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Ingersoll Rand

ir · NYSE Industrials
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Exchange NYSE
Sector Industrials
Industry Industrial - Machinery
Employees 10,000+
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FY2021 Annual Report · Ingersoll Rand
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Corporate Headquarters 

Ingersoll Rand Inc.

800-A Beaty Street

Davidson, NC  28036

www.irco.com

2021 ANNUAL REPORT   |  1

 
 
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Ingersoll Rand Inc. (NYSE:IR), driven by an entrepreneurial spirit and ownership mindset, 
is dedicated to helping make life better for our employees, customers and communities. 
Customers lean on us for our technology-driven excellence in mission-critical flow creation 
and industrial solutions across 40+ respected brands where our products and services 
excel in the most complex and harsh conditions. Our employees develop customers for life 
through their daily commitment to expertise, productivity and efficiency. 
For more information, visit www.IRCO.com.

TABLE OF CONTENTS

OUR PURPOSE AND VALUES 

LETTER TO STOCKHOLDERS 

INGERSOLL RAND AT A GLANCE 

STRATEGY IN ACTION 

DIRECTORS AND LEADERSHIP 

01

02

04

05

08

RECONCILIATION OF GAAP MEASURES  
TO NON-U.S. GAAP MEASURES  

Annex A

CORPORATE INFORMATION 

Inside Back Cover

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Annual Meeting 

Ingersoll Rand’s 2022 annual meeting of stockholders will 

be held virtually on June 16, 2022 at 10:30 a.m. Eastern 

time. Please go to investors.irco.com for more information. 

Transfer Agent/Stockholder Services 

American Stock Transfer & Trust Company, LLC 

6201 15th Avenue  

Brooklyn, NY  11219 

(800) 937-5449 or (718) 921-8124 

www.astfinancial.com

Listing of Common Stock 

New York Stock Exchange; Symbol – IR

Form 10-K Report/Stockholder Information 

A copy of Ingersoll Rand’s 2021 Annual Report on 

Form 10-K (without exhibits) as filed with the Securities 

and Exchange Commission is included in this report. 

Stockholder information, including news releases, 

presentations, webcasts and SEC filings, is available on 

Ingersoll Rand's website: www.irco.com.   

Independent Registered Public Accounting Firm 

Trademarks appearing in this document are the property 

Deloitte & Touche LLP

Trademarks 

of their respective owners. 

© 2022 Ingersoll Rand Inc.

All rights reserved. 

SUSTAINABLE GROWTH.  SUSTAINABLE FUTURE.

 
 
 
 
IT ALL STARTS WITH BEING A PURPOSE-DRIVEN COMPANY…

We think and act like owners.

We are committed to making our  
customers successful.

We are bold in our aspirations while moving  
forward with humility and integrity.

We foster inspired teams.

…AND VALUES THAT DEFINE THE CULTURE OF OUR COMPANY FOR OUR EMPLOYEES.

WE BELIEVE IN THE POWER 
OF EMPLOYEE OWNERSHIP
We believe broad-based employee ownership creates 
economic opportunity for our employees and their families.

In 2021, Ingersoll Rand introduced our Ownership Works Grant, a  
one-time equity grant for new employees who join the company, 
either by hiring or acquisition.1 The Ownership Works grant builds on 
prior equity grant investments like the $150 million equity grant to 
nearly 16,000 employees in 2020, making it one of the largest equity 
grants ever given to employees in an industrial company.

Ownership is part of Ingersoll Rand’s values and culture, and an 
integral benefit of the employee experience. This has proven true with 
Ingersoll Rand’s employee engagement index that has risen 17% over 
the past three years, exceeding the manufacturing benchmark.

Employees are our single greatest competitive advantage. When  
our employees think and act like owners, embrace their shareholder 
status and keep their shares long-term, they become great benefactors 
and contributors of our compounding growth. That is the power  
of ownership.

1 Employees must be full time and have one year of service to be eligible. Not available to employees where 
prohibited by local law or regulation or where such grant is required to be bargained for with an employee union 
unless such grant is agreed to as part of such bargaining.

2021 ANNUAL REPORT  |  3

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2021 was a pivotal year for Ingersoll Rand with many accomplishments and new records. 
With our purpose – Lean On Us to Help You Make Life Better – and Ingersoll Rand Execution 
Excellence (IRX) as our competitive differentiator, we are well on our way to becoming 
a recognized earnings compounder, supported by our track record of robust cash flow 
generation and margin expansion.

Operational Execution
We delivered record revenue of $5.2 billion and record Adjusted EBITDA of $1.2 billion, with an 
Adjusted EBITDA margin of 23%, which is 370 basis points higher than in 2019. We achieved 
Adjusted Free Cash Flow of nearly $800 million with an Adjusted Free Cash Flow margin of 16%.2

We accomplished all of this despite headwinds like supply chain constraints and inflationary 
pressures, demonstrating the power of IRX and the ability of our global team to deliver 
strong operational execution. 

You can see our stock performance has consistently outperformed both the S&P 500 and 
our Industrial Peers since the onset of the global pandemic in early 2020.

Poised for Sustainable Growth
Our portfolio transformation aligns with three global megatrends: digitization, sustainability 
and energy efficiency, and quality of life. These megatrends are expected to have meaningful 
growth, and we’re capitalizing on them through our own organic growth enablers: demand 
generation, Industrial Internet of Things (IIoT) and product and service innovation.

2021 Revenue
By Segment

Industrial Technologies & Services   81%

Precision & Science Technologies   19%

By Geography

Americas   44%

EMEIA  

AP  

34%

22%

We have transformed our product and services portfolio, becoming 
more focused on sustainable end markets to meet customer needs. 
We know our customers are increasingly realizing that air compressors 
and air treatment optimization is an essential opportunity to reduce 
their own Scope 1 and 2 emissions. In addition, our customers also face 
water shortages and a need to improve water management and quality.

The opportunity to help customers is dramatic. Ingersoll Rand 
provides industry-leading efficiency products that enable customers 
to reduce the energy costs from air compressors up to 50% and air 
treatment solutions, or dryers, up to an incredible 90%. And, our 
portfolio is well positioned to address customer water challenges – 
approximately 30% of our total revenue base is generated from  
compression and pump technologies products focused on improving 
water management and purification or reducing water consumption.

Complementing our focus on organic growth drivers, we continue to 
execute against a robust M&A funnel of strategic, growth-oriented  
opportunities. In the following pages, you can read more about our 
2021 acquisitions and the enhanced capital allocation initiatives 

2 On February 29, 2020, Gardner Denver Holdings, Inc. closed on the acquisition of Ingersoll-Rand plc’s Industrial segment (the "Merger”) and 
changed its name to Ingersoll Rand Inc. For comparative purposes, management has also presented herein supplemental financial information 
for 2019 as if the Merger was completed on January 1, 2019. Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Free Cash Flow and Adjusted 
Free Cash Flow margin are non-GAAP metrics. For additional information on the supplemental financial information, non-GAAP metrics and 
reconciliations to the closest GAAP financial measures, refer to Annex A at the end of this document.

4  |  SUSTAINABLE GROWTH.  SUSTAINABLE FUTURE.

 
DELIVERED VALUE TO SHAREHOLDERS

Shareholder Return3

$300

$280

$260

$240

$220

$200

$180

$160

$140

$120

$100

$80

5/12/17

12/31/17

12/31/18

12/31/19

12/31/20

12/31/21

GDI/IR ● S&P Industrials (Sector) ◼ S&P 500 ◆ Russell 2000

3 For every $100 invested as measured from date of IPO.

we initiated last year, such as the initiation of a quarterly dividend and new share repurchase 
program. M&A remains the focal point of the Ingersoll Rand capital allocation strategy and in 
2021, we deployed over $1 billion to acquisitions, which collectively generate approximately 
$300 million in annualized revenue, and is consistent with our target of delivering 400-500 
basis points of annual inorganic growth. 

Overall, our potential impact to help address global challenges such as climate change is 
dramatic – and our employees are just getting started. 

Impact Begins with our Employees
Ingersoll Rand employees are the foundation of our success. We commit to core values that  
foster a culture that celebrates diversity, equity and inclusion, and promotes an ownership mindset. 

Our passion to foster inspired teams drove us to provide all employees with equity grants 
totaling $250 million since 2017. An employee who was granted equity in 2017 has realized 
a nearly 150% increase in value. In 2021, we extended our broad-based employee ownership 
program with "Ownership Works," a program by which all new or acquired employees will 
receive Ingersoll Rand stock after one year of employment. We feel that the combination of a 
solid strategy, strong values and clear expectations, coupled with true employee ownership, 
provides us strong engagement and a competitive edge.

Our employee engagement efforts produced substantive progress in 2021. In our last engagement 
survey, all of our questions scored above the manufacturing benchmark collected by our 
engagement survey partner, with our key satisfaction measure scoring in the top 20%. 

In closing, I want to extend a sincere thank you to all of our 16,000 employees. We believe 
the unique IR culture, differentiated with an ownership mindset, will accelerate execution and 
performance in 2022 and beyond. 

Sincerely,

Vicente Reynal
Chairman and Chief Executive Officer

2021 ANNUAL REPORT  |  5

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Industrial Technologies & Services Segment: broad range of air and gas compression, 
vacuum and blower products, fluid transfer equipment, loading systems, and power tools and 
lifting equipment.

Sales By Geography

Sales Composition

2021 Adjusted Financial Highlights ($M)

► Americas   44%
33%
► EMEIA  
23%
► AP  

► Equipment   59%
► Aftermarket   41%

Revenue
$4,161

Adjusted EBITDA
$1,034

Adjusted EBITDA Margin
24.8%

Precision & Science Technologies Segment: highly specialized positive displacement pumps,  
fluid management systems and equipment that provide liquid and gas dosing, transfer, dispensing, 
compression, sampling, pressure management and flow control in critical applications.

Sales By Geography

Sales Composition

2021 Adjusted Financial Highlights ($M)

► Americas   46%
37%
► EMEIA  
17%
► AP  

► Equipment   83%
► Aftermarket   17%

Revenue
$991

Adjusted EBITDA
$291

Adjusted EBITDA Margin
29.4%

6  |  SUSTAINABLE GROWTH.  SUSTAINABLE FUTURE.
6  |  SUSTAINABLE GROWTH.  SUSTAINABLE FUTURE.

 
 
 
 
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Deploy Talent 
Our talent activities embrace diverse points of views, backgrounds and experiences because 
we know a workplace that cultivates a sense of inclusion, belonging and respect will develop 
the most talented and capable employees. Ingersoll Rand’s Diversity, Equity and Inclusion 
commitment has been our focus over the past two years with a clear vision and measurable 
goals using our IRX process to build accountability and timely execution. 

In 2021, we introduced a new performance management and development process, which 
places a heavy emphasis on manager engagement and employee ownership, and launched 
an executive-level program called “Lead Like an Owner” to set the standard of leadership in 
the organization. Employee engagement is up 17% over the last three years, ranking Ingersoll 
Rand in the top quartile of manufacturing organizations. While the overall market trended 
down with respect to employee engagement in 2021, we were able to make gains and 
maintain them throughout the year. 

Ingersoll Rand expanded our employee inclusion groups to build stronger global connections, 
advocate for positive change and foster an inclusive culture in the organization: 

Accelerate Growth
We are methodically aligning our portfolio segments to three global megatrends with 
expected growth over the next few years: digitalization, sustainability and energy efficiency, 
and quality of life. We are capitalizing on these growth megatrends through our strategic 
organic growth enablers – demand generation, Industrial Internet of Things (IIoT) and 
product and service innovation.  

Demand generation is our own developed comprehensive growth engine that now produces 
three times the qualified leads compared to 2018. IIoT presents an opportunity to digitally 
connect our global installed base. IIoT-enabled assets were up 250% year-over-year and we 
are adding digital capabilities through our inorganic investments. With over 200 new product  
introductions in 2021, product and service innovation focuses on delivering increased efficiency  
and performance to help our customers. Our identified organic growth enablers allow us to 
capture above market growth with mid-single digit organic growth expected through 2025. 

2021 ANNUAL REPORT  |  7

 
 
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N Operate Sustainably 
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We strive to protect and improve our environment, contribute actively in our communities and 
make life better for our employees, customers, shareholders and communities. Our customers 
are hyper-focused on reducing their Scope 1 and 2 greenhouse gas emissions and our products 
enable customers to materially reduce their energy usage and water consumption to help 
achieve their goals. By reducing emissions, we make life better for our planet, ensuring a better 
place to live for future generations.

In March 2021, we announced ambitious environmental goals in the areas of energy, waste and 
water. We also committed to becoming a top-quartile ESG industrial company within three 
years, and we believe we achieved that goal in one year. S&P Global scored Ingersoll Rand in 
the top 15% of ESG performing companies and recognized us with the Industry Mover Award, 
given annually to the most improved company in each sector. We also received recognition for 
our governance efforts, specifically for a best-in-class compliance and ethics program. These 
recognitions and continuously improving rating agency scores exemplify speed of improvement, 
and unwavering commitment, in ESG. 

Sustainability Yearbook | Member 2022
S&P Global

A distinction awarded to a single company in top 15% of their industry

Sustainability Award | Member 2022
S&P Global

A distinction awarded to a single company in top 15% of 
their industry and achieved strongest YoY improvement

8  |  SUSTAINABLE GROWTH.  SUSTAINABLE FUTURE.

 
 
Expand Margins
IRX continues to drive strong momentum in the company's 
margin performance. Adjusted EBITDA margin grew 25%,  
up 500 basis points, from 2019 to 2021, and the company 
achieved double-digit growth in both orders and revenue on 
a year-over-year basis.4 Cost synergy delivery efforts have 
realized $215 million in savings of the $300 million commitment 
from the merger with an additional $50 million expected in 2022.5 

We leverage IRX to execute our goals, mitigate challenges and 
ensure a high level of focus with bias for action. Nearly 300 teams 
globally use our distinct Impact Daily Management (IDM) tool, meeting 
weekly to accelerate the pace at which they progress and ensure our high-performance 
culture delivers strong execution. These efforts continue to support the goal of being a 
premier company that consistently compounds earnings by double-digits each year.

Allocate Capital Effectively  
In 2021, Ingersoll Rand announced its comprehensive capital allocation strategy designed to 
drive long-term value creation and compound stockholder returns. With the capital allocation 
strategy anchored by M&A, the Ingersoll Rand Board of Directors approved the initiation of a 
quarterly dividend program and authorized a new share repurchase program of $750 million. 
In addition, the company continued to maintain and use its flexible balance sheet over various 
business cycles. 

IR secured approximately $2 billion in gross proceeds in 2021 from the divestitures of Club 
Car and High Pressure Solutions and deployed over $1 billion to acquisitions which collectively 
generate approximately $300 million in annualized revenue. Looking ahead, M&A remains the 
focal point of the Ingersoll Rand capital allocation framework with an expectation of delivering 
400-500 basis points of inorganic growth annually. Effective capital allocation, anchored by 
M&A and supported through IRX, enables us to continue to grow and enhance our portfolio 
through strategic acquisitions in sustainable and high-growth end markets.

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– worldwide specialist in progressive cavity pump technology,  

services and solutions

– leader in agricultural technology solutions and production  

management solutions

– expert in vacuum diaphragm pumps primarily for  

environmental applications

– market leader in gear and piston pump solutions

4 Revenue comparison is against Supplemental Adjusted Revenue for 2020. Adjusted EBITDA margin and Supplemental Adjusted Revenue are 
non-GAAP metrics. For additional information, refer to Annex A at the end of this document.

5 The company expects to incur ~$280M of expense in conjunction with both achieving cost synergies and the stand-up of the new company.

2021 ANNUAL REPORT  |  9

 
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Board of Directors 

Company Leadership

Vicente Reynal 
Chairman, President and CEO, Ingersoll Rand 

Vicente Reynal
Chairman, President and Chief Executive Officer 

Kirk E. Arnold (2*, 4)
Former Chief Executive Officer, Data Intensity 

Elizabeth Centoni (3)
Chief Strategy Officer and General Manager,  
Applications at Cisco

William P. Donnelly, Lead Director (1*, 2)
Retired Executive Vice President, Mettler-Toledo 

Gary D. Forsee (1, 4)
Retired Chairman, President and Chief Executive Officer, 
Sprint Nextel Corporation and Former President of the 
University of Missouri System

John Humphrey (1, 3*)
Retired Executive Vice President  
and Chief Financial Officer,  
Roper Technologies

Marc E. Jones (2, 4*)
Chief Executive Officer and Chairman,  
Aeris Communications, Inc.

Tony L. White (3)
Retired Chairman, President and Chief Executive Officer, 
Applied Biosystems Inc.

Gary Gillespie
Senior Vice President and General Manager,  
Industrial Technologies and Services, Americas

Elizabeth Meloy Hepding
Senior Vice President, Strategy and  
Corporate Development

Kate Keene
Senior Vice President, Human Resources, Talent  
and Diversity, Equity and Inclusion

Nick Kendall-Jones
Senior Vice President and General Manager,  
Precision and Science Technologies

Vikram Kini
Senior Vice President, Chief Financial Officer

Anish Lalla
Vice President and General Manager,  
Power Tools and Lifting

Arnold Li
Senior Vice President and General Manager, Industrial 
Technologies and Services, Asia-Pacific; and Global Air 
and Gas Solutions

Committees of the Board: 1 (Audit), (2) Compensation,  
(3) Nominating and Corporate Governance, (4) Sustainability. 

Chris Neubauer
Vice President of Global Sourcing and Logistics

*Denotes Chair

Andrew Schiesl
Senior Vice President, General Counsel,  
Chief Compliance Officer and Secretary

Cesare Trabattoni
Vice President, Demand Generation, Pricing  
and Commercial Excellence

Enrique Miñarro Viseras
Senior Vice President and General Manager, Industrial 
Technologies and Services, Europe, Middle East, India 
and Africa and Pressure and Vacuum Solutions Group

Michael Weatherred
Senior Vice President, IR Execution Excellence (IRX)  
and Business Excellence

10  |  SUSTAINABLE GROWTH.  SUSTAINABLE FUTURE.

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________________________________________

FORM 10-K

_______________________________________________________________________

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2021, or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                     to_________
Commission File Number: 001-38095
_______________________________________________________________________

Ingersoll Rand Inc.

(Exact Name of Registrant as Specified in Its Charter)
_______________________________________________________________________

Delaware
(State or Other Jurisdiction of Incorporation or Organization)

46-2393770
(I.R.S. Employer Identification No.)

800-A Beaty Street
Davidson, North Carolina 28036
(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (704) 655-4000
_______________________________________________________________________
Securities Registered Pursuant to Section 12(b) of the Act:

Title of Each Class
Common Stock, $0.01 Par Value per share

Trading Symbol(s)
IR

Name of Each Exchange on Which Registered
New York Stock Exchange

Securities Registered Pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.   Yes ☒   No ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes ☐  No ☒
Indicate  by  check  mark  whether  the  registrant  (1)  has  filed  all  reports  required  to  be  filed  by  Section  13  or  15(d)  of  the  Securities 
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), 
and (2) has been subject to such filing requirements for the past 90 days.     Yes ☒    No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant 
to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant 
was required to submit such files).    Yes ☒  No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting 
company,  or  an  emerging  growth  company.  See  the  definitions  of  “large  accelerated  filer,”  “accelerated  filer,”  “smaller  reporting 
company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If  an  emerging  growth  company,  indicate  by  check  mark  if  the  registrant  has  elected  not  to  use  the  extended  transition  period  for 
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of 
its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public 
accounting firm that prepared or issued its audit report. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes ☐    No ☒
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant on June 30, 2021 was 
approximately $18.9 billion based on the closing price of such common equity on the New York Stock Exchange on such date.

The registrant had outstanding 407,967,909 shares of Common Stock, par value $0.01 per share, as of February 18, 2022.

Portions of the Proxy Statement for the registrant’s 2022 Annual Meeting of Stockholders are incorporated by reference in Part III of this 
report.

DOCUMENTS INCORPORATED BY REFERENCE

Table of Contents

PART I

Item 1. Business

Item 1A. Risk Factors

Item 1B. Unresolved Staff Comments

Item 2. Properties

Item 3. Legal Proceedings

Item 4. Mine Safety Disclosures

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity 
Securities

Item 6. [Reserved]

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Item 8. Financial Statements and Supplementary Data

Consolidated Statements of Operations - For the years ended December 31, 2021, 2020 and 2019

Consolidated Statements of Comprehensive Income - For the years ended December 31, 2021, 2020 and 2019

Consolidated Balance Sheets - As of December 31, 2021 and 2020

Consolidated Statements of Stockholders’ 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

Notes to Consolidated Financial Statements

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9A. Controls and Procedures

Item 9B. Other Information
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

PART III

Item 10. Directors, Executive Officers and Corporate Governance

Item 11. Executive Compensation

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 13. Certain Relationships and Related Transactions, and Director Independence
Item 14. Principal Accountant Fees and Services

PART IV

Item 15. Exhibits and Financial Statement Schedule

Item 16. Form 10-K Summary

SIGNATURES

SCHEDULE I

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PART I

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

In  addition  to  historical  information,  this  Annual  Report  on  Form  10-K  (this  “Form  10-K”)  may  contain  “forward-looking 
statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 
21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the “safe harbor” created 
by  those  sections.  All  statements,  other  than  statements  of  historical  facts  included  in  this  Form  10-K,  including  statements 
concerning  our  plans,  objectives,  goals,  beliefs,  business  strategies,  future  events,  business  conditions,  results  of  operations, 
financial position, business outlook, business trends and other information, may be forward-looking statements. Words such as 
“estimates,”  “expects,”  “contemplates,”  “will,”  “anticipates,”  “projects,”  “plans,”  “intends,”  “believes,”  “forecasts,”  “may,” 
“should,” and variations of such words or similar expressions are intended to identify forward-looking statements. The forward-
looking statements are not historical facts, and are based upon our current expectations, beliefs, estimates and projections, and 
various assumptions, many of which, by their nature, are inherently uncertain and beyond our control. Our expectations, beliefs, 
estimates and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be 
no assurance that management’s expectations, beliefs, estimates, and projections will result or be achieved and actual results 
may vary materially from what is expressed in or indicated by the forward-looking statements.

There are a number of risks, uncertainties, and other important factors, many of which are beyond our control, that could cause 
our  actual  results  to  differ  materially  from  the  forward-looking  statements  contained  in  this  Form  10-K.  Such  risks, 
uncertainties  and  other  important  factors  include,  among  others,  the  risks,  uncertainties  and  factors  set  forth  under  “Risk 
Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this 
Form 10-K. Moreover, we operate in an evolving environment. New risk factors and uncertainties may emerge from time to 
time, and it is not possible for management to predict all risk factors and uncertainties. See “Item 1A. Risk Factors” for more 
information.

ITEM 1. BUSINESS

Ingersoll  Rand  Inc.  is  a  diversified,  global  provider  of  mission-critical  flow  creation  products  and  industrial  solutions.  The 
accompanying consolidated financial statements include the accounts of Ingersoll Rand Inc. and its majority-owned subsidiaries 
(collectively referred to herein as “Ingersoll Rand,” “Company,” “we,” “us,” “our,” or “ourselves”).

Merger of Gardner Denver and Ingersoll Rand Industrial

On February 29, 2020, Ingersoll Rand Inc. (formerly known as Gardner Denver Holdings, Inc.) completed the acquisition of 
and merger with the Industrial business of Ingersoll-Rand plc (“Ingersoll Rand Industrial”) and changed its name from Gardner 
Denver Holdings, Inc. to Ingersoll Rand Inc. 

See Note 4 “Business Combinations” of Notes to Consolidated Financial Statements for additional information related to the 
Ingersoll Rand Industrial transaction.

Our Company

We are a global market leader with a broad range of innovative and mission-critical air, fluid, energy and medical technologies, 
providing  services  and  solutions  to  increase  industrial  productivity  and  efficiency.  We  manufacture  one  of  the  broadest  and 
most  complete  ranges  of  compressor,  pump,  vacuum  and  blower  products  in  our  markets,  which,  when  combined  with  our 
global geographic footprint and application expertise, allows us to provide differentiated product and service offerings to our 
customers.  Our  products  are  sold  under  more  than  40  market-leading  brands,  including  Ingersoll  Rand  and  Gardner  Denver, 
which we believe are globally recognized in their respective end-markets and known for product quality, reliability, efficiency 
and superior customer service. We are driven by an entrepreneurial spirit and ownership mindset, dedicated to helping make life 
better for our employees, customers and communities. 

These attributes, along with over 160 years of engineering heritage, generate strong brand loyalty for our products and foster 
long-standing  customer  relationships,  resulting  in  leading  market  positions  within  each  of  our  operating  segments.  We  have 
sales in all major geographic markets and our diverse customer base utilizes our products across a wide array of end-markets, 
including industrial manufacturing, energy, transportation, medical and laboratory sciences, food and beverage packaging and 
chemical processing.

Our  products  and  services  are  critical  to  the  processes  and  systems  in  which  they  are  utilized,  which  are  often  complex  and 
function in harsh conditions where the cost of failure or downtime is high. However, our products typically represent only a 
small portion of the costs of the overall systems or functions that they support. As a result, our customers place a high value on 

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our  application  expertise,  product  reliability  and  the  responsiveness  of  our  service.  To  support  our  customers  and  market 
presence, we maintain significant global scale with 61 key manufacturing facilities, approximately 39 complementary service 
and repair centers across six continents and approximately 16,000 employees worldwide as of December 31, 2021.

The process-critical nature of our product applications, coupled with the standard wear and tear replacement cycles associated 
with  the  usage  of  our  products,  generates  opportunities  to  support  customers  with  our  broad  portfolio  of  aftermarket  parts, 
consumables and services. Customers place a high value on minimizing any time their operations are offline. As a result, the 
availability of replacement parts, consumables and our repair and support services are key components of our value proposition. 
Our  large  installed  base  of  products  provides  a  recurring  revenue  stream  through  our  aftermarket  parts,  consumables  and 
services  offerings.  As  a  result,  our  aftermarket  revenue  is  significant,  representing  36.2%  of  total  Company  revenue  and 
approximately 40.7% of our Industrial Technologies and Services segment’s revenue in 2021.

Our Segments

As  a  result  of  the  HPS  and  SVT  transactions  described  in  Note  3  “Discontinued  Operations”  to  our  audited  consolidated 
financial statements included elsewhere in this Form 10-K, the Company now operates with two reportable segments: Industrial 
Technologies and Services and Precision and Science Technologies.

Industrial Technologies and Services

We  design,  manufacture,  market  and  service  a  broad  range  of  air  and  gas  compression,  vacuum  and  blower  products,  fluid 
transfer  equipment,  loading  systems,  power  tools  and  lifting  equipment,  including  associated  aftermarket  parts,  consumables 
and services. We primarily sell under the Ingersoll Rand, Gardner Denver, Nash, CompAir, Elmo Rietschle, Robuschi, Emco 
Wheaton and Runtech Systems brands. Our customers deploy our products across a wide array of technologies and applications 
for use in diverse end-markets. Compressors are used to increase the pressure of air or gas, vacuum products are used to remove 
air or gas in order to reduce the pressure below atmospheric levels, and blower products are used to produce a high volume of 
air  or  gas  at  low  pressure.  Almost  every  manufacturing  and  industrial  facility,  and  many  service  and  process  industry 
applications, use air compression, vacuum and blower products in a variety of process-critical applications such as the operation 
of  pneumatic  tools,  pumps  and  motion  control  components,  air  and  gas  separation,  vacuum  packaging  of  food  products  and 
aeration  of  waste  water,  among  others.  Our  liquid  ring  vacuum  pumps  and  compressors  are  used  in  many  power  generation, 
mining,  oil  and  gas  refining  and  processing,  chemical  processing  and  general  industrial  applications  including  flare  gas  and 
vapor recovery, geothermal gas removal, vacuum de-aeration, water extraction in mining and paper and chlorine compression in 
petrochemical operations. Our engineered loading systems and fluid transfer equipment ensure the safe handling and transfer of 
crude oil, liquefied natural gas, compressed natural gas, chemicals, and bulk materials. Our power tools and lifting equipment 
portfolio includes electric and cordless fastening systems, pneumatic bolting tools, drilling and material removal tools, hoists, 
winches  and  ergonomic  handling  devices.  Typical  applications  for  these  products  include  the  precision  fastening  of  bolted 
joints  in  the  production,  assembly  and  servicing  of  industrial  machinery,  on-highway  and  off-highway  vehicles,  aircraft, 
electronics and other equipment.

Our compression products cover the full range of technologies, including rotary screw, reciprocating piston, scroll, rotary vane 
and centrifugal compressors. Our vacuum products and blowers also cover the full technology spectrum; vacuum technologies 
include  side  channel,  liquid  ring,  claw  vacuum,  screw,  turbo  and  rotary  vane  vacuum  pumps  among  others,  while  blower 
technologies include rotary lobe blowers, screw, claw and vane, side channel and radial blowers. Our liquid ring vacuum pumps 
and  compressors  are  highly-engineered  products  specifically  designed  for  continuous  duty  in  harsh  environments  to  serve  a 
wide  range  of  applications,  including  oil  and  gas  refining  and  processing,  mining,  chemical  processing  and  industrial 
applications.  In  addition  to  our  vacuum  and  blower  technology,  our  engineered  fluid  loading  and  transfer  equipment  and 
systems ensure the safe and efficient transportation and transfer of petroleum products as well as certain other liquid commodity 
products in a wide range of industries.

We complement these products with a broad portfolio of service options tailored to customer needs and a complete range of 
aftermarket  parts,  air  treatment  equipment,  controls  and  other  accessories  delivered  through  our  global  network  of 
manufacturing and service locations and distributor partners. The breadth and depth of our product offering creates incremental 
business  opportunities  by  allowing  us  to  cross-sell  our  full  product  portfolio  and  uniquely  address  customers’  needs  in  one 
complete solution.

We  sell  our  products  through  an  integrated  network  of  direct  sales  representatives  and  independent  distributors,  which  is 
strategically tailored to meet the dynamics of each target geography or end-market. Our large installed base also provides for a 
significant stream of recurring aftermarket revenue. For example, the useful life of a compressor is, on average, between 10 and 
12  years.  However,  a  customer  typically  services  the  compressor  at  regular  intervals,  starting  within  the  first  two  years  of 

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purchase and continuing throughout the life of the product. The cumulative aftermarket revenue generated by a compressor over 
the product’s life cycle will typically exceed its original sale price.

Precision and Science Technologies

We  design,  manufacture  and  market  a  broad  range  of  highly-specialized  positive  displacement  pumps,  fluid  management 
systems,  accessories  and  aftermarket  parts  that  provide  liquid  and  gas  dosing,  transfer,  dispensing,  compression,  sampling, 
pressure  management  and  flow  control  in  specialized  or  critical  applications.  Our  offerings  cover  a  range  of  pump  and  flow 
control technology types. This includes diaphragm pumps, piston pumps, water-powered pumps, peristaltic pumps, gear pumps, 
vane pumps, progressive cavity pumps, syringe pumps, gas boosters, hydrogen compression systems, automated liquid handling 
systems, odorant injection systems, controls, software and other related components and accessories. These offerings are sold 
under brands that are highly recognized in their end markets including Air Dimensions, Albin, ARO, Dosatron, Haskel, LMI,  
Maximus,  Milton  Roy,  MP,  Oberdorfer,  Seepex,  Thomas,  Welch,  Williams,  Zinnser  Analytic  and  YZ.  Our  customer  base  is 
composed of a wide range of end users in markets including medical, life sciences, industrial manufacturing, water and waste 
water,  chemical  processing,  energy,  food  and  beverage,  agriculture  and  others.  Our  sales  are  realized  primarily  through  a 
combination of independent specialty and national distributors and relationships directly with original equipment manufacturers 
(“OEM”), Engineering, Procurement and Construction (“EPC”) companies and end users.

Recent Developments

Sale of Majority Interest in HPS Business

On February 14, 2021, the Company entered into an agreement to sell a majority interest in its High Pressure Solutions (“HPS”) 
business  to  private  equity  firm  American  Industrial  Partners.  In  exchange  for  its  majority  interest  of  55%,  the  Company 
received cash of $278.3 million at closing and retains a 45% common equity interest in the newly-formed entity comprising the 
HPS business. This transaction was substantially completed on April 1, 2021.

The  historical  financial  results  of  the  HPS  Segment  are  reflected  in  our  consolidated  financial  statements  as  discontinued 
operations. Refer to Note 3 “Discontinued Operations” to our consolidated financial statements for additional discussion of the 
sale of the HPS segment.

Sale of Special Vehicle Technologies Segment

On April 9, 2021, the Company entered into an agreement to sell its Specialty Vehicle Technologies segment (“SVT” or “Club 
Car”) to private equity firm Platinum Equity Advisors, LLC for an aggregate purchase price of $1.68 billion. This transaction 
was substantially completed on June 1, 2021.

The  historical  financial  results  of  the  SVT  Segment  are  reflected  in  our  consolidated  financial  statements  as  discontinued 
operations. Refer to Note 3 “Discontinued Operations” to our consolidated financial statements for additional discussion of the 
SVT divestiture.

Recent Acquisitions

On  January  31,  2021,  the  Company  acquired  the  Vacuum  and  Blower  Systems  division  of  Tuthill  Corporation  for  cash 
consideration of $184.0 million. The business operates under the tradenames M-D Pneumatics and Kinney Vacuum Pumps and 
is a leader in the design and manufacture of positive displacement blowers, mechanical vacuum pumps, vacuum boosters and 
engineered blower and vacuum systems.

On  July  30,  2021,  the  Company  acquired  Maximus  Solutions  for  cash  consideration  of  $111.0  million.  The  business  is  a 
provider of digital controls and Industrial Internet of Things (IIoT) production management systems for the agritech market.

On August 31, 2021, the Company acquired Seepex GmbH (“Seepex”) for cash consideration of $482.1 million, net of cash 
acquired. The business is a global leader in progressive cavity pump solutions.

On October 29, 2021, the Company acquired Air Dimensions Inc. for a base purchase price of $70.6 million. The business is a 
manufacturer of vacuum diaphragm pumps for environmental applications.

On November 2, 2021, the Company acquired Tuthill Pumps, a division of Tuthill Corporation, for $85.5 million. The business 
is a manufacturer of gear and piston pumps that primarily serve the chemical, food and beverage, and wastewater markets.

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Our Industries and Products

Industrial Technologies and Services

Our  Industrial  Technologies  and  Services  segment  designs,  manufactures,  markets  and  services  a  broad  range  of  air 
compression, vacuum and blower products across a wide array of technologies. Compression, vacuum and blower products are 
used  in  a  wide  spectrum  of  applications  in  nearly  all  manufacturing  and  industrial  facilities  and  many  service  and  process 
industries in a variety of end-markets, including infrastructure, construction, transportation, food and beverage packaging and 
chemical processing.

Compression Products

Sales to industrial end-markets include industrial air compression products, as well as associated aftermarket parts, consumables 
and services. Industrial air compressors compress air to create pressure to power machinery, industrial tools, material handling 
systems and automated equipment. Compressed air is also used in applications as diversified as snow making and fish farming, 
on high-speed trains and in hospitals. Compressors can be either stationary or portable, depending on the requirements of the 
application or customer.

We  focus  on  five  basic  types  of  air  compression  technologies:  rotary  screw,  reciprocating  piston,  scroll,  rotary  vane  and 
centrifugal compressors. Rotary screw compressors are a newer technology than reciprocating compressors and exhibit better 
suitability  for  continuous  processes  due  to  a  more  compact  size,  less  maintenance  and  better  noise  profile.  We  believe  our 
reciprocating piston compressors provide one of the broadest ranges of pressures in the market and are supported by increasing 
demand  across  wide-ranging  attractive  end-markets.  Scroll  compressors  are  most  commonly  seen  where  less  oil-free  air  is 
needed, and is most commonly used in medical and food applications where the need for pure, clean and precise air is of great 
importance. Rotary vane compressors feature high efficiency, compact compression technology and can be found throughout all 
sectors  of  industry,  including  automotive,  food  and  beverage,  energy  and  manufacturing  with  specialized  solutions  within 
transit, gas and snow making. Centrifugal compressors are most effective when in applications that demand larger quantities of 
oil-free air and are utilized across a wide range of industries.

Vacuum Products

Industrial vacuum products are integral to manufacturing processes in applications for packaging, pneumatic conveying, drying, 
holding  /  lifting,  distillation,  evacuation,  forming  /  pressing,  removal  and  coating.  Within  each  of  these  processes  are  a 
multitude  of  sub-applications.  As  an  example  of  one  such  end-process,  within  packaging,  a  vacuum  will  be  used  on  blister 
packaging, foil handling, labeling, carton erection, stacking and palletizing (placing, stacking or transporting goods on pallets), 
as well as central vacuum supply for entire packaging departments.

We focus on five basic types of vacuum technologies: side channel, liquid ring, claw vacuum, screw and rotary vane vacuum 
pumps. Side channel vacuum pumps are used for conveying gases and gas-air mixtures in a variety of applications, including 
laser  printers,  packaging,  soil  treatment,  textiles  and  food  and  beverage  products.  Liquid  ring  vacuum  pumps  are  used  for 
extreme  conditions,  which  prevail  in  humid  and  wet  processes  across  ceramics,  environmental,  medical  and  plastics 
applications. Claw vacuum pumps efficiently and economically generate contact-free vacuum for chemical, environmental and 
packaging applications. Screw vacuum pumps are a dry running technology used to reduce the carbon footprint and life cycle 
costs  in  drying  and  packaging  applications.  Rotary  vane  vacuum  pumps  are  used  for  vacuum  and  combined  pressure  and 
vacuum applications in the environmental, woodworking, packaging and food and beverage end-markets.

