Long-Term DebtOn July 21, 2022, the Company entered into a five-year unsecured credit facility (the “Credit Agreement”) among Roper, the financial institutions from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A. and Wells Fargo Bank, N.A., as syndication agents, and Mizuho Bank, Ltd., MUFG Bank, Ltd., PNC Bank, National Association, TD Bank, N.A., Truist Bank, and U.S. Bank, National Association, as documentation agents, which replaced the previous $3,000.0 unsecured credit facility, dated as of September 2, 2020, as amended. The Credit Agreement comprises a five-year $3,500.0 revolving credit facility, which includes availability of up to $150.0 for letters of credit. The Company may also, subject to compliance with specified conditions, request additional term loans or revolving credit commitments in an aggregate amount not to exceed $500.0.
Loans under the Credit Agreement can be borrowed as term Secured Overnight Financing Rate (“SOFR”) loans or Alternate Base Rate (“ABR”) Loans, at the Company’s option. Each term SOFR loan will bear interest at a rate per annum equal to the applicable Adjusted Term SOFR rate plus a spread ranging from 0.795% to 1.300%, as determined by the Company’s senior unsecured long-term debt rating at such time. Based on the Company’s current rating, the spread for SOFR loans would be
0.910%. Each ABR Loan will bear interest at a rate per annum equal to the Alternate Base Rate plus a spread ranging from 0.000% to 0.300%, as determined by the Company’s senior unsecured long-term debt rating at such time. Based on the Company’s current rating, the spread for ABR Loans would be 0.000%.
Amounts outstanding under the Credit Agreement may be accelerated upon the occurrence of customary events of default. The Credit Agreement requires the Company to maintain a Total Debt to Total Capital Ratio of 0.65 to 1.00, or less. Borrowings under the Credit Agreement are prepayable at Roper’s option at any time in whole or in part without premium or penalty.
At December 31, 2025 and 2024, there were $850.0 and $125.0 of borrowings outstanding under the Credit Agreement, respectively. The Company was in compliance with its debt covenants throughout the years ended December 31, 2025 and 2024.
On August 12, 2025, the Company completed a public offering of $500.0 aggregate principal amount of 4.25% senior unsecured notes due September 15, 2028 (“2028 Notes”), $500.0 aggregate principal amount of 4.45% senior unsecured notes due September 15, 2030 (“2030 Notes”), and $1,000.0 aggregate principal amount 5.10% senior unsecured notes due September 15, 2035 (“2035 Notes” and, collectively with the 2028 Notes and 2030 Notes, the “Notes”). The net proceeds were used to repay a portion of the borrowings outstanding under our unsecured credit facility associated with our 2025 acquisitions, as well as to repay a portion of the senior notes due September 15, 2025.
Each series of Notes bears interest at a fixed rate. Interest on the Notes will be payable semi-annually in arrears on March 15 and September 15 of each year, beginning March 15, 2026.
On August 21, 2024, the Company completed a public offering of $500.0 aggregate principal amount of 4.50% senior unsecured notes due October 15, 2029 (“2029 Notes”), $500.0 aggregate principal amount of 4.75% senior unsecured notes due February 15, 2032 (“2032 Notes”), and $1,000.0 aggregate principal amount 4.90% senior unsecured notes due October 15, 2034 (“2034 Notes”). The net proceeds were used to repay a portion of the borrowings outstanding under our unsecured credit facility, including borrowings incurred on August 20, 2024 to fund the purchase price of the Transact acquisition, as well as to repay a portion of the senior notes due September 15, 2024.
The 2029 Notes and 2034 Notes bear interest at a fixed rate, payable semi-annually in arrears on April 15 and October 15 of each year, beginning April 15, 2025. The 2032 Notes bear interest at a fixed rate, payable semi-annually in arrears on February 15 and August 15 of each year, beginning February 15, 2025.
On June 22, 2020, the Company completed a public offering of $600.0 aggregate principal amount of 2.00% senior unsecured notes due June 30, 2030 (“Existing 2030 Notes”). The Existing 2030 Notes bear interest at a fixed rate, payable semi-annually in arrears on June 30 and December 30 of each year, beginning December 30, 2020.
On September 1, 2020, the Company completed a public offering of $300.0 aggregate principal amount of 0.45% fixed-rate senior unsecured notes due August 15, 2022, $700.0 aggregate principal amount of 1.00% senior unsecured notes due September 15, 2025, $700.0 aggregate principal amount of 1.40% senior unsecured notes due September 15, 2027 (“2027 Notes”), and $1,000.0 aggregate principal amount of 1.75% senior unsecured notes due February 15, 2031 (“2031 Notes”).
The 2031 Notes bear interest at a fixed rate, payable semi-annually in arrears on February 15 and August 15 of each year, beginning February 15, 2021. The 2027 Notes bear interest at a fixed rate, payable semi-annually in arrears on March 15 and September 15 of each year, beginning March 15, 2021.
