the ultimate liability from these actions should not have a material adverse effect on Roper's consolidated financial position, results of operations, or cash flows.

Stakeholder Impact

  • Shareholders: Potential positive impact from continued revenue growth, strategic acquisitions, consistent dividend increases, and share repurchase program. Potential negative impact from increased debt levels and slight decline in net earnings and EPS.
  • Employees: Favorable employee relations, competitive wages and benefits, investment in leadership development, succession planning, performance-based compensation, and a commitment to fostering an inclusive work environment.
  • Customers: Enhanced product differentiation and improved outcomes through the development and deployment of AI-enabled products and mission-critical workflows. Potential for service interruptions due to reliance on third-party IT systems and cybersecurity risks.
  • Creditors: Increased debt levels may increase vulnerability to adverse general economic and industry conditions, but the company remains in compliance with all debt covenants.
  • Regulatory Authorities: Continued compliance with extensive government regulations globally, including privacy and data security laws, healthcare regulations, anti-corruption laws, export controls, and environmental regulations, with potential for increased compliance costs.

Next Steps

  • Continue to assess the broader impacts of the One Big Beautiful Bill Act (OBBBA) on tax provisions.
  • Utilize the remaining cash tax benefit associated with the OBBBA over the next three to five years.
  • Reduce currently outstanding debt in accordance with the established repayment schedule.
  • Continue share repurchases under the remaining $2,500.0 million authorization of the share repurchase program.
  • Pursue additional acquisition opportunities to expand into new markets and enhance existing positions.
  • Develop new products and software, and enhance existing offerings, including through the development and deployment of AI.

Key Dates

DateDescription
2015-12-07Public offering of $300.0 million 3.85% senior unsecured notes due December 15, 2025.
2016-12-19Public offering of $700.0 million 3.80% senior unsecured notes due December 15, 2026.
2018-08-28Public offering of $700.0 million 3.65% senior unsecured notes due September 15, 2023 and $800.0 million 4.20% senior unsecured notes due September 15, 2028.
2019-08-26Public offering of $500.0 million 2.35% senior unsecured notes due September 15, 2024 and $700.0 million 2.95% senior unsecured notes due September 15, 2029.
2020-06-22Public offering of $600.0 million 2.00% senior unsecured notes due June 30, 2030.
2020-09-01Public offering of $300.0 million 0.45% fixed-rate senior unsecured notes due August 15, 2022, $700.0 million 1.00% senior unsecured notes due September 15, 2025, $700.0 million 1.40% senior unsecured notes due September 15, 2027, and $1,000.0 million 1.75% senior unsecured notes due February 15, 2031.
2022-07-21Entered into a new five-year unsecured credit facility of $3,500.0 million.
2022-11-01Completed divestiture of a majority equity stake in industrial businesses (Indicor).
2023-05-02Acquired Promium, L.L.C.
2023-06-13Amended and Restated Certificate of Incorporation became effective.
2023-06-30Indicor divested its CCC business unit to Honeywell International Inc. for approximately $670 million.
2023-08-04Acquired an 18.2% minority interest in CI Ultimate Holdings, L.P. (Certinia Inc.) for $125.0 million.
2023-08-07Acquired Syntellis Parent, LLC for a purchase price of $1,381 million.
2023-08-21Acquired the assets of Replicon Inc. for a purchase price of $447.5 million.
2023-09-15$700.0 million of 3.65% senior notes due 2023 were repaid at maturity.
2023-12-26Acquired Executive Business Services, Inc. (ProPricer).
2024-02-26Acquired Genesis Ultimate Holding Co. (Procare Software, LLC) for a purchase price of $1,860.0 million.
2024-08-20Acquired RCP Vega Holdings, LLC (Transact Campus Inc.) for a purchase price of $1,607 million.
2024-08-21Completed a public offering of $2,000.0 million senior unsecured notes (2029, 2032, 2034 Notes).
2024-09-15$500.0 million of 2.35% senior notes due 2024 were repaid at maturity.
2024-11-04Acquired the issued and outstanding shares of Surefyre, Inc.
2024-11-01Completed the sale of its equity investment in Certinia for cash proceeds of $245.6 million.
2024-12-17Acquired the outstanding membership interests of Trucker Tools, LLC.
2024-12-21Roper Technologies, Inc. Securities Transaction Compliance Program updated and effective.
2025-01-01ASU 2023-09 (Income Taxes) adopted on a prospective basis.
2025-01-01PowerPlan, Inc. settled a legal matter for $24.0 million pretax ($17.7 million after taxes).
2025-02-19Acquired substantially all of the assets of Muni-Link.
2025-04-23Acquired CentralReach Holdings, LLC for a purchase price of $1,850.0 million.
2025-05-15Acquired Outgo Inc.
2025-07-04Enactment of H.R. 1, the One Big Beautiful Bill Act (OBBBA).
2025-07-25Acquired Subsplash TopCo, LLC for a purchase price of $800.0 million.
2025-07-28Acquired Brickyard Topco, Inc. (Orchard Software).
2025-07-30Acquired Flexport Freight Tech LLC (Convoy).
2025-08-01Acquired Spectrum AI, Inc. and the legal technology assets of Zero Cognitive Systems, Inc. (HerculesAI).
2025-08-12Completed a public offering of $2,000.0 million senior unsecured notes (2028, 2030, 2035 Notes).
2025-09-15$700.0 million of 1.00% senior notes due 2025 were repaid at maturity.
2025-10-01Board of Directors approved a share repurchase program for up to $3,000.0 million.
2025-10-23Acquired Valuation Pricing Director Limited (VPD).
2025-11-01Board of Directors increased the quarterly dividend to $0.91 per share from $0.825 per share.
2025-11-05Roper Technologies, Inc. Securities Transaction Compliance Program further amended.
2025-12-15$300.0 million of 3.85% senior notes due 2025 were repaid at maturity.
2025-12-31Fiscal year ended.
2026-01-01Roper Technologies, Inc. Non-Qualified Retirement Plan amended and restated effective.
2026-01-16Quarterly dividend of $0.91 per share paid.
2026-02-20Number of shares outstanding of common stock: 102,927,515.
2026-02-24Date of filing of the Annual Report on Form 10-K.

Recommendation

hold

Roper Technologies demonstrates consistent execution of its diversified technology strategy, marked by strong revenue growth driven by strategic acquisitions and solid organic performance. The company's commitment to shareholder returns through a rising dividend and a substantial share repurchase program is positive. However, the slight decline in net earnings and diluted EPS, coupled with increased debt and interest expense, warrants a 'hold' recommendation. While the long-term outlook remains strong due to its focus on high-margin software and AI, investors should monitor debt levels and the integration success of recent acquisitions.

Keywords

Roper Technologies, Software, Acquisitions, AI, SaaS, Technology, Financial Performance, Cybersecurity, Debt, Dividends, Share Repurchase, Corporate Governance, Risk Management, SEC Filing, Vertical Software, Niche Markets, Healthcare Technology, Education Technology, Logistics Software

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