Blower Products

Blower products are used for conveying high volumes of air and gas at various flow rates and at low pressures, and are utilized 
in a broad range of industrial and environmental applications, including waste water aeration, biogas upgrading and conveying, 
pneumatic  transport  and  dehydrating  applications  for  food  and  beverage,  cement,  pharmaceutical,  petrochemical  and  mobile 
industrial  applications.  In  many  cases,  blowers  are  a  core  component  for  the  operation  of  the  entire  end-users’  systems. 
Management believes that we hold a leading position in our addressable portion of the global blower products market.

We focus on several key technologies within blower products: rotary lobe, screw, claw and vane, turbo, side channel and radial 
blowers. Rotary lobe blowers, screw blowers and claw and vane blowers are positive displacement technologies that have the 
ability  to  consistently  move  the  same  volume  of  gas  or  air  and  vary  the  volume  flow  according  to  the  speed  of  the  machine 
itself enabling it to adapt the flow condition in a flexible manner despite pressure in the system. Turbo blowers and side channel 
and radial blowers are dynamic technologies that have the ability to accelerate gas or air through an impeller and transform their 
kinetic energy at the discharge with some limitation on flexibility.

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Fluid Transfer Equipment Products

Fluid  transfer  equipment  products  includes  fluid  loading  systems,  tank  truck  and  fleet  fueling  products  and  couplers.  Fluid 
loading systems are used in the transfer and loading of hydrocarbons and certain other liquid commodity products in marine and 
land  applications.  Tank  truck  and  fleet  fueling  products  allow  for  safe  transfer  of  liquid  products  without  spillage  or 
contamination  while  safeguarding  the  operator  and  the  environment.  Operators  use  Dry-Break®  technology  couplers  and 
adapters to provide a secure connection for the transfer of liquid products without spillage or contamination while safeguarding 
the operator and the environment.

Liquid Ring Vacuum Pumps and Compressors

Liquid ring vacuum pumps and compressors are designed for continuous duty in harsh environments, including vapor and flare 
gas  recovery  equipment  (which  recovers  and  compresses  certain  polluting  gases  to  transmit  them  for  further  processing), 
primarily  in  downstream  applications.  The  liquid  ring  technology  utilizes  a  service  liquid,  typically  water,  oil  or  fuel,  to 
evacuate or compress gas by forming a rotating ring of liquid that follows the contour of the body of the pump or compressor 
and acts like a piston to deliver an uninterrupted flow of gas without pulsation.

Precision and Science Technologies

The Precision and Science Technologies segment designs, manufactures and markets a broad range of flow control products for 
the water and wastewater, food & beverage, chemical processing, precision irrigation, energy, medical equipment, laboratory 
vacuum  and  automated  liquid  handling  end-markets.  Key  technologies  include  positive  displacement  pumps,  gas,  liquid  and 
precision syringe pumps, automated liquid handling systems and hydrogen refueling stations.

Positive Displacement (PD) Pumps

Positive  displacement  pumps  are  essential  to  highly  specialized  flow  applications  across  many  industries.  We  are  a  market 
leader  in  positive  displacement,  covering  the  main  technology  types  including  diaphragm,  vane,  piston,  progressive  cavity, 
peristaltic  and  gear.  In  the  medical  and  life  sciences  end-market,  our  gas  and  liquid  pumps  are  used  for  a  wide  range  of 
applications,  such  as  aspirators,  blood  analyzers,  compression  therapy,  dialysis  machines,  gas  monitors,  ventilators,  and 
scientific  instrumentation  within  in  vitro  diagnostics  and  R&D  laboratories.  In  the  water  and  environmental  end-market,  our 
pumps and related equipment are used for water treatment in municipal and industrial facilities such as in dosing and sludge 
transfer.  In  agriculture,  our  pumps  are  used  for  nutrient  and  medicine  dosing  to  livestock,  plants  and  medicinals.  In  the 
emerging  market  of  hydrogen  powered  vehicles,  we  are  a  leader  in  refueling  stations  that  utilize  our  unique  heritage  in 
industrial gas compression pumps. Finally in the general industrial end-market, our pumps and accessories serve a broad range 
of niche applications such as in the handling of abrasive or chemically active fluids as well as gases. 

Controls and Software

Equipment  controls  and  software  are  of  increasing  importance  in  our  flow  control  applications  for  both  the  optimization  of 
current systems as well as to enable the anticipated Industrial Internet of Things (“IIOT”) evolution.  In the agriculture market, 
we sell controllers and software that monitor and control the main functions within livestock and greenhouse facility operations 
with  the  benefit  of  reducing  cost  and  improving  yield.  In  natural  gas  pipelines  and  distribution,  we  sell  monitoring  devices 
connected  to  cloud-based  software  for  real  time  monitoring  of  odor  injection  pumping  systems  which  enhances  safety  and 
reduces costs. Similarly, on our positive displacement progressive cavity sludge pumps, we sell monitoring devices and cloud-
based  software  for  real-time  pump  health  and  performance  monitoring,  which  prevents  costly  downtime  in  water  treatment 
plants as well as in industrial installations. 

Robotics

Our  automated  liquid  handling  products,  which  includes  syringe  pumps  and  accessories,  are  integrated  into  large-scale, 
automated  liquid  handling  systems  used  within  clinical,  pharmaceutical  and  environmental  applications.  These  automated 
systems  provide  accurate  and  efficient  dosing,  sampling  and  handling  of  critical  fluids  at  increasingly  ultra-low  flow  levels, 
which are required in lab and life science applications.

Competition

Industrial Technologies and Services

The  industrial  end-markets  we  serve  are  competitive,  with  an  increasing  focus  on  product  quality,  performance,  energy 
efficiency, customer service and local presence. Although there are several large manufacturers of compression, vacuum and 
blower products, the marketplace for these products remains highly fragmented due to the wide variety of product technologies, 

7

applications and selling channels. Our principal competitors in sales of compression, vacuum and blower products include Atlas 
Copco AB, Colfax Corp., Flowserve Corporation, IDEX Corporation and Kaeser Compressors, Inc. Our principal competitors 
in sales of fluid transfer equipment include Dover Corporation, SVT GmbH and TechnipFMC plc. Our principal competitors in 
the sale of liquid ring pumps and compressors are Flowserve Corporation and Busch-Holding GmbH.

Precision and Science Technologies

Competition in the market served by our Precision and Science Technologies segment is primarily based on product quality and 
performance, as most products must be qualified by the customer for a particular use. Further, there is an increasing demand for 
more  efficient  healthcare  solutions,  which  is  driving  the  adoption  of  premium  and  high  performance  systems.  Our  primary 
competitors include Dover Corporation, Graco, IDEX Corporation, KNF Neuberger, Inc., Netzsch, NOV, SPX Flow, Thermo 
Fisher Scientific, and Watson-Marlow, Inc., as well as other regional and local manufacturers.

Customers and Customer Service

We  consider  superior  customer  service  to  be  one  of  our  primary  pillars  of  future  success  and  view  it  as  being  built  upon  a 
foundation  of  critical  application  expertise,  an  industry  leading  range  of  compressor,  pump,  vacuum  and  blower  products,  a 
global manufacturing and sales presence and a long-standing reputation for quality and reliability. Intense customer focus is at 
the  center  of  our  vision  of  becoming  the  industry’s  first  choice  for  innovative  and  application-critical  flow  control  and 
compression  equipment,  services  and  solutions.  We  strive  to  collaborate  with  our  customers  and  become  an  essential  part  of 
their  engineering  process  by  drawing  on  our  deep  industry  and  application  engineering  experience  to  develop  best-in-class 
products that are critical to the processes and systems in which they operate.

We  have  established  strong  and  long-standing  customer  relationships  with  numerous  industry  leaders.  We  sell  our  products 
directly to end-use customers and to certain OEMs, and indirectly through independent distributors and sales representatives.

We use a direct sales force to serve end-use customers and OEMs because these customers typically require higher levels of 
technical  assistance,  more  coordinated  shipment  scheduling  and  more  complex  product  service  than  customers  that  purchase 
through distributors. We have distribution centers and warehouses that stock parts, accessories and certain products to provide 
adequate and timely availability.

In  addition  to  our  direct  sales  force,  we  are  also  committed  to  developing  and  supporting  our  global  network  of  over  1,000 
distributors and representatives who provide a competitive advantage in the markets and industries we serve. These distributors 
maintain  an  inventory  of  complete  units  and  parts  and  provide  aftermarket  services  to  end-users.  While  most  distributors 
provide a broad range of products from different suppliers, we view our distributors as exclusive at the product category level 
(e.g. compressor, vacuum and blower). For example, a distributor may exclusively carry our compressor technologies, and also 
source additional components of the broader industrial system in which those products operate from other suppliers. Our service 
personnel  and  product  engineers  provide  the  distributors’  service  representatives  with  technical  assistance  and  field  training, 
particularly  with  respect  to  installation  and  repair  of  equipment.  We  also  provide  our  distributors  with  sales  and  product 
literature, advertising and sales promotions, order-entry and tracking systems and an annual restocking program. Furthermore, 
we participate in major trade shows and directly market our offerings to generate sales leads and support the distributors’ sales 
personnel.

Our customer base is diverse, and we did not have any customers that individually provided more than 1% of 2021 consolidated 
revenues.

Patents, Tradenames, and Other Intellectual Property

We rely on a combination of intellectual property rights, including patents, tradenames, copyrights, trade secrets and contractual 
provisions to protect our intellectual property. While in the aggregate our more than 1,700 patents and our tradenames are of 
considerable importance to the manufacture and marketing of many of our products, we believe that the success of our business 
depends more on the technical competence, creativity and marketing abilities of our employees than on any individual patent or 
tradename, and therefore we do not consider any single patent or tradename, group of patents or tradenames, copyright or trade 
secret  to  be  material  to  our  business  as  a  whole,  except  for  the  Ingersoll  Rand  and  Gardner  Denver  tradenames.  We  have 
registered our tradenames in the countries we deem necessary or in our best interest. We also rely upon trade secret protection 
for our confidential and proprietary information and techniques, and we routinely enter into confidentiality agreements with our 
employees as well as our suppliers and other third parties receiving such information.

Pursuant  to  tradename  license  agreements,  Cooper  Industries  has  exclusive  rights  to  use  the  Gardner  Denver  tradename  for 
certain  power  tools  and  their  components,  meaning  that  we  are  prevented  from  using  this  mark  in  connection  with  those 
products.

8

Raw Materials and Suppliers

We purchase a wide variety of raw materials to manufacture our products. Our most significant commodity exposures are to 
cast iron, aluminum and steel. Additionally, we purchase a large number of motors and, therefore, are also exposed to changes 
in  the  price  of  copper,  which  is  a  primary  component  of  motors.  Most  of  our  raw  materials  are  generally  available  from  a 
number of suppliers. We have a limited number of long-term contracts with some suppliers of key components, but we believe 
that our sources of raw materials and components are reliable and adequate for our needs. In response to recent tightness in the 
supply chain and in order to improve continuity of supply, for select materials and components, we have expanded our supplier 
network in areas we have historically sole sourced. We continue to use single sources of supply for certain castings, motors and 
other select engineered components. A disruption in deliveries from a given supplier could therefore have an adverse effect on 
our  ability  to  meet  commitments  to  our  customers.  Nevertheless,  we  believe  that  we  have  appropriately  balanced  this  risk 
against  the  cost  of  maintaining  a  greater  number  of  suppliers.  Moreover,  we  have  sought,  and  will  continue  to  seek,  cost 
reductions in purchases of materials and supplies by consolidating purchases and pursuing alternate sources of supply.

Human Capital Management

As of December 31, 2021, we had approximately 16,000 employees of which approximately 4,800 are located in the United 
States.  Of  those  employees  located  outside  of  the  United  States,  a  significant  portion  are  represented  by  works  councils  and 
labor unions; of those employees located in the United States, approximately 250 are represented by labor unions. We believe 
that our current relations with employees are satisfactory.

We  evaluate  several  metrics  to  ensure  the  ongoing  effectiveness  of  our  human  capital  management  practices,  including 
voluntary turnover and engagement. In 2021, our voluntary turnover was 11.6% and 8.8% for hourly and salaried employees, 
respectively. In 2020, our voluntary turnover was 7.4% and 6.9% for hourly and salaried employees, respectively.

We  introduced  a  new  performance  management  and  development  process,  which  places  a  heavy  emphasis  on  manager 
engagement and employee ownership. We highlight employee development and engagement as a standard part of our employee 
experience.

We  have  both  a  performance  management  process  and  a  development  planning  process  that  are  connected  to  reinforce  the 
importance of continuous improvement over time. Our performance management and development planning process begins in 
January with setting aligned objectives and areas of development, and is then reviewed formally at mid-year and year-end. We 
track completion of each phase through our human resources system, to ensure that each employee discusses performance and 
professional  development  with  the  respective  manager.  We  evaluate  performance  both  in  terms  of  what  is  accomplished 
(through  metric  achievement)  and  how  it  is  accomplished  (per  our  competencies),  providing  a  more  holistic  view  of 
effectiveness  within  the  Company.  Similarly,  development  plans  are  tied  to  descriptions  and  resources  associated  with  our 
“Professional Contributor” and “People Leader” competencies. We believe that all employees have the right to develop and that 
such employee development will differentiate us as a company in the marketplace. Our development process is employee led, 
supported by managers and company enabled.  

Health & Safety

Our  Environmental,  Health,  and  Safety  culture  is  focused  on  ensuring  the  health  of  our  employees  by  eliminating  risks  of 
serious  injuries,  illness  and  fatalities  through  the  application  of  rigorous  standards,  controls,  inspections  and  audits  to  help 
ensure that our operations and premises comply with national and local regulations.

In response to COVID-19, we implemented various measures to protect the health and safety of our employees and customers 
including work-from-home requirements (where practical), social distancing, contact tracing, enhanced hygiene education and 
deep-cleaning protocols at all of our facilities as well as travel restrictions, among other measures, complying with applicable 
governmental regulations and guidance.

Competitive Pay, Benefits and Equity

Our compensation and benefits philosophy is centered on two key fundamentals: (1) building long-term value and aligning to 
our stakeholders, and (2) driving employee engagement. We are committed to providing competitive pay, benefits, and equity 
that are valuable and meaningful to our employees. We provide a competitive total compensation package with  a significant 
portion designed to foster a culture of ownership. In 2021, we announced that all new hires, regardless of level in the Company, 
will  be  eligible  for  a  long-term  equity  grant.  It  is  our  goal  to  foster  an  environment  where  employees  can  think  and  act  like 
owners.

9

Diversity, Equity & Inclusion

Ingersoll Rand’s Diversity, Equity and Inclusion (“DE&I”) commitment for our employees, partners and communities has been 
our focus over the past two years with a clear vision, measurable goals and specific levers to set the direction of our efforts:

•

•

To  be  a  DE&I  leader  within  our  industry  that  mirrors  the  communities  and  customers  we  serve.  We  will  leverage 
diversity,  equity  and  inclusion  to  exceed  our  business  goals,  attract  and  retain  the  best  talent,  and  address  today’s 
global challenges.

To connect to our value of fostering inspired teams, we cultivate diversity, promote equity and pursue a more inclusive 
culture that strengthens the sense of belonging for all. We expect individuals to uphold these aspirations with humility, 
integrity and respect.

To solidify a successful execution of our strategy, we established a road map prioritizing initiatives through 2025 using our IRX 
process to build global accountability and timely execution.

In  terms  of  diverse  representation,  we  have  two  focus  areas:  (1)  underrepresented  populations  in  the  United  States  and  (2) 
women  globally.  Our  current  employee  base  consists  of  16%  underrepresented  populations  in  the  U.S.  with  a  2025  target  to 
increase  to  30%.  Globally,  women  represent  22.6%  of  our  employees,  which  exceeded  our  first  year  target  of  22.25%,  and 
keeps us on track to reach our stated goal of 25% by 2025. Our promotion rates have increased, surpassing our goal of 40% 
with a current promotion rate of 40.9%.

Ingersoll Rand expanded our employee inclusion groups to build stronger global connections, advocate for positive change and 
foster  an  inclusive  culture  in  the  organization.  An  executive  leader  sponsors  each  of  the  following  groups  and  provides 
guidance to establish goals in support of our company strategies, culture and values to their global members:

•

•

Black Employee Network Inclusion Group

Veterans Inclusion Group

• Women Inclusion Group

•

•

•

Hispanic/LatinX Organization of Leadership and Advancement

Four regional inclusion groups (Europe and Asia Pacific)

One DE&I council in Latin America

We deployed our unconscious bias training to more than 70% of our salaried employees and conducted personalized sessions to 
leaders on “DE&I  Matters.” We have launched our next phase to train hourly employees, adapting the content to “Respect in 
the Workplace.” We continue creating a safe space for employees by participating in our “Lean into Change” sessions where 
social  and  cultural  sensitive  conversations  occur,  fostering  trust,  transparency  and  community.  Profiles  in  Diversity  Journal 
recognized our “Lean into Change” initiative by awarding us a Top 10 Innovations in Diversity Award.

Talent Development and Employee Engagement

We are committed to continuously improving the development and engagement of all employees in the company. To support 
the development of our employees, we have several resources and programs to enable their continued growth and development. 
All  of  our  offerings  are  grounded  in  our  values  and  strategies  which  are  reflected  in  our  competencies.  We  introduced  an 
executive level program this past year called “Lead Like an Owner” to set the standard of leadership and build succession at the 
top of the organization. In addition, there were several new manager programs deployed by region to ensure that those who are 
new  to  managing  people  have  the  skills  and  capabilities  to  succeed.  We  have  online  learning  content  that  can  be  accessed 
around  the  globe  for  a  variety  of  topics  and  have  recently  initiated  several  mentoring  programs  to  allow  our  own  internal 
experts  to  teach  and  guide  others.  As  mentioned  above,  our  development  planning  process  is  tied  to  our  performance 
management system which will ensure all employees have development conversations with their manager throughout the year. 

Our employee engagement efforts have also produced substantive progress this year. Our last Connections/Engagement survey 
in  October  2021  achieved  a  91%  participation  rate,  resulting  in  a  78%  engagement  level.  While  the  overall  market  trended 
down with respect to employee engagement in 2021, we were able to make gains and maintain them throughout the year. All of 
our questions scored above the manufacturing benchmark collected by our engagement survey partner, with our key satisfaction 
measure scoring in the top 20%. One aspect that is central to our engagement strategy is to make all employees true owners of 
the Company. To that end, we also announced a process by which all new or acquired employees, like existing employees, will 
receive stock in the Company after one year of employment.  We feel that the combination of a solid strategy, strong values and 
clear expectations, coupled with true employee ownership, provides us strong engagement and a competitive edge.  

10

As a result of all of our Human Capital Management activities, we reflect our value of “We foster inspired teams.” We nurture 
and celebrate a culture that embraces diverse points of views, backgrounds and experiences. We are committed to equity in how 
people are treated and the opportunities available to them because we know that a workplace that cultivates a sense of inclusion, 
belonging and respect will develop the most talented and capable employees.

Environmental Matters

We are subject to numerous federal, state, local and foreign laws and regulations relating to the storage, handling, emission and 
disposal  of  materials  and  discharge  of  materials  into  the  environment.  We  believe  our  existing  environmental  control 
procedures  are  adequate  and  we  have  no  current  plans  for  substantial  capital  expenditures  in  this  area.  We  have  an 
environmental policy that confirms our commitment to a clean environment and compliance with environmental laws. We have 
an  active  environmental  management  program  aimed  at  complying  with  existing  environmental  regulations  and  reducing  the 
generation  of  pollutants  in  the  manufacturing  processes.  We  are  also  subject  to  laws  concerning  the  cleanup  of  hazardous 
substances and wastes, such as the U.S. federal “Superfund” and similar state laws that impose liability for cleanup of certain 
waste sites and for related natural resource damages. We have been identified as a potentially responsible party with respect to 
several sites designated for cleanup under the “Superfund” or similar state laws. See “Item 3. Legal Proceedings.”

Where You Can Find More Information

We  file  annual,  quarterly  and  current  reports,  proxy  statements  and  other  information  with  the  Securities  and  Exchange 
Commission (“SEC”). Our SEC filings are available to the public over the internet at the SEC’s website at http://www.sec.gov. 
Our SEC filings are also available free of charge on our website at http://www.irco.com as soon as reasonably practicable after 
they are filed with or furnished to the SEC.

We maintain an internet site at http://www.irco.com. From time to time, we may use our website as a distribution channel of 
material  company  information.  Financial  and  other  important  information  regarding  us  is  routinely  accessible  through  and 
posted on our website at www.investors.irco.com. In addition, you may automatically receive email alerts and other information 
about us when you enroll your email address by visiting the Email Alerts section at www.investors.irco.com. Our website and 
the information contained on or connected to that site are not incorporated into this Annual Report on Form 10-K.

ITEM 1A. RISK FACTORS

The following risk factors as well as the other information included in this Form 10-K, including “Management’s Discussion 
and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes 
thereto should be carefully considered. Any of the following risks could materially and adversely affect our business, financial 
condition  or  results  of  operations.  The  selected  risks  described  below,  however,  are  not  the  only  risks  facing  us.  Additional 
risks and uncertainties not currently known to us or those we currently view to be immaterial may also materially and adversely 
affect our business, financial condition or results of operations.

Risks Related to Our Business

The  COVID-19  pandemic  could  have  a  material  and  adverse  effect  on  our  business,  results  of  operations  and  financial 
condition in the future.

COVID-19  is  a  continuously  evolving  situation  that  has  and  could  continue  to  impact  the  global  economy  in  adverse  or 
unpredictable ways. Our operating results will be subject to fluctuations based on general economic conditions, and the extent 
to which COVID-19 may ultimately impact our business will depend on future developments, which are highly uncertain and 
cannot  be  predicted  with  confidence,  such  as  the  geographic  spread  of  the  disease,  the  emergence  of  variants,  availability  of 
vaccines and treatments and the duration of the outbreak and business closures or business disruptions for our Company, our 
suppliers and our customers.

The scale and scope of the COVID-19 pandemic may heighten the potential adverse effects on our business, operating results, 
cash  flows  and/or  financial  condition,  described  in  the  other  risk  factors  contained  in  this  report.  For  example,  we  have 
exposure to the risks associated with instability in the global economy and financial markets, which may negatively impact our 
revenues, liquidity, suppliers and customers. Our financial performance depends, in large part, on conditions in the markets we 
serve  and  on  the  general  condition  of  the  global  economy,  which  impacts  these  markets.  The  impact  of  the  COVID-19 
pandemic has, at times, caused a decrease in demand for our products and services. A sustained weakness in demand for our 
products and services resulting from a contraction or uncertainty in the global economy due to the impact of the COVID-19 
pandemic  could  adversely  impact  its  revenues  and  profitability.  In  addition,  the  impact  of  the  COVID-19  pandemic  on  the 
financial  condition  of  our  customers  has  and  could  in  the  future  make  them  unable  to  pay  for  a  product  or  service  when 
payments  become  due,  or  they  may  decide  not  to  pay  us,  either  as  a  matter  of  corporate  decision-making  or  in  response  to 

11

changes in local laws and regulations. Although historically not material, we cannot be certain that, in the future, expenses or 
losses for uncollectible amounts will not have a material adverse effect on our revenues, earnings and cash flows. Further, we 
sell a significant portion of our products through independent distributors and sales representatives. The loss of, or disruption 
in, our distribution network in connection with the COVID-19 pandemic could have a negative impact on our abilities to ship 
products,  meet  customer  demand  and  otherwise  operate  our  business.  In  addition  to  the  foregoing,  the  COVID-19  pandemic 
could  also  exacerbate  or  trigger  other  risks  discussed  herein,  any  of  which  could  have  a  material  and  adverse  effect  on  our 
business, results of operations and financial condition.

Due  to  the  COVID-19  pandemic,  we  may  experience  different  and  additional  risks  not  discussed  herein  such  as  decreased 
worker  productivity  as  a  result  of  remote  working  arrangements,  increased  medical,  emergency  or  other  leave.  An  extended 
period of remote working by our employees could strain our technology resources and introduce operational risks, including 
heightened  cybersecurity  risk.  Remote  working  environments  may  be  less  secure  and  more  susceptible  to  hacking  attacks, 
including phishing and social engineering attempts that seek to exploit the COVID-19 pandemic. Further, we are experiencing 
increased  costs  and  expenses,  including  as  a  result  of  (i)  conducting  daily  “fitness-for-duty”  assessments  for  all  employees, 
including temperature and symptoms checks and providing personal protective equipment; (ii) the expansion of benefits to our 
employees, including the provision of additional paid time off for employees who have contracted COVID-19 or are required to 
be quarantined; and (iii) implementing increased health and safety protocols at all our facilities, including increased cleaning/
sanitization of workspaces, restricting visitor access, mandating social distancing guidelines and increasing the availability of 
sanitization products. U.S and international government responses to the COVID-19 outbreak have included “shelter in place”, 
“stay at home” and similar types of orders. These orders typically exempt certain individuals and businesses needed to maintain 
continuity  of  operations  of  critical  infrastructure  sectors  or  that  are  deemed  “essential”  or  contain  similar  exceptions  and 
exemptions. Although we believe we are currently considered an “essential” business in our operating markets, if any of the 
applicable exceptions or exemptions are curtailed or revoked in the future, that would adversely impact our business, operating 
results and financial condition. Furthermore, to the extent these exceptions or exemptions do not extend to our key suppliers 
and customers, this would also adversely impact our business, operating results and financial condition.

We have exposure to the risks associated with instability in the global economy and financial markets, which may negatively 
impact our revenues, liquidity, suppliers and customers.

Our  financial  performance  depends,  in  large  part,  on  conditions  in  the  markets  we  serve  and  on  the  general  condition  of  the 
global economy, which impacts these markets. Any sustained weakness in demand for our products and services resulting from 
a contraction or uncertainty in the global economy, including due to the impact of the COVID-19 pandemic, could adversely 
impact our revenues and profitability.

In addition, we believe that many of our suppliers and customers access global credit markets to provide liquidity, and in some 
cases, utilize external financing to purchase products or finance operations. If our customers are unable to access credit markets 
or lack liquidity, it may impact customer demand for our products and services.

Furthermore, our products are sold in many industries, some of which are cyclical and may experience periodic contractions. 
Cyclical weakness in the industries that we serve could adversely affect demand for our products and affect our profitability and 
financial performance.

More  than  half  of  our  sales  and  operations  are  in  non-U.S.  jurisdictions  and  we  are  subject  to  the  economic,  political, 
regulatory and other risks of international operations.

For the year ended December 31, 2021, approximately 61% of our revenues were from customers in countries outside of the 
United States. We have manufacturing facilities in Germany, the United Kingdom, China, Italy, India and other countries. We 
intend to continue to expand our international operations to the extent that suitable opportunities become available. Non-U.S. 
operations and United States export sales could be adversely affected as a result of: political or economic instability in certain 
countries;  differences  in  foreign  laws,  including  increased  difficulties  in  protecting  intellectual  property  and  uncertainty  in 
enforcement of contract rights; credit risks; currency fluctuations, in particular, changes in currency exchange rates between the 
U.S.  dollar,  Euro,  British  Pound  and  the  Chinese  Renminbi;  exchange  controls;  changes  in  and  uncertainties  with  respect  to 
tariffs and import/export trade restrictions (including changes in United States trade policy toward other countries, such as the 
imposition of tariffs and the resulting consequences), as well as other changes in political policy in the United States, China, the 
in 
U.K.  and  certain  European  countries  (including 
the U.K.’s withdrawal from the European Union); royalty and tax increases; nationalization of private enterprises; civil unrest 
and protests, strikes, acts of terrorism, war or other armed conflict; shipping products during times of crisis or war; and other 
factors inherent in foreign operations.

the  U.K.’s  national  referendum  resulting 

impacts  of 

the 

12

In addition, our expansion into new countries may require significant resources and the efforts and attention of our management 
and other personnel, which will divert resources from our existing business operations. As we expand our business globally, our 
success  will  depend,  in  large  part,  on  our  ability  to  anticipate  and  effectively  manage  these  risks  associated  with  our 
international operations.

Shareholder and customer emphasis on environmental, social, and governance responsibility may impose additional costs 
on us or expose us to new risks.

Our  shareholders,  customers  and  employees  continue  to  expect  a  more  proactive  response  to  environmental,  social,  and 
governance  (“ESG”)  matters.  We  may  incur  increased  costs  and  may  be  exposed  to  new  risks  responding  to  these  higher 
expectations.  The  Company  has  emphasized  its  commitment  to  making  a  positive  impact  on  our  shared  planet  with  the 
announcement  of  environmental  goals  with  respect  to  greenhouse  gas  emissions,  renewable  energy,  water  usage  and  landfill 
waste. We may face reputational challenges in the event that we are unable to achieve these goals or our ESG standards do not 
meet  those  set  by  certain  constituencies.  These  reputational  challenges  could  have  a  material  adverse  effect  on  our  business, 
financial condition, results of operations and cash flows.

Our results of operations are subject to exchange rate and other currency risks. A significant movement in exchange rates 
could adversely impact our results of operations and cash flows.

We conduct our business in many different currencies. A significant portion of our revenue, approximately 59% for the year 
ended December 31, 2021, is denominated in currencies other than the U.S. dollar. Accordingly, currency exchange rates, and 
in  particular  unfavorable  movement  in  the  exchange  rates  between  U.S.  dollars  and  Euros,  British  Pounds  and  Chinese 
Renminbi,  affect  our  operating  results.  The  effects  of  exchange  rate  fluctuations  on  our  future  operating  results  are 
unpredictable because of the number of currencies in which we do business and the potential volatility of exchange rates. We 
are  also  subject  to  the  risks  of  currency  controls  and  devaluations.  Although  historically  not  significant,  if  currency  controls 
were  enacted  in  countries  where  the  Company  generates  significant  cash  balances,  these  controls  may  limit  our  ability  to 
convert currencies into U.S. dollars or other currencies, as needed, or to pay dividends or make other payments from funds held 
by subsidiaries in the countries imposing such controls, which could adversely affect our liquidity. Currency devaluations could 
also negatively affect our operating margins and cash flows.

We face competition in the markets we serve, which could materially and adversely affect our operating results.

We actively compete with many companies producing similar products. Depending on the particular product and application, 
we experience competition based on a number of factors, including price, quality, performance and availability. We compete 
against many companies, including divisions of larger companies with greater financial resources than we possess. As a result, 
these  competitors  may  be  both  domestically  and  internationally  better  able  to  withstand  a  change  in  conditions  within  the 
markets in which we compete and throughout the global economy as a whole.

In addition, our ability to compete effectively depends on how successfully we anticipate and respond to various competitive 
factors,  including  new  competitors  entering  our  markets,  new  products  and  services  that  may  be  introduced  by  competitors, 
changes  in  customer  preferences,  pricing  pressures  and  new  government  regulations.  If  we  are  unable  to  anticipate  our 
competitors’  development  of  new  products  and  services,  identify  customer  needs  and  preferences  on  a  timely  basis,  or 
successfully  introduce  new  products  and  services  or  modify  existing  products  and  service  offerings  in  response  to  such 
competitive factors, we could lose customers to competitors. If we cannot compete successfully, our sales and operating results 
could be materially and adversely affected.

Large or rapid increases in the cost of raw materials and component parts, substantial decreases in their availability or our 
dependence  on  particular  suppliers  of  raw  materials  and  component  parts  could  materially  and  adversely  affect  our 
operating results.

Our  primary  raw  materials,  directly  and  indirectly,  are  cast  iron,  aluminum  and  steel.  We  also  purchase  a  large  number  of 
motors and, therefore, also have exposure to changes in the price of copper, which is a primary component of motors. We have 
long-term contracts with only a few suppliers of key components. Consequently, we are vulnerable to fluctuations in prices and 
availability of such raw materials. Factors such as supply and demand, freight costs and transportation availability, inventory 
levels of brokers and dealers, the level of imports and general economic conditions may affect the price and availability of raw 
materials. In addition, we use single sources of supply for certain iron castings, motors and other select engineered components 
that  are  critical  in  the  manufacturing  of  our  products.  We  have  experienced  disruptions  to  our  supply  deliveries  for  raw 
materials and component parts due to reasons related to the pandemic and other recent economic conditions and may experience 
further  supply  disruptions.  Any  such  disruption  could  have  a  material  adverse  effect  on  our  ability  to  timely  meet  our 
commitments to customers and, therefore, our operating results.

13

Acquisitions and integrating such acquisitions create certain risks and may affect our operating results.

We  have  acquired  multiple  businesses  in  recent  years  and  will  continue  to  pursue  acquisition  of  businesses  or  assets  in  the 
future.  The  acquisition  and  integration  of  businesses  or  assets  involves  a  number  of  risks.  The  core  risks  are  valuation 
(negotiating  a  fair  price  for  the  business),  integration  (managing  the  process  of  integrating  the  acquired  company’s  people, 
products,  technology  and  other  assets  to  extract  the  value  and  synergies  projected  to  be  realized  in  connection  with  the 
acquisition),  regulation  (obtaining  necessary  regulatory  or  other  government  approvals  that  may  be  necessary  to  complete 
acquisitions)  and  diligence  (identifying  undisclosed  or  unknown  liabilities  or  restrictions  that  will  be  assumed  in  the 
acquisition).

In addition, acquisitions outside of the United States often involve additional or increased risks including, for example:

• managing geographically separated organizations, systems and facilities;
•
•
•
•
•

integrating personnel with diverse business backgrounds and organizational cultures;
complying with non-U.S. regulatory requirements;
fluctuations in currency exchange rates;
enforcement of intellectual property rights in some non-U.S. countries;
difficulty entering new non-U.S. markets due to, among other things, consumer acceptance and business knowledge of 
these new markets; and
general economic and political conditions.

•

The process of integrating operations could cause an interruption of, or loss of momentum in, the activities of one or more of 
our combined businesses and the possible loss of key personnel. The diversion of management’s attention and any delays or 
difficulties encountered in connection with acquisitions and the integration of an acquired company’s operations could have an 
adverse effect on our business, results of operations, financial condition or prospects.

If  we  are  unable  to  develop  new  products  and  technologies,  our  competitive  position  may  be  impaired,  which  could 
materially and adversely affect our sales and market share.

The markets in which we operate are characterized by changing technologies and introductions of new products and services. 
Our  ability  to  develop  new  products  based  on  technological  innovation,  including  those  that  drive  sustainability,  energy 
reduction and the reduction and/or recycling of water in our customers’ processes, can affect our competitive position and often 
requires the investment of significant resources. Difficulties or delays in research, development or production of new products 
and  technologies,  or  failure  to  gain  market  acceptance  of  new  products  and  technologies,  may  significantly  reduce  future 
revenues  and  materially  and  adversely  affect  our  competitive  position.  We  may  not  have  sufficient  resources  to  continue  to 
make the investment required to maintain or increase our market share or that our investments will be successful. If we do not 
compete  successfully,  our  business,  financial  condition,  results  of  operations  and  cash  flows  could  be  materially  adversely 
affected.

Our operating results could be adversely affected by a loss or reduction of business with key customers or consolidation or 
the vertical integration of our customer base.

The loss or reduction of significant contracts with any of our key customers could result in a material decrease of our future 
profitability  and  cash  flows.  In  addition,  the  consolidation  or  vertical  integration  of  key  customers  may  result  in  the  loss  of 
certain  customer  contracts  or  impact  demand  or  competition  for  our  products.  Any  changes  in  such  customers’  purchasing 
practices,  or  decline  in  such  customers’  financial  condition,  may  have  a  material  adverse  impact  on  our  business,  results  of 
operations and financial condition. Some of our customers are significantly larger than we are, have greater financial and other 
resources  and  also  have  the  ability  to  purchase  products  from  our  competitors.  As  a  result  of  their  size  and  position  in  the 
marketplace, some of our customers have significant purchasing leverage and could cause us to materially reduce the price of 
our products, which could have a material adverse effect on our revenue and profitability. We are unable to predict what effect 
consolidation in our customers’ industries could have on prices, capital spending by customers, selling strategies, competitive 
position, our ability to retain customers or our ability to negotiate favorable agreements with customers.

Credit and counterparty risks could harm our business.

The  financial  condition  of  our  customers  could  affect  our  ability  to  market  our  products  or  collect  receivables.  In  addition, 
financial  difficulties  faced  by  our  customers  as  a  result  of  an  adverse  economic  event  or  other  market  factors  may  lead  to 
cancellation or delay of orders. Our customers may suffer financial difficulties that make them unable to pay for a product or 
solution when payments become due, or they may decide not to pay us, either as a matter of corporate decision-making or in 
response to changes in local laws and regulations. Although historically not material, we cannot be certain that, in the future, 
expenses or losses for uncollectible amounts will not have a material adverse effect on our revenues, earnings and cash flows.

14

We may not realize all of the expected benefits of the acquisition of and merger with Ingersoll Rand Industrial.

The anticipated benefits of the Ingersoll Rand Industrial acquisition may not be realized fully or at all and may take longer to 
realize  than  expected.  The  integration  process  is  complex,  costly  and  time-consuming,  which  could  adversely  affect  our 
businesses,  financial  results  and  financial  condition.  The  merger  may  not  result  in  the  realization  of  the  full  benefits  of 
anticipated cost synergies, innovation, operational efficiencies and incremental revenue growth opportunities that we expect to 
realize  or  these  benefits  may  not  be  achieved  within  a  reasonable  period  of  time.  Moreover,  the  combined  company  may  be 
unable  to  implement  its  business  strategy  or  retain  and  hire  key  personnel.  See  also  “Risks  Related  to  Our  Business—
Acquisitions and integrating such acquisitions create certain risks and may affect our operating results.”