On August 26, 2019, the Company completed a public offering of $500.0 aggregate principal amount of 2.35% fixed-rate senior unsecured notes due September 15, 2024 and $700.0 aggregate principal amount of 2.95% senior unsecured notes due September 15, 2029 (“Existing 2029 Notes”). The Existing 2029 Notes bear interest at a fixed rate, payable semi-annually in arrears on March 15 and September 15 of each year, beginning March 15, 2020.
On August 28, 2018, the Company completed a public offering of $700.0 aggregate principal amount of 3.65% fixed-rate senior unsecured notes due September 15, 2023 and $800.0 aggregate principal amount of 4.20% senior unsecured notes due September 15, 2028 (“Existing 2028 Notes”). The Existing 2028 Notes bear interest at a fixed rate, payable semi-annually in arrears on March 15 and September 15 of each year, beginning March 15, 2019.
On December 19, 2016, the Company completed a public offering of $700.0 aggregate principal amount of 3.80% senior unsecured notes due December 15, 2026. The notes bear interest at a fixed rate, payable semi-annually in arrears on June 15 and December 15 of each year, beginning June 15, 2017.
On December 7, 2015, the Company completed a public offering of $300.0 aggregate principal amount of 3.85% senior unsecured notes due December 15, 2025.
Roper may redeem some or all of each outstanding series of senior notes at any time or from time to time, at 100% of their principal amount, plus a make-whole premium based on a spread to U.S. Treasury securities. Roper is also entitled to redeem some or all of each outstanding series of senior notes at 100% of their principal amount plus accrued and unpaid interest, on or after applicable dates in advance of maturity.
On September 15, 2025, $700.0 of 1.00% senior notes due 2025 were repaid at maturity using borrowings under our unsecured credit facility as well as a portion of the net proceeds from the issuance of the Notes.
On December 15, 2025, $300.0 of 3.85% senior notes due 2025 were repaid at maturity using borrowings under our unsecured credit facility.
On September 15, 2024, $500.0 of 2.35% senior notes due 2024 were repaid at maturity using borrowings under our unsecured credit facility as well as a portion of the net proceeds from the August 2024 issuance of senior unsecured notes.
On September 15, 2023, $700.0 of 3.65% senior notes due 2023 were repaid at maturity using borrowings under our unsecured credit facility.
The Company’s senior notes are unsecured senior obligations of the Company and rank equally in right of payment with all of Roper’s existing and future unsecured senior indebtedness. The notes are effectively subordinated in right of payment to any of its existing and future secured indebtedness to the extent of the value of the collateral securing such indebtedness. The notes are not guaranteed by any of Roper’s subsidiaries and are effectively subordinated to all existing and future indebtedness and other liabilities of Roper’s subsidiaries.
Total debt at December 31 consisted of the following:
| | | | | | | | | | | |
| | 2025 | | 2024 |
| Unsecured revolving credit facility | $ | 850.0 | | | $ | 125.0 | |
$300 3.850% senior notes due 2025 | — | | | 300.0 | |
$700 1.000% senior notes due 2025 | — | | | 700.0 | |
$700 3.800% senior notes due 2026 | 700.0 | | | 700.0 | |
$700 1.400% senior notes due 2027 | 700.0 | | | 700.0 | |
$800 4.200% senior notes due 2028 | 800.0 | | | 800.0 | |
$500 4.250% senior notes due 2028 | 500.0 | | | — | |
$500 4.500% senior notes due 2029 | 500.0 | | | 500.0 | |
$700 2.950% senior notes due 2029 | 700.0 | | | 700.0 | |
$600 2.000% senior notes due 2030 | 600.0 | | | 600.0 | |
$500 4.450% senior notes due 2030 | 500.0 | | | — | |
$1,000 1.750% senior notes due 2031 | 1,000.0 | | | 1,000.0 | |
$500 4.750% senior notes due 2032 | 500.0 | | | 500.0 | |
$1,000 4.900% senior notes due 2034 | 1,000.0 | | | 1,000.0 | |
$1,000 5.100% senior notes due 2035 | 1,000.0 | | | — | |
| Other debt | 5.9 | | | 44.2 | |
| Less: Deferred financing costs | (54.9) | | | (46.2) | |
| Total debt, net of deferred financing costs | 9,301.0 | | | 7,623.0 | |
| Less: Current portion, net of deferred financing costs | (705.2) | | | (1,043.1) | |
| Long-term debt, net of deferred financing costs | $ | 8,595.8 | | | $ | 6,579.9 | |
The interest rate on borrowings under the unsecured credit facility is calculated based upon various recognized indices plus a margin as defined in the Credit Agreement. At December 31, 2025, Roper had $8.1 of outstanding letters of credit.
Future maturities of total debt during each of the next five years ending December 31 and thereafter are as follows:
| | | | | |
| 2026 | $ | 705.8 | |
| 2027 | 1,550.1 | |
| 2028 | 1,300.0 | |
| 2029 | 1,200.0 | |
| 2030 | 1,100.0 | |
| Thereafter | 3,500.0 | |
| Total debt | $ | 9,355.9 | |