Dispositions create certain risks and may affect our operating results.

Dispositions  involve  a  number  of  risks  and  present  financial,  managerial  and  operational  challenges,  including  diversion  of 
management attention from running our core businesses, increased expense associated with the dispositions, potential disputes 
with the customers or suppliers of the disposed businesses, potential disputes with the acquirers of the disposed businesses and 
a potential dilutive effect on our earnings per share.

If  dispositions  are  not  completed  in  a  timely  manner,  there  may  be  a  negative  effect  on  our  cash  flows  and/or  our  ability  to 
execute our strategy. In addition, we may not realize some or all of the anticipated benefits of our dispositions.

On February 14, 2021, the Company entered into an agreement to sell its majority interest in High Pressure Solutions to private 
equity firm American Industrial Partners. In exchange for its majority interest of 55%, the Company received net cash proceeds 
of $278.3 million and retained a 45% common equity interest in the newly-formed entity comprising the HPS business. This 
sale was substantially completed on April 1, 2021.

On  April  9,  2021,  the  Company  entered  into  an  agreement  to  sell  Specialty  Vehicle  Technologies  to  private  equity  firm 
Platinum Equity Advisors, LLC (“Platinum Equity”) for $1.68 billion in cash. The sale was substantially completed on June 1, 
2021. 

See Note 3 “Discontinued Operations” of Notes to Consolidated Financial Statements for additional information related to these 
transactions.

Information systems failure or disruption, due to cyber terrorism or other actions, may adversely impact our business and 
result in financial loss to the Company or liability to our customers.

Our  business  is  highly  dependent  on  financial,  accounting  and  other  data-processing  systems  and  other  communications  and 
information  systems,  including  our  enterprise  resource  planning  tools.  We  process  a  large  number  of  transactions  on  a  daily 
basis  and  rely  upon  the  proper  functioning  of  computer  systems.  If  any  of  these  systems  fail,  whether  caused  by  fire,  other 
natural  disaster,  power  or  telecommunications  failure,  acts  of  cyber  terrorism  or  war  or  otherwise,  or  they  do  not  function 
correctly, we could suffer financial loss, business disruption, liability to our customers, regulatory intervention or damage to our 
reputation. If our systems are unable to accommodate an increasing volume of transactions, our ability to grow could be limited. 
Although  we  have  backup  systems,  procedures  and  capabilities  in  place,  they  may  also  fail  or  be  inadequate.  Further,  to  the 
extent that we may have customer information in our databases, any unauthorized disclosure of, or access to, such information 
could result in claims under data protection laws and regulations. If any of these risks materialize, our reputation and our ability 
to conduct our business may be materially adversely affected.

Third parties may infringe upon our intellectual property or may claim we have infringed their intellectual property, and we 
may expend significant resources enforcing or defending our rights or suffer competitive injury.

Our success depends in part on the creation, maintenance and protection of our proprietary technology and intellectual property 
rights.  We  rely  on  a  combination  of  patents,  tradenames,  trade  secrets,  copyrights,  confidentiality  provisions,  contractual 
restrictions  and  licensing  arrangements  to  establish  and  protect  our  proprietary  rights.  Our  nondisclosure  agreements  and 
confidentiality agreements may not effectively prevent disclosure of our proprietary information, technologies and processes, 
and  may  not  provide  an  adequate  remedy  in  the  event  of  breach  of  such  agreements  or  unauthorized  disclosure  of  such 
information,  and  if  a  competitor  lawfully  obtains  or  independently  develops  our  trade  secrets,  we  would  have  no  right  to 
prevent  such  competitor  from  using  such  technology  or  information  to  compete  with  us,  either  of  which  could  harm  our 
competitive position. Our applications for patent and tradename protection may not be granted, or the claims or scope of such 
issued  patents  or  registered  tradenames  may  not  be  sufficiently  broad  to  protect  our  products.  In  addition,  effective  patent, 
copyright, tradename and trade secret protection may be unavailable or limited for some of our tradenames and patents in some 
foreign countries. We may be required to spend significant resources to monitor and police our intellectual property rights, and 
we  cannot  guarantee  that  such  efforts  will  be  successful  in  preventing  infringement  or  misappropriation.  If  we  fail  to 

15

successfully enforce these intellectual property rights, our competitive position could suffer, which could harm our operating 
results.

Although we make a significant effort to avoid infringing known proprietary rights of third parties, the steps we take to prevent 
misappropriation, infringement or other violation of the intellectual property of others may not be successful and from time to 
time we may receive notice that a third party believes that our products may be infringing certain patents, tradenames or other 
proprietary  rights  of  such  third  party.  Responding  to  and  defending  such  claims,  regardless  of  their  merit,  can  be  costly  and 
time-consuming, can divert management’s attention and other resources, and we may not prevail. Depending on the resolution 
of such claims, we may be barred from using a specific technology or other rights, may be required to redesign or re-engineer a 
product  which  may  require  significant  resources,  may  be  required  to  enter  into  licensing  arrangements  from  the  third  party 
claiming  infringement  (which  may  not  be  available  on  commercially  reasonable  terms,  or  at  all),  or  may  become  liable  for 
significant damages.

If  any  of  the  foregoing  occurs,  our  ability  to  compete  could  be  affected  or  our  business,  financial  condition  and  results  of 
operations may be materially adversely affected.

The loss of, or disruption in, our distribution network could have a negative impact on our abilities to ship products, meet 
customer demand and otherwise operate our business.

We sell a significant portion of our products through independent distributors and sales representatives. We rely in large part on 
the  orderly  operation  of  this  distribution  network,  which  depends  on  adherence  to  shipping  schedules  and  effective 
management.  We  conduct  all  of  our  shipping  through  independent  third  parties.  Although  we  believe  that  our  receiving, 
shipping  and  distribution  process  is  efficient  and  well-positioned  to  support  our  operations  and  strategic  plans,  we  cannot 
provide  assurance  that  we  have  anticipated  all  issues  or  that  events  beyond  our  control,  such  as  natural  disasters  or  other 
catastrophic  events,  labor  disagreements,  acquisition  of  distributors  by  a  competitor,  consolidation  within  our  distributor 
network  or  shipping  problems,  will  not  disrupt  our  distribution  network.  If  complications  arise  within  a  segment  of  our 
distribution network, the remaining network may not be able to support the resulting additional distribution demands. Any of 
these disruptions or complications could negatively impact our revenues and costs.

A natural disaster, catastrophe, pandemic or other event could adversely affect our operations.

Some of our operations involve risks of, among other things, property damage, which could curtail our operations. For example, 
if  one  or  more  of  our  manufacturing  facilities  are  damaged  by  severe  weather  or  any  other  disaster,  accident,  catastrophe  or 
event,  our  operations  could  be  significantly  interrupted  impacting  our  ability  to  produce  products  and  sell  products  to 
customers. These interruptions might involve significant damage to, among other things, property, and repairs might take from 
a week or less for a minor incident to many months for a major interruption. In addition, disruptions in our supply chain due to 
natural  disasters,  catastrophes,  pandemic  or  other  events  could  reduce  our  ability  to  produce  products  and  satisfy  customer 
demand.  Similar  interruptions  could  result  from  damage  to  production  or  other  facilities  that  provide  supplies  or  other  raw 
materials to our plants. Interruptions to our operations and supply chain could also result from pandemic which could adversely 
impact our workforce or that of our suppliers, causing disruption to the manufacturing process or our supply chain, and last a 
week or months depending on the severity of the disruption.

Our ongoing and expected restructuring plans and other cost savings initiatives may not be as effective as we anticipate, and 
we may fail to realize the cost savings and increased efficiencies that we expect to result from these actions. Our operating 
results could be negatively affected by our inability to effectively implement such restructuring plans and other cost savings 
initiatives.

We  continually  seek  ways  to  simplify  or  improve  processes,  eliminate  excess  capacity  and  reduce  costs  in  all  areas  of  our 
operations, which from time to time includes restructuring activities. We have implemented significant restructuring activities 
across  our  global  manufacturing,  sales  and  distribution  footprint,  which  include  workforce  reductions  and  facility 
consolidations. We incurred restructuring charges of $13.4 million and $83.0 million in the years ended December 31, 2021 and 
2020, respectively. Costs of future initiatives may be material and the savings associated with them are subject to a variety of 
risks,  including  our  inability  to  effectively  eliminate  duplicative  back  office  overhead  and  overlapping  sales  personnel, 
rationalize  manufacturing  capacity,  synchronize  information  technology  systems,  consolidate  warehousing  and  distribution 
facilities and shift production to more economical facilities. As a result, the contemplated costs to effect these initiatives may 
materially  exceed  estimates.  The  initiatives  we  are  contemplating  may  require  consultation  with  various  employees,  labor 
representatives or regulators, and such consultations may influence the timing, costs and extent of expected savings and may 
result in the loss of skilled employees in connection with the initiatives.

16

Although we have considered the impact of local regulations, negotiations with employee representatives and the related costs 
associated with our restructuring activities, factors beyond the control of management may affect the timing of these projects 
and  therefore  affect  when  savings  will  be  achieved  under  the  plans.  There  can  be  no  assurance  that  we  will  be  able  to 
successfully  implement  these  cost  savings  initiatives  in  the  time  frames  contemplated  (or  at  all)  or  that  we  will  realize  the 
projected benefits of these and other restructuring and cost savings initiatives. If we are unable to implement our cost savings 
initiatives,  our  business  may  be  adversely  affected.  Moreover,  our  continued  implementation  of  cost  savings  initiatives  may 
have a material adverse effect on our business, results of operations and financial condition.

In addition, as we consolidate facilities and relocate manufacturing processes to lower-cost regions, our success will depend on 
our  ability  to  continue  to  meet  customer  demand  and  maintain  a  high  level  of  quality  throughout  the  transition.  Failure  to 
adequately  meet  customer  demand  or  maintain  a  high  level  or  quality  could  have  a  material  adverse  effect  on  our  business, 
results of operations and financial condition.

Our success depends on our executive management and other key personnel and our ability to attract and retain top talent 
throughout the Company.

Our future success depends to a significant degree on the skills, experience and efforts of our executive management and other 
key  personnel  and  their  ability  to  provide  us  with  uninterrupted  leadership  and  direction.  The  failure  to  retain  our  executive 
officers  and  other  key  personnel  or  a  failure  to  provide  adequate  succession  plans  could  have  an  adverse  impact.  Our  future 
success  also  depends  on  our  ability  to  attract,  retain  and  develop  qualified  personnel  at  all  levels  of  the  organization.  The 
availability of highly qualified talent is limited in a number of the jurisdictions in which we operate, and the competition for 
talent  is  robust.  A  failure  to  attract,  retain  and  develop  new  qualified  personnel  throughout  the  organization  could  have  an 
adverse effect on our operations and implementation of our strategic plan.

Cost overruns, delays, penalties or liquidated damages could negatively impact our results, particularly with respect to fixed-
price contracts for custom engineered products.

A portion of our revenues and earnings is generated through fixed-price contracts for custom engineered products. Certain of 
these contracts provide for penalties or liquidated damages for failure to timely perform our obligations under the contract, or 
require that we, at our expense, correct and remedy to the satisfaction of the other party certain defects. Because substantially 
all  of  our  custom  engineered  product  contracts  are  at  a  fixed  price,  we  face  the  risk  that  cost  overruns,  delays,  penalties  or 
liquidated damages may exceed, erode or eliminate our expected profit margin, or cause us to record a loss on our projects.

The  risk  of  non-compliance  with  U.S.  and  foreign  laws  and  regulations  applicable  to  our  international  operations  could 
have a significant impact on our results of operations, financial condition or strategic objectives.

Our global operations subject us to regulation by U.S. federal and state laws and multiple foreign laws, regulations and policies, 
which could result in conflicting legal requirements. These laws and regulations are complex, change frequently, have become 
more stringent over time and increase our cost of doing business. These laws and regulations include import and export control, 
environmental, health and safety regulations, data privacy requirements, international labor laws and work councils and anti-
corruption and bribery laws such as the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, the U.N. Convention Against 
Bribery and local laws prohibiting corrupt payments to government officials.

We  are  subject  to  the  risk  that  we,  our  employees,  our  affiliated  entities,  contractors,  agents  or  their  respective  officers, 
directors, employees and agents may take actions determined to be in violation of any of these laws, for which we might be held 
responsible,  particularly  as  we  expand  our  operations  geographically  through  organic  growth  and  acquisitions.  An  actual  or 
alleged violation could result in substantial fines, sanctions, civil or criminal penalties, debarment from government contracts, 
curtailment  of  operations  in  certain  jurisdictions,  competitive  or  reputational  harm,  litigation  or  regulatory  action  and  other 
consequences that might adversely affect our results of operations, financial condition or strategic objectives.

Changes  in  tax  or  other  laws,  regulations,  or  adverse  determinations  by  taxing  or  other  governmental  authorities  could 
increase our effective tax rate and cash taxes paid or otherwise affect our financial condition or operating results.

In 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (“Tax 
Act”).  The  Tax  Act  makes  broad  and  complex  changes  to  the  U.S.  tax  code  that  affected  2017  and  2018,  including,  but  not 
limited to (1) requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries that is payable over 
eight years and (2) bonus depreciation that will allow for full expensing of qualified property. The Tax Act also established new 
tax laws that significantly affected recent and future tax years.

While we monitor proposals and other developments that would materially impact our tax burden and/or effective tax rate and 
investigate  our  options,  we  could  still  be  subject  to  increased  taxation  on  a  going  forward  basis  no  matter  what  action  we 

17

undertake  if  certain  legislative  proposals  or  regulatory  changes  are  enacted,  certain  tax  treaties  are  amended  and/or  our 
interpretation  of  applicable  tax  or  other  laws  is  challenged  and  determined  to  be  incorrect.  The  inability  to  realize  any 
anticipated tax benefits related to our operations and corporate structure could have a material adverse impact on our results of 
operations, financial condition and cash flows. See Note 1 “Summary of Significant Accounting Policies” and Note 16 “Income 
Taxes” to our audited consolidated financial statements included elsewhere in this Form 10-K for additional information related 
to our accounting for income tax matters.

The  inability  to  realize  any  anticipated  tax  benefits  related  to  our  operations  and  corporate  structure  could  have  a  material 
adverse impact on our results of operations, financial condition and cash flows. Further, the specific future impacts of the Tax 
Act  on  holders  of  our  common  shares  are  uncertain  and  could  in  certain  instances  be  adverse.  We  urge  our  stockholders  to 
consult with their legal and tax advisors with respect to any such legislation and the potential tax consequences of investing in 
our common stock.

Our  business  could  suffer  if  we  experience  employee  work  stoppages,  union  and  work  council  campaigns  or  other  labor 
difficulties.

As of December 31, 2021, we had approximately 16,000 employees of which approximately 4,800 were located in the United 
States.  Of  those  employees  located  outside  of  the  United  States,  a  significant  portion  are  represented  by  works  councils  and 
labor unions, and of those employees located in the United States, approximately 250 are represented by labor unions. Although 
we  believe  that  our  relations  with  employees  are  satisfactory  and  have  not  experienced  any  material  work  stoppages,  work 
stoppages have occurred, and may in the future occur, and we may not be successful in negotiating new collective bargaining 
agreements. In addition, negotiations with our union employees may (1) result in significant increases in our cost of labor, (2) 
divert  management’s  attention  away  from  operating  our  business  or  (3)  break  down  and  result  in  the  disruption  of  our 
operations. The occurrence of any of the preceding conditions could impair our ability to manufacture our products and result in 
increased costs and/or decreased operating results.

We are a defendant in certain asbestos and silica-related personal injury lawsuits, which could adversely affect our financial 
condition.

We have been named as a defendant in many asbestos and silica-related personal injury lawsuits. The plaintiffs in these suits 
allege  exposure  to  asbestos  or  silica  from  multiple  sources,  and  typically  we  are  one  of  approximately  25  or  more  named 
defendants. We believe that, given our financial reserves and anticipated insurance recoveries, the pending and potential future 
lawsuits are not likely to have a material adverse effect on our consolidated financial position, results of operations or liquidity. 
However,  future  developments,  including,  without  limitation,  potential  insolvencies  of  insurance  companies  or  other 
defendants,  an  adverse  determination  in  the  Adams  County  Case,  or  other  inability  to  collect  from  our  historical  insurers  or 
indemnitors, could cause a different outcome. In addition, even if any damages payable by us in any individual lawsuit are not 
material, the aggregate damages and related defense costs could be material and could materially adversely affect our financial 
condition if we were to receive an adverse judgment in a number of these lawsuits. Accordingly, the resolution of pending or 
future lawsuits may have a material adverse effect on our consolidated financial position, results of operations or liquidity. See 
Note 21 “Contingencies” to our audited consolidated financial statements included elsewhere in this Form 10-K.

The nature of our products creates the possibility of significant product liability and warranty claims, which could harm our 
business.

Customers use some of our products in potentially hazardous applications that can cause injury or loss of life and damage to 
property, equipment or the environment. In addition, our products are integral to the production process for some end-users and 
any failure of our products could result in a suspension of operations. Although we maintain quality controls and procedures, 
we  cannot  be  certain  that  our  products  will  be  completely  free  from  defects.  We  maintain  amounts  and  types  of  insurance 
coverage that we believe are currently adequate and consistent with normal industry practice for a company of our relative size, 
and  we  limit  our  liability  by  contract  wherever  possible.  However,  we  cannot  guarantee  that  insurance  will  be  available  or 
adequate to cover all liabilities incurred. We also may not be able to maintain insurance in the future at levels we believe are 
necessary and at rates we consider reasonable. We may be named as a defendant in product liability or other lawsuits asserting 
potentially large claims if an accident occurs at a location where our equipment and services have been or are being used.

A significant portion of our assets consists of goodwill and other intangible assets, the value of which may be reduced if we 
determine that those assets are impaired.

We have substantial goodwill as a result of past acquisitions. As of December 31, 2021, the net carrying value of goodwill and 
other intangible assets, net represented $9.9 billion, or 65%, of our total assets. Goodwill and indefinite-lived intangible assets 
are  evaluated  for  impairment  annually,  or  more  frequently  if  circumstances  indicate  impairment  may  have  occurred. 

18

Impairments, if any, could have a material adverse effect to our consolidated financial position or results of operations. In 2020, 
we recognized an impairment charge related to other intangible assets of $19.9 million within the Industrial Technologies and 
Services segment. See Note 9 “Goodwill and Other Intangible Assets” to our audited consolidated financial statements included 
elsewhere in this Form 10-K for additional information related to impairment testing for goodwill and other intangible assets 
and the associated charges taken.

Environmental compliance costs and liabilities could adversely affect our financial condition.

Our  operations  and  properties  are  subject  to  increasingly  stringent  domestic  and  foreign  laws  and  regulations  relating  to 
environmental  protection,  including  laws  and  regulations  governing  air  emissions,  water  discharges,  waste  management  and 
workplace safety. Under such laws and regulations, we can be subject to substantial fines and sanctions for violations and be 
required  to  install  costly  pollution  control  equipment  or  put  into  effect  operational  changes  to  limit  pollution  emissions  or 
decrease the likelihood of accidental hazardous substance releases.

We  use  and  generate  hazardous  substances  and  waste  in  our  manufacturing  operations.  In  addition,  many  of  our  current  and 
former properties are, or have been, used for industrial purposes. We have been identified as a potentially responsible party with 
respect to several sites designated for cleanup under U.S. federal “Superfund” or similar state laws that may impose joint and 
several  liability  for  cleanup  of  certain  waste  sites  and  for  related  natural  resource  damages.  A  liability  on  our  balance  sheet 
reflects  costs  that  are  probable  and  estimable  for  our  projected  financial  obligations  relating  to  these  matters.  If  we  have 
underestimated  our  remaining  financial  obligations,  we  may  face  greater  exposure  that  could  have  an  adverse  effect  on  our 
financial condition, results of operations or liquidity.

We have experienced, and expect to continue to experience, operating costs to comply with environmental laws and regulations. 
In  addition,  new  laws  and  regulations,  stricter  enforcement  of  existing  laws  and  regulations,  the  discovery  of  previously 
unknown contamination or the imposition of new cleanup requirements could require us to incur costs or become the basis for 
new or increased liabilities that could have a material adverse effect on our business, financial condition, results of operations or 
liquidity.

We face risks associated with our pension and other postretirement benefit obligations.

We have both funded and unfunded pension and other postretirement benefit plans worldwide. As of December 31, 2021, our 
projected benefit obligations under our pension and other postretirement benefit plans exceeded the fair value of plan assets by 
an aggregate of approximately $194.7 million (“unfunded status”). Estimates for the amount and timing of the future funding 
obligations  of  these  benefit  plans  are  based  on  various  assumptions.  These  assumptions  include  discount  rates,  rates  of 
compensation  increases,  expected  long-term  rates  of  return  on  plan  assets  and  expected  healthcare  cost  trend  rates.  If  our 
assumptions prove incorrect, our funding obligations may increase, which may have a material adverse effect on our financial 
results.

We have invested the plan assets of our funded benefit plans in various equity and debt securities. A deterioration in the value 
of  plan  assets  could  cause  the  unfunded  status  of  these  benefit  plans  to  increase,  thereby  increasing  our  obligation  to  make 
additional contributions to these plans. An obligation to make contributions to our benefit plans could reduce the cash available 
for  working  capital  and  other  corporate  uses,  and  may  have  an  adverse  impact  on  our  operations,  financial  condition  and 
liquidity.

Risks Related to Our Indebtedness

Our substantial indebtedness could have important adverse consequences and adversely affect our financial condition.

We have a significant amount of indebtedness. As of December 31, 2021, we had total indebtedness of $3,440.6 million, and 
we  had  availability  under  the  Revolving  Credit  Facility  of  $1,093.4  million.  Our  high  level  of  debt  could  have  important 
consequences, including: making it more difficult for us to satisfy our obligations with respect to our debt; limiting our ability 
to obtain additional financing to fund future working capital, capital expenditures, investments or acquisitions, or other general 
corporate requirements; requiring a substantial portion of our cash flows to be dedicated to debt service payments instead of 
other purposes, thereby reducing the amount of cash flows available for working capital, capital expenditures, investments or 
acquisitions and other general corporate purposes; increasing our vulnerability to adverse changes in general economic, industry 
and  competitive  conditions;  exposing  us  to  the  risk  of  increased  interest  rates  as  certain  of  our  borrowings,  including 
borrowings under the Senior Secured Credit Facilities, are at variable rates of interest; limiting our flexibility in planning for 
and reacting to changes in the industries in which we compete; placing us at a disadvantage compared to other, less leveraged 
competitors;  increasing  our  cost  of  borrowing;  and  hampering  our  ability  to  execute  on  our  growth  strategy.  For  a  complete 
description of the Company’s credit facilities and definitions of capitalized terms used in this section, see Note 11 “Debt” to our 
audited consolidated financial statements included elsewhere in this Form 10-K.

19

We may not be able to generate sufficient cash to service all of our indebtedness, and may be forced to take other actions to 
satisfy our obligations under our indebtedness, which may not be successful.

Our ability to make scheduled payments on, or refinance, our debt obligations depends on our financial condition and operating 
performance, which are subject to prevailing economic, industry and competitive conditions and to certain financial, business, 
legislative,  regulatory  and  other  factors  beyond  our  control  (as  well  as  and  including  those  factors  discussed  under  “Risks 
Related  to  Our  Business”  above).  We  may  be  unable  to  maintain  a  level  of  cash  flow  from  operating  activities  sufficient  to 
permit us to pay the principal, premium, if any, and interest on our indebtedness.

If our cash flow and capital resources are insufficient to fund our debt service obligations, we could face substantial liquidity 
problems  and  could  be  forced  to  reduce  or  delay  investments  and  capital  expenditures  or  to  dispose  of  material  assets  or 
operations,  seek  additional  debt  or  equity  capital,  or  restructure  or  refinance  our  indebtedness.  We  may  not  be  able  to 
implement any such alternative measures on commercially reasonable terms or at all and, even if successful, those alternative 
actions may not allow us to meet our scheduled debt service obligations.

If we cannot make scheduled payments on our debt, we will be in default and the lenders under the Revolving Credit Facility 
could  terminate  their  commitments  to  loan  money,  and  our  secured  lenders  (including  the  lenders  under  the  Senior  Secured 
Credit  Facilities)  could  foreclose  against  the  assets  securing  their  borrowings  and  we  could  be  forced  into  bankruptcy  or 
liquidation.

Despite our level of indebtedness, we and our subsidiaries may still be able to incur substantially more debt, including off-
balance sheet financing, contractual obligations and general and commercial liabilities. This could further exacerbate the 
risks to our financial condition described above.

We  and  our  subsidiaries  may  be  able  to  incur  significant  additional  indebtedness  in  the  future,  including  off-balance  sheet 
financings, contractual obligations and general and commercial liabilities. Although the credit agreement governing the Senior 
Secured  Credit  Facilities  contains  restrictions  on  the  incurrence  of  additional  indebtedness,  these  restrictions  are  subject  to  a 
number of qualifications and exceptions, and the additional indebtedness incurred in compliance with these restrictions could be 
substantial. In addition, we can increase the borrowing availability under the Senior Secured Credit Facilities by up to $1,600.0 
million  in  the  form  of  additional  commitments  under  the  Revolving  Credit  Facility  and/or  incremental  term  loans  plus  an 
additional amount so long as we do not exceed a specified senior secured leverage ratio. We also can incur additional secured 
indebtedness  under  the  Senior  Secured  Credit  Facilities  if  certain  specified  conditions  are  met  under  the  credit  agreement 
governing the Senior Secured Credit Facilities. If new debt is added to our current debt levels, the related risks that we now face 
could intensify. For a complete description of the Company’s credit facilities and definitions of capitalized terms used in this 
section, see Note 11 “Debt” to our audited consolidated financial statements included elsewhere in this Form 10-K.

The  terms  of  the  credit  agreement  governing  the  Senior  Secured  Credit  Facilities  may  restrict  our  current  and  future 
operations, particularly our ability to respond to changes or to take certain actions.

The  credit  agreement  governing  the  Senior  Secured  Credit  Facilities  contains  a  number  of  restrictive  covenants  that  impose 
significant operating and financial restrictions on us and may limit our ability to engage in acts that may be in our best interest, 
including  restrictions  on  our  ability  to:  incur  additional  indebtedness  and  guarantee  indebtedness;  pay  dividends,  make  other 
distributions  in  respect  of,  or  repurchase  or  redeem  capital  stock;  prepay,  redeem  or  repurchase  certain  debt;  make  loans, 
investments and other restricted payments; sell or otherwise dispose of assets; incur liens; enter into transactions with affiliates; 
enter into agreements restricting our subsidiaries’ ability to pay dividends; consolidate, merge or sell all or substantially all of 
our assets; make needed capital expenditures; make strategic acquisitions, investments or enter into joint ventures; plan for or 
react  to  market  conditions  or  otherwise  execute  our  business  strategies;  and  engage  in  business  activities,  including  future 
opportunities, that may be in our interest.

A breach of the covenants under the credit agreement governing the Senior Secured Credit Facilities could result in an event of 
default under the applicable indebtedness. Such a default may allow the creditors to accelerate the related debt principal and/or 
related  interest  payments  and  may  result  in  the  acceleration  of  any  other  debt  to  which  a  cross-acceleration  or  cross-default 
provision  applies.  In  addition,  an  event  of  default  under  the  credit  agreement  governing  our  Senior  Secured  Credit  Facilities 
would permit the lenders under our Revolving Credit Facility to terminate all commitments to extend further credit under that 
facility. Furthermore, if we were unable to repay the amounts due and payable under our Senior Secured Credit Facilities, those 
lenders could proceed against the collateral granted to them to secure that indebtedness. In the event our lenders or noteholders 
accelerate the repayment of our borrowings and/or interest, we and our subsidiaries may not have sufficient assets to repay that 
indebtedness.

20

Our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase 
significantly.

Borrowings  under  our  Senior  Secured  Credit  Facilities  are  at  variable  rates  of  interest  and  expose  us  to  interest  rate  risk.  If 
interest  rates  increase,  our  debt  service  obligations  on  the  variable  rate  indebtedness  will  increase  even  though  the  amount 
borrowed will remain the same, and our net income and cash flows, including cash available for servicing our indebtedness, 
will correspondingly decrease.

We  utilize  derivative  financial  instruments  to  reduce  our  exposure  to  market  risks  from  changes  in  interest  rates  on  our 
variable rate indebtedness and we will be exposed to risks related to counterparty credit worthiness or non-performance of 
these instruments.

We  may  enter  into  pay-fixed  interest  rate  swap  instruments  from  time  to  time  to  limit  our  exposure  to  changes  in  variable 
interest rates. Such instruments will result in economic losses should interest rates not rise above the pay-fixed interest rate in 
the derivative contracts. We will be exposed to credit-related losses which could impact the results of operations in the event of 
fluctuations  in  the  fair  value  of  the  interest  rate  swaps  due  to  a  change  in  the  credit  worthiness  or  non-performance  by  the 
counterparties  to  the  interest  rate  swaps.  See  Note  19  “Hedging  Activities,  Derivative  Instruments  and  Credit  Risk”  to  our 
audited consolidated financial statements included elsewhere in this Form 10-K.

If  the  financial  institutions  that  are  part  of  the  syndicate  of  our  Revolving  Credit  Facility  fail  to  extend  credit  under  our 
Revolving Credit Facility, our liquidity and results of operations may be adversely affected.

We have access to capital through our Revolving Credit Facility, which is part of our Senior Secured Credit Facilities. Each 
financial institution which is part of the syndicate for our Revolving Credit Facility is responsible on a several, but not joint, 
basis  for  providing  a  portion  of  the  loans  to  be  made  under  our  facility.  If  any  participant  or  group  of  participants  with  a 
significant  portion  of  the  commitments  in  our  Revolving  Credit  Facility  fails  to  satisfy  its  or  their  respective  obligations  to 
extend credit under the facility and we are unable to find a replacement for such participant or participants on a timely basis (if 
at all), our liquidity may be adversely affected.

The Company may face risk associated with the discontinuation of and transition from currently used financial reference 
rates.

LIBOR and certain other floating rate benchmark indices to which our floating rate debt is tied(collectively, “IBORs”) are the 
subject  of  recent  national,  international  and  regulatory  guidance  and  proposals  for  reform.  On  November  30,  2020,  the 
Financial Conduct Authority of the U.K., or the FCA, announced that subject to confirmation following its consultation with the 
administrator of LIBOR, it would cease publication of the one-week and two-month USD LIBOR immediately after December 
31, 2021 and cease publication of the remaining tenors immediately after June 30, 2023. Additionally, the U.S. Federal Reserve 
Board has advised banks to stop entering into new USD LIBOR based contracts. The U.S. Federal Reserve, in conjunction with 
the Alternative Reference Rates Committee, a steering committee comprised of large U.S. financial institutions, has identified 
the  Secured  Overnight  Financing  Rate,  or  SOFR,  a  new  index  calculated  by  short-term  repurchase  agreements,  backed  by 
Treasury  securities,  as  its  preferred  alternative  rate  for  LIBOR.  At  this  time,  it  is  not  possible  to  predict  how  markets  will 
respond to SOFR or other alternative reference rates as the transition away from the IBOR benchmarks is anticipated in coming 
years.

As of December 31, 2021, we had $3.4 billion of floated rate debt with maximum maturities extending past 2021 tied to IBOR 
benchmarks.  There  is  currently  no  definitive  information  regarding  the  future  utilization  of  any  IBOR  benchmark  or  of  any 
particular replacement rate. In addition, any IBOR benchmark may perform differently during any phase-out period than in the 
past.  As  such,  the  potential  effect  of  any  such  event  on  our  cost  of  capital  cannot  yet  be  determined  and  any  changes  to 
benchmark  interest  rates  could  increase  our  financing  costs,  which  could  impact  our  results  of  operations  and  cash  flows.  In 
addition, we may need to renegotiate certain of our debt agreements with lenders, which could require us to incur significant 
expense and may subject us to disputes or litigation over the appropriateness or comparability to the relevant IBOR benchmark 
of  the  replacement  reference  rates.  We  are  assessing  the  impact  of  a  potential  transition  from  IBOR;  however,  we  cannot 
reasonably estimate the impact of the transition at this time.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

21

ITEM 2. PROPERTIES

Our corporate headquarters is a leased facility located at 800-A Beaty Street, Davidson, North Carolina 28036. The number of 
significant  properties  used  by  each  of  our  segments  is  summarized  by  segment,  type  and  geographic  location  in  the  tables 
below.

Manufacturing

Type of Significant Property
Other(3)
Warehouse

Total

Industrial Technologies and Services
Americas
EMEA(1)
APAC(2)
Industrial Technologies and Services Total

Precision and Science Technologies
Americas
EMEA(1)
APAC(2)
Precision and Science Technologies Total

Total (All Segments)
Americas
EMEA(1)
APAC(2)
Company Total

18 
19 
7 
44 

6 
7 
4 
17 

24 
26 
11 
61 

2 
1 
— 
3 

1 
— 
— 
1 

3 
1 
— 
4 

31 
16 
5 
52 

— 
1 
— 
1 

31 
17 
5 
53 

51 
36 
12 
99 

7 
8 
4 
19 

58 
44 
16 
118 

(1) Europe, Middle East and Africa (“EMEA”)
(2) Asia Pacific (“APAC”)
(3) Other facilities includes service centers and sales offices

Of  the  118  significant  properties  included  in  the  above  table,  68  of  the  properties  are  leased  and  50  of  the  properties  are 
owned.  We  believe  that  our  properties,  taken  as  a  whole,  are  in  good  operating  condition  and  are  suitable  for  our  business 
operations.

ITEM 3. LEGAL PROCEEDINGS

We are a party to various legal proceedings, lawsuits and administrative actions, which are of an ordinary or routine nature for a 
company  of  our  size  and  sector.  We  believe  that  such  proceedings,  lawsuits  and  administrative  actions  will  not  materially 
adversely  affect  our  operations,  financial  condition,  liquidity  or  competitive  position.  For  a  detailed  discussion  of  certain  of 
these  proceedings,  lawsuits  and  administrative  actions,  see  Note  21,  “Contingencies”  to  our  audited  consolidated  financial 
statements included elsewhere in this Form 10-K.

ITEM 4. MINE SAFETY DISCLOSURES

Not Applicable.

22

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
PART II

ITEM  5.  MARKET  FOR  REGISTRANT’S  COMMON  EQUITY,  RELATED  STOCKHOLDER  MATTERS  AND 
ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Our Common Stock, $0.01 par value per share, trades on the New York Stock Exchange (“NYSE”) under the symbol “IR.” As 
of  January  31,  2022,  there  were  2,568  holders  of  record  of  our  common  stock.  This  stockholder  figure  does  not  include  a 
substantially greater number of holders whose shares are held of record by banks, brokers, and other financial institutions.

Dividend Policy

We declared and paid a dividend of $0.02 per share to the holders of our common stock in the year ended December 31, 2021. 
We  did  not  declare  or  pay  dividends  to  the  holders  of  our  common  stock  in  the  year  ended  December  31,  2020.  Any  future 
dividends will be at the discretion of our board of directors and will depend on, among other things, our results of operations, 
cash  requirements,  financial  condition,  contractual  restrictions  contained  in  current  or  future  financing  instruments  and  other 
factors that our board of directors deem relevant.

Company Purchases

The following table contains detail related to the repurchase of our common stock based on the date of trade during the quarter 
ended December 31, 2021.

2021 Fourth Quarter Months

Total 
Number of 
Shares 
Purchased(1)

Average Price 
Paid Per 
Share(2)

Total Number of Shares 
Purchased as Part of 
Publicly Announced 
Plans or Programs(3)

Maximum Approximate 
Dollar Value of Shares that 
May Yet Be Purchased Under 
the Plans or Programs(3)

October 1, 2021 - October 31, 2021
November 1, 2021 - November 30, 2021  
December 1, 2021 - December 31, 2021  

—  $ 
—  $ 

— 
— 

4,712  $ 

61.85 

—  $ 
—  $ 

—  $ 

750,000,000 
750,000,000 

750,000,000 

(1) All of the shares purchased during the quarter ended December 31, 2021 were in connection with net exercises of stock options or the 
surrender to us of shares of common stock to satisfy tax withholding obligations in connection with the vesting of certain restricted 
stock units.

(2) The average price paid per share includes brokerage commissions.
(3) On August 24, 2021, our Board of Directors approved a share repurchase program which authorized the repurchase of up to $750.0 

million of the Company’s outstanding common stock.

ITEM 6. [Reserved]

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF 
OPERATIONS

The following discussion contains management’s discussion and analysis of our financial condition and results of operations and 
should  be  read  together  with  our  audited  consolidated  financial  statements  and  related  notes  to  our  consolidated  financial 
statements included elsewhere in this Form 10-K. This discussion contains forward-looking statements and involves numerous 
risks and uncertainties. Our actual results may differ materially from those anticipated in any forward-looking statements as a 
result  of  many  factors,  including  those  set  forth  under  the  “Special  Note  Regarding  Forward-Looking  Statements,”  “Item  1A. 
Risk Factors” and elsewhere in this Form 10-K.

Executive Overview

Our Company

Ingersoll  Rand  is  a  global  market  leader  with  a  broad  range  of  innovative  and  mission-critical  air,  fluid,  energy  and  medical 
technologies,  providing  services  and  solutions  to  increase  industrial  productivity  and  efficiency.  We  manufacture  one  of  the 
broadest and most complete ranges of compressor, pump, vacuum and blower products in our markets, which, when combined 
with our global geographic footprint and application expertise, allows us to provide differentiated product and service offerings 
to our customers. Our products are sold under a collection of premier, market-leading brands, including Ingersoll Rand, Gardner 
Denver, Nash, CompAir, Thomas, Milton Roy, Seepex, Elmo Rietschle, ARO, Robuschi, Emco Wheaton and Runtech Systems, 

23

 
 
 
 
which we believe are globally recognized in their respective end-markets and known for product quality, reliability, efficiency 
and superior customer service.

These  attributes,  along  with  over  160  years  of  engineering  heritage,  generate  strong  brand  loyalty  for  our  products  and  foster 
long-standing customer relationships, which we believe have resulted in leading market positions within each of our operating 
segments. We have sales in all major geographic markets and our diverse customer base utilizes our products across a wide array 
of  end-markets  that  have  favorable  near-  and  long-term  growth  prospects,  including  industrial  manufacturing,  energy, 
transportation, medical and laboratory sciences, food and beverage packaging and chemical processing.

Our  products  and  services  are  critical  to  the  processes  and  systems  in  which  they  are  utilized,  which  are  often  complex  and 
function  in  harsh  conditions  where  the  cost  of  failure  or  downtime  is  high.  However,  our  products  and  services  typically 
represent only a small portion of the costs of the overall systems or functions that they support. As a result, our customers place a 
high value on our application expertise, product reliability and the responsiveness of our service. To support our customers and 
market  presence,  we  maintain  significant  global  scale  with  61  key  manufacturing  facilities,  approximately  39  complementary 
service and repair centers across six continents and approximately 16,000 employees worldwide as of December 31, 2021.

The process-critical nature of our product applications, coupled with the standard wear and tear replacement cycles associated 
with  the  usage  of  our  products,  generates  opportunities  to  support  customers  with  our  broad  portfolio  of  aftermarket  parts, 
consumables  and  services.  Customers  place  a  high  value  on  minimizing  any  time  their  operations  are  offline.  As  a  result,  the 
availability of replacement parts, consumables and our repair and support services are key components of our value proposition. 
Our large installed base of products provides a recurring revenue stream through our aftermarket parts, consumables and services 
offerings. As a result, our aftermarket revenue is significant, representing 36.2% of total Company revenue and approximately 
40.7% of our Industrial Technologies and Services segment’s revenue in 2021.

Components of Our Revenue and Expenses

Revenues

We generate revenue from sales of original equipment and associated aftermarket parts, consumables and services. We sell our 
products and deliver services both directly to end-users and through independent distribution channels, depending on the product 
line  and  geography.  Revenue  derived  from  short  duration  contracts  is  recognized  at  a  single  point  in  time  when  control  is 
transferred to the customer, generally at shipment or when delivery has occurred or as services are performed. Certain contracts 
involve significant design engineering unique to customer specifications, and depending upon the contractual terms, revenue is 
recognized either over the duration of the contract or at contract completion when equipment is delivered to the customer. 

Expenses

Cost of Sales

Cost of sales includes the costs we incur, including purchased materials, labor and overhead related to manufactured products 
and aftermarket parts sold during a period. Depreciation related to manufacturing equipment and facilities is included in cost of 
sales. Purchased materials represent the majority of costs of sales, with steel, aluminum, copper and partially finished castings 
representing  our  most  significant  material  inputs.  Stock-based  compensation  expense  for  employees  associated  with  the 
manufacture of products or delivery of services to customers is included in cost of sales. We have instituted a global sourcing 
strategy to take advantage of coordinated purchasing opportunities of key materials across our manufacturing plant locations.

Cost  of  sales  for  services  includes  the  direct  costs  we  incur,  including  direct  labor,  parts  and  other  overhead  costs  including 
depreciation of equipment and facilities, to deliver repair, maintenance and other field services to our customers.

Selling and Administrative Expenses

Selling and administrative expenses consist of (i) salaries and other employee-related expenses for our selling and administrative 
functions and other activities not associated with the manufacture of products or delivery of services to customers; (ii) facility 
operating expenses for selling and administrative activities, including office rent, maintenance, depreciation and insurance; (iii) 
marketing and direct costs of selling products and services to customers including internal and external sales commissions; (iv) 
research  and  development  expenditures;  (v)  professional  and  consultant  fees;  (vi)  employee  related  stock-based  compensation 
for our selling and administrative functions and (vii) other miscellaneous expenses. Certain corporate expenses, including those 
related  to  our  shared  service  centers  in  the  United  States  and  Europe,  that  directly  benefit  our  businesses  are  allocated  to  our 
business  segments.  Certain  corporate  administrative  expenses,  including  corporate  executive  compensation,  treasury,  certain 
information technology, internal audit and tax compliance, are not allocated to the business segments.

24

Amortization of Intangible Assets

Amortization  of  intangible  assets  includes  the  periodic  amortization  of  intangible  assets  —  including  customer  relationships, 
tradenames, developed technology, backlog and internally developed software.

Impairment of Other Intangible Assets

Impairment of other intangible assets represents the recognition of non-cash charges to reduce the carrying value of intangible 
assets other than goodwill to their fair value.

Other Operating Expense, Net

Other  operating  expense,  net  includes  foreign  currency  transaction  gains  and  losses,  net,  restructuring  charges,  certain 
shareholder litigation settlement recoveries, acquisition and other transaction related expenses and non-cash charges, losses and 
gains on asset disposals and other miscellaneous operating expenses.

Provision (Benefit) for Income Taxes

The provision or benefit for income taxes includes U.S. federal, state and local income taxes and all non-U.S. income taxes. We 
are  subject  to  income  tax  in  approximately  47  jurisdictions  outside  of  the  United  States.  Because  we  conduct  operations  on  a 
global basis, our effective tax rate depends, and will continue to depend, on the geographic distribution of our pre-tax earnings 
among several different taxing jurisdictions. Our effective tax rate can also vary based on changes in the tax rates of the different 
jurisdictions, the availability of tax credits and non-deductible items.

Items Affecting our Reported Results

General Economic Conditions and Capital Spending in the Industries We Serve

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.  The 
level of capital expenditures depends, in turn, on the general economic conditions as well as access to capital at reasonable cost. 
In particular, demand for our Industrial Technologies and Services products generally correlates with the rate of total industrial 
capacity  utilization  and  the  rate  of  change  of  industrial  production.  Capacity  utilization  rates  above  80%  have  historically 
indicated  a  strong  demand  environment  for  industrial  equipment.  In  the  midstream  and  downstream  portions  of  our  Industrial 
Technologies  and  Services  segment,  overall  economic  growth  and  industrial  production,  as  well  as  secular  trends,  impact 
demand for our products. In our Precision and Science Technologies segment, we expect demand for our products to be driven 
by favorable trends, including the growth in healthcare spend and expansion of healthcare systems due to an aging population 
requiring  medical  care  and  increased  investment  in  health  solutions  and  safety  infrastructures  in  emerging  economies.  Over 
longer time periods, we believe that demand for all of our products also tends to follow economic growth patterns indicated by 
the rates of change in the GDP around the world, as augmented by secular trends in each segment. Our ability to grow and our 
financial  performance  will  also  be  affected  by  our  ability  to  address  a  variety  of  challenges  and  opportunities  that  are  a 
consequence of our global operations, including efficiently utilizing our global sales, manufacturing and distribution capabilities 
and engineering innovative new product applications for end-users in a variety of geographic markets.

Foreign Currency Fluctuations

A significant portion of our revenues, approximately 59% for the year ended December 31, 2021, was denominated in currencies 
other than the U.S. dollar. Because much of our manufacturing facilities and labor force costs are outside of the United States, a 
significant portion of our costs are also denominated in currencies other than the U.S. dollar. Changes in foreign exchange rates 
can therefore impact our results of operations and are quantified when significant to our discussion.

Factors Affecting the Comparability of our Results of Operations

As a result of a number of factors, our historical results of operations are not comparable from period to period and may not be 
comparable to our financial results of operations in future periods. Key factors affecting the comparability of our results of 
operations are summarized below.

Acquisition of Ingersoll Rand Industrial

On February 29, 2020, we completed the acquisition of Ingersoll Rand Industrial. Ingersoll Rand Industrial is included in our 
results of operations beginning on the acquisition date (close of business February 29, 2020). Comparability between the years 

25

ended December 31, 2021 and 2020 will be affected by the inclusion of twelve months of activity from Ingersoll Rand Industrial 
in 2021 compared to only ten months of activity in 2020.

See Note 4 “Business Combinations” to our audited consolidated financial statements included elsewhere in this Form 10-K for 
further discussion of the acquisition of Ingersoll Rand Industrial.

Other acquisitions

Part of our strategy for growth is to acquire complementary flow control and compression equipment businesses, which provide 
access  to  new  technologies  or  geographies  or  improve  our  aftermarket  offerings.  In  addition  to  the  Ingersoll  Rand  Industrial 
transaction discussed above, we have acquired several other businesses during the three year period ended December 31, 2021. 
While these acquisitions are not individually significant or significant in the aggregate, they may be relevant when comparing 
our results from period to period.

See Note 4 “Business Combinations” to our audited consolidated financial statements included elsewhere in this Form 10-K for 
further discussion of these acquisitions.

Impact of Coronavirus (COVID-19)

We continue to assess and actively manage the impact of the ongoing COVID-19 pandemic on our global operations and also the 
operations of our suppliers and customers. Demand for our products was negatively impacted throughout the majority of 2020 as 
a  result  of  the  pandemic.  Demand  began  to  improve  in  the  fourth  quarter  of  2020  and  accelerated  in  the  first  half  of  2021  as 
markets strengthened and gained greater visibility to vaccine roll-out strategies in various regions. Order rates in the first half of 
2021 were particularly strong and we believe represent some deferred demand from 2020. In order to position ourselves to fulfill 
demand we continue to monitor the supply chain closely and are taking proactive steps to ensure continuity of supply. We are 
adhering to all state and country mandates and guidelines wherever we operate. Currently all our major manufacturing locations 
are operational. We have taken certain actions to reduce costs and preserve cash given the uncertain environment. The degree to 
which the pandemic will continue to impact our operations, and the operations of our customers and suppliers remains uncertain. 
See  “The  COVID-19  pandemic  could  have  a  material  and  adverse  effect  on  our  business,  results  of  operations  and  financial 
condition in the future” in Part II Item 1A. “Risk Factors” included elsewhere in this Form 10-K.

Restructuring and Other Business Transformation Initiatives

We  continue  to  implement  business  transformation  initiatives.  A  key  element  of  those  business  transformation  initiatives  was 
restructuring  programs  within  our  Industrial  Technologies  and  Services  and  Precision  and  Science  Technologies  segments,  as 
well  as  at  the  Corporate  level.  Restructuring  charges,  program  related  facility  reorganization,  relocation  and  other  costs,  and 
related capital expenditures were impacted most significantly.

Subsequent  to  the  acquisition  of  Ingersoll  Rand  Industrial,  we  announced  a  restructuring  program  (“2020  Plan”)  to  drive 
efficiencies and synergies, reduce the number of facilities and optimize operating margin within the merged Company. For the 
years ended December 31, 2021 and 2020, $13.4 million and $83.0 million, respectively, were charged to expense related to this 
restructuring  program.  Through  December  31,  2021,  we  recognized  expense  related  to  the  2020  Plan  of  $78.7  million,  $6.9 
million  and  $10.8  million  for  Industrial  Technologies  and  Services,  Precision  and  Science  Technologies  and  Corporate, 
respectively.

Stock-Based Compensation Expense

For  the  years  ended  December  31,  2021  and  2020,  we  incurred  stock-based  compensation  expense  of  approximately  $87.2 
million  and  $47.5  million,  respectively.  The  increase  from  2020  was  primarily  due  to  the  $150  million  equity  grant  to  nearly 
16,000 employees worldwide announced in the third quarter of 2020. See Note 18 “Stock-Based Compensation” to our audited 
consolidated  financial  statements  included  elsewhere  in  this  Form  10-K  for  further  discussion  around  our  stock-based 
compensation expense.

How We Assess the Performance of Our Business

We  manage  operations  through  the  two  business  segments  described  above.  In  addition  to  our  consolidated  GAAP  financial 
measures, we review various non-GAAP financial measures, including Adjusted EBITDA, Adjusted Net Income and Free Cash 
Flow.

We  believe  Adjusted  EBITDA  and  Adjusted  Net  Income  are  helpful  supplemental  measures  to  assist  us  and  investors  in 
evaluating  our  operating  results  as  they  exclude  certain  items  whose  fluctuation  from  period  to  period  do  not  necessarily 

26

correspond to changes in the operations of our business. Adjusted EBITDA represents net income (loss) before interest, taxes, 
depreciation,  amortization  and  certain  non-cash,  non-recurring  and  other  adjustment  items.  We  believe  that  the  adjustments 
applied  in  presenting  Adjusted  EBITDA  are  appropriate  to  provide  additional  information  to  investors  about  certain  material 
non-cash items and about non-recurring items that we do not expect to continue at the same level in the future. Adjusted Net 
Income  is  defined  as  net  income  (loss)  including  interest,  depreciation  and  amortization  of  non-acquisition  related  intangible 
assets and excluding other items used to calculate Adjusted EBITDA and further adjusted for the tax effect of these exclusions.

We  use  Free  Cash  Flow  to  review  the  liquidity  of  our  operations.  We  measure  Free  Cash  Flow  as  cash  flows  from  operating 
activities less capital expenditures. We believe Free Cash Flow is a useful supplemental financial measure for us and investors in 
assessing our ability to pursue business opportunities and investments and to service our debt. Free Cash Flow is not a measure 
of our liquidity under GAAP and should not be considered as an alternative to cash flows from operating activities.

Management  and  our  board  of  directors  regularly  use  these  measures  as  tools  in  evaluating  our  operating  and  financial 
performance and in establishing discretionary annual compensation. Such measures are provided in addition to, and should not 
be considered to be a substitute for, or superior to, the comparable measures under GAAP. In addition, we believe that Adjusted 
EBITDA,  Adjusted  Net  Income  and  Free  Cash  Flow  are  frequently  used  by  investors  and  other  interested  parties  in  the 
evaluation of issuers, many of which also present Adjusted EBITDA, Adjusted Net Income and Free Cash Flow when reporting 
their results in an effort to facilitate an understanding of their operating and financial results and liquidity.

Adjusted EBITDA, Adjusted Net Income and Free Cash Flow should not be considered as alternatives to net income (loss) or 
any other performance measure derived in accordance with GAAP, or as alternatives to cash flow from operating activities as a 
measure of our liquidity. Adjusted EBITDA, Adjusted Net Income and Free Cash Flow have limitations as analytical tools, and 
you should not consider such measures either in isolation or as substitutes for analyzing our results as reported under GAAP.

Included in our discussion of our consolidated and segment results below are changes in revenues and Adjusted EBITDA on a 
Constant  Currency  basis.  Constant  Currency  information  compares  results  between  periods  as  if  exchange  rates  had  remained 
constant  period  over  period.  We  define  Constant  Currency  revenues  and  Adjusted  EBITDA  as  total  revenues  and  Adjusted 
EBITDA excluding the impact of foreign exchange rate movements and use it to determine the Constant Currency revenue and 
Adjusted  EBITDA  growth  on  a  year-over-year  basis.  Constant  Currency  revenues  and  Adjusted  EBITDA  are  calculated  by 
translating current period revenues and Adjusted EBITDA using corresponding prior period exchange rates. These results should 
be considered in addition to, not as a substitute for, results reported in accordance with GAAP. Results on a Constant Currency 
basis, as we present them, may not be comparable to similarly titled measures used by other companies and are not a measure of 
performance presented in accordance with GAAP.

For further information regarding these measures, see “Non-GAAP Financial Measures” below.

Results of Continuing Operations

Consolidated  results  should  be  read  in  conjunction  with  segment  results  and  the  Segment  Information  notes  to  our  audited 
consolidated  financial  statements  included  elsewhere  in  this  Form  10-K,  which  provide  more  detailed  discussions  concerning 
certain  components  of  our  consolidated  statements  of  operations.  All  intercompany  accounts  and  transactions  have  been 
eliminated within the consolidated results.

This section discusses our results of continuing operations for the year ended December 31, 2021 as compared to the year ended 
December 31, 2020. For a discussion and analysis of the year ended December 31, 2020, compared to the same in 2019, please 
refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 of our Annual 
Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on February 26, 2021.

27

Consolidated Results of Operations for the Years Ended December 31, 2021 and 2020

Consolidated Statements of Operations
Revenues
Cost of sales
Gross Profit
Selling and administrative expenses
Amortization of intangible assets
Impairment of other intangible assets
Other operating expense, net
Operating Income
Interest expense
Loss on extinguishment of debt
Other income, net
Income (Loss) Before Income Taxes
Provision (benefit) for income taxes
Loss on equity method investments
Income (Loss) from Continuing Operations
Income from discontinued operations, net of tax
Net Income (Loss)
Less: Net income attributable to noncontrolling interests
Net Income (Loss) Attributable to Ingersoll Rand Inc.

Percentage of Revenues
Gross profit
Selling and administrative expenses
Operating income
Income (loss) from continuing operations
Adjusted EBITDA(1)

Other Financial Data
Adjusted EBITDA(1)
Adjusted net income(1)
Cash flows - operating activities
Cash flows - investing activities
Cash flows - financing activities
Free cash flow(1)

Year Ended December 31,

2021

2020

$  5,152.4 
3,163.9 
1,988.5 
1,028.0 
332.9 
— 
61.9 
565.7 
87.7 
9.0 
(44.0) 
513.0 
(21.8) 
(11.4) 
523.4 
41.6 
565.0 
2.5 
562.5 

$ 

$  3,973.2 
2,568.3 
1,404.9 
789.3 
335.1 
19.9 
201.0 
59.6 
111.1 
2.0 
(8.1) 
(45.4) 
11.4 
— 
(56.8) 
24.4 
(32.4) 
0.9 
(33.3) 

$ 

 38.6 %
 20.0 %
 11.0 %
 10.2 %
 23.1 %

 35.4 %
 19.9 %
 1.5 %
 (1.4) %
 22.1 %

$ 

$  1,191.9 
881.4 
627.8 
(1,029.4) 
(1,157.0) 
563.7 

878.1 
520.0 
653.5 
(31.3) 
328.7 
611.5 

(1) See “Non-GAAP Financial Measures” below for a reconciliation to the most directly comparable GAAP measure.

Revenues

Revenues for 2021 were $5,152.4 million, an increase of $1,179.2 million, or 29.7%, compared to $3,973.2 million in 2020. The 
increase  in  revenues  was  primarily  due  to  acquisitions,  including  Ingersoll  Rand  Industrial,  of  $537.5  million  and  organic 
volume  growth  in  our  Industrial  Technologies  and  Services  segment  of  $330.3  million.  The  increase  due  to  acquisitions  is 
impacted by the inclusion of twelve months of activity from Ingersoll Rand Industrial in 2021 compared to only ten months of 
activity in 2020. Organic volume growth in 2021 partially reflects the adverse impact of COVID-19 in 2020. The percentage of 
consolidated revenues derived from aftermarket parts and services was 36.2% in 2021 compared to 35.5% in 2020.

28

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Profit

Gross profit in 2021 was $1,988.5 million, an increase of $583.6 million, or 41.5%, compared to $1,404.9 million in 2020, and 
as a percentage of revenues was 38.6% in 2021 and 35.4% in 2020. The increase in gross profit is primarily due to acquisitions, 
including Ingersoll Rand Industrial, higher volumes in our Industrial Technologies and Services segment, and the runoff of the 
fair valuation adjustments related to the acquisition of Ingersoll Rand Industrial impacting cost of sales in 2020 that did not recur 
in  2021.  The  increase  due  to  acquisitions  is  impacted  by  the  inclusion  of  twelve  months  of  activity  from  Ingersoll  Rand 
Industrial in 2021 compared to only ten months of activity in 2020. The increase in gross profit as a percentage of revenues is 
primarily due to the runoff of the fair valuation adjustments related to the acquisition of Ingersoll Rand Industrial impacting cost 
of sales in 2020 that did not recur in 2021.

Selling and Administrative Expenses

Selling and administrative expenses were $1,028.0 million in 2021, an increase of $238.7 million, or 30.2%, compared to $789.3 
million  in  2020.  Selling  and  administrative  expenses  as  a  percentage  of  revenues  increased  to  20.0%  in  2021  from  19.9%  in 
2020. This increase in selling and administrative expenses was primarily due to acquisitions, including Ingersoll Rand Industrial, 
and increased incentive compensation.

Amortization of Intangible Assets

Amortization of intangible assets was $332.9 million in 2021, a decrease of $2.2 million compared to $335.1 million in 2020. 
The  decrease  was  primarily  due  to  certain  intangible  assets,  primarily  backlog,  related  to  the  acquisition  of  Ingersoll  Rand 
Industrial becoming fully amortized, partially offset by the inclusion of twelve months of activity from Ingersoll Rand Industrial 
in 2021 compared to only ten months of activity in 2020 as well as intangible assets acquired in 2021.

Impairment of Intangible Assets

Impairment  of  intangible  assets  was  $19.9  million  in  2020  due  to  the  impairment  of  two  tradenames  in  the  Industrial 
Technologies and Services segment. There were no impairments recognized during the year ended December 31, 2021. See Note 
9  “Goodwill  and  Other  Intangible  Assets”  to  our  consolidated  financial  statements  included  elsewhere  in  this  Form  10-K  for 
further details.

Other Operating Expense, Net

Other operating expense, net was $61.9 million in 2021, a decrease of $139.1 million compared to $201.0 million in 2020. The 
decrease was primarily due to lower restructuring charges of $69.6 million, lower acquisition related expenses of $38.0 million, 
and higher foreign currency transaction gains, net of $30.6 million.

Interest Expense

Interest expense was $87.7 million in 2021, a decrease of $23.4 million, compared to $111.1 million in 2020. The decrease was 
primarily due to the decrease in the weighted-average interest rate as well as the payoff of the Dollar Term Loan Series A in the 
third quarter of 2021. The weighted-average interest rate was approximately 2.0% in 2021 and 3.5% in 2020.

Loss on Extinguishment of Debt

Loss on extinguishment of debt was $9.0 million in 2021, which was related to the payoff of the Dollar Term Loan Series A. 
Loss on extinguishment of debt was $2.0 million in 2020, which was related to the refinancing of the Original Dollar Term Loan 
and the Original Euro Term Loan. See Note 11 “Debt” to our audited consolidated financial statements included elsewhere in 
this Form 10-K for further details.

Other Income, Net

Other income, net, was $44.0 million in 2021, an increase of $35.9 million compared to $8.1 million in 2020. The increase in 
other income, net was primarily due to recognition of a $30.0 million gain upon settling post-acquisition contingencies related to 
the Ingersoll Rand Industrial transaction outside of the measurement period in the second quarter of 2021.

Provision for Income Taxes

The  benefit  for  income  taxes  was  $21.8  million  resulting  in  a  (4.2)%  effective  tax  rate  in  2021  compared  to  a  provision  for 
income taxes of $11.4 million resulting in a (25.1)% effective tax provision rate in 2020. The decrease in the tax provision and 
the change in the effective tax rate is primarily due to an increase in the pre-tax book income in jurisdictions with lower effective 

29

tax rates combined with lower earnings in jurisdictions with higher tax rates. The rate increase was mitigated by the release of 
unrecognized tax reserves as a result of the lapse of the limitation on statutes, a benefit associated with the final settlement on the 
merger transaction, a one-time restructuring benefit, and foreign tax credit utilization.

Net Income (Loss)

Net  income  was  $565.0  million  in  2021  compared  to  net  loss  of  $(32.4)  million  in  2020.  The  increase  in  net  income  was 
primarily  due  to  higher  gross  profit  on  increased  revenues  and  lower  other  operating  expenses,  net,  partially  offset  by  higher 
selling and administrative expenses.

Adjusted EBITDA

Adjusted EBITDA increased $313.8 million to $1,191.9 million in 2021 compared to $878.1 million in 2020. Adjusted EBITDA 
as a percentage of revenues increased 100 basis points to 23.1% in 2021 from 22.1% in 2020. The increase in Adjusted EBITDA 
was  primarily  due  to  higher  organic  sales  volume  of  $157.6  million,  improved  pricing  of  $139.0  million  and  acquisitions, 
including  Ingersoll  Rand  Industrial,  of  $127.5  million,  partially  offset  by  increased  selling  and  administrative  expenses.  The 
increase  in  Adjusted  EBITDA  as  a  percentage  of  revenues  is  primarily  attributable  to  organic  growth  in  our  Industrial 
Technologies and Services segment.

Adjusted Net Income

Adjusted Net Income increased $361.4 million to $881.4 million in 2021 compared to $520.0 million in 2020. The increase was 
primarily due to higher Adjusted EBITDA, lower income tax provision, as adjusted and lower interest expense.

30

Non-GAAP Financial Measures

Set  forth  below  are  reconciliations  of  net  income  (loss)  to  Adjusted  EBITDA  and  Adjusted  Net  Income  and  cash  flows  from 
operating activities to Free Cash Flow. For additional information regarding Adjusted EBITDA and Adjusted Net Income, see 
“How We Assess the Performance of Our Business” above.

Net Income (Loss)

Less: Income from discontinued operations

Less: Income tax provision from discontinued operations

Income (loss) from continuing operations, net of tax

Plus:

Interest expense

Provision for income taxes
Depreciation expense(a)
Amortization expense(b)
Impairment of other intangible assets
Restructuring and related business transformation costs(c)
Acquisition related expenses and non-cash charges(d)
Stock-based compensation(e)
Foreign currency transaction losses (gains), net

Loss on equity method investments

Loss on extinguishment of debt
Adjustments to LIFO inventories(f)
Gain on settlement of post-acquisition contingencies
Other adjustments(g)

Adjusted EBITDA

Minus:

Interest expense
Income tax provision, as adjusted(h)
Depreciation expense

Amortization of non-acquisition related intangible assets

Adjusted Net Income

Free Cash Flow from Continuing Operations:

Year Ended December 31,

2021

2020

$ 

565.0  $ 

121.0 

(79.4)   

523.4 

87.7 

(21.8)   

85.1 

332.9 

— 

18.8 

65.2 

95.9 

(12.0)   

11.4 

9.0 

33.2 

(30.1)   

(6.8)   

(32.4) 

26.0 

(1.6) 

(56.8) 

111.1 

11.4 

75.3 

335.1 

19.9 

88.0 

181.5 

47.0 

18.6 

— 

2.0 

39.8 

— 

5.2 

$ 

$ 

1,191.9  $ 

878.1 

87.7  $ 

120.7 

85.1 

17.0 

111.1 

163.6 

75.3 

8.1 

$ 

881.4  $ 

520.0 

Cash flows from operating activities from continuing operations

$ 

627.8  $ 

653.5 

Minus:

Capital expenditures

Free Cash Flow from Continuing Operations

64.1 

$ 

563.7  $ 

42.0 

611.5 

(a) Depreciation expense excludes $4.1 million and $2.1 million of depreciation of rental equipment for the years ended December 31, 

2021 and 2020, respectively.

(b) Represents  $315.9  million  and  $327.0  million  of  amortization  of  intangible  assets  arising  from  the  acquisition  of  Ingersoll  Rand 
Industrial and other acquisitions (customer relationships, technology, tradenames and backlog) and $17.0 million and $8.1 million of 
amortization of non-acquisition related intangible assets, in each case for the years ended December 31, 2021 and 2020, respectively.

31

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(c) Restructuring and related business transformation costs consisted of the following.

Restructuring charges
Facility reorganization, relocation and other costs
Other, net
Total restructuring and related business transformation costs

Year Ended December 31,

2021

2020

$ 

$ 

13.4  $ 
3.1 
2.3 
18.8  $ 

83.0 
2.1 
2.9 
88.0 

(d) Represents  costs  associated  with  successful  and  abandoned  acquisitions,  including  third-party  expenses,  post-closure  integration 
costs  (including  certain  incentive  and  non-incentive  cash  compensation  costs),  and  non-cash  charges  and  credits  arising  from  fair 
value purchase accounting adjustments.

(e) Represents  stock-based  compensation  expense  recognized  for  the  year  ended  December  31,  2021  of  $87.2  million  and  associated 

employer taxes of $8.7 million. 

Represents stock-based compensation expense recognized for the year ended December 31, 2020 of $47.5 million, decreased by $0.5 
million due to costs associated with employer taxes.

(f) For the year ended December 31, 2021, represents $33.2 million of LIFO reserve changes. For the year ended December 31, 2020, 
includes $4.2 million of LIFO reserve changes and $35.6 million to reduce the carrying value of inventories acquired in the merger 
with  Ingersoll  Rand  Industrial  accounted  for  under  the  LIFO  method.  We  have  reclassified  the  amounts  in  2020  from  “Other 
adjustments”  and  “Acquisition  related  expenses  and  non-cash  charges,”  respectively,  to  conform  to  the  current  year 
presentation.

(g)

Includes  (i)  effects  of  the  amortization  of  prior  service  costs  and  amortization  of  losses  in  pension  and  other  postemployment 
(“OPEB”) expense, (ii) certain legal and compliance costs and (iii) other miscellaneous adjustments.

(h) Represents our income tax provision adjusted for the tax effect of pre-tax items excluded from Adjusted Net Income and the removal 
of applicable discrete tax items. The tax effect of pre-tax items excluded from Adjusted Net Income is computed using the statutory 
tax rate related to the jurisdiction that was impacted by the adjustment after taking into account the impact of permanent differences 
and valuation allowances. Discrete tax items include changes in tax laws or rates, changes in uncertain tax positions relating to prior 
years and changes in valuation allowances.

The income tax provision, as adjusted for each of the periods presented below consists of the following.

Provision (benefit) for income taxes
Tax impact of pre-tax income adjustments
Discrete tax items
Income tax provision, as adjusted

Segment Results

Year Ended December 31,

2021

2020

$ 

$ 

(21.8)  $ 
97.6 
44.9 
120.7  $ 

11.4 
156.6 
(4.4) 
163.6 

We classify our business into two segments: Industrial Technologies and Services and Precision and Science Technologies. Our 
Corporate operations (as described below) are not discussed separately as any results that had a significant impact on operating 
results are included in the consolidated results discussion above.

We evaluate the performance of our segments based on Segment Revenues and Segment Adjusted EBITDA. Segment Adjusted 
EBITDA  is  indicative  of  operational  performance  and  ongoing  profitability.  Our  management  closely  monitors  Segment 
Adjusted EBITDA to evaluate past performance and identify actions required to improve profitability.

The  segment  measurements  provided  to,  and  evaluated  by,  the  Chief  Operating  Decision  Maker  (“CODM”)  are  described  in 
Note 23 “Segment Information” to our audited consolidated financial statements included elsewhere in this Form 10-K.

Included in our discussion of our segment results below are changes in Segment Revenues and Segment Adjusted EBITDA on a 
Constant  Currency  basis.  Constant  Currency  information  compares  results  between  periods  as  if  exchange  rates  had  remained 
constant  period  over  period.  We  define  Constant  Currency  as  changes  in  Segment  Revenues  and  Segment  Adjusted  EBITDA 
excluding the impact of foreign exchange rate movements. We use these measures to determine the Constant Currency Segment 
Revenues and Segment Adjusted EBITDA growth on a year-on-year basis. Constant Currency Segment Revenues and Segment 
Adjusted EBITDA are calculated by translating current period Segment Revenues and Segment Adjusted EBITDA using prior 
period exchange rates. These results should be considered in addition to, not as a substitute for, results reported in accordance 
with GAAP. Results on a constant currency basis, as we present them, may not be comparable to similarly titled measures used 
by other companies and are not a measure of performance presented in accordance with GAAP.

32

 
 
 
 
 
 
 
 
Segment Results for Years Ended December 31, 2021 and 2020

The following tables display Segment Revenues, Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin (Segment 
Adjusted EBITDA as a percentage of Segment Revenues) for each of our Segments and illustrates, on a percentage basis, the 
impact of foreign currency fluctuations on Segment Revenues and Segment Adjusted EBITDA growth.

Industrial Technologies and Services Segment Results

Segment Revenues

Segment Adjusted EBITDA

Segment Margin

2021 vs. 2020

Years Ended December 31,

2021

4,161.0 

1,033.7 

2020

3,248.2 

759.8 

$ 

$ 

$ 

$ 

 24.8 %

 23.4 %

Percent Change
2021 vs. 2020

 28.1 %

 36.0 %

140 bps

Segment Revenues for 2021 were $4,161.0 million, an increase of $912.8 million, or 28.1%, compared to $3,248.2 million in 
2020.  The  increase  in  Segment  Revenues  was  primarily  due  to  acquisitions,  including  Ingersoll  Rand  Industrial,  of  $377.5 
million or 11.6%, higher volume of $330.3 million or 10.2%, improved pricing of $118.7 million or 3.7% and favorable impact 
of foreign currencies of $86.3 million or 2.7%. The percentage of Segment Revenues derived from aftermarket parts and service 
was 40.7% in 2021 compared to 40.2% in 2020.

Segment Adjusted EBITDA in 2021 was $1,033.7 million, an increase of $273.9 million, or 36.0%, from $759.8 million in 2020. 
Segment  Adjusted  EBITDA  Margin  increased  140  bps  to  24.8%  from  23.4%  in  2020.  The  increase  in  Segment  Adjusted 
EBITDA was primarily due to higher organic sales volumes of $125.9 million or 16.6%, improved pricing of $118.7 million or 
15.6%, acquisitions, including Ingersoll Rand Industrial, of $93.4 million or 12.3% and favorable impact of foreign currencies of 
$23.0 million or 3.0%, partially offset by higher selling and administrative expenses of $60.9 million or 8.0% and unfavorable 
margin mix of $20.7 million or 2.7%.

Precision and Science Technologies Segment Results

Segment Revenues

Segment Adjusted EBITDA

Segment Margin

2021 vs. 2020

Years Ended December 31,

2021

2020

Percent Change
2021 vs. 2020

$ 

$ 

991.4 

291.4 

$ 

$ 

725.0 

220.2 

 36.7 %

 32.3 %

 29.4 %

 30.4 %

(100) bps

Segment  Revenues  for  2021  were  $991.4  million,  an  increase  of  $266.4  million,  or  36.7%,  compared  to  $725.0  million  in 
2020.  The  increase  in  Segment  Revenues  was  primarily  due  to  acquisitions,  including  Ingersoll  Rand  Industrial,  of  $160.0 
million or 22.1%, higher volume of $70.4 million or 9.7%, improved pricing of $20.3 million or 2.8% and favorable impact of 
foreign currencies of $15.7 million or 2.2%. The percentage of Segment Revenues derived from aftermarket parts and service 
was 17.1% in 2021 compared to 14.6% in 2020.

Segment Adjusted EBITDA in 2021 was $291.4 million, an increase of $71.2 million, or 32.3%, from $220.2 million in 2020. 
Segment  Adjusted  EBITDA  Margin  decreased  100  bps  to  29.4%  from  30.4%  in  2020.  The  increase  in  Segment  Adjusted 
EBITDA  was  due  primarily  to  acquisitions,  including  Ingersoll  Rand  Industrial,  of  $36.1  million  or  16.4%,  higher  volume  of 
$31.7 million or 14.4%, improved pricing of $20.3 million or 9.2%, partially offset by higher selling and administrative expenses 
of $13.0 million or 5.9%.

Orders

Industrial Technologies and Services

The mission-critical nature of our Industrial Technologies and Services segment products across manufacturing processes drives 
a  demand  environment  and  outlook  that  are  correlated  with  global  and  regional  industrial  production,  capacity  utilization  and 
long-term  GDP  growth.  In  the  fourth  quarter  of  2021,  we  had  $1,201.1  million  of  orders  in  our  Industrial  Technologies  and 
Services segment, an increase of 20.5% over the fourth quarter of 2020.

33

Precision and Science Technologies Segment

During 2021, the Precision and Science Technologies segment has seen increased demand for our products, particularly related 
to life science and specialty applications. In the fourth quarter of 2021, we booked $305.9 million of orders in our Precision and 
Science Technologies segment, an increase of 38.9% over the fourth quarter of 2020.

Results of Discontinued Operations

Results of Discontinued Operations - SVT

The following table presents selected Consolidated Results of Operations of our business for the years ended December 31, 2021 
and 2020.

2021

2020

Revenues

Cost of sales

Gross profit

Selling and administrative expenses

Amortization of intangible assets

Gain on sale

Other operating expense, net

Income Before Income Taxes

Provision for income taxes

$ 

430.9  $ 

321.3 

109.6 

35.7 

10.4 

(298.3)   

18.1 

343.7 

87.1 

Income from Discontinued Operations, Net of Tax

$ 

256.6  $ 

741.4 

564.6 

176.8 

63.0 

37.1 

— 

1.7 

75.0 

12.9 

62.1 

Revenues

Revenues  for  2021  were  $430.9  million,  a  decrease  of  $310.5  million,  or  41.9%,  compared  to  $741.4  million  in  2020.  The 
decrease in revenues from discontinued operations was primarily due to the sale of SVT being substantially completed on June 1, 
2021. Refer to Note 3 “Discontinued Operations” to our consolidated financial statements for additional discussion.

Gross Profit

Gross profit for 2021 was $109.6 million, a decrease of $67.2 million, or 38.0%, compared to $176.8 million for 2020, and as a 
percentage of revenues was 25.4% for the year ended December 31, 2021 and 23.8% in 2020. The decrease in gross profit is 
primarily due to the sale being substantially completed on June 1, 2021.

Gain on Sale

Gain on sale for the year ended December 31, 2021 of $298.3 million was due to the purchase price exceeding the carrying value 
of the SVT business.

Other Operating Expense (Income), Net

Other operating expense, net was $18.1 million for the year ended December 31, 2021, an increase of $16.4 million, compared to 
$1.7  million  in  2020.  The  increase  was  primarily  due  to  higher  separation  related  expenses  and  non-cash  charges  of  $17.2 
million, partially offset by lower restructuring charges of $0.8 million.

Provision (Benefit) for Income Taxes

The provision for income taxes for income taxes was $87.1 million, resulting in a 25.3% effective income tax rate for the year 
ended December 31, 2021, compared to a provision for income taxes of $12.9 million resulting in a 17.2% effective income tax 
rate in the same period in 2020. The increase in the tax provision in 2021 is primarily due to one-time discrete items associated 
with the sale of the SVT business.

34

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Results of Discontinued Operations - HPS

The following table presents selected Consolidated Results of Operations of our business for the years ended December 31, 2021 
and 2020.

2021

2020

Revenues

Cost of sales

Gross profit

Selling and administrative expenses

Amortization of intangible assets

Loss on sale

Other operating expense, net

Operating Loss

Other expense, net

Loss Before Income Taxes

Benefit for income taxes

$ 

71.9  $ 

60.2 

11.7 

5.3 

2.4 

207.7 

19.0 

(222.7)   

— 

(222.7)   

(7.7)   

Loss from Discontinued Operations, Net of Tax

$ 

(215.0)  $ 

195.6 

163.9 

31.7 

42.5 

23.6 

— 

14.5 

(48.9) 

0.1 

(49.0) 

(11.3) 

(37.7) 

Revenues

Revenues  for  2021  were  $71.9  million,  a  decrease  of  $123.7  million,  or  63.2%,  compared  to  $195.6  million  in  2020.  The 
decrease in revenues from discontinued operations was primarily due to the sale of HPS being substantially completed on April 
1, 2021. Refer to Note 3 “Discontinued Operations” to our consolidated financial statements for additional discussion.

Gross Profit

Gross  profit  for  2021  was  $11.7  million,  a  decrease  of  $20.0  million,  or  63.1%,  compared  to  $31.7  million  in  2020,  and  as  a 
percentage of revenues was 16.3% for the year ended December 31, 2021 and 16.2% in 2020. The decrease in gross profit is 
primarily due to the sale being substantially completed on April 1, 2021.

Loss on Sale

Loss on sale for 2021 of $207.7 million was a charge taken to reduce the carrying value of the HPS business to the estimated fair 
value of the net proceeds and residual equity interest from the transaction.

Other Operating Expense, Net

Other operating expense, net were $19.0 million for 2021, an increase of $4.5 million, compared to $14.5 million in 2020. The 
increase  was  primarily  due  to  expenses  incurred  in  connection  with  the  separation  of  $14.4  million,  partially  offset  by  lower 
restructuring charges of $8.5 million.

Provision (Benefit) for Income Taxes

The benefit for income taxes was $7.7 million, resulting in a 3.5% effective income tax rate for year ended December 31, 2021, 
compared to a benefit for income taxes of $11.3 million resulting in a 23.1% effective income tax rate in 2020. The decrease in 
the tax benefit in 2021 is primarily due to one-time discrete items associated with the sale of the HPS business.

35

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unaudited Quarterly Results of Operations

(in millions, except per share 
amounts)

Revenues
Gross profit
Operating income (loss)
Income (loss) from continuing 
operations, net of tax
Income (loss) from discontinued 
operations, net of tax
Net income (loss)
Net income (loss) attributable to 
Ingersoll Rand Inc.
Weighted average shares, basic
Weighted average shares, diluted
Basic earnings (loss) per share of 
common stock from continuing 
operations
Basic earnings (loss) per share of 
common stock from discontinued 
operations
Basic earnings (loss) per share of 
common stock
Diluted earnings (loss) per share of 
common stock from continuing 
operations
Diluted earnings (loss) per share of 
common stock from discontinued 
operations
Diluted earnings (loss) per share of 
common stock
Adjusted EBITDA(2)

Year Ended December 31, 2021(1)
Q4
Q1

Q3

Q2

Year Ended December 31, 2020

Q1

Q2

Q3

Q4

$ 1,129.5  $ 1,279.1  $ 1,325.0  $ 1,418.8  $  616.8  $ 1,025.4  $ 1,112.5  $ 1,218.5 
$  452.1  $  512.7  $  514.3  $  509.4  $  203.3  $  308.6  $  430.0  $  463.0 
69.0  $  114.9 
$  121.3  $  140.1  $  163.9  $  140.4  $ 

(45.0)  $ 

(79.3)  $ 

$ 

90.1  $  138.3  $  131.0  $  164.0  $ 

(41.3)  $  (151.9)  $ 

30.0  $  106.4 

$  (180.2)  $ 
$ 

(4.2)  $  129.7  $ 
(90.1)  $  234.6  $  126.8  $  293.7  $ 

96.3  $ 

$ 

(90.4)  $  233.9  $  126.0  $  293.0  $ 
419.2 
425.9 

412.3 
418.5 

419.9 
426.8 

407.8 
413.4 

4.4  $ 

(24.6)  $ 
(36.9)  $  (176.5)  $ 

(0.1)  $ 
44.7 
29.9  $  151.1 

(36.8)  $  (177.6)  $ 
277.3 
277.3 

417.0 
417.0 

29.5  $  151.6 
418.4 
424.5 

417.6 
422.0 

$ 

0.21  $ 

0.33  $ 

0.32  $ 

0.40  $ 

(0.15)  $ 

(0.37)  $ 

0.07  $ 

0.26 

$ 

(0.43)  $ 

0.23  $ 

(0.01)  $ 

0.32  $ 

0.02  $ 

(0.06)  $  —  $ 

0.11 

$ 

(0.22)  $ 

0.56  $ 

0.31  $ 

0.72  $ 

(0.13)  $ 

(0.43)  $ 

0.07  $ 

0.36 

$ 

0.21  $ 

0.32  $ 

0.31  $ 

0.40  $ 

(0.15)  $ 

(0.37)  $ 

0.07  $ 

0.25 

$ 

(0.42)  $ 

0.23  $ 

(0.01)  $ 

0.31  $ 

0.02  $ 

(0.06)  $  —  $ 

0.11 

(0.21)  $ 

$ 
0.36 
$  244.0  $  292.1  $  313.7  $  342.1  $  112.2  $  217.5  $  251.7  $  296.7 

(0.43)  $ 

(0.13)  $ 

0.30  $ 

0.71  $ 

0.07  $ 

0.55  $ 

(1) See  “Item  7.  Management’s  Discussion  and  Analysis  of  Financial  Condition  and  Results  of  Operations  –  Factors  Affecting  the 

Comparability of our Results of Operations.”

36

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(2) Set forth below are the reconciliations of Net Income to Adjusted EBITDA

Year Ended December 31, 2021
Q4
Q1

Q2

Q3

Year Ended December 31, 2020
Q4
Q1

Q2

Q3

Net Income (Loss)

$ (90.1)  $ 234.6  $ 126.8  $ 293.7  $ (36.9)  $ (176.5)  $  29.9  $ 151.1 

Less: Income (loss) from discontinued operations
Less: Income tax benefit (provision) from 
discontinued operations

 (177.8)    258.5 

(7.6)    47.9 

  12.5 

(7.2)   

5.3 

  15.4 

(2.4)   (162.2)   

3.4 

  81.8 

(8.1)   

(17.4)   

(5.4)    29.3 

Income (loss) from continuing operations, net of tax   90.1 

  138.3 

  131.0 

  164.0 

  (41.3)    (151.9)    30.0 

  106.4 

Plus:

Interest expense

  23.1 

  22.7 

  22.5 

  19.4 

  27.1 

30.8 

  28.8 

  24.4 

Provision (benefit) for income taxes

  10.6 

  12.5 

2.7 

  (47.6)    (66.9)   

78.4 

  12.8 

  (12.9) 

Depreciation expense
Amortization expense
Impairment of other intangible assets
Restructuring and related business transformation 

costs(a)

Acquisition related expenses and non-cash 

charges(b)

Stock-based compensation(c)
Loss on equity method investments

Loss on extinguishment of debt
Foreign currency transaction losses (gains), net
Adjustments to LIFO inventories(d)
Gain on settlement of post-acquisition 
contingencies(e)
Other adjustments(f)
Adjusted EBITDA

  20.3 
  84.2 
  — 

  21.0 
  80.3 
  — 

  21.2 
  80.3 
  — 

  22.6 
  88.1 
  — 

  12.3 
  46.7 
  — 

22.5 
96.4 
  — 

  19.8 
  97.0 
  19.9 

  20.7 
  95.0 
  — 

2.7 

6.7 

3.1 

6.3 

  38.6 

31.0 

  10.0 

8.4 

  10.5 

  14.3 

  14.4 

  26.0 

  89.5 

54.7 

  14.7 

  22.6 

  21.6 

  21.5 

  29.8 

  23.0 

2.8 

12.1 

  11.9 

  20.2 

  — 

0.7 

2.2 

8.5 

  — 

  — 

  — 

  — 

  — 
  (18.1)   
  — 

  — 
3.4 
  — 

9.0 
1.1 
  — 

  — 
1.6 
  33.2 

2.0 
2.0 
  — 

  — 
4.9 
35.6 

  — 
5.8 
  — 

  — 
5.9 
4.2 

  — 

  (30.1)    — 

  — 

  — 

  — 

  — 

  — 

(1.0)   

0.8 

(3.6)   

(3.0)   

(0.6)   

3.0 

1.0 

1.8 

$ 244.0  $ 292.1  $ 313.7  $ 342.1  $ 112.2  $  217.5  $ 251.7  $ 296.7 

(a) Restructuring  and  related  business  transformation  costs  consist  of  (i)  restructuring  charges,  (ii)  severance,  sign-on,  relocation  and 
executive  search  costs,  (iii)  facility  reorganization,  relocation  and  other  costs,  (iv)  information  technology  infrastructure 
transformation, (v) gains and losses on asset disposals, (vi) consultant and other advisor fees and (vii) other miscellaneous costs.

(b) Represents  costs  associated  with  successful  and  abandoned  acquisitions,  including  third-party  expenses,  post-closure  integration 
costs  (including  certain  incentive  and  non-incentive  cash  compensation  costs)  and  non-cash  charges  and  credits  arising  from  fair 
value purchase accounting adjustments.

(c) Represents  stock-based  compensation  expense  recognized  for  stock  options  outstanding  for  the  year  ended December  31,  2021  of 

$87.2 million and associated employer taxes of $8.7 million.

Represents stock-based compensation expense recognized for the year ended December 31, 2020 of $47.5 million, decreased by $0.5 
million due to costs associated with employer taxes.

(d) For the year ended December 31, 2021, represents $33.2 million of LIFO reserve changes. For the year ended December 31, 2020, 
includes $4.2 million of LIFO reserve changes and $35.6 million to reduce the carrying value of inventories acquired in the merger 
with  Ingersoll  Rand  Industrial  accounted  for  under  the  LIFO  method.  We  have  reclassified  the  amounts  in  2020  from  “Other 
adjustments”  and  “Acquisition  related  expenses  and  non-cash  charges,”  respectively,  to  conform  to  the  current  year 
presentation.

(e) Represents  a  gain  on  settlement  of  post-acquisition  contingencies  outside  of  the  measurement  period  related  to  adjustments  to  the 

(f)

transaction price for retirement plan funding and net working capital.
Includes (i) effects of amortization of prior service costs and amortization of losses in pension and other postemployment (“OPEB”) 
expense, (ii) certain legal and compliance costs and (iii) other miscellaneous adjustments.

Liquidity and Capital Resources

Our  investment  resources  include  cash  on  hand,  cash  generated  from  operations  and  borrowings  under  our  Revolving  Credit 
Facility. We also have the ability to seek additional secured and unsecured borrowings, subject to Credit Agreement restrictions.

For  a  description  of  our  material  indebtedness,  see  Note  11  “Debt”  to  our  audited  consolidated  financial  statements  included 
elsewhere in this Form 10-K.

37

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As  of  December  31,  2021,  we  had  no  outstanding  borrowings,  $6.6  million  of  outstanding  letters  of  credit  under  the  New 
Revolving Credit Facility and unused availability of $1,093.4 million.

As of December 31, 2021, we were in compliance with all of our debt covenants and no event of default had occurred or was 
ongoing.

Liquidity

A  substantial  portion  of  our  liquidity  needs  arise  from  debt  service  requirements,  and  from  the  ongoing  cost  of  operations, 
working capital and capital expenditures.

Cash and cash equivalents

Short-term borrowings and current maturities of long-term debt

Long-term debt

Total debt

Year Ended December 31,

2021

2020

2,109.6  $ 

1,750.9 

38.8  $ 

40.4 

3,401.8 

3,859.1 

3,440.6  $ 

3,899.5 

$ 

$ 

$ 

We can increase the borrowing availability under the Senior Secured Credit Facilities by up to $1,600.0 million in the form of 
additional commitments under the Revolving Credit Facility and/or incremental term loans plus an additional amount so long as 
we  do  not  exceed  a  specified  senior  secured  leverage  ratio.  We  can  incur  additional  secured  indebtedness  under  the  Senior 
Secured Credit Facilities if certain specified conditions are met under the credit agreement governing the Senior Secured Credit 
Facilities.  Our  liquidity  requirements  are  significant  primarily  due  to  debt  service  requirements.  See  Note  11  “Debt”  to  our 
audited consolidated financial statements included elsewhere in this Form 10-K for further details.

Our principal sources of liquidity have been existing cash and cash equivalents, cash generated from operations and borrowings 
under  the  Senior  Secured  Credit  Facilities.  Our  principal  uses  of  cash  will  be  to  provide  working  capital,  meet  debt  service 
requirements, fund capital expenditures and finance strategic plans, including possible acquisitions. We may also seek to finance 
capital  expenditures  under  capital  leases  or  other  debt  arrangements  that  provide  liquidity  or  favorable  borrowing  terms.  We 
continue to consider acquisition opportunities, but the size and timing of any future acquisitions and the related potential capital 
requirements cannot be predicted. In the event that suitable businesses are available for acquisition upon acceptable terms, we 
may obtain all or a portion of the necessary financing through the incurrence of additional long-term borrowings. We may from 
time to time, seek to repay loans that we have borrowed, including the borrowings under the Senior Secured Credit Facilities. 
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, will provide sufficient liquidity to fund our current obligations, projected working capital 
requirements,  debt  service  requirements  and  capital  spending  requirements  for  the  foreseeable  future.  Our  ability  to  do  so 
depends on, among other factors, prevailing economic conditions, many of which are beyond our control. In addition, upon the 
occurrence of certain events, such as a change in control, we could be required to repay or refinance our indebtedness. We may 
not  be  able  to  refinance  any  of  our  indebtedness,  including  the  Senior  Secured  Credit  Facilities,  on  commercially  reasonable 
terms or at all. Any future acquisitions, joint ventures, or other similar transactions may require additional capital and there can 
be no assurance that any such capital will be available to us on acceptable terms or at all.

We  may  from  time  to  time  repurchase  shares  of  our  common  stock  in  the  open  market  at  prevailing  market  prices  (including 
through a Rule 10b5-1 plan), in privately negotiated transactions, a combination thereof or through other transactions. The actual 
timing, number, manner and value of any shares repurchased will depend on several factors, including the market price of our 
stock,  general  market  and  economic  conditions,  our  liquidity  requirements,  applicable  legal  requirements  and  other  business 
considerations.

A substantial portion of our cash is in jurisdictions outside the United States. 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. The Company records a deferred foreign 
tax liability to cover all estimated withholding, state income tax and foreign income tax associated with repatriating all non-U.S. 
earnings back to the United States. Our deferred income tax liability as of December 31, 2021 is $49.6 million which consists 
mainly of withholding taxes.

38

 
 
Working Capital

Net Working Capital
Current assets
Less: Current liabilities
Net working capital

Operating Working Capital
Accounts receivable and contract assets
Plus: Inventories (excluding LIFO)
Less: Accounts payable
Less: Contract liabilities
Operating working capital

For the Years Ended 
December 31,

2021

2020

4,114.9  $ 
1,467.7 
2,647.2  $ 

3,862.1 
1,498.6 
2,363.5 

1,009.4  $ 
878.6 
670.5 
242.1 
975.4  $ 

922.2 
707.9 
536.4 
164.6 
929.1 

$ 

$ 

$ 

$ 

Net  working  capital  increased  $283.7  million  to  $2,647.2  million  as  of  December  31,  2021  from  $2,363.5  million  as  of 
December 31, 2020. Operating working capital increased $46.3 million to $975.4 million as of December 31, 2021 from $929.1 
million as of December 31, 2020. Operating working capital as of December 31, 2021 was 18.9% of 2021 revenues as compared 
to 23.4% as of December 31, 2020 as a percentage of 2020 revenues. The increase in operating working capital was primarily 
due  to  higher  inventories  and  higher  accounts  receivable,  partially  offset  by  higher  accounts  payable  and  higher  contract 
liabilities.  The  increase  in  accounts  receivable  was  primarily  due  to  the  increase  in  revenue  in  the  fourth  quarter  of  2021 
compared  to  the  fourth  quarter  of  2020  and  to  acquisitions  completed  in  2021.  The  increase  in  inventory  was  primarily 
attributable to additions to inventory in anticipation of increased demand for certain products and to acquisitions completed in 
2021. The increase in accounts payable was primarily due to the timing of vendor cash disbursements. The increase in contract 
liabilities was due to the timing of customer milestone payments for in-process engineered to order contracts.

Cash Flows

The following table reflects the major categories of cash flows for the years ended December 31, 2021 and 2020, respectively.

Cash flows provided by (used in) continuing operations:

Cash flows provided by operating activities

Cash flows used in investing activities

Cash flows provided by (used in) financing activities

Net cash provided by discontinued operations
Free cash flow (1)

2021

2020

$ 

627.8  $ 

(1,029.4)   

(1,157.0)   

1,931.4 

563.7 

653.5 

(31.3) 

328.7 

254.2 

611.5 

(1) See “Non-GAAP Financial Measures” for a reconciliation to the most directly comparable GAAP measure.

Operating activities

Cash provided by operating activities decreased $25.7 million to $627.8 million in 2021 from $653.5 million in 2020, primarily 
due to changes in accrued liabilities and cash used in operating working capital partially offset by higher income from continuing 
operations.

Operating working capital used cash of $3.0 million in 2021 compared to generating cash of $171.3 million in 2020. Changes in 
account  receivables  used  cash  of  $62.5  million  in  2021  compared  to  generating  cash  of  $52.4  million  in  2020.  Changes  in 
contract assets used cash of $0.4 million in 2021 compared to using cash of $11.7 million in 2020. Changes in inventory used 
cash of $134.4 million in 2021 compared to generating cash of $159.0 million in 2020. Changes in accounts payable generated 
cash of $118.2 million in 2021 compared to using cash of $43.4 million in 2020. Changes in contract liabilities generated cash of 
$76.1 million in 2021 compared to generating cash of $15.0 million in 2020.

Investing activities

Cash flows used in investing activities included capital expenditures of $64.1 million (1.2% of consolidated revenues) and $42.0 
million (1.1% of consolidated revenues) in 2021 and 2020, respectively. We expect capital expenditures will be approximately 

39

 
 
 
 
 
 
 
 
 
 
 
 
 
 
2%  of  consolidated  revenues  in  2022.  Cash  acquired  (paid)  in  business  combinations  was  $(974.8)  million  in  2021  and  $9.0 
million in 2020. Net proceeds from the disposal of property, plant and equipment were $9.5 million and $1.7 million in 2021 and 
2020, respectively.

Financing activities

Cash used in financing activities of $1,157.0 million in 2021 is primarily due to purchases of treasury stock of $736.8 million, 
repayments of long-term debt of $435.7 million, and cash dividends on common stock of $8.2 million, offset by proceeds from 
stock option exercises of $23.7 million.

Cash provided by financing activities of $328.7 million in 2020 is primarily due to proceeds from long-term debt of $1,980.1 
million, offset by repayments of long-term debt of $1,619.1 million and payments of debt issuance costs of $47.8 million. Also 
included are proceeds from stock option exercises of $22.7 million and a net usage of cash of $3.0 million related to the purchase 
and sale of noncontrolling interests of our India subsidiary. See Note 13 “Stockholders’ Equity and Noncontrolling Interests” to 
our audited consolidated financial statements included elsewhere in this Form 10-K for further details.

Discontinued Operations

Cash provided by discontinued operations increased $1,677.2 million to $1,931.4 million in 2021 from $254.2 million in 2020, 
primarily due to proceeds from sale of discontinued operations.

Free cash flow

Free cash flow decreased $47.8 million to $563.7 million in 2021 from $611.5 million in 2020 primarily due to the decrease in 
cash provided by operating activities discussed above.

Purchase Obligations

Purchase obligations consist primarily of agreements to purchase inventory or services made in the normal course of business to 
meet  operational  requirements.  As  of  December  31,  2021,  the  Company  had  purchase  of  obligations  of  $441.2  million,  with 
$371.5 million payable in the next 12 months. The purchase obligation amounts do not represent the entire anticipated purchases 
in the future, but represent only those items for which we are contractually obligated as of December 31, 2021. For this reason, 
these amounts will not provide a complete and reliable indicator of our expected future cash outflows.

Contingencies

We are a party to various legal proceedings, lawsuits and administrative actions, which are of an ordinary or routine nature for a 
company of our size and in our sector. We believe that such proceedings, lawsuits and administrative actions will not materially 
adversely  affect  our  operations,  financial  condition,  liquidity  or  competitive  position.  We  have  accrued  liabilities  and  other 
liabilities on our consolidated balance sheet, including a total litigation reserve of $136.9 million as of December 31, 2021 with 
respect  to  potential  liability  arising  from  our  asbestos-related  litigation.  Other  than  our  asbestos-related  litigation  reserves,  we 
only  have  de  minimis  accrued  liabilities  and  other  liabilities  on  our  consolidated  balance  sheet  with  respect  to  other  legal 
proceedings,  lawsuits  and  administrative  actions.  A  more  detailed  discussion  of  certain  of  these  proceedings,  lawsuits  and 
administrative actions is set forth in “Item 3. Legal Proceedings.”

Critical Accounting Policies

Accounting  policies  discussed  in  this  section  are  those  that  we  consider  to  be  the  most  critical  to  an  understanding  of  our 
financial statements because they involve significant judgments and uncertainties. Certain of these policies include estimates and 
assumptions.  These  estimates  reflect  our  best  judgment  about  current,  and  for  some  estimates,  future  economic  and  market 
conditions and their effect based on information available as of the date of these financial statements. If these conditions change 
from those expected, it is reasonably possible that the judgments and estimates described below could change, which may result 
in  future  impairments  of  goodwill,  intangibles  and  long-lived  assets,  increases  in  reserves  for  contingencies,  establishment  of 
valuation allowances on deferred tax assets and increase in tax liabilities, among other effects. Also see Note 1 “Summary of 
Significant Accounting Policies” to our audited consolidated financial statements included elsewhere in this Form 10-K, which 
discusses the significant accounting policies that we have selected from acceptable alternatives.

Business Combinations

We apply the acquisition method of accounting with respect to the identifiable assets and liabilities of a business combination 
and record the assets acquired and liabilities assumed at their estimated fair values as of the acquisition date. The excess of the 

40

cost of the acquired business and the fair value of the assets acquired and liabilities assumed is recognized as goodwill. Estimates 
of  fair  value  represent  management’s  best  estimate  of  assumptions  and  about  future  events  and  uncertainties,  including 
significant judgments related to future cash flows, discount rates, competitive trends, margin and revenue growth assumptions 
including  royalty  rates  and  customer  attrition  rates,  market  comparables  and  others.  Inputs  used  are  generally  obtained  from 
historical data supplemented by current and anticipated market conditions and growth rates.

Significant  judgment  is  required  in  estimating  the  fair  value  of  identifiable  intangible  assets  and  in  assigning  their  respective 
useful  lives.  The  fair  value  estimates  are  based  on  historical  information  and  on  future  expectations  and  assumptions  deemed 
reasonable  by  management,  but  which  are  inherently  uncertain.  See  Note  3  “Business  Combinations”  to  our  consolidated 
financial statements included elsewhere in this Form 10-K for further information regarding the fair value determination of each 
of the classes of identifiable intangible assets. Determining the useful life of an intangible asset also requires judgment. Certain 
intangibles are expected to have indefinite lives while certain other identifiable intangible assets have determinable lives. The 
useful lives of identifiable intangibles with determinable useful lives are based on a variety of factors, including but not limited 
to,  the  competitive  environment,  product  cycles,  order  life  cycles,  historical  customer  attrition  rates,  market  share,  operating 
plans and the macroeconomic environment. The costs of determinable-lived intangible assets are amortized to expense over the 
estimated useful life.

Impairment of Goodwill and Other Identified Intangible Assets

We test goodwill for impairment annually in the fourth quarter of each year using data as of October 1 of that year and whenever 
events or changes in circumstances indicate that the carrying value may not be recoverable. Upon adoption of ASU 2019-04, the 
impairment  test  consists  of  comparing  the  fair  value  of  the  reporting  unit  to  the  carrying  value  of  the  reporting  unit.  An 
impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; provided, 
the loss recognized cannot exceed the total amount of goodwill allocated to the reporting unit. If applicable, we consider income 
tax  effects  from  any  tax  deductible  goodwill  on  the  carrying  amount  of  the  reporting  unit  when  measuring  the  goodwill 
impairment loss. We determined fair values for all of the reporting units using a combination of the income and market multiples 
approaches which are weighted 75% and 25%, respectively.

Under the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an 
appropriate risk-adjusted rate. We use our internal forecasts to estimate future cash flows and include an estimate of long-term 
future growth rates based on our most recent views of the long-term outlook for each business. Actual results may differ from 
those assumed in our forecasts. We derive our discount rates using a capital asset pricing model and analyzing published rates for 
industries relevant to our reporting units to estimate the cost of equity financing. We use discount rates that are commensurate 
with the risks and uncertainty inherent in the respective businesses and in our internally developed forecasts. Discount rates used 
in our 2021 reporting unit valuations ranged from 8.5% to 9.5%. Additionally, we assumed 3.0% terminal growth rates for all 
reporting units, except a single reporting unit in which we determined it most appropriate to assume an 2.0% terminal growth 
rate due to it being closely aligned to the GDP percentage growth rate.

Under  the  market  multiples  approach,  fair  value  is  determined  based  on  multiples  derived  from  the  stock  prices  of  publicly 
traded guideline companies to develop a business enterprise value (“BEV”) for our reporting units. The application of the market 
multiples method entails the development of book value multiples based on the market value of the guideline companies. The 
multiples  are  developed  by  first  calculating  the  market  value  of  equity  of  the  guideline  companies  and  then  adjusting  these 
multiples for cash and debt to arrive at a BEV multiple. Identifying appropriate guideline companies and computing appropriate 
market  multiples  is  subjective.  We  considered  various  public  companies  that  had  reasonably  similar  qualitative  factors  as  our 
reporting units while also considering quantitative factors such as revenue growth, profitability and total assets.

With  the  exception  of  one  reporting  unit  formed  through  a  recent  acquisition,  the  estimated  fair  values  of  our  reporting  units 
were well in excess of their carrying values. The carrying value of the recently-formed reporting unit was approximately equal to 
its fair value due to the close proximity of the acquisition date to the impairment testing date.  The estimated fair values of all 
other reporting units were at least 47% higher than their carrying values and therefore, no impairments were identified.

We test intangible assets with indefinite lives for impairment annually utilizing a discounted cash flow valuation referred to as 
the  relief  from  royalty  method.  We  estimated  forecasted  revenues  for  a  period  of  five  years  with  discount  rates  ranging  from 
9.0% to 10.0%, terminal growth rates of 2.0 % to 3.0%, and royalty rates ranging from 0.5% to 4.0%. As a result of this test, 
there were no impairments recognized during the year ended December 31, 2021.

We review identified intangible assets with defined useful lives and subject to amortization for impairment whenever events or 
changes in circumstances indicate that the related carrying amounts may not be recoverable. Determining whether an impairment 
loss occurred requires comparing the carrying amount to the sum of undiscounted cash flows expected to be generated by the 
asset.

41

Also see Note 9 “Goodwill and Other Intangible Assets” to our audited consolidated financial statements included elsewhere in 
this Form 10-K.

Income Taxes

Our  annual  tax  rate  is  based  on  our  income,  statutory  tax  rates  and  tax  planning  opportunities  available  to  us  in  the  various 
jurisdictions in which we operate. Tax laws are complex and subject to different interpretations by the taxpayer and respective 
governmental  taxing  authorities.  Significant  judgment  is  required  in  determining  our  tax  expense  and  in  evaluating  our  tax 
positions, including evaluating uncertainties. We review our tax positions quarterly and adjust the balances as new information 
becomes available.

The  Tax  Cuts  and  Jobs  Act,  enacted  on  December  22,  2017,  created  a  new  requirement  that  certain  income  (i.e.,  Global 
intangible  low  taxed  income  (“GILTI”))  earned  by  controlled  foreign  corporations  (“CFC”)  must  be  included  currently  in  the 
gross  income  of  the  CFCs’  U.S.  shareholder.  GILTI  is  the  excess  of  the  shareholder’s  “net  CFC  tested  income”  over  the  net 
deemed tangible income return, which is currently defined as the excess of (1) 10% of the aggregate of the U.S. shareholder’s 
pro rata share of the qualified business asset investment of each CFC with respect to which it is a U.S. shareholder over (2) the 
amount of certain interest expense taken into account in the determination of net CFC-tested income.

Under U.S. GAAP, the Company is allowed to make an accounting policy choice of either (1) treating taxes due on future U.S. 
inclusions  in  taxable  income  related  to  GILTI  as  a  current-period  expense  when  incurred  (the  “period  cost  method”)  or  (2) 
factoring  such  amounts  into  a  company’s  measurement  of  its  deferred  taxes  (the  “deferred  method”).  The  Company  has 
determined  that  it  will  follow  the  period  cost  method  (option  1  above)  going  forward.  The  tax  provision  for  the  year  ended 
December  31,  2021  reflects  this  decision.  All  of  the  additional  calculations  and  rule  changes  found  in  the  Tax  Act  have  been 
considered in the tax provision for the year ended December 31, 2021. The Company recorded a tax expense of $11.7 million in 
2021 for the GILTI provisions of the Tax Act.

Deferred income tax assets represent amounts available to reduce income taxes payable on taxable income in future years. Such 
assets arise because of temporary differences between the financial reporting and tax bases of assets and liabilities, as well as 
from net operating loss and tax credit carryforwards. We evaluate the recoverability of these future tax deductions and credits by 
assessing the adequacy of future expected taxable income from all sources, including reversal of taxable temporary differences, 
forecasted operating earnings and available tax planning strategies. These sources of income rely heavily on estimates. To the 
extent we do not consider it more likely than not that a deferred tax asset will be recovered, a valuation allowance is established. 
Amounts recorded for deferred tax assets related to tax attribute carryforwards, net of valuation allowances, were $38.0 million 
and $40.7 million as of December 31, 2021 and 2020, respectively, with the decrease related to utilizing the attributes.

Loss Contingencies

Loss contingencies are uncertain and unresolved matters that arise in the ordinary course of business and result from events or 
actions by others that have the potential to result in a future loss. Such contingencies include, but are not limited to, asbestos and 
silica related litigation, environmental obligations, litigation, regulatory proceedings, product quality and losses resulting from 
other events and developments.

When a loss is considered probable and reasonably estimable, we record a liability in the amount of our best estimate for the 
ultimate loss. When there appears to be a range of possible costs with equal likelihood, liabilities are based on the low-end of 
such range. However, the likelihood of a loss with respect to a particular contingency is often difficult to predict and determining 
a meaningful estimate of the loss or a range of loss may not be practicable based on the information available and the potential 
effect of future events and decisions by third parties that will determine the ultimate resolution of the contingency. In particular, 
as it relates to estimating asbestos and silica contingencies, there are a number of key variables and assumptions including the 
number and type of new claims to be filed each year, the resolution or outcome of these claims, the average cost of resolution of 
each new claim, the amount of insurance available, allocation methodologies, the contractual terms with each insurer with whom 
we have reached settlements, the resolution of coverage issues with other excess insurance carriers with whom we have not yet 
achieved settlements and the solvency risk with respect to our insurance carriers. Moreover, it is not uncommon for such matters 
to be resolved over many years, during which time relevant developments and new information must be continuously evaluated 
to determine both the likelihood of potential loss and whether it is possible to reasonably estimate a range of possible loss. When 
a loss is probable but a reasonable estimate cannot be made, disclosure is provided.

Disclosure also is provided when it is reasonably possible that a loss will be incurred or when it is reasonably possible that the 
amount of a loss will exceed the recorded provision. We regularly review all contingencies to determine whether the likelihood 
of loss has changed and to assess whether a reasonable estimate of the loss or range of loss can be made. As discussed above, 
development of a meaningful estimate of loss or a range of potential loss is complex when the outcome is directly dependent on 

42

negotiations with or decisions by third parties, such as regulatory agencies, the court system and other interested parties. Such 
factors bear directly on whether it is possible to reasonably estimate a range of potential loss and boundaries of high and low.

Recent Accounting Pronouncements

See Note 2 “New Accounting Standards” to our audited consolidated financial statements included elsewhere in this Form 10-K 
for a discussion of recent accounting standards.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Risk

We are exposed to interest rate risk as a result of our variable-rate borrowings. We manage our exposure to interest rate risk by 
maintaining a mixture of fixed and variable debt, and from time to time, use pay-fixed interest rate swaps as cash flow hedges of 
our variable rate debt in order to adjust the relative fixed and variable portions.

As of December 31, 2021, we had variable rate debt outstanding of $3,449.4 million at a current weighted average interest rate of 
approximately 1.9%, substantially all of which was incurred under our Senior Secured Credit Facility, under which an aggregate 
of $2,778.1 million was outstanding under the $1,900.0 million Dollar Term Loan B and $927.6 million Dollar Term Loan, as 
well as €590.6 million outstanding under the €601.2 million Euro Term Loan Facility.

The  Dollar  Term  Loan  Facility  and  the  Euro  Term  Loan  Facility  bear  interest  primarily  based  on  LIBOR  and  EURIBOR, 
respectively, plus a spread. The Dollar Term Loan Facility is subject to a 0% LIBOR base rate floor and the Euro Term Loan 
Facility is subject to a 0% EURIBOR base rate floor. Thus, the interest rate on the Dollar Term Loan Facility and the Euro Term 
Loan  Facility  will  fluctuate  when  LIBOR  or  EURIBOR,  respectively,  exceeds  that  percentage.  As  of  December  31,  2021, 
LIBOR was higher than the 0% floor and EURIBOR was lower than the 0% floor.

We use interest rate swaps from time to time to offset our exposure to interest rate movements. These outstanding interest rate 
swaps qualify and are designated as cash flow hedges of forecasted LIBOR-based interest payments. As of December 31, 2021, 
we had no fixed-floating interest rate swaps. See Note 19 “Hedging Activities, Derivative Instruments and Credit Risk” to our 
audited consolidated financial statements included elsewhere in this Form 10-K.

The  following  table  presents  the  impact  of  hypothetical  changes  in  market  interest  rates  across  the  yield  curve  by  100  basis 
points, including the effect of our interest rate swaps for the years ended December 31, 2021 and 2020 on our interest expense.

Increase (decrease) in market interest rates

100 basis points
(100) basis points(1)

2021

2020

$ 

30.1  $ 

(2.5)   

35.1 

(4.7) 

(1) A decrease in interest rates would not have impacted our interest expense in 2021 or 2020 on EURO debt which was lower than the 
0% base rate floor under the Senior Secured Credit Facility for the entire fiscal year 2021 and 2020, but would have impacted interest 
expense in 2021 and 2020 on LIBOR debt which was higher than the 0% based rate floors under the Senior Secured Credit Facility 
for the year ended December 31, 2021 and 2020.

Foreign Currency Risk

We are exposed to foreign currency risks that arise from our global business operations. Changes in foreign currency exchange 
rates  affect  the  translation  of  local  currency  balances  of  foreign  subsidiaries,  transaction  gains  and  losses  associated  with 
intercompany  loans  with  foreign  subsidiaries  and  transactions  denominated  in  currencies  other  than  a  subsidiary’s  functional 
currency. In 2021 and 2020, the relative weakening of the U.S. dollar against foreign currencies had a favorable impact on our 
revenues and results of operations. While future changes in foreign currency exchange rates are difficult to predict, our revenues 
and earnings may be adversely affected if the U.S. dollar strengthens against foreign currencies.

We seek to minimize our exposure to foreign currency risks through a combination of normal operating activities, including by 
conducting our international business operations primarily in their functional currencies to match expenses with revenues and the 
use  of  foreign  currency  forward  exchange  contracts  and  net  investment  hedges.  In  addition,  to  mitigate  the  risk  arising  from 
entering into transactions in currencies other than our functional currencies, we typically settle intercompany trading balances at 
least quarterly.

43

 
The table below presents the percentage of revenues and gross profit by functional currency for the years ended December 31, 
2021 and 2020.

U.S. Dollar

Euro

British Pound Chinese Renminbi

Other

Year Ended December 31, 2021

Revenues

Gross profit

Year Ended December 31, 2020

Revenues

Gross profit

 41 %

 42 %

 41 %

 40 %

 27 %

 28 %

 29 %

 30 %

 4 %

 3 %

 4 %

 4 %

 16 %

 17 %

 15 %

 17 %

 12 %

 10 %

 11 %

 9 %

We  utilize  foreign  currency  denominated  debt  obligations  supplemented  from  time  to  time  with  cross  currency  interest  rate 
swaps  designated  as  net  investment  hedges  to  selectively  hedge  portions  of  our  investment  in  non-U.S.  subsidiaries.  The 
currency  effects  of  the  designated  debt  obligations  and  cross  currency  interest  rate  swaps  are  reflected  in  accumulated  other 
comprehensive  income  within  our  stockholders’  equity,  where  they  partially  offset  the  currency  translation  effects  of  our 
investments in non-U.S. subsidiaries, which in turn partially offset gains and losses recorded on our net investments globally. 
These currency translation effects and offsetting impacts of our derivatives for the years ended December 31, 2021 and 2020 are 
summarized  in  Note  14  “Accumulated  Other  Comprehensive  Income  (Loss)”  to  our  audited  consolidated  financial  statements 
included elsewhere in this Form 10-K.

We  also  enter  into  foreign  currency  forward  contracts  to  manage  the  risk  arising  from  transaction  gains  and  losses  associated 
with intercompany loans with foreign subsidiaries. Our foreign currency forward contracts are typically short-term and are rolled 
forward as necessary upon settlement. As of December 31, 2021, we were party to five foreign currency forward contracts, all of 
which are carried on our balance sheet at fair value. See Note 19 “Hedging Activities, Derivative Instruments and Credit Risk” to 
our audited consolidated financial statements included elsewhere in this Form 10-K.

The table below presents, for the year ended December 31, 2021, the hypothetical effect of a 10% appreciation in the average 
exchange  rate  of  the  U.S.  dollar  relative  to  the  principal  foreign  currencies  in  which  our  revenues  and  gross  profit  are 
denominated.

Revenues

Gross profit

Year Ended December 31, 2021
British Pound

Chinese Renminbi

Euro

$ 

140.2  $ 

55.2 

21.0  $ 

6.0 

79.9 

35.2 

44

 
 
 
ITEM 8. 

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Consolidated Statements of Operations

Consolidated Statements of Comprehensive Income

Consolidated Balance Sheets

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of Cash Flows

Note 1: Summary of Significant Accounting Policies

Note 2: New Accounting Standards

Note 3: Discontinued Operations

Note 4: Business Combinations

Note 5: Restructuring

Note 6: Allowance for Doubtful Accounts

Note 7: Inventories

Note 8: Property, Plant and Equipment

Note 9: Goodwill and Other Intangible Assets

Note 10: Accrued Liabilities

Note 11: Debt

Note 12: Benefit Plans

Note 13: Stockholders’ Equity and Noncontrolling Interests

Note 14: Accumulated Other Comprehensive Income (Loss)

Note 15: Revenue from Contracts with Customers

Note 16: Income Taxes

Note 17: Leases

Note 18: Stock-Based Compensation Plans

Note 19: Hedging Activities, Derivative Instruments and Credit Risk

Note 20: Fair Value Measurements

Note 21: Contingencies

Note 22: Other Operating Expense

Note 23: Segment Reporting

Note 24: Related Party

Note 25: Earnings Per Share

Report Of Independent Registered Public Accounting Firm (PCAOB ID 34)

46

47

48

49

50

52

57

58

59

65

66

66

66

67

68

69

73

79

80

81

84

86

88

92

94

95

97

97

99

100

101

45

INGERSOLL RAND INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share amounts)

Revenues

Cost of sales

Gross Profit

Selling and administrative expenses

Amortization of intangible assets

Impairment of other intangible assets

Other operating expense, net

Operating Income

Interest expense

Loss on extinguishment of debt

Other income, net

Income (Loss) Before Income Taxes

Provision (benefit) for income taxes

Loss on equity method investments

Income (Loss) from Continuing Operations

Income from discontinued operations, net of tax

Net Income (Loss)

Less: Net income attributable to noncontrolling interests

For the Years Ended December 31,
2019
2020
2021

$ 

5,152.4  $ 

3,973.2  $ 

2,017.5 

3,163.9 

1,988.5 

1,028.0 

332.9 

— 

61.9 

565.7 

87.7 

9.0 

(44.0)   

513.0 

(21.8)   

(11.4)   

523.4 

41.6 

565.0 

2.5 

2,568.3 

1,404.9 

789.3 

335.1 

19.9 

201.0 

59.6 

111.1 

2.0 

(8.1)   

(45.4)   

11.4 

— 

(56.8)   

24.4 

(32.4)   

0.9 

1,239.2 

778.3 

409.6 

105.3 

— 

69.3 

194.1 

88.4 

0.2 

(4.7) 

110.2 

12.9 

— 

97.3 

61.8 

159.1 

— 

Net Income (Loss) Attributable to Ingersoll Rand Inc.

$ 

562.5  $ 

(33.3)  $ 

159.1 

Amounts attributable to Ingersoll Rand Inc. common stockholders:

Income (loss) from continuing operations, net of tax

Income from discontinued operations, net of tax

Net income (loss) attributable to Ingersoll Rand Inc.

Basic earnings (loss) per share of common stock:

Earnings (loss) from continuing operations

Earnings from discontinued operations
Net earnings (loss)

Diluted earnings (loss) per share of common stock:

Earnings (loss) from continuing operations

Earnings from discontinued operations

Net earnings (loss)

$ 

$ 

$ 

520.9  $ 

(57.7)  $ 

41.6 

24.4 

97.3 

61.8 

562.5  $ 

(33.3)  $ 

159.1 

1.26  $ 

(0.15)  $ 

0.10 
1.36 

0.06 
(0.09)   

$ 

1.24  $ 

(0.15)  $ 

0.10 

1.34 

0.06 

(0.09)   

0.48 

0.30 
0.78 

0.47 

0.30 

0.76 

The accompanying notes are an integral part of these consolidated financial statements.

46

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
INGERSOLL RAND INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions)

For the Years Ended December 31,
2019
2020
2021

Comprehensive Income Attributable to Ingersoll Rand Inc.

Net income (loss) attributable to Ingersoll Rand Inc.

$ 

562.5  $ 

(33.3)  $ 

159.1 

Other comprehensive income (loss), net of tax:

Foreign currency translation adjustments, net

Unrecognized gains on cash flow hedges, net

Pension and other postretirement prior service cost and gain (loss), net

Other comprehensive income (loss), net of tax

Comprehensive income attributable to Ingersoll Rand Inc.
Comprehensive Income (Loss) Attributable to Noncontrolling Interests

Net income attributable to noncontrolling interests

Other comprehensive loss, net of tax:

Foreign currency translation adjustments, net

Total other comprehensive loss, net of tax

Comprehensive income (loss) attributable to noncontrolling interests

Total Comprehensive Income

(103.0)   

— 

48.7 

268.2 

10.9 

(8.9)   

(54.3)   

270.2 

(1.5) 

7.2 

(6.5) 

(0.8) 

508.2  $ 

236.9  $ 

158.3 

2.5  $ 

0.9  $ 

(2.3)   

(2.3)   

0.2  $ 

(1.4)   

(1.4)   

(0.5)  $ 

— 

— 

— 

— 

508.4  $ 

236.4  $ 

158.3 

$ 

$ 

$ 

$ 

The accompanying notes are an integral part of these consolidated financial statements.

47

 
 
 
 
 
 
 
 
 
 
 
INGERSOLL RAND INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in millions, except share and per share amounts)

Assets
Current assets

Cash and cash equivalents
Accounts receivable, net of allowance for credit losses of $42.3 and $50.9, 
respectively
Inventories
Other current assets
Assets of discontinued operations - current

Total current assets
Property, plant and equipment, net of accumulated depreciation of $357.7 and 
$291.1, respectively
Goodwill
Other intangible assets, net
Deferred tax assets
Other assets
Assets of discontinued operations - long-term

Total assets

Liabilities and Equity
Current liabilities

Short-term borrowings and current maturities of long-term debt
Accounts payable
Accrued liabilities
Liabilities of discontinued operations - current

Total current liabilities

Long-term debt, less current maturities
Pensions and other postretirement benefits
Deferred income taxes
Other liabilities
Liabilities of discontinued operations - long-term

Total liabilities

Commitments and contingencies (Note 21)
Stockholders’ equity

Common stock, $0.01 par value; 1,000,000,000 shares authorized; 423,785,571 
and 420,123,978 shares issued as of December 31, 2021 and 2020, respectively
Capital in excess of par value
Retained earnings (accumulated deficit)
Accumulated other comprehensive income (loss)
Treasury stock at cost; 16,000,364 and 1,496,169 shares as of December 31, 
2021 and 2020, respectively

Total Ingersoll Rand Inc. stockholders’ equity
Noncontrolling interests

Total equity

Total liabilities and equity

December 31, 2021 December 31, 2020

$ 

2,109.6  $ 

1,750.9 

948.6 
854.2 
186.9 
15.6 
4,114.9 

648.6 
5,981.6 
3,912.7 
28.0 
468.7 
— 

15,154.5  $ 

38.8  $ 
670.5 
741.3 
17.1 
1,467.7 
3,401.8 
195.1 
708.6 
310.1 
— 
6,083.3 

4.3 
9,408.6 
378.6 
(41.6) 

(748.4) 
9,001.5 
69.7 
9,071.2 
15,154.5  $ 

861.8 
716.7 
195.3 
337.4 
3,862.1 

609.0 
5,582.6 
3,797.2 
15.6 
329.3 
1,862.8 
16,058.6 

40.4 
536.4 
708.9 
212.9 
1,498.6 
3,859.1 
272.5 
702.4 
343.7 
192.8 
6,869.1 

4.2 
9,310.3 
(175.7) 
14.2 

(33.3) 
9,119.7 
69.8 
9,189.5 
16,058.6 

$ 

$ 

$ 

The accompanying notes are an integral part of these consolidated financial statements.

48

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INGERSOLL RAND INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)

For the Years Ended December 31,
2020

2021

2019

Cash Flows From Operating Activities
Net income (loss)
Income from discontinued operations, net of tax
Income (loss) from continuing operations
Adjustments to reconcile net income (loss) from continuing operations to net cash 
provided by operating activities from continuing operations:

$ 

565.0  $ 
41.6 
523.4 

(32.4)  $ 
24.4 
(56.8)   

159.1 
61.8 
97.3 

Amortization of intangible assets
Depreciation
Impairment of other intangible assets
Non-cash restructuring charges
Stock-based compensation expense
Loss on equity method investments
Foreign currency transaction losses (gains), net
Loss on extinguishment of debt
Non-cash adjustments to carrying value of LIFO inventories
Deferred income taxes
Other non-cash adjustments
Changes in assets and liabilities

Receivables
Inventories
Accounts payable
Accrued liabilities
Other assets and liabilities, net

Net cash provided by operating activities from continuing operations

Cash Flows From Investing Activities
Capital expenditures
Net cash (paid) acquired in business combinations
Disposals of property, plant and equipment

Net cash used in investing activities from continuing operations

Cash Flows From Financing Activities
Principal payments on long-term debt
Proceeds from long-term debt
Cash dividends on common stock
Purchases of treasury stock
Proceeds from stock option exercises
Payments of debt issuance costs
Purchase of shares from noncontrolling interests
Proceeds from sale of noncontrolling interests
Other financing

332.9 
89.2 
— 
1.1 
87.2 
11.4 
(12.0)   
9.0 
33.2 
(103.6)   
(0.2)   

(62.5)   
(134.4)   
118.2 
(220.0)   
(45.1)   
627.8 

(64.1)   
(974.8)   
9.5 

(1,029.4)   

335.1 
77.4 
19.9 
6.2 
47.5 
— 
18.6 
2.0 
39.8 
(83.1)   
— 

52.4 
159.0 
(43.4)   
115.7 
(36.8)   
653.5 

(42.0)   
9.0 
1.7 
(31.3)   

(435.7)   
— 
(8.2)   
(736.8)   
23.7 
— 
— 
— 
— 

(1,619.1)   
1,980.1 
— 
(2.1)   
22.7 
(47.8)   
(14.9)   
11.9 
(2.1)   

Net cash (used in) provided by financing activities from continuing operations

(1,157.0)   

328.7 

Cash Flows From Discontinued Operations:
Net cash provided by (used in) operating activities
Net cash provided by (used in) investing activities
Net cash used in financing activities

Net cash provided by discontinued operations

Effect of exchange rate changes on cash and cash equivalents

Net increase in cash and cash equivalents

Cash and cash equivalents, beginning of year
Cash and cash equivalents, end of year

(12.3)   

260.8 

1,943.7 
— 
1,931.4 

(14.1)   
358.7 
1,750.9 

(6.6)   
— 
254.2 
40.3 
1,245.4 
505.5 

$  2,109.6  $  1,750.9  $ 

50

105.3 
41.2 
— 
0.4 
18.7 
— 
7.3 
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0.2 
(21.3) 
0.8 

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27.4 
44.2 
(25.0) 
(58.7) 
223.5 

(37.9) 
(12.0) 
0.4 
(49.5) 

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— 
— 
(18.6) 
42.7 
(0.5) 
— 
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(1.3) 
(10.3) 

119.8 
(4.8) 
(1.2) 
113.8 
6.8 
284.3 
221.2 
505.5 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Supplemental Cash Flow Information
Cash paid for income taxes
Cash paid for interest
Capital expenditures in accounts payable

The accompanying notes are an integral part of these consolidated financial statements.

$ 

427.9  $ 
79.8 
3.5 

106.3  $ 
98.7 
4.0 

61.6 
85.6 
4.8 

51

 
 
 
 
 
 
INGERSOLL RAND INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in millions, except share and per share amounts)

Note 1: 

Summary of Significant Accounting Policies

Overview and Basis of Presentation

Ingersoll Rand Inc. is a global market leader with a broad range of innovative and mission-critical air, fluid, energy, specialty 
vehicle  and  medical  technologies,  providing  services  and  solutions  to  increase  industrial  productivity  and  efficiency.  The 
accompanying consolidated financial statements include the accounts of Ingersoll Rand Inc. and its consolidated subsidiaries 
(collectively referred to herein as “Ingersoll Rand” or the “Company”).

On February 29, 2020, Ingersoll Rand Inc. (formerly known as Gardner Denver Holdings, Inc.) completed the acquisition of the 
Ingersoll Rand Industrial business (“Ingersoll Rand Industrial”) by way of merger and changed its name from Gardner Denver 
Holdings, Inc. to Ingersoll Rand Inc. The consolidated financial statements as of and for the year ended December 31, 2020 
include the financial results of Ingersoll Rand Industrial from the date of acquisition.

Principles of Consolidation

The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted 
in the United States of America (“GAAP”). All intercompany transactions and accounts have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that 
affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial 
statements, and the reported amounts of revenues and expenses during the reporting periods. The Company regularly evaluates 
the estimates and assumptions related to the allowance for credit losses, inventory valuation, warranty reserves, fair value of 
stock-based  awards,  goodwill,  intangible  asset,  and  long-lived  asset  valuations,  employee  benefit  plan  liabilities,  over  time 
revenue  recognition,  income  tax  liabilities  and  deferred  tax  assets  and  related  valuation  allowances,  uncertain  tax  positions, 
restructuring  reserves,  and  litigation  and  other  loss  contingencies.  Actual  results  could  differ  materially  and  adversely  from 
those estimates and assumptions, and such results could affect the Company’s consolidated net income, financial position, or 
cash flows.

Foreign Currency Translation

Assets and liabilities of the Company’s foreign subsidiaries, where the functional currency is not the U.S. Dollar (“USD”), are 
translated at the exchange rate in effect at the balance sheet date, while revenues and expenses are translated at average rates 
prevailing during the year. Adjustments resulting from the translation of the assets and liabilities of foreign operations into USD 
are excluded from the determination of net income (loss), and are reported in accumulated other comprehensive income (loss), a 
separate  component  of  stockholders’  equity,  and  included  as  a  component  of  other  comprehensive  income  (loss).  Assets  and 
liabilities of subsidiaries that are denominated in currencies other than the subsidiaries’ functional currency are remeasured into 
the functional currency using end of period exchange rates, or historical rates for certain balances, where applicable. Gains and 
losses related to these remeasurements are recorded within the Consolidated Statements of Operations as a component of “Other 
operating expense, net.”

Revenue Recognition

The Company recognizes revenue when the Company has satisfied its obligation and control is transferred to the customer. The 
majority of the Company’s revenues are derived from short duration contracts and revenue is recognized at a single point in 
time when control is transferred to the customer, generally at shipment or when delivery has occurred or services have been 
rendered. The Company also has certain contracts in which revenue is recognized over time based on the Company’s progress 
in  satisfying  the  contractual  performance  obligations.  See  Note  15  “Revenue  from  Contracts  with  Customers”  for  additional 
information regarding revenue recognition.

Cost of Sales

Cost of sales includes the costs the Company incurs, including purchased materials, labor and overhead related to manufactured 
products and aftermarket parts sold during a period. Depreciation related to manufacturing equipment and facilities is included 
in cost of sales. Purchased materials represent the majority of costs of sales, with steel, aluminum, copper and partially finished 

52

castings  representing  the  most  significant  materials  inputs.  Cost  of  sales  for  services  includes  the  direct  costs  the  Company 
incurs including direct labor, parts and other overhead costs including depreciation of equipment and facilities to deliver repair, 
maintenance, and other field services to the Company’s customers.

Selling and Administrative Expenses

Selling  and  administrative  expenses  consist  of  (i)  employee  related  salary,  stock-based  compensation  expense,  benefits  and 
other  expenses  for  selling,  administrative  functions  and  other  activities  not  associated  with  the  manufacture  of  products  or 
delivery  of  services  to  customers;  (ii)  the  costs  of  marketing  and  direct  costs  of  selling  products  and  services  to  customers 
including  internal  and  external  sales  commissions;  (iii)  facilities  costs  including  office  rent,  maintenance,  depreciation,  and 
insurance for selling and administrative activities; (iv) research and development expenditures; (v) professional and consultant 
fees; and (vi) other miscellaneous expenses.

Cash and Cash Equivalents

Cash and cash equivalents are highly liquid investments primarily consisting of demand deposits and have original maturities of 
three months or less. Accordingly, the carrying amount of such instruments is considered a reasonable estimate of fair value. As 
of December 31, 2021 and 2020, cash of $2.5 million and $3.1 million, respectively, was pledged to financial institutions as 
collateral to support the issuance of standby letters of credit and similar instruments on behalf of the Company.

Accounts Receivable

Trade accounts receivable consist of amounts owed for products shipped to or services performed for customers. Reviews of 
customers’ creditworthiness are performed prior to order acceptance or order shipment.

Trade accounts receivable are recorded net of an allowance for expected credit losses. The allowance for credit losses is based 
on the Company’s assessment of losses that will result from its customers’ inability or unwillingness to pay amounts owed to 
the Company. The allowance is determined using a combination of factors, including historical credit loss experience and the 
length  of  time  that  the  trade  receivables  are  past  due,  supplemented  by  the  Company’s  knowledge  of  customer-specific 
information, current market conditions and reasonable and supportable forecasts of future events and economic conditions.

Inventories

Inventories, which consist primarily of raw materials and finished goods, are carried at the lower of cost or net realizable value. 
Fixed  manufacturing  overhead  is  allocated  to  the  cost  of  inventory  based  on  the  normal  capacity  of  production  facilities. 
Unallocated overhead during periods of abnormally low production levels is recognized as cost of sales in the period in which it 
is incurred.

Property, Plant and Equipment

Property,  plant  and  equipment  includes  the  historical  cost  of  land,  buildings,  equipment,  and  significant  improvements  to 
existing plant and equipment or in the case of acquisitions, a fair market value of assets at the time of acquisition. Repair and 
maintenance costs that do not extend the useful life of an asset are recorded as an expense as incurred. Depreciation is provided 
using the straight-line method over the estimated useful lives of the assets, which are generally as follows: buildings — 10 to 30 
years, machinery and equipment — 7 to 10 years, and office furniture and equipment — 3 to 10 years.

Goodwill and Indefinite-Lived Intangible Assets

Goodwill is recorded as the difference, if any, between the aggregate consideration paid for an acquisition and the fair value of 
the  net  tangible  and  intangible  assets  acquired,  liabilities  assumed,  and  non-controlling  interests,  if  any.  Intangible  assets, 
including  goodwill,  are  assigned  to  the  Company’s  reporting  units  based  upon  their  fair  value  at  the  time  of  acquisition. 
Goodwill and indefinite-lived intangibles such as tradenames are not subject to amortization but are assessed for impairment 
annually, or more frequently if events or changes in circumstances indicate that the asset might be impaired or that there is a 
probable reduction in the fair value of a reporting unit below its aggregate carrying value.

The Company tests goodwill for impairment annually in the fourth quarter of each year using data as of October 1 of that year 
and  whenever  events  or  changes  in  circumstances  indicate  the  carrying  value  may  not  be  recoverable.  The  impairment  test 
consists of comparing the fair value of the reporting unit to the carrying value of the reporting unit. An impairment charge is 
recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; provided, the loss recognized 
cannot  exceed  the  total  amount  of  goodwill  allocated  to  the  reporting  unit.  If  applicable,  the  Company  considers  income  tax 
effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment 

53

loss.  The  Company  determined  fair  values  for  each  of  the  reporting  units  using  a  combination  of  the  income  and  market 
multiple approaches which are weighted 75% and 25%, respectively.

Under the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an 
appropriate risk-adjusted rate. The Company uses its internal forecasts to estimate future cash flows and includes an estimate of 
long-term future growth rates based on its most recent views of the long-term outlook for each reporting unit. Actual results 
may differ from those assumed in the Company’s forecasts. The Company derives its discount rates using a capital asset pricing 
model and analyzing published rates for industries relevant to its reporting units to estimate the cost of equity financing. The 
Company uses discount rates that are commensurate with the risks and uncertainty inherent in the respective businesses and in 
its  internally  developed  forecasts.  Under  the  market  approach,  the  Company  applies  performance  multiples  from  comparable 
public  companies,  adjusted  for  relative  risk,  profitability,  and  growth  considerations,  to  the  reporting  units  to  estimate  fair 
value.

The Company tests intangible assets with indefinite lives annually for impairment using a relief from royalty discounted cash 
flow  fair  value  model.  The  quantitative  impairment  test  for  indefinite-lived  intangible  assets  involves  a  comparison  of  the 
estimated fair value of the intangible asset with its carrying value. If the carrying value of the intangible asset exceeds its fair 
value,  an  impairment  loss  is  recognized  in  an  amount  equal  to  that  excess.  The  relief  from  royalty  method  requires  the 
Company to estimate forecasted revenues and determine appropriate discount rates, royalty rates, and terminal growth rates.

See Note 9 “Goodwill and Other Intangible Assets” for additional information related to impairment testing for goodwill and 
other intangible assets.

Long-Lived Assets Including Intangible Assets With Finite Useful Lives

Intangible  assets  with  finite  useful  lives  are  amortized  on  a  straight-line  basis  over  their  estimated  useful  lives,  which  vary 
depending on the type of intangible assets. In determining the estimated useful lives of definite-lived intangibles, we consider 
the  nature,  competitive  position,  life  cycle  position  and  historical  and  expected  future  operating  cash  flows  of  each  acquired 
assets, as well as our commitment to support these assets through continued investment and legal infringement protection.

The  Company  reviews  long-lived  assets,  including  identified  intangible  assets  with  finite  useful  lives  and  subject  to 
amortization for impairment, whenever events or changes in circumstances indicate that the related carrying amounts may not 
be  recoverable.  Determining  whether  an  impairment  loss  occurred  requires  comparing  the  carrying  amount  to  the  sum  of 
undiscounted  cash  flows  expected  to  be  generated  by  the  asset.  Such  events  and  circumstances  include  the  occurrence  of  an 
adverse change in the market involving the business employing the related long-lived assets or a situation in which it is more 
likely  than  not  that  the  Company  will  dispose  of  such  assets.  If  the  comparison  indicates  that  there  is  impairment,  the 
impairment loss to be recognized as a non-cash charge to earnings is measured by the amount by which the carrying amount of 
the  assets  exceeds  their  fair  value  and  the  impaired  assets  are  written  down  to  their  fair  value  or,  if  fair  value  is  not  readily 
determinable, to an estimated fair value based on discounted expected future cash flows. Assets to be disposed are reported at 
the lower of the carrying amount or fair value, less costs to dispose.

Warranty Reserves

Most of the Company’s product sales are covered by warranty provisions that generally provide for the repair or replacement of 
qualifying defective items for a specified period after the time of sale, typically 12 months. The Company establishes reserves 
for  estimated  product  warranty  costs  at  the  time  revenue  is  recognized  based  upon  historical  warranty  experience  and 
additionally  for  any  known  product  warranty  issues.  The  Company’s  warranty  obligation  has  been  and  may  in  the  future  be 
affected  by  product  failure  rates,  repair  or  field  replacement  costs,  and  additional  costs  incurred  in  correcting  any  product 
failure.

Stock-Based Compensation

Stock-based compensation is measured for all stock-based equity awards made to employees and non-employee directors based 
on  the  estimated  fair  value  as  of  the  grant  date.  The  determination  of  the  fair  values  of  stock-based  awards  at  the  grant  date 
requires  judgment,  including  estimating  the  expected  term  of  the  relevant  stock-based  payment  awards  and  the  expected 
volatility  of  the  Company’s  stock.  The  fair  value  of  each  stock  option  grant  under  the  stock-based  compensation  plans  is 
estimated  on  the  date  of  grant  or  modification  using  the  Black-Scholes-Merton  option-pricing  model.  The  expected  stock 
volatility assumption was based on an average of the historical volatility over the expected term of the stock options. Forfeitures 
of stock options are accounted for as they occur. Restricted stock units are valued at the share price on the date of grant.

See  Note  18  “Stock-Based  Compensation  Plans”  for  additional  information  regarding  the  Company’s  equity  compensation 
plans.

54

Pension and Other Postretirement Benefits

The  Company  sponsors  a  number  of  pension  plans  and  other  postretirement  benefit  plans  worldwide.  The  calculation  of  the 
pension and other postretirement benefit obligations and net periodic benefit cost under these plans requires the use of actuarial 
valuation  methods  and  assumptions.  These  assumptions  include  the  discount  rates  used  to  value  the  projected  benefit 
obligations,  future  rate  of  compensation  increases,  expected  rates  of  return  on  plan  assets  and  expected  healthcare  cost  trend 
rates. The discount rates selected to measure the present value of the Company’s benefit obligations as of December 31, 2021 
and 2020 were derived by examining the rates of high-quality, fixed income securities whose cash flows or duration match the 
timing and amount of expected benefit payments under the plans. In accordance with GAAP, actual results that differ from the 
Company’s assumptions are recorded in accumulated other comprehensive income (loss) and amortized through net periodic 
benefit  cost  over  future  periods.  While  management  believes  that  the  assumptions  are  appropriate,  differences  in  actual 
experience  or  changes  in  assumptions  may  affect  the  Company’s  pension  and  other  postretirement  benefit  obligations  and 
future net periodic benefit cost.

See Note 12 “Benefit Plans” for disclosures related to the Company’s benefit plans, including quantitative disclosures reflecting 
the impact that changes in certain assumptions would have on service and interest costs and benefit obligations.

Income Taxes

The Company has determined income tax expense and other deferred income tax information based on the asset and liability 
method.  Deferred  income  taxes  are  provided  on  temporary  differences  between  assets  and  liabilities  for  financial  and  tax 
reporting purposes as measured by enacted tax rates expected to apply when temporary differences are settled or realized. A 
valuation allowance is established for the portion of deferred tax assets for which it is not more likely than not that a tax benefit 
will be realized.

Tax  benefits  are  recognized  only  for  tax  positions  that  are  more  likely  than  not  to  be  sustained  upon  examination  by  tax 
authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50% likely to be realized 
upon  ultimate  settlement.  Unrecognized  tax  benefits  are  tax  benefits  claimed  in  the  Company’s  tax  returns  that  do  not  meet 
these recognition and measurement standards. The Company believes that its income tax liabilities, including related interest, 
are adequate in relation to the potential for additional tax assessments. There is a risk, however, that the amounts ultimately paid 
upon  resolution  of  audits  could  be  materially  different  from  the  amounts  previously  included  in  income  tax  expense  and, 
therefore, could have a material impact on the Company’s tax provision, net income, and cash flows. The Company reviews its 
liabilities  quarterly,  and  may  adjust  such  liabilities  due  to  proposed  assessments  by  tax  authorities,  changes  in  facts  and 
circumstances,  issuance  of  new  regulations  or  new  case  law,  negotiations  between  tax  authorities  of  different  countries 
concerning transfer prices, the resolution of audits, or the expiration of statutes of limitations. Adjustments are most likely to 
occur in the year during which major audits are closed.

The  Tax  Cuts  and  Jobs  Act,  enacted  on  December  22,  2017,  created  a  new  requirement  that  certain  income  (i.e.,  Global 
intangible low taxed income (“GILTI”)) earned by controlled foreign corporations (“CFC”) must be included currently in the 
gross income of the CFCs’ U.S. shareholder. GILTI is the excess of the shareholder’s “net CFC tested income” over the net 
deemed tangible income return, which is currently defined as the excess of (1) 10% of the aggregate of the U.S. shareholder’s 
pro rata share of the qualified business asset investment of each CFC with respect to which it is a U.S. shareholder over (2) the 
amount of certain interest expense taken into account in the determination of net CFC-tested income.

Under U.S. GAAP, the Company is allowed to make an accounting policy choice of either (1) treating taxes due on future U.S. 
inclusions  in  taxable  income  related  to  GILTI  as  a  current-period  expense  when  incurred  (the  “period  cost  method”)  or  (2) 
factoring  such  amounts  into  a  company’s  measurement  of  its  deferred  taxes  (the  “deferred  method”).  The  Company  has 
determined  that  it  will  follow  the  period  cost  method  (option  1  above)  going  forward.  The  tax  provision  for  the  year  ended 
December 31, 2021 reflects this decision. All of the additional calculations and rule changes found in the Tax Act have been 
considered in the tax provision for the year ended December 31, 2021. The Company recorded a tax expense of $11.7 million in 
2021 for the GILTI provisions of the Tax Act.

Research and Development

For the years ended December 31, 2021, 2020 and 2019, the Company spent approximately $74 million, $58 million, and $22 
million, respectively, on research activities relating to the development of new products and new product applications. All such 
expenditures were funded by the Company, expensed as incurred and recorded to “Selling and administrative expenses” in the 
Consolidated Statements of Operations.

55

Derivative Financial Instruments

All  derivative  financial  instruments  are  reported  on  the  balance  sheet  at  fair  value.  For  derivative  instruments  that  are  not 
designated as hedges, any gain or loss on the derivatives is recognized in earnings in the current period. A derivative instrument 
may be designated as a hedge of the exposure to: (1) changes in the fair value of an asset, liability, or firm commitment, or (2) 
variability in expected future cash flows, if the hedging relationship is expected to be highly effective in offsetting changes in 
fair value or cash flows attributable to the hedged risk during the period of designation or as a hedge of a net investment in a 
foreign operation. If a derivative is designated as a fair value hedge, the gain or loss on the derivative and the offsetting loss or 
gain on the hedged asset, liability, or firm commitment are recognized in earnings. For derivative instruments designated as a 
cash flow hedge or an eligible net investment in a foreign operation, the effective portion of the gain or loss on the derivative 
instrument  is  reported  as  a  component  of  accumulated  other  comprehensive  income  and  reclassified  to  earnings  in  the  same 
period  that  the  hedged  transaction  affects  earnings.  The  ineffective  portion  of  the  gain  or  loss  is  immediately  recognized  in 
earnings. Gains or losses on derivative instruments recognized in earnings are reported in the same line item as the associated 
hedged transaction in the Consolidated Statements of Operations.

Hedge accounting is discontinued prospectively when (1) it is determined that a derivative is no longer effective in offsetting 
changes in the fair value or cash flows of a hedged item; (2) the derivative is sold, terminated, or exercised; (3) the hedged item 
no longer meets the definition of a firm commitment; or (4) it is unlikely that a forecasted transaction will occur within two 
months of the originally specified time period.

When hedge accounting is discontinued because it is determined that the derivative no longer qualifies as an effective fair-value 
hedge,  the  derivative  continues  to  be  carried  on  the  balance  sheet  at  its  fair  value,  and  the  changes  in  the  fair  value  of  the 
hedged  asset  or  liability  is  recorded  to  the  Consolidated  Statements  of  Operations.  When  cash  flow  hedge  accounting  is 
discontinued  because  the  derivative  is  sold,  terminated,  or  exercised,  the  net  gain  or  loss  remains  in  accumulated  other 
comprehensive income and is reclassified into earnings in the same period that the hedged transaction affects earnings or until it 
becomes unlikely that a hedged forecasted transaction will occur within two months of the originally scheduled time period. 
When  hedge  accounting  is  discontinued  because  a  hedged  item  no  longer  meets  the  definition  of  a  firm  commitment,  the 
derivative continues to be carried on the Consolidated Balance Sheet at its fair value, and any asset or liability that was recorded 
pursuant to recognition of the firm commitment is removed from the balance sheet and recognized as a gain or loss currently in 
earnings. When hedge accounting is discontinued because it is probable that a forecasted transaction will not occur within two 
months of the originally specified time period, the derivative continues to be carried on the balance sheet at its fair value, and 
gains  and  losses  reported  in  accumulated  other  comprehensive  income  are  recognized  immediately  in  the  Consolidated 
Statements of Operations.

Comprehensive Income

The Company’s comprehensive income consists of net income (loss) and other comprehensive income (loss), consisting of (i) 
unrealized  foreign  currency  net  gains  and  losses  on  the  translation  of  the  assets  and  liabilities  of  its  foreign  operations;  (ii) 
realized  and  unrealized  foreign  currency  gains  and  losses  on  intercompany  notes  of  a  long-term  nature  and  hedges  of  net 
investments  in  foreign  operations,  net  of  income  taxes;  (iii)  unrealized  gains  and  losses  on  cash  flow  hedges,  net  of  income 
taxes; and (iv) pension and other postretirement prior service cost and actuarial gains or losses, net of income taxes. See Note 
14 “Accumulated Other Comprehensive Income (Loss).”

Restructuring Charges

The  Company  incurs  costs  in  connection  with  workforce  reductions,  facility  consolidations  and  other  actions.  Such  costs 
include  employee  termination  benefits  (one-time  arrangements  and  benefits  attributable  to  prior  service),  termination  of 
contractual obligations, non-cash asset charges and other direct incremental costs.

A  liability  is  established  through  a  charge  to  operations  for  (i)  one-time  employee  termination  benefits  when  management 
commits  to  a  plan  of  termination;  (ii)  employee  termination  benefits  that  accumulate  or  vest  based  on  prior  service  when  it 
becomes probable that such termination benefits will be paid and the amount of the payment can be reasonably estimated; and 
(iii) contract termination costs when the contract is terminated or the Company becomes contractually obligated to make such 
payment. Other direct incremental costs are charged to operations as incurred.

Charges  recorded  in  connection  with  restructuring  plans  are  included  in  “Other  operating  expense,  net”  in  the  Consolidated 
Statements of Operations.

56

Business Combinations

The Company accounts for business combinations by applying the acquisition method. The Company’s consolidated financial 
statements include the operating results of acquired entities from the respective dates of acquisition. The Company recognizes 
and measures the identifiable assets acquired, liabilities assumed, and any non-controlling interest as of the acquisition date at 
fair  value.  The  excess,  if  any,  of  total  consideration  transferred  in  a  business  combination  over  the  fair  value  of  identifiable 
assets  acquired,  liabilities  assumed,  and  any  non-controlling  interest  is  recognized  as  goodwill  in  the  Consolidated  Balance 
Sheets.  Costs  incurred  by  the  Company  to  effect  a  business  combination  other  than  costs  related  to  the  issuance  of  debt  or 
equity securities are included in the Consolidated Statements of Operations in the period the costs are incurred.

Earnings per Share

The calculation of earnings per share (“EPS”) is based on the weighted-average number of the Company’s shares outstanding 
for  the  applicable  period.  The  calculation  of  diluted  earnings  per  share  reflects  the  effect  of  all  dilutive  potential  shares  that 
were  outstanding  during  the  respective  periods,  unless  the  effect  of  doing  so  is  antidilutive.  The  Company  uses  the  treasury 
stock method to calculate the effect of outstanding share-based compensation awards.

Note 2: 

New Accounting Standards

Adopted Accounting Standard Updates (“ASU”)

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference 
Rate Reform on Financial Reporting, which provides optional expedients and exceptions for a limited time to ease the potential 
burden of accounting for reference rate reform on financial reporting. This guidance applies to contracts, hedging relationships 
and  other  transactions  affected  by  the  discontinuation  of  the  London  Interbank  Offered  Rate  (“LIBOR”)  and  other  interbank 
offered  rates.  The  guidance  is  effective  beginning  on  March  12,  2020  through  December  31,  2022.  The  Company  has  not 
utilized any of the optional expedients or exceptions available under this ASU. The Company will continue to assess whether 
this ASU is applicable throughout the effective period.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. 
The  amendments  in  this  update  simplify  the  accounting  for  income  taxes  by  removing  certain  exceptions  and  amending  and 
clarifying  existing  guidance.  The  guidance  is  effective  for  public  companies  beginning  with  the  first  quarter  of  2021.  Early 
adoption is permitted. The Company adopted this guidance on January 1, 2021. The adoption did not have a material impact on 
our consolidated financial statements.

Recently Issued Accounting Pronouncements

In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope, which explicitly clarifies which 
contracts, hedging relationships, and other transactions are within the scope of the optional expedients and exceptions allowed 
under Topic 848. The Company has not utilized any of the optional expedients or exceptions available under Topic 848. The 
Company  will  continue  to  assess  whether  this  ASU  is  applicable  through  December  31,  2022,  in  conjunction  with  our 
assessment of ASU 2020-4.

In  October  2021,  the  FASB  issued  ASU  2021-08,  Business  Combinations  (Topic  805):  Accounting  for  Contract  Assets  and 
Contract  Liabilities  from  Contracts  with  Customers,  which  require  that  an  entity  (acquirer)  recognize  and  measure  contract 
assets and contract liabilities acquired in a business combination in accordance with Topic 606. The amendments in this update 
are  effective  for  fiscal  years  beginning  after  December  15,  2022  for  public  companies.  Early  adoption  is  permitted.  The 
adoption is not expected to have a material impact on our consolidated financial statements. 

57

Note 3: 

Discontinued Operations

Discontinued operations comprise two formerly-owned businesses, Specialty Vehicle Technologies (“SVT” or “Club Car”) and 
High Pressure Solutions (“HPS”). The results of operations, financial positions and cash flows of these businesses are reported 
as discontinued operations for all periods presented in these consolidated financial statements.

Specialty Vehicle Technologies 

On April 9, 2021, the Company entered into an agreement to sell Club Car to private equity firm Platinum Equity Advisors, 
LLC (“Platinum Equity”) for $1.68 billion in cash. The sale was substantially completed on June 1, 2021.

SVT is presented as a discontinued operation and its net assets are classified as held for sale for all periods presented. 

The Company recognized a pre-tax gain on sale of $298.3 million for the year ended December 31, 2021. 

High Pressure Solutions

On February 14, 2021, the Company entered into an agreement to sell its majority interest in High Pressure Solutions to private 
equity firm American Industrial Partners. In exchange for its majority interest of 55%, the Company received net cash proceeds 
of $278.3 million and retained a 45% common equity interest in the newly-formed entity comprising the HPS business. The 
Company  expects  to  maintain  this  minority  investment  indefinitely  and  is  unable  to  estimate  when  this  interest  may  be 
disposed. This sale was substantially completed on April 1, 2021.

HPS is presented as a discontinued operation and its net assets are classified as held for sale for all periods presented. 

The Company recognized a pre-tax loss on sale of $207.7 million for the year ended December 31, 2021.

Financial information of discontinued operations

The results of operations of SVT and HPS are presented as discontinued operations for the years ended December 31, 2021, 
2020 and 2019 as summarized below:

Specialty Vehicle 
Technologies
2020

2019

2021

High Pressure Solutions
2019
2020
2021

Total
2020

2019

2021

Revenues

Cost of sales

Gross Profit

$ 430.9  $ 741.4  $  —  $  71.9  $ 195.6  $ 434.4  $ 502.8  $ 937.0  $ 434.4 

  321.3 

  564.6 

  — 

60.2 

  163.9 

  301.0 

  381.5 

  728.5 

  301.0 

  109.6 

  176.8 

  — 

11.7 

31.7 

  133.4 

  121.3 

  208.5 

  133.4 

Selling and administrative expenses

Amortization of intangible assets

35.7 

10.4 

63.0 

  — 

37.1 

  — 

5.3 

2.4 

42.5 

23.6 

26.8 

19.0 

41.0 

  105.5 

12.8 

60.7 

26.8 

19.0 

Loss (gain) on sale

  (298.3)    — 

  — 

  207.7 

  — 

  — 

(90.6)    — 

  — 

Other operating expense, net

18.1 

1.7 

  — 

19.0 

14.5 

6.4 

37.1 

Operating Income (Loss)

  343.7 

75.0 

  — 

  (222.7)   

(48.9)   

81.2 

  121.0 

16.2 

26.1 

  — 

  — 

  — 

  — 

  — 

0.5 

  — 

  — 

  — 

  — 

  — 

  — 

0.1 

  — 

  — 

0.1 

  — 

Interest expense

Other expense, net

Income (Loss) from Discontinued 
Operations Before Income Taxes

  343.7 

75.0 

  — 

  (222.7)   

(49.0)   

80.7 

  121.0 

Provision (benefit) for income taxes  

87.1 

12.9 

  — 

(7.7)   

(11.3)   

18.9 

79.4 

Income (Loss) from Discontinued 
Operations, Net of Tax

$ 256.6  $  62.1  $  —  $ (215.0)  $  (37.7)  $  61.8  $  41.6  $  24.4  $  61.8 

58

6.4 

81.2 

0.5 

26.0 

1.6 

80.7 

18.9 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The  carrying  value  of  major  classes  of  assets  and  liabilities  related  to  SVT  and  HPS  that  were  included  in  discontinued 
operations at December 31, 2021 and December 31, 2020 are shown in the table below. Long-term assets and liabilities as of 
December 31, 2021 have been reclassified as current in the Consolidated Balance Sheets.

December 31, 2021(1) December 31, 2020(2)

Assets

Current assets:

Cash and cash equivalents
Accounts receivable, net

Inventories

Other current assets

Total current assets
Property, plant and equipment, net

Goodwill

Other intangible assets, net

Deferred tax assets

Other assets

Total non-current assets

Total assets

Liabilities

Current liabilities:

Accounts payable

Accrued liabilities

Total current liabilities

Pensions and other postretirement benefits

Deferred income taxes

Other liabilities

Total non-current liabilities

Total liabilities

$ 

$ 

$ 

6.2  $ 
2.5 

5.6 

0.1 

14.4 
1.2 

— 

— 

— 

— 

— 
104.8 

226.9 

5.7 

337.4 
188.3 

721.0 

935.4 

0.5 

17.6 

1.2 
15.6  $ 

1,862.8 
2,200.2 

2.2  $ 

14.9 

17.1 

— 

— 

— 

— 

134.7 

78.2 

212.9 

2.5 

173.3 

17.0 

192.8 

405.7 

$ 

17.1  $ 

(1) Relates to certain non-U.S. subsidiaries for which legal ownership of assets has not yet transferred.
(2) Total assets and total liabilities related to SVT were $1,512.7 million and $354.1 million, respectively, at December 31, 2020.

The  significant  non-cash  operating  items  and  capital  expenditures  reflected  in  cash  flows  of  discontinued  operations  for  the 
years ended December 31, 2021, 2020 and 2019 include the following:

Specialty Vehicle 
Technologies
2020

2019

2021

High Pressure Solutions
2019
2020
2021
$ (298.3)  $  —  $  —  $ 207.7  $  —  $  —  $  (90.6)  $  —  $  — 
31.6 
0.5 
5.3 

  — 
  — 
  — 

88.4 
3.8 
6.7 

18.8 
10.9 
1.9 

14.8 
8.2 
1.6 

31.6 
0.5 
5.3 

51.5 
3.0 
3.1 

36.9 
0.8 
3.6 

4.0 
2.7 
0.3 

Total
2020

2021

2019

Loss (gain) on sale
Depreciation and amortization
Stock-based compensation expense
Capital expenditures

Note 4: 

Business Combinations

2021 Acquisitions

The  Company  acquired  multiple  businesses  during  the  year  ended  December  31,  2021.  Pro  forma  information  has  not  been 
provided  as  the  acquisitions  did  not  have  a  material  impact  on  the  Company’s  Consolidated  Statements  of  Operations 
individually  or  in  the  aggregate.  The  revenues  and  operating  income  of  each  of  the  acquisitions  below  are  included  in  the 
Company’s consolidated financial statements from the acquisition date.

59

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
On  January  31,  2021,  the  Company  acquired  the  Vacuum  and  Blower  Systems  division  of  Tuthill  Corporation  for  cash 
consideration of $184.0 million. The business operates under the tradenames M-D Pneumatics and Kinney Vacuum Pumps and 
is a leader in the design and manufacture of positive displacement blowers, mechanical vacuum pumps, vacuum boosters and 
engineered  blower  and  vacuum  systems.  The  acquisition  is  intended  to  expand  the  product  portfolio  of  the  Industrial 
Technologies  and  Services  segment  with  complementary  technologies  and  applications.  The  goodwill  arising  from  the 
acquisition is attributable to the expected cost synergies, anticipated growth of new and existing customers, and the assembled 
workforce. The goodwill resulting from this acquisition is expected to be deductible for tax purposes.

On July 30, 2021, the Company acquired Maximus Solutions for cash consideration of $111.0 million, net of cash acquired. 
The business is a provider of digital controls and Industrial Internet of Things (IIoT) production management systems for the 
agritech software and controls market. The acquisition is intended to expand product and service offerings of the Precision and 
Science  Technologies  segment  into  attractive  end  markets  and  contribute  to  growth  in  digital  and  connected  solutions.  The 
goodwill  arising  from  the  acquisition  is  attributable  to  synergies  expected  from  building  on  Maximus’s  expertise  in  digital 
controls and IIoT systems and from anticipated growth from existing and new customers. None of this goodwill is expected to 
be deductible for tax purposes.

On August 31, 2021, the Company acquired Seepex GmbH (“Seepex”) for cash consideration of $482.1 million, net of cash 
acquired. Seepex is a global leader in progressive cavity pump solutions. The acquisition expands the product portfolio of the 
Precision and Science Technologies segment with offerings that primarily serve the water, wastewater, food and beverage, and 
chemical  end  markets.  The  goodwill  arising  from  the  acquisition  is  attributable  to  the  expected  cost  synergies,  anticipated 
growth of new and existing customers, and the assembled workforce. None of this goodwill is expected to be deductible for tax 
purposes.

On  October  29,  2021,  the  Company  acquired  Air  Dimensions  Inc.  for  cash  consideration  of  $70.6  million.  The  business 
designs, manufactures and sells vacuum diaphragm pumps primarily for environmental applications. The acquisition is intended 
to expand the product portfolio of the Precision and Science Technologies segment and further penetrate end markets such as 
emission monitoring, biogas, utility and chemical processing. The goodwill arising from the acquisition is attributable to growth 
expected from product and channel synergies and to the assembled workforce. The goodwill resulting from this acquisition is 
expected to be deductible for tax purposes.

On  December  1,  2021,  the  Company  acquired  the  assets  of  Tuthill  Corporation’s  Pump  Group  for  cash  consideration  of 
$85.5 million. The business is a market leader in gear and piston pump solutions. The acquisition is intended to complement 
existing  brands  and  technologies  in  the  Precision  and  Science  Technologies  segment  and  further  penetrate  high  growth  end 
markets,  including  life  and  sciences,  food  and  beverage,  medical  and  water  and  wastewater  treatment.  The  goodwill  arising 
from  the  acquisition  is  attributable  to  revenue  growth  and  cost  savings  opportunities  and  to  the  assembled  workforce.  The 
majority of the goodwill resulting from this acquisition is expected to be deductible for tax purposes.

Other  acquisitions  completed  during  the  year  ended  December  31,  2021  include  multiple  sales  and  service  businesses  and  a 
manufacturer  of  air  purity  analysis  equipment  in  the  Industrial  Technologies  and  Services  segment  and  a  pump  technology 
business  in  the  Precision  and  Science  Technologies  segment.  The  aggregate  consideration  for  these  acquisitions  was 
$44.6 million.

The following table summarizes the allocation of consideration to the fair values of identifiable assets acquired and liabilities 
assumed at the acquisition date. The initial accounting for these acquisitions is substantially complete. Any further adjustments 
during the measurement period are not expected to be material. 

60

Accounts receivable
Inventories
Other current assets
Property, plant and equipment
Goodwill
Intangible assets
Other noncurrent assets
Total current liabilities
Deferred tax liabilities
Other noncurrent liabilities
Total consideration

Seepex

M-D Pneumatics 
and Kinney 
Vacuum Pumps

Maximus 
Solutions

All Others

$ 

$ 

24.9  $ 
40.5 
1.9 
40.7 
245.3 
243.6 
1.1 
(34.4)   
(75.4)   
(6.1)   
482.1  $ 

4.8  $ 
3.8 
0.2 
16.2 
80.0 
82.5 
— 
(3.5)   
— 
— 
184.0  $ 

4.3 
2.9 
0.2 
2.1 
75.7 
39.5 
— 
(2.4)   
(11.3)   
— 
111.0 

9.3 
10.5 
0.6 
15.2 
78.3 
95.9 
— 
(4.0) 
(4.1) 
(1.0) 
200.7 

Acquisition Revenues and Operating Income

The  revenue  and  operating  income  (loss)  included  in  the  financial  statements  for  these  acquisitions  subsequent  to  their 
acquisition date was $145.9 million and $(4.5) million, respectively, for the year ended December 31, 2021.

Ingersoll Rand Industrial Acquisition

On February 29, 2020, Ingersoll Rand (formerly Gardner Denver Holdings, Inc.) completed the acquisition of and merger with 
Ingersoll Rand Industrial in exchange for non-cash consideration comprising the following: 

Fair value of Ingersoll Rand common stock issued for Ingersoll Rand Industrial outstanding common stock
Fair value attributable to pre-merger service for replacement equity awards
Fair value attributable to pre-merger service for deferred compensation plan
Total purchase consideration

$ 

$ 

6,919.5 
8.6 
8.9 
6,937.0 

Ingersoll  Rand  Industrial  was  separated  from  Ingersoll  Rand  plc  (subsequently  renamed  Trane  Technologies  Plc)  through  a 
distribution  to  shareholders  of  Trane  Technologies  and  subsequently  merged  with  Gardner  Denver  Holdings,  Inc.  This 
transaction was accounted for as a business combination. The Company incurred acquisition costs of $87.3 million, including 
$42.3 million and $45.0 million in the years ended December 31, 2020 and 2019, respectively. These costs are presented within 
“Other operating expenses, net” in the Consolidated Statements of Operations.

The  assets  and  liabilities  of  Ingersoll  Rand  Industrial  were  measured  at  their  fair  values  as  of  the  date  of  the  merger.  The 
determination of fair values required the Company to make estimates about expected future cash flows, discount rates, royalty 
rates and other subjective assumptions and future events that are highly uncertain. These measurements were finalized within 
one year of the closing date of the transaction.

61

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The following table summarizes the allocation of consideration to the fair values of assets acquired and liabilities assumed of 
Ingersoll  Rand  Industrial  as  of  February  29,  2020.  These  amounts  include  assets  and  liabilities  of  the  Specialty  Vehicle 
Technologies  segment,  which  was  divested  during  the  year  ended  December  31,  2021  and  is  reported  as  a  discontinued 
operation. Refer to Note 2 for further information on the sale of SVT.

Cash

Accounts receivable

Inventories

Other current assets

Property, plant and equipment

Goodwill

Other intangible assets

Other noncurrent assets
Total current liabilities, including current maturities of long-term debt of $19.0 million

Deferred tax liability

Long-term debt, net of debt issuance costs and an original issue discount

Other noncurrent liabilities

Noncontrolling interest

Total consideration

Summary of significant fair value methods

Fair value

38.8 

585.8 

625.4 

87.2 

516.5 

4,899.2 

3,766.6 

270.9 
(753.0) 

(842.4) 

(1,851.7) 

(333.0) 

(73.3) 

6,937.0 

$ 

$ 

The  methods  used  to  determine  the  fair  value  of  significant  identifiable  assets  and  liabilities  included  in  the  allocation  of 
purchase price are discussed below.

Inventories

Acquired  inventory  comprised  finished  goods,  work  in  process  and  raw  materials.  The  fair  value  of  finished  goods  was 
calculated as the estimated selling price, adjusted for costs of the selling effort and a reasonable profit allowance relating to the 
selling effort. The fair value of work in process inventory was primarily calculated as the estimated selling price, adjusted for 
estimated costs to complete the manufacturing, estimated costs of the selling effort, as well as a reasonable profit margin on the 
remaining manufacturing and selling effort. The fair value of raw materials and supplies was determined based on replacement 
cost which approximates historical carrying value. 

Property, Plant and Equipment

The  fair  value  of  property,  plant  and  equipment  was  primarily  calculated  using  replacement  costs  adjusted  for  the  age  and 
condition of the asset, with the exception of real property which was calculated using the market approach, and is summarized 
below.

Land and buildings
Machinery and equipment
Office furniture and equipment
Other
Construction in progress
Total property, plant and equipment

$ 

$ 

215.1 
256.9 
13.4 
1.0 
30.1 
516.5 

62

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Identifiable Intangible Assets

The fair value and weighted average useful life of the Ingersoll Rand Industrial identifiable intangible assets are as follows.

Tradenames(1)
Developed technology(2)
Customer relationships(3)
Backlog(4)
Internal-use software and other

Total identifiable intangible assets

Weighted 
Average Useful 
Life (Years)

Fair Value

$ 

1,312.0 

Indefinite

236.0 

2,101.0 

81.2 

36.4 

7

13

<1

2

$ 

3,766.6 

(1) The fair value of tradenames were determined using a relief from royalty methodology, which estimates the cost savings generated 
by  a  company  related  to  the  ownership  of  an  asset  for  which  it  would  otherwise  have  had  to  pay  royalties  or  license  fees  on 
revenues earned through the use of the asset. Tradenames are expected to have an indefinite useful life.

(2) The fair values of developed technology were determined using a relief from royalty methodology, with similar methodology and 
assumptions as described in the tradename description above. The economic useful lives were determined based on the technology 
cycle related to each developed technology, as well as the cash flows over the forecast period.

(3) The fair values of customer relationships were determined using the Multi-Period Excess Earning Method, which involves isolating 
the net earnings attributable to the asset being measured based on present value of the incremental after-tax cash flows attributable 
solely to the intangible asset over its remaining useful life. The economic useful lives were determined based on historical customer 
attrition rates.

(4) The  fair  values  of  acquired  backlog  were  determined  using  the  Multi-Period  Excess  Earning  Method.  The  economic  useful  lives 

were based on the time to fulfill the outstanding order backlog obligation.

Leases, including lease liabilities and right-of-use assets

Lease liabilities, included in “Accrued liabilities” and “Other non-current liabilities” in the Consolidated Balance Sheets, at the 
acquisition date, were measured at the present value of the future minimum lease payments over the remaining lease term and 
the incremental borrowing rate of Ingersoll Rand as if the acquired leases were new leases as of the acquisition date.

Pension and Other Postretirement Liabilities

Ingersoll Rand recognized a pretax net liability representing the net funded status of Ingersoll Rand Industrial’s defined-benefit 
pension and other postretirement benefit (“OPEB”) plans. 

Long-Term Debt

The  fair  value  for  long  term  debt  was  determined  based  on  the  total  indebtedness  less  debt  issuance  costs  as  the  debt 
consummated at the time of closing of the acquisition.

Deferred Income Tax Assets and Liabilities

The acquisition was structured as a merger and therefore, the Company generally assumed the historical tax basis of assets and 
liabilities. The deferred income tax assets and liabilities include the expected future federal, state and foreign tax consequences 
associated with temporary differences between the fair values of the assets acquired and liabilities assumed and the respective 
tax  bases.  Tax  rates  utilized  in  calculating  deferred  income  taxes  generally  represent  the  enacted  statutory  tax  rates  at  the 
effective date of the acquisition in the jurisdictions in which legal title of the underlying asset or liability resides.

Noncontrolling Interests

Ingersoll Rand Industrial had a controlling interest of approximately 74% in Ingersoll-Rand India Limited as of the acquisition 
date.  The  remaining  shares  were  owned  by  unaffiliated  shareholders  and  traded  on  India  stock  exchanges,  representing  a 
noncontrolling  interest.  The  fair  value  of  this  noncontrolling  interest  was  based  on  market  quote  of  shares  as  the  date  of 
acquisition.

63

 
 
 
 
Other Assets Acquired and Liabilities Assumed (excluding Goodwill)

The Company utilized the carrying values, net of allowances, to value accounts receivable and accounts payable as well as other 
current assets and liabilities as it was determined that carrying values represented the fair value of those items at the acquisition 
date.

Goodwill

The  excess  of  the  consideration  for  the  acquisition  over  the  fair  value  of  net  assets  acquired  was  recorded  as  goodwill.  The 
goodwill is attributable to expected synergies and expanded market opportunities from combining the Company’s operations 
with  those  of  Ingersoll  Rand  Industrial.  The  goodwill  created  in  the  acquisition  is  not  expected  to  be  deductible  for  tax 
purposes. See Note 9 “Goodwill and Other Intangible Assets” for the allocation of goodwill among the Company’s segments.

Results of Ingersoll Rand Industrial subsequent to the acquisition

The operating results of Ingersoll Rand Industrial have been included in the Company’s consolidated financial statements from 
the date of acquisition through December 31, 2020. The Company’s consolidated statements of operations for the year ended 
December 31, 2020 included revenues of $2,930.3 million and net loss of $10.8 million, which includes the effects of purchase 
accounting  adjustments,  primarily  the  amortization  of  intangible  assets  and  the  impacts  on  operating  expenses  of  fair  value 
adjustments to acquired inventory and property, plant and equipment.

Unaudited pro forma information

The following unaudited pro forma financial information is provided for information purposes only and presents the results of 
operations of the Company as if the Ingersoll Rand Industrial acquisition was completed on January 1, 2019. The pro forma 
results  do  not  necessarily  represent  the  revenue  or  results  of  operations  would  have  been  realized  had  the  acquisition  been 
completed on January 1, 2019. In addition, these results are not intended to be a projection of future operating results and do not 
reflect synergies that might be achieved.

Revenues

Net Income (Loss)

2020

2019

$ 

5,398.0  $ 

6,146.5 

164.8 

101.1 

The  unaudited  pro  forma  information  includes  adjustments  for  the  purchase  price  allocation  (including,  but  not  limited  to, 
amortization  and  depreciation  for  intangible  assets  and  property,  plant  and  equipment  acquired,  adjustments  to  stock-based 
compensation  expense,  fair  value  adjustments  to  acquired  inventories,  the  purchase  accounting  effect  on  deferred  revenue, 
interest  expense  and  amortization  of  debt  issuance  costs,  transaction  costs  and  related  tax  impacts)  and  the  alignment  of 
accounting policies.

The table below reflects the impact of material and nonrecurring adjustments to the unaudited pro forma results for the years 
ended December 31, 2020 and 2019 that are directly attributable to the acquisition.

Increase (decrease) to revenue as a result of deferred revenue fair value adjustment, net of tax $ 
Increase (decrease) to expense as a result of inventory fair value adjustment, net of tax
Increase (decrease) to expense as a result of transaction costs, net of tax

13.8  $ 
(89.6)   
(34.8)   

(13.8) 
89.6 
34.8 

2020

2019

Settlement of post-acquisition contingencies

The Company and Trane Technologies concluded several post-closing steps of the Ingersoll Rand Industrial transaction in the 
second quarter of 2021. These steps included determining the final measurements of transferred working capital, indebtedness 
and  retirement  plan  funding.  Upon  finalizing  these  measurements,  Trane  Technologies  agreed  to  make  a  net  payment  of 
$49.5  million  to  Ingersoll  Rand.  This  payment  was  received  in  the  third  quarter  of  2021  and  is  reflected  within  changes  in 
“Other assets and liabilities, net” on the Consolidated Statement of Cash Flows. The Company realized a gain of $30.1 million 
in the second quarter of 2021 to adjust its receivables for these items. This gain is reported within “Other income, net” on the 
Consolidated Statement of Operations. 

64

 
 
 
 
Other 2020 Acquisitions

On  September  1,  2020,  the  Company  acquired  Albin  Pump  SAS,  a  manufacturer  of  electric  peristaltic  pumps  for  cash 
consideration, net of cash acquired, of $15.5 million and deferred consideration of $0.9 million. The results of this business are 
reported within the Precision and Science Technologies segment from the date of acquisition.

Also  during  the  year  ended  December  31,  2020,  the  Company  acquired  two  sales  and  service  businesses,  one  in  the  United 
States  and  one  in  Europe,  in  the  Industrial  Technologies  and  Services  segment,  for  cash  consideration  of  $15.0  million  and 
deferred consideration of $5.1 million.

Acquisition Revenues and Operating Income

The revenues included in the financial statements for these acquisitions subsequent to their acquisition date was $23.5 million 
and $8.9 million, respectively, for the years ended December 31, 2021 and 2020. The operating income included in the financial 
statements  for  these  acquisitions  subsequent  to  their  acquisition  date  was  $2.1  million  and  $0.9  million,  respectively,  for  the 
years ended December 31, 2021, and 2020.

Note 5: 

Restructuring

Restructuring Program 2020 to 2022

Subsequent to the acquisition of Ingersoll Rand Industrial, the Company announced a restructuring program (“2020 Plan”) to 
create efficiencies and synergies, reduce the number of facilities and optimize operating margin within the merged Company. 
Through December 31, 2021, we recognized expense related to the 2020 Plan of $96.4 million, comprising $78.7 million, $6.9 
million  and  $10.8  million  for  Industrial  Technologies  and  Services,  Precision  and  Science  Technologies  and  Corporate, 
respectively. The Company expects total expense for workforce restructuring, facility consolidation and other exit and disposal 
activities under the 2020 Plan to be approximately $100 million to $115 million.

For  the  years  ended  December  31,  2021  and  2020,  “Restructuring  charges,  net”  were  recognized  within  “Other  operating 
expense, net” in the Consolidated Statements of Operations and consisted of the following.

Industrial Technologies and Services
Precision and Science Technologies
Corporate
Restructuring charges, net

2021

2020

8.4  $ 
— 
5.0 
13.4  $ 

70.3 
6.9 
5.8 
83.0 

$ 

$ 

The  following  table  summarizes  the  activity  associated  with  the  Company’s  restructuring  programs  (included  in  “Accrued 
liabilities” in the Consolidated Balance Sheets) for the years ended December 31, 2021 and 2020, respectively.

Balance at beginning of the period
Charged to expense - termination benefits
Charged to expense - other(1)
Acquired restructuring
Payments
Foreign currency translation and other
Balance at end of the period

2021

2020

17.5  $ 
9.6 
2.7 
— 
(15.9)   
(1.6)   
12.3  $ 

4.8 
73.5 
3.3 
5.1 
(70.1) 
0.9 
17.5 

$ 

$ 

(1) Excludes $1.1 million and $6.2 million of non-cash charges that impacted restructuring expense but not the restructuring liabilities 

during the years ended December 31, 2021 and 2020, respectively.

Restructuring Program 2018 to 2019

In the third quarter of 2018, the Company announced a restructuring program that primarily involved workforce reductions and 
facility consolidation. This restructuring program was completed as of December 31, 2020.

65

 
 
 
 
 
 
 
 
 
 
 
 
Note 6: 

Allowance for Credit Losses

The allowance for credit losses for the years ended December 31, 2021, 2020 and 2019 consisted of the following.

Balance at beginning of the period
Acquisition - Ingersoll Rand Industrial
Provision (benefit) charged to expense(1)
Write-offs, net of recoveries
Foreign currency translation and other
Balance at end of the period

2021

2020

2019

50.9  $ 
— 
(4.3)   
(3.8)   
(0.5)   
42.3  $ 

16.6  $ 
25.1 
10.3 
(3.5)   
2.4 
50.9  $ 

16.0 
— 
2.4 
(1.6) 
(0.2) 
16.6 

$ 

$ 

(1)

In the fourth quarter of 2021, the Company adjusted its allowance for credit losses in certain major portions of the business due to 
improved collection experience and reduction of past due receivables. The impact of these updates was a $6.6 million reduction in 
the allowance, with a corresponding benefit within “Selling and administrative expenses.”

Note 7: 

Inventories

Inventories as of December 31, 2021 and 2020 consisted of the following.

Raw materials, including parts and subassemblies
Work-in-process
Finished goods

LIFO excess (reserve)
Inventories

2021

2020

$ 

$ 

506.6  $ 
88.6 
283.4 
878.6 
(24.4)   
854.2  $ 

451.0 
62.2 
194.7 
707.9 
8.8 
716.7 

At December 31, 2021 and 2020, approximately 41% and 39%, respectively, of total inventory is accounted for on a last-in, 
first-out (“LIFO”) basis.

In  the  year  ended  December  31,  2020,  the  Company  recorded  non-cash  adjustments  of  $35.6  million  to  reduce  the  carrying 
value of inventories acquired in the merger with Ingersoll Rand Industrial accounted for under the LIFO method, all of which 
was recognized in Cost of sales in the three month period ended June 30, 2020.

Note 8: 

Property, Plant and Equipment

Property, plant and equipment, net as of December 31, 2021 and 2020 consisted of the following.

Land and land improvements
Buildings
Machinery and equipment
Office furniture and equipment
Construction in progress

Accumulated depreciation
Property, plant and equipment, net

2021

2020

$ 

$ 

60.1  $ 
300.3 
548.1 
58.3 
39.5 
1,006.3 
(357.7)   
648.6  $ 

54.3 
278.3 
485.0 
53.4 
29.1 
900.1 
(291.1) 
609.0 

66

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note 9: 

Goodwill and Other Intangible Assets

Goodwill

The changes in the carrying amount of goodwill attributable to each reportable segment for the years ended December 31, 2021 
and 2020 are as follows.

Balance as of December 31, 2019
Acquisitions
Foreign currency translation and other(1)
Balance as of December 31, 2020
Acquisitions
Foreign currency translation and other(1)
Balance as of December 31, 2021

(1)

Includes measurement period adjustments.

Industrial 
Technologies 
and Services
$ 

865.4  $ 

3,213.5 
72.3 
4,151.2 
87.9 
(61.8)   
4,177.3  $ 

$ 

Precision 
and Science 
Technologies

227.5  $ 

1,165.5 
38.4 
1,431.4 
391.4 
(18.5)   
1,804.3  $ 

Total

1,092.9 
4,379.0 
110.7 
5,582.6 
479.3 
(80.3) 
5,981.6 

The Company acquired multiple businesses during the year ended December 31, 2021. The excess of the purchase price over 
the estimated fair values of intangible assets, identifiable assets and assumed liabilities was recorded as goodwill. The allocation 
of the purchase price was preliminary for certain of these acquisitions and is subject to refinement based on final fair values of 
the identified assets acquired and liabilities assumed. The goodwill attributable to these businesses is as follows. 

2021 Acquisitions
Seepex
M-D Pneumatics and Kinney Vacuum Pumps
Maximus Solutions
Other acquisitions

Precision 
and Science 
Technologies

Industrial 
Technologies 
and Services
$ 

—  $ 

80.0 
— 
7.9 
87.9  $ 

$ 

245.3  $ 
— 
75.7 
70.4 
391.4  $ 

Total

245.3 
80.0 
75.7 
78.3 
479.3 

The Company acquired several businesses during the year ended December 31, 2020. The excess of the purchase price over the 
estimated fair values of intangible assets, identifiable assets and assumed liabilities was recorded as goodwill. The allocation of 
the purchase price was preliminary for certain of these acquisitions and is subject to refinement based on final fair values of the 
identified assets acquired and liabilities assumed. The goodwill attributable to these businesses is as follows. 

2020 Acquisitions
Ingersoll Rand Industrial
Albin Pump SAS
Other acquisitions

Industrial 
Technologies 
and Services
$ 

Precision 
and Science 
Technologies

3,198.0  $ 
— 
15.5 
3,213.5  $ 

1,162.3  $ 
3.2 
— 
1,165.5  $ 

$ 

Total

4,360.3 
3.2 
15.5 
4,379.0 

As of December 31, 2021 and 2020, goodwill included a total of $220.6 million of accumulated impairment losses within the 
Industrial Technologies and Services segment related to impairments recognized in and prior to 2015.

Goodwill Impairment Tests

Consistent with our accounting policy in Note 1, we performed our annual goodwill impairment testing as of the first day of our 
fiscal fourth quarters of 2021, 2020 and 2019. For the years ended December 31, 2021, 2020 and 2019, each reporting unit’s 
fair value was in excess of its net carrying value, and therefore, no goodwill impairment was recorded.

67

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other Intangible Assets

Other intangible assets as of December 31, 2021 and 2020 consisted of the following.

December 31, 2021

December 31, 2020

Gross 
Carrying 
Amount

Accumulated 
Amortization

Net 
Carrying 
Amount

Gross 
Carrying 
Amount

Accumulated 
Amortization

Net 
Carrying 
Amount

Amortized intangible assets:
Customer lists and relationships
Technology
Tradenames
Backlog
Other
Unamortized intangible assets:
Tradenames
Total other intangible assets

$  3,055.0  $ 
356.4 
47.8 
8.1 
107.1 

(1,048.3)  $  2,006.7  $  2,835.0  $ 
278.6 
28.8 
3.0 
30.2 

(77.8)   
(19.0)   
(5.1)   
(76.9)   

279.9 
41.8 
— 
102.8 

(841.3)  $  1,993.7 
241.8 
26.2 
— 
44.2 

(38.1)   
(15.6)   
— 
(58.6)   

1,565.4 
$  5,139.8  $ 

— 

1,565.4 

1,491.3 

(1,227.1)  $  3,912.7  $  4,750.8  $ 

— 

1,491.3 
(953.6)  $  3,797.2 

Amortization  of  intangible  assets  was  $332.9  million,  $335.1  million  and  $105.3  million  for  the  years  ended  December  31, 
2021, 2020 and 2019, respectively. Amortization of intangible assets is anticipated to be approximately $300 million in each of 
2022, 2023 and 2024, $200 million in 2025 and $160 million in 2026 based upon currency exchange rates as of December 31, 
2021.

Other Intangible Asset Impairment Tests

The  Company  recognized  an  impairment  in  the  third  quarter  of  2020  of  $19.9  million  to  reduce  the  carrying  value  of  two 
tradenames in the Industrial Technologies and Services segment. 

Consistent with our accounting policy in Note 1, we performed our annual intangible asset impairment testing as of the first day 
of our fiscal fourth quarters of 2021, 2020 and 2019. For the years ended December 31, 2021, 2020 and 2019, other than as 
discussed  above,  each  tradename’s  fair  value  was  in  excess  of  its  net  carrying  value,  and  therefore,  no  impairment  was 
recorded.

Note 10: 

Accrued Liabilities

Accrued liabilities as of December 31, 2021 and 2020 consisted of the following:

Salaries, wages, and related fringe benefits
Contract liabilities
Product warranty
Operating lease liabilities
Restructuring
Taxes
Other
Total accrued liabilities

2021

2020

232.1  $ 
242.1 
42.5 
34.9 
12.3 
41.6 
135.8 
741.3  $ 

197.0 
164.6 
41.1 
47.1 
17.5 
116.1 
125.5 
708.9 

$ 

$ 

68

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
A reconciliation of the changes in the accrued product warranty liability for the years ended December 31, 2021 and 2020 is as 
follows.

Balance at the beginning of period

Product warranty accruals
Acquired warranty
Settlements
Foreign currency translation and other

Balance at the end of period

Note 11: Debt

Debt as of December 31, 2021 and 2020 consisted of the following.

Short-term borrowings
Long-term debt

Dollar Term Loan B, due 2027(1)
Dollar Term Loan, due 2027(2)
Euro Term Loan, due 2027(3)
Dollar Term Loan Series A, due 2027(4)
Finance leases and other long-term debt
Unamortized debt issuance costs

Total long-term debt, net, including current maturities
Current maturities of long-term debt
Total long-term debt, net

2021

2020

41.1  $ 
16.1 
2.1 
(15.7)   
(1.1)   
42.5  $ 

19.1 
17.2 
19.8 
(16.7) 
1.7 
41.1 

2021

2020

—  $ 

— 

1,865.0  $ 
910.5 
670.7 
— 
23.9 
(29.5)   

3,440.6 
38.8 
3,401.8  $ 

1,883.7 
919.6 
728.0 
392.4 
17.2 
(41.4) 
3,899.5 
40.4 
3,859.1 

$ 

$ 

$ 

$ 

$ 

(1) As of December 31, 2021, this amount is presented net of unamortized discounts of $1.7 million. As of December 31, 2021, the 

applicable interest rate was 1.84% and the weighted-average rate was 1.86% for the year ended December 31, 2021.

(2) As of December 31, 2021, this amount is presented net of unamortized discounts of $0.9 million. As of December 31, 2021, the 

applicable interest rate was 1.84% and the weighted-average rate was 1.86% for the year ended December 31, 2021.

(3) As of December 31, 2021, this amount is presented net of unamortized discounts of $0.6 million. As of December 31, 2021, the 

applicable interest rate was 2.00% and the weighted-average rate was 2.00% for the year ended December 31, 2021.

(4) The weighted-average rate was 2.86% for the year ended December 31, 2021.

Senior Secured Credit Facilities

The  Company  entered  into  a  senior  secured  credit  agreement  with  UBS  AG,  Stamford  Branch,  as  administrative  agent,  and 
other agents and lenders party thereto (the “Senior Secured Credit Facilities”) on July 30, 2013.

The  Senior  Secured  Credit  Facilities  entered  into  on  July  30,  2013  provided  senior  secured  financing  in  the  equivalent  of 
approximately $2,825.0 million, consisting of: (i) a senior secured term loan facility denominated in U.S. Dollars (the “Original 
Dollar  Term  Loan  Facility”)  in  an  aggregate  principal  amount  of  $1,900.0  million;  (ii)  a  senior  secured  term  loan  facility 
denominated in Euros (the “Original Euro Term Loan Facility”) in an aggregate principal amount of €400.0 million; and (iii) a 
senior  secured  revolving  credit  facility  (the  “Revolving  Credit  Facility”)  in  an  aggregate  principal  amount  of  $400.0  million 
available to be drawn in U.S. dollars (“USD”), Euros (“EUR”), Great British Pounds (“GBP”) and other reasonably acceptable 
foreign  currencies,  subject  to  certain  sublimits  for  the  foreign  currencies.  The  Revolving  Credit  Facility  included  borrowing 
capacity  available  for  letters  of  credit  up  to  $200.0  million  and  for  borrowings  on  same-day  notice,  referred  to  as  swingline 
loans.

The borrower of the Dollar Term Loan Facility and the Euro Term Loan Facility is Gardner Denver, Inc. Prior to the Company 
entering into Amendment No. 1, GD German Holdings II GmbH became an additional borrower and successor in interest to 
Gardner Denver Holdings GmbH & Co. KG. GD German Holdings II GmbH, GD First (UK) Limited and Gardner Denver, Inc. 
were the listed borrowers under the Revolving Credit Facility.

The  Company  entered  into  Amendment  No.  1  to  the  Senior  Secured  Credit  Facilities  with  UBS  AG,  Stamford  Branch,  as 
administrative agent, and the lenders and other parties thereto on March 4, 2016 (“Amendment No.1”), Amendment No. 2 on 
August 17, 2017 (“Amendment No.2”) and Amendment No. 3 on December 13, 2018 (“Amendment No.3”).

69

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amendment  No.  1  reduced  the  aggregate  principal  borrowing  capacity  of  the  Revolving  Credit  Facility  by  $40.0  million  to 
$360.0  million,  extended  the  term  of  the  Revolving  Credit  Facility  to  April  30,  2020  with  respect  to  consenting  lenders  and 
provided  for  customary  bail-in  provisions  to  address  certain  European  regulatory  requirements.  On  July  30,  2018,  the 
Revolving Credit Facility principal borrowing capacity decreased to $269.9 million resulting from the maturity of the tranches 
of the Revolving Credit Facility which were owned by lenders that elected not to modify the original Revolving Credit Facility 
maturity date. Amendment No. 1 reduced the minimum aggregate principal amount for extension amendments to the facilities 
from $50.0 million to $35.0 million.

Amendment No. 2 refinanced the Original Dollar Term Loan Facility with a replacement $1,285.5 million senior secured U.S. 
dollar term loan facility (the “New Dollar Term Loan Facility”) and the Original Euro Term Loan Facility with a replacement 
€615.0 million senior secured euro term loan facility (the “New Euro Term Loan Facility”). Further the maturity for both term 
loan facilities was extended to July 30, 2024 and LIBOR Floor was reduced from 1.0% to 0.0%.

Amendment No. 3 amended the definition of “Change of Control” to (i) remove the requirement that certain specified equity 
holders  maintain  a  minimum  ownership  level  of  the  outstanding  voting  stock  of  the  Company,  (ii)  increase  the  threshold  at 
which the acquisition of ownership by a person, entity or group of other equity holders constitutes a “Change of Control” from 
35% of the outstanding voting stock of the Company to 50% of the outstanding voting stock of the Company and (iii) make 
certain other corresponding technical changes and updates.

The  Company  entered  into  Amendment  No.  4  to  the  Senior  Secured  Credit  Facilities  with  UBS  AG,  Stamford  Branch,  as 
Resigning  Agent  and  Citibank,  N.A.  as  Successor  Agent  on  June  28,  2019  (“Amendment  No.  4”).  Amendment  No.  4  (i) 
refinanced  the  existing  senior  secured  revolving  credit  facility  with  a  replacement  $450.0  million  senior  secured  revolving 
credit  facility  (the  “New  Revolving  Credit  Facility”);  (ii)  extended  the  maturity  of  the  revolving  credit  facility  to  June  28, 
2024, (iii) terminated the revolving credit facility commitments of certain lenders under the existing senior secured revolving 
credit facility under the Senior Secured Credit Facilities, (iv) provided for up to $200.0 million of the New Revolving Credit 
Facility to be available for the purpose of issuing letters of credit; (v) provided for the replacement of GD First (UK) Limited by 
Gardner  Denver  Holdings,  Ltd.  as  the  UK  Borrower  under  the  Senior  Secured  Credit  Facilities;  (vi)  transferred  the 
Administrative Agent, Collateral Agent and Swingline Lender roles under the Senior Secured Credit Facilities to Citibank, N.A; 
and (vii) made certain other corresponding technical changes and updates. At the consummation of the merger between Gardner 
Denver Holdings, Inc., and Ingersoll-Rand plc, Amendment No. 4 increased the aggregate amount of the New Revolving Credit 
Facility  to  $1,000.0  million  and  increased  the  capacity  under  the  New  Revolving  Credit  Facility  to  issue  letters  of  credit 
to $400.0 million. As a result of Amendment No. 4, the Company wrote off $0.2 million of debt issuance costs to the “Loss on 
extinguishment of debt” in the Consolidated Statements of Operations for the year ended December 31, 2019.

On  February  28,  2020,  the  Company  entered  into  Amendment  No.  5  to  the  Credit  Agreement  (“Amendment  No.  5”). 
Amendment No. 5 refinanced the existing New Dollar Term Loan Facility and New Euro Term Loan Facility. The proceeds 
from the replacement $927.6 million Dollar Term Loan (“Dollar Term Loan”) and replacement €601.2 million Euro Term Loan 
(“Euro Term Loan”) were used to refinance the outstanding New Dollar Term Loan Facility and New Euro Term Loan Facility. 
The proceeds from the Dollar Term Loan and the Euro Term Loan were reduced by an original issue discount of $1.2 million 
and €0.8 million, respectively. The Euro Term Loan and Dollar Term Loan will mature on February 28, 2027. The refinancing 
of  the  New  Dollar  Term  Loan  and  the  New  Euro  Term  Loan  resulted  in  the  write  off  of  unamortized  debt  issuance  costs  of 
$2.0 million which was presented within “Loss on extinguishment of debt” in the Consolidated Statements of Operations.

At  the  time  of  the  acquisition  of  Ingersoll  Rand  Industrial,  the  Credit  Agreement  was  amended  to  include  an  additional 
$1,900.0  million  senior  secured  term  loan  (“Dollar  Term  Loan  B”)  by  and  among  Ingersoll-Rand  Services  Company,  as  the 
borrower,  the  lenders  party  thereto  and  Citi,  as  the  administrative  agent.  Further,  Ingersoll-Rand  Services  Company,  the 
borrower with respect to the Dollar Term Loan B, was designated as an additional borrower under the Credit Agreement. The 
Dollar Term Loan B and the Dollar Term Loan and the Euro Term Loan have guarantees from the same credit parties and are 
secured  by  the  same  collateral.  The  Dollar  Term  Loan  B  will  mature  on  February  28,  2027.  The  proceeds  from  the 
$1,900.0 million Dollar Term Loan B were reduced by a $2.4 million original issue discount.

On February 29, 2020, the aggregate amount of the Revolving Credit Facility increased to $1,000.0 million and the capacity 
under the Revolving Credit Facility to issue letters of credit increased to $400.0 million.

On June 29, 2020, the Company entered into Amendment No. 6 to the Credit Agreement (“Amendment No. 6”). Amendment 
No. 6 (i) provided for $400.0 million of incremental term loans (“Dollar Term Loan Series A”), reduced by an original issue 
discount of $6.0 million, and (ii) established an increase of $100.0 million to the Revolving Credit Facility, bringing the total 
sum of the Revolving Credit Facility to $1,100.0 million. The proceeds were expected to be used for general business purposes, 
including  providing  incremental  liquidity  in  the  event  of  a  prolonged  adverse  impact  of  the  COVID-19  pandemic.  On 
September  30,  2021,  the  Company  elected  to  prepay  the  Dollar  Term  Loan  Series  A  outstanding  principal  balance  of 

70

$396.0  million  using  cash  on  hand.  The  prepayment  resulted  in  the  write-off  of  unamortized  debt  issuance  costs  and 
unamortized issuance discount of $9.0 million which was recognized in “Loss on extinguishment of debt” in the Consolidated 
Statements of Operations.

On December 28, 2021, Gardner Denver, Inc. entered into Amendment No. 7 to the Credit Agreement (“Amendment No. 7”). 
Amendment No. 7 was entered into pursuant to the terms of the Senior Secured Credit Facilities to provide for (i) the change of 
the underlying rate for borrowings denominated in GBP from a LIBOR-based rate to a SONIA-based rate (Sterling Overnight 
Index Average), subject to certain adjustments and terms specified in Amendment No. 7, (ii) the change of the underlying rate 
for borrowings denominated in EUR from a LIBOR-based rate to a EURIBOR-based rate, subject to certain adjustments and 
terms  specified  in  Amendment  No.  7,  and  (iii)  certain  other  updates  and  corresponding  changes  regarding  successor  interest 
rates to LIBOR.

The Senior Secured Credit Facilities provide that the Company will have the right at any time to request incremental term loans 
and/or revolving commitments in an aggregate principal amount of up to (i) the greater of (a) $1,600 million and (b) 100% of 
Consolidated EBITDA (as defined in the Senior Secured Credit Facilities) for the most recently ended four consecutive fiscal 
quarter period plus (ii) voluntary prepayments and voluntary commitment reductions of the Senior Secured Credit Facilities and 
certain other permitted indebtedness prior to the date of any such incurrence plus (iii) an additional amount equal to (a) in the 
case  of  incremental  loans  and/or  commitments  that  are  secured  on  an  equal  priority  basis  with  the  Senior  Secured  Credit 
Facilities, an amount such that after giving effect to the incurrence of such additional amount, the Company does not exceed a 
Consolidated  First  Lien  Secured  Debt  to  Consolidated  EBITDA  Ratio  (as  defined  in  the  Senior  Secured  Credit  Facilities)  of 
4.50  to  1.00  or  the  Consolidated  First  Lien  Secured  Debt  to  Consolidated  EBITDA  Ratio  immediately  prior  to  any  such 
incurrence  and  all  transactions  consummated  in  connection  therewith  or  (b)  in  the  case  of  incremental  loans  and/or 
commitments that are secured on a junior priority basis to the Senior Secured Credit Facilities, an amount such that after giving 
effect to the incurrence of such additional amount, the Company does not exceed a Consolidated Total Debt to Consolidated 
EBITDA  Ratio  (as  defined  in  the  Senior  Secured  Credit  Facilities)  of  5.00  to  1.00  or  the  Consolidated  Total  Debt  to 
Consolidated  EBITDA  Ratio  immediately  prior  to  any  such  incurrence  and  all  transactions  consummated  in  connection 
therewith. The lenders under the Senior Secured Credit Facilities are not under any obligation to provide any such incremental 
commitments  or  loans,  and  any  such  addition  of,  or  increase  in  commitments  or  loans,  will  be  subject  to  certain  customary 
conditions.

As of December 31, 2021, the aggregate amount of commitments under the Revolving Credit Facility was $1,100.0 million and 
the  capacity  under  the  Revolving  Credit  Facility  to  issue  letters  of  credit  was  $400.0  million.  As  of  December  31,  2021,  the 
Company had no outstanding borrowings, $6.6 million of outstanding letters of credit under the New Revolving Credit Facility 
and unused availability of $1,093.4 million.

Interest Rate and Fees

Borrowings  under  the  Dollar  Term  Loan,  Dollar  Term  Loan  B,  and  Revolving  Credit  Facility  (other  than  Revolving  Credit 
Facility borrowings in GBP or EUR) bear interest at a rate equal to, at the Company’s option, either (a) the greater of LIBOR 
for the relevant interest period or 0.00% per annum, in each case adjusted for statutory reserve requirements, plus an applicable 
margin  or  (b)  a  base  rate  (the  “Base  Rate”)  equal  to  the  highest  of  (1)  the  rate  of  interest  publicly  announced  by  the 
administrative agent as its prime rate in effect at its principal office, (2) the federal funds effective rate plus 0.50%, (3) LIBOR 
for an interest period of one month, adjusted for statutory reserve requirements, plus 1.00% and (4) 1.00%, in each case, plus an 
applicable  margin.  Borrowings  under  the  Euro  Term  Loan  and  Revolving  Credit  Facility  borrowings  in  EUR  (if  any)  bear 
interest at a rate equal to the greater of EURIBOR for the relevant interest period, or 0.00% per annum, in each case adjusted 
for statutory reserve requirements, plus an applicable margin. Borrowings under the Revolving Credit Facility in GBP (if any) 
bear  interest  at  a  rate  equal  to  the  greater  of  (a)  daily  simple  SONIA  plus  an  applicable  spread  adjustment  or  (b)  0.00%  per 
annum, in each case adjusted for statutory reserve requirements, plus an applicable margin. The applicable margin for (i) the 
Dollar Term Loan is 1.75% for LIBOR loans and 0.75% for base rate loans, (ii) the Dollar Term Loan B is 1.75% for LIBOR 
loans and 0.75% for base rate loans, (iii) the Euro Term Loan is 2.00%, (iv) the Revolving Credit Facility is 2.00% for LIBOR 
loans, EURIBOR loans and SONIA loans and 1.00% for Base Rate loans.

In addition to interest payments on outstanding principal under the Senior Secured Credit Facilities, the Company is required to 
pay  a  commitment  fee  of  0.375%  per  annum  to  the  lenders  under  the  Revolving  Credit  Facility  in  respect  of  the  unutilized 
commitments  thereunder.  The  commitment  fee  reduces  to  0.25%  or  0.125%  upon  the  achievement  of  a  Level  I  or  Level  II 
status, respectively. Level I status means that the Company’s Consolidated First Lien Secured Debt to Consolidated EBITDA 
Ratio (as defined in the Senior Secured Credit Facilities) is less than or equal to 1.75 to 1.00. Level II status means that the 
Company’s  Consolidated  First  Lien  Secured  Debt  to  Consolidated  EBITDA  Ratio  is  less  than  or  equal  to  1.50  to  1.00.  The 
Company must also pay customary letter of credit fees.

71

Prepayments

The Senior Secured Credit Facilities require the Company to prepay outstanding term loans, subject to certain exceptions, with 
(i)  50%  of  annual  excess  cash  flow  (as  defined  in  the  Senior  Credit  Facilities)  commencing  with  the  fiscal  year  ending 
December  31,  2021  (which  percentage  will  be  reduced  to  25%  if  the  Company’s  Consolidated  First  Lien  Secured  Debt  to 
Consolidated EBITDA Ratio is less than or equal to 2.25 to 1.00 but greater than 2.00 to 1.00, and which prepayment will not 
be  required  if  the  Company’s  Consolidated  First  Lien  Secured  Debt  to  Consolidated  EBITDA  Ratio  is  less  than  or  equal 
to  2.00  to  1.00),  (ii)  100%  of  the  net  cash  proceeds  of  non-ordinary  asset  sales  or  other  dispositions  of  property,  subject  to 
reinvestment  rights  (which  percentage  will  be  reduced  to  50%  if  the  Company’s  Consolidated  First  Lien  Secured  Debt  to 
Consolidated EBITDA Ratio is less than or equal to 2.25 to 1.00 but greater than 2.00 to 1.00 and which prepayment will not be 
required if the Company’s Consolidated First Lien Secured Debt to Consolidated EBITDA Ratio is less than or equal to 2.00 to 
1.00),  and  (iii)  100%  of  the  net  cash  proceeds  of  any  incurrence  of  debt,  other  than  proceeds  from  debt  permitted  under  the 
Credit Agreement.

The  mandatory  prepayments  will  be  applied  to  the  scheduled  installments  of  principal  of  the  term  loans  in  direct  order  of 
maturity.

The Company may voluntarily repay outstanding loans under the Senior Secured Credit Facilities at any time without premium 
or  penalty,  subject  to  certain  customary  conditions,  including  reimbursements  of  the  lenders’  redeployment  costs  actually 
incurred in the case of a prepayment of certain borrowings other than on the last day of the relevant interest period, provided 
that (i) any voluntary prepayment of the Dollar Term Loan, the Dollar Term Loan B or the Euro Term Loan prior to August 28, 
2020, in connection with a repricing transaction would have been subject to a prepayment premium of 1.00% of the principal 
amount so prepaid and (ii) any voluntary prepayment of Dollar Term Loan Series A prior to December 29, 2020, in connection 
with a repricing transaction would have been subject to a prepayment premium of 1.00% of the principal amount so prepaid.

Amortization and Final Maturity

The  Dollar  Term  Loan,  Dollar  Term  Loan  B  and  Euro  Term  Loan  amortize  in  equal  to  quarterly  installments  in  aggregate 
annual amounts equal to 1.00% of the original principal amount of such term loan, with the balances payable on February 28, 
2027.

Guarantee and Security

All obligations of the borrowers under the Senior Secured Credit Facilities are unconditionally guaranteed by the Company and 
all  of  its  material,  wholly-owned  U.S.  restricted  subsidiaries,  with  customary  exceptions  including  where  providing  such 
guarantees are not permitted by law, regulation or contract or would result in adverse tax consequences.

All obligations of the borrowers under the Senior Secured Credit Facilities, and the guarantees of such obligations, are secured, 
subject to permitted liens and other exceptions, by substantially all of the assets of the borrowers and each guarantor, including 
but  not  limited  to:  (i)  a  perfected  pledge  of  the  capital  stock  issued  by  the  borrowers  and  each  subsidiary  guarantor  and  (ii) 
perfected security interests in substantially all other tangible and intangible assets of the borrowers and the guarantors (subject 
to certain exceptions and exclusions). The obligations of the non-U.S. borrowers are secured by certain assets in jurisdictions 
outside of the United States.

Certain Covenants and Events of Default

The  Senior  Secured  Credit  Facilities  contain  a  number  of  covenants  that,  among  other  things,  restrict,  subject  to  certain 
exceptions, the Company’s ability to: incur additional indebtedness and guarantee indebtedness; create or incur liens; engage in 
mergers  or  consolidations;  sell,  transfer  or  otherwise  dispose  of  assets;  create  limitations  on  subsidiary  distributions;  pay 
dividends and distributions or repurchase its own capital stock; and make investments, loans or advances, prepayments of junior 
financings, or other restricted payments.

The Revolving Credit Facility requires that, if the sum of the aggregate principle amount of all borrowings under the Revolving 
Credit Facility and non-cash collateralized letters of credit outstanding under the Revolving Credit Facility (less the amount of 
letters  of  credit  outstanding  as  of  June  28,  2019)  exceeds  40%  of  the  commitments  under  the  Revolving  Credit  Facility,  the 
Company’s Consolidated First Lien Secured Debt to Consolidated EBITDA Ratio shall not exceed 6.25 to 1.00 as of the last 
day of the fiscal quarter.

The Senior Secured Credit Facilities also contain certain customary affirmative covenants and events of default.

72

Total Debt Maturities

Total debt maturities for the five years subsequent to December 31, 2021 and thereafter are approximately $38.8 million, $37.8 
million, $37.3 million, $37.1 million, $37.2 million and $3,285.1 million, respectively.

Note 12: 

Benefit Plans

Pension and Postretirement Benefit Plans

The  Company  sponsors  a  number  of  pension  and  postretirement  plans  worldwide.  Pension  plan  benefits  are  provided  to 
employees under defined benefit pay-related and service-related plans, which are non-contributory in nature. The Company’s 
funding policy for the U.S. defined benefit pension plans is to contribute at least the minimum required contribution required by 
Employee  Retirement  Income  Security  Act  (“ERISA”),  as  amended  by  the  Pension  Protection  Act  of  2016  (as  amended  by 
MAP-21, HAFTA, and BBA 15). The Company intends to make contributions, as necessary, to prevent benefit restrictions in 
the plans. The Company’s annual contributions to the non-U.S. pension plans are consistent with the requirements of applicable 
local laws.

The  Company  also  provides  postretirement  healthcare  and  life  insurance  benefits  in  the  United  States  and  South  Africa  to  a 
limited group of current and retired employees. All of the Company’s postretirement benefit plans are unfunded.

The following table provides a reconciliation of the changes in the benefit obligations and in the fair value of the plan assets for 
the periods described below.

Pension Benefits

U.S. Plans

2021

2020

Non-U.S. Plans
2020
2021

Other Postretirement 
Benefits

2021

2020

Reconciliation of Benefit Obligations:
Beginning balance
Service cost
Interest cost
Plan amendments
Actuarial losses (gains) (1)
Benefit payments
Acquisitions
Plan settlements
Effect of foreign currency exchange rate changes
Benefit obligations ending balance
Reconciliation of Fair Value of Plan Assets:
Beginning balance
Actual return on plan assets
Employer contributions
Acquisitions
Plan settlements
Benefit payments
Effect of foreign currency exchange rate changes
Fair value of plan assets ending balance

$ 

$ 

$ 

$ 

484.3  $ 
5.3 
10.8 
— 
(20.0)   
(25.7)   
— 
(12.9)   
— 
441.8  $ 

395.0  $ 
4.8 
11.5 
12.0 
(12.9)   
(25.7)   
— 
384.7  $ 

59.8  $ 
5.8 
9.5 
— 
18.1 
(29.0)   
421.0 

(0.9)   
— 
484.3  $ 

61.1  $ 
36.5 
0.1 
327.2 

(0.9)   
(29.0)   
— 
395.0  $ 

445.7  $ 
4.3 
4.6 
— 
(30.0)   
(13.7)   
— 
— 
(14.7)   
396.2  $ 

284.8  $ 
25.4 
7.6 
— 
— 
(13.7)   
(6.4)   
297.7  $ 

346.5  $ 
3.8 
6.1 
— 
24.4 
(12.8)   
56.7 
— 
21.0 
445.7  $ 

249.1 
19.0 
7.6 
12.0 
— 
(12.8) 
9.9 
284.8 

31.3  $ 
— 
0.6 
1.8 
(1.6)   
(3.3)   
— 
— 
(0.1)   
28.7  $ 

3.4 
— 
0.5 
(1.6) 
2.0 
(2.7) 
29.3 
0.3 
0.1 
31.3 

Funded Status as of Period End

$ 

(57.1)  $ 

(89.3)  $ 

(98.5)  $ 

(160.9)  $ 

(28.7)  $ 

(31.3) 

(1) Actuarial losses (gains) primarily resulted from changes in discount rates.

73

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amounts recognized as a component of accumulated other comprehensive income (loss) as of December 31, 2021 and 2020 
that have not been recognized as a component of net periodic benefit cost are presented in the following table.

Net actuarial losses (gains)
Prior service cost
Amounts included in accumulated other 
comprehensive income (loss)

Pension Benefits

U.S. Plans

2021

2020

Non-U.S. Plans
2020
2021

Other Postretirement 
Benefits

2021

2020

$ 

(12.7)  $ 
— 

(0.8)  $ 
— 

26.0  $ 
3.1 

75.7  $ 
3.2 

0.5  $ 
0.2 

2.4 
(1.6) 

$ 

(12.7)  $ 

(0.8)  $ 

29.1  $ 

78.9  $ 

0.7  $ 

0.8 

Pension and other postretirement benefit liabilities and assets are included in the following captions in the Consolidated Balance 
Sheets as of December 31, 2021 and 2020.

Other assets
Accrued liabilities
Pension and other postretirement benefits

2021

2020

$ 

10.4  $ 
(10.9)   
(183.8)   

2.3 
(17.9) 
(265.9) 

The following table provides information for pension plans with an accumulated benefit obligation in excess of plan assets as of 
December 31, 2021 and 2020.

Projected benefit obligations
Accumulated benefit obligation
Fair value of plan assets

U.S. Pension Plans
2020
2021

Non-U.S. Pension Plans

2021

2020

$ 

385.0  $ 
382.8 
326.7 

425.2  $ 
415.9 
331.0 

154.7  $ 
126.4 
26.9 

441.4 
406.3 
260.5 

The  accumulated  benefit  obligation  for  all  U.S.  defined  benefit  pension  plans  was  $439.6  million  and  $478.0  million  as  of 
December 31, 2021 and 2020, respectively. The accumulated benefit obligation for all non-U.S. defined benefit pension plans 
was $386.4 million and $426.7 million as of December 31, 2021 and 2020, respectively.

The  following  tables  provide  the  components  of  net  periodic  benefit  cost  (income)  and  other  amounts  recognized  in  other 
comprehensive income (loss), before income tax effects, for the years ended December 31, 2021, 2020 and 2019.

Net Periodic Benefit Cost (Income):
Service cost
Interest cost
Expected return on plan assets
Amortization of net actuarial loss
Net periodic benefit cost
Gain due to settlement
Total net periodic benefit cost recognized
Other Changes in Plan Assets and Benefit Obligations Recognized in Other 
Comprehensive Income (Loss):
Net actuarial gain
Amortization of net actuarial gain (loss)
Total recognized in other comprehensive income (loss)
Total recognized in net periodic benefit (income) cost and other comprehensive 
income (loss)

U.S. Pension Plans
2020

2019

2021

$ 

$ 

$ 

$ 

$ 

5.3  $ 
10.8 
(12.2)   
— 
3.9 
(0.6)   
3.3  $ 

5.8  $ 
9.5 
(12.0)   
— 
3.3 
— 
3.3  $ 

(12.5)  $ 
0.6 
(11.9)  $ 

(6.4)  $ 
— 
(6.4)  $ 

— 
2.2 
(2.2) 
0.1 
0.1 
— 
0.1 

(0.9) 
(0.1) 
(1.0) 

(8.6)  $ 

(3.1)  $ 

(0.9) 

74

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-U.S. Pension Plans
2020

2019

2021

Net Periodic Benefit Cost (Income):
Service cost
Interest cost
Expected return on plan assets
Amortization of prior-service cost
Amortization of net actuarial loss
Total net periodic benefit cost recognized
Other Changes in Plan Assets and Benefit Obligations Recognized in Other 
Comprehensive Income (Loss):
Net actuarial loss (gain)
Amortization of net actuarial loss
Amortization of prior service cost
Effect of foreign currency exchange rate changes
Total recognized in other comprehensive income (loss)
Total recognized in net periodic benefit cost (income) and other comprehensive 
income (loss)

Net Periodic Benefit Cost:
Interest cost
Amortization of prior-service cost
Amortization of net actuarial loss
Net periodic benefit cost
Loss due to curtailments or settlements
Total net periodic benefit cost recognized
Other Changes in Plan Assets and Benefit Obligations Recognized in Other 
Comprehensive Income (Loss):
Net actuarial loss (gain)
Amortization of net actuarial loss
Prior service cost
Amortization of prior service cost
Effect of foreign currency exchange rate changes
Total recognized in other comprehensive income (loss)
Total recognized in net periodic benefit cost and other comprehensive income (loss)

$ 

$ 

$ 

$ 

$ 

$ 

$ 

$ 

$ 
$ 

4.3  $ 
4.6 
(12.2)   
0.2 
4.9 
1.8  $ 

(43.3)  $ 
(4.9)   
(0.2)   
(1.4)   
(49.8)  $ 

3.8  $ 
6.1 
(11.0)   
0.1 
2.9 
1.9  $ 

16.3  $ 
(2.9)   
(0.1)   
4.2 
17.5  $ 

1.5 
7.7 
(10.3) 
0.1 
2.0 
1.0 

10.9 
(2.0) 
(0.1) 
1.1 
9.9 

(48.0)  $ 

19.4  $ 

10.9 

Other Postretirement Benefits
2019
2020
2021

0.6  $ 
0.1 
0.1 
0.8 
— 
0.8  $ 

(1.6)  $ 
(0.1)   
1.9 
(0.1)   
— 
0.1  $ 
0.9  $ 

0.5  $ 
— 
— 
0.5 
0.3 
0.8  $ 

2.0  $ 
— 
(1.6)   
— 
— 
0.4  $ 
1.2  $ 

0.1 
— 
— 
0.1 
— 
0.1 

0.4 
— 
— 
— 
— 
0.4 
0.5 

The  discount  rate  selected  to  measure  the  present  value  of  the  Company’s  benefit  obligations  was  derived  by  examining  the 
rates of high-quality, fixed income securities whose cash flows or duration match the timing and amount of expected benefit 
payments under a plan. The Company selects the expected long-term rate of return on plan assets in consultation with the plans’ 
actuaries. This rate is intended to reflect the expected average rate of earnings on the funds invested or to be invested to provide 
plan benefits and the Company’s most recent plan assets target allocations. In estimating the expected long-term rate of return 
on plan assets, appropriate consideration is given to historical performance of the major asset classes held or anticipated to be 
held by the plans and to current forecasts of future rates of return for those asset classes. Because assets are held in qualified 
trusts, expected returns are not adjusted for taxes.

75

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The following actuarial assumptions were used to determine net periodic benefit cost (income) and benefit obligations for the 
years ended December 31, 2021, 2020 and 2019.

U.S. Pension Plans

Non-U.S. Pension Plans

2021

2020

2019

2021

2020

2019

Weighted-average  actuarial  assumptions  used  to  determine  net 
periodic benefit cost (income):

Discount rate
Expected long-term rate of return on plan assets
Rate of compensation increases

 2.4 %  2.7 %  4.0 %  1.1 %  1.6 %  2.6 %
 3.2 %  2.6 %  4.0 %  4.3 %  4.4 %  4.9 %
 3.1 %  2.7 %  2.8 %
 3.0 %  4.0 %

NA

Weighted-average  actuarial  assumptions  used  to  determine  benefit 
obligations:

Discount rate
Rate of compensation increases

 2.7 %  2.4 %  3.0 %  1.6 %  1.1 %  1.7 %
 4.3 %  3.1 %  2.7 %
 3.0 %  3.0 %

NA

The  following  actuarial  assumptions  were  used  to  determine  other  postretirement  benefit  plans  costs  and  obligations  for  the 
years ended December 31, 2021, 2020 and 2019.

Other Postretirement Benefits

2021

2020

2019

Discount rate used to determine net periodic benefit cost (income)

Discount rate used to determine benefit obligations
Weighted-average actuarial assumptions used to determine other postretirement 
benefit plans costs and obligations:

1.8% - 2.4% 2.3% - 3.0%

2.4% - 3.0% 1.9% - 2.3%

Healthcare cost trend rate assumed for next year

Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)

Year that the date reaches the ultimate trend rate

 6.8 %

 4.5 %

2034

 6.3 %

 4.7 %

2029

 4.7 %

 3.8 %

 7.1 %

 7.1 %

2021

The following table reflects the estimated benefit payments for the next five years and for the years 2027 through 2031. The 
estimated benefit payments for the non-U.S. pension plans were calculated using foreign exchange rates as of December 31, 
2021.

2022
2023
2024
2025
2026
Aggregate 2027-2031

Pension Benefits

U.S. Plans

Non-U.S. Plans

Other Postretirement 
Benefits

$ 

38.1  $ 
31.0 
28.6 
28.5 
26.8 
127.0 

13.7  $ 
13.5 
14.3 
16.2 
16.4 
85.8 

3.3 
3.1 
2.8 
2.6 
2.3 
8.8 

In 2022, the Company expects to contribute approximately $4.2 million to the U.S. pension plans, approximately $6.8 million 
to the non-U.S. pension plans, and approximately $3.3 million to the other postretirement benefit plans.

Plan Asset Investment Strategy

The Company’s overall investment strategy and objectives for its pension plan assets is to (i) meet current and future benefit 
payment needs through diversification across asset classes, investing strategies and investment managers to achieve an optimal 
balance between risk and return and between income and growth of assets through capital appreciation, (ii) secure participant 
retirement benefits, (iii) minimize reliance on contributions as a source of benefit security, and (iv) maintain sufficient liquidity 
to pay benefit obligations and proper expenses. The composition of the actual investments in various securities changes over 
time based on short and long-term investment opportunities. None of the plan assets of Ingersoll Rand’s defined benefit plans 
are invested in the Company’s common stock. The Company uses both active and passive investment strategies.

76

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Plan Asset Risk Management

The target financial objectives for the pension plans are established in conjunction with periodic comprehensive reviews of each 
plan’s  liability  structure.  The  Company’s  asset  allocation  policy  is  based  on  detailed  asset  and  liability  model  (“ALM”) 
analyses. A formal ALM study of each major plan is undertaken every 2-5 years or whenever there has been a material change 
in plan demographics, benefit structure, or funded status. In order to determine the recommended asset allocation, the advisors 
model varying return and risk levels for different theoretical portfolios, using a relative measure of excess return over treasury 
bills, divided by the standard deviation of the return (the “Sharpe Ratio”). The Sharpe Ratio for different portfolio options was 
used to compare each portfolio’s potential return, on a risk-adjusted basis. The Company selected a recommended portfolio that 
achieved the targeted composite return with the least amount of risk.

The Company’s primary pension plans are in the U.S. and UK which together comprise approximately 81% of the total benefit 
obligations and 93% of total plan assets as of December 31, 2021. The following table presents the long-term target allocations 
for these plans as of December 31, 2021.

Asset category:

Equity
Fixed income
Real estate and other
Total

Fair Value Measurements

U.S. Plans

UK Plan

 13 %
 84 %
 3 %
 100 %

 32 %
 30 %
 38 %
 100 %

The following tables present the fair values of the Company’s pension plan assets as of December 31, 2021 and 2020 by asset 
category within the ASC 820 hierarchy (as defined in Note 20 “Fair Value Measurements”).

Quoted Prices in 
Active Markets for 
Identical Assets
(Level 1)

December 31, 2021
Significant 
Unobservable 
Inputs
(Level 3)

Significant 
Observable 
Inputs
(Level 2)

Investments 
Measured 
at NAV (5)

Total

$ 

12.7  $ 

—  $ 

—  $ 

—  $ 

12.7 

Asset Category
Cash and cash equivalents(1)
Equity funds:

U.S. small-cap
U.S. large-cap
International equity(2)
Total equity funds
Fixed income funds:

Corporate bonds - international
UK index-linked gilts
U.S. fixed income - government securities  
U.S. fixed income - short duration
U.S. fixed income - intermediate duration  
U.S. fixed income - long corporate
Global fixed income
Total fixed income funds
Other types of investments:
International real estate(3)
Other(4)
Total

$ 

— 
8.0 
45.9 
53.9 

25.3 
35.9 
— 
— 
— 
— 
— 
61.2 

— 
— 
— 
— 

— 
— 
— 
— 
— 
— 
— 
— 

6.3 
29.0 
68.3 
103.6 

9.6 
— 
38.0 
5.2 
41.1 
234.8 
13.5 
342.2 

49.5 
— 
164.6  $ 

— 
34.0 
34.0  $ 

— 
1.0 
446.8  $ 

6.3 
37.0 
138.5 
181.8 

34.9 
35.9 
38.0 
5.2 
41.1 
234.8 
13.5 
403.4 

49.5 
35.0 
682.4 

— 
— 
24.3 
24.3 

— 
— 
— 
— 
— 
— 
— 
— 

— 

37.0  $ 

77

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quoted Prices in 
Active Markets for 
Identical Assets
(Level 1)

December 31, 2020
Significant 
Unobservable 
Inputs
(Level 3)

Significant 
Observable 
Inputs
(Level 2)

Investments 
Measured 
at NAV (5)

Total

$ 

8.5  $ 

—  $ 

—  $ 

—  $ 

8.5 

— 
24.2 
24.2 

— 
— 
— 
— 
— 
— 
— 

6.4 
39.8 
46.2 

25.2 
41.5 
98.9 
15.2 
26.3 
120.6 
327.7 

— 
— 
— 

— 
— 
— 
— 
— 
— 
— 

49.0 
81.7 
130.7 

— 
— 
4.7 
4.5 
45.2 
9.6 
64.0 

— 
— 
32.7  $ 

42.3 
— 
416.2  $ 

— 
36.2 
36.2  $ 

— 
— 
194.7  $ 

55.4 
145.7 
201.1 

25.2 
41.5 
103.6 
19.7 
71.5 
130.2 
391.7 

42.3 
36.2 
679.8 

Asset Category
Cash and cash equivalents(1)
Equity funds:

U.S. large-cap
International equity(2)
Total equity funds
Fixed income funds:

Corporate bonds - international
UK index-linked gilts
U.S. fixed income - government securities  
U.S. fixed income - short duration
U.S. fixed income - intermediate duration  
U.S. fixed income - long corporate
Total fixed income funds
Other types of investments:
International real estate(3)
Other(4)
Total

$ 

(1) Cash and cash equivalents consist of traditional domestic and foreign highly liquid short-term securities with the goal of providing 

liquidity and preservation of capital while maximizing return on assets.

(2) The  International  category  consists  of  investment  funds  focused  on  companies  operating  in  developed  and  emerging  markets 

(3)

outside of the U.S. These investments target broad diversification across large and mid/small-cap companies and economic sectors.
International  real  estate  consists  primarily  of  equity  and  debt  investments  made,  directly  or  indirectly,  in  various  interests  in 
unimproved and improved real properties.

(4) Other investments consist of insurance and reinsurance contracts securing the retirement benefits. The fair value of these contracts 
was  calculated  at  the  discount  value  of  premiums  paid  by  the  Company,  less  expenses  charged  by  the  insurance  providers.  The 
insurance providers with which the Company has placed these contracts are well-known financial institutions with an established 
history of providing insurance services.

(5) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not 

been categorized in the fair value hierarchy.

Defined Contribution Plans

The Company also sponsors defined contribution plans at various locations throughout the world. Benefits are determined and 
funded regularly based on terms of the plans or as stipulated in a collective bargaining agreement. The Company’s full-time 
salaried and hourly employees in the U.S. are eligible to participate in Company-sponsored defined contribution savings plans, 
which are qualified plans under the requirements of Section 401(k) of the Internal Revenue Code. The Company’s contributions 
to the savings plans are in the form of cash. The Company’s total contributions to all worldwide defined contribution plans for 
the years ended December 31, 2021, 2020, and 2019 were $40.6 million, $35.9 million and $19.5 million, respectively.

Other Benefit Plans

The Company offers a long-term service award program for qualified employees at certain of its non-U.S. locations. Under this 
program, qualified employees receive a service gratuity (“Jubilee”) payment once they have achieved a certain number of years 
of service. The Company’s actuarially calculated obligation equaled $4.9 million and $4.4 million as of December 31, 2021 and 
2020, respectively.

There are various other employment contracts, deferred compensation arrangements, covenants not to compete, and change in 
control  agreements  with  certain  employees  and  former  employees.  The  liabilities  associated  with  such  arrangements  are  not 
material to the Company’s consolidated financial statements.

78

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note 13: 

Stockholders’ Equity and Noncontrolling Interests

Stockholders’ Equity

As of December 31, 2021 and 2020, 1,000,000,000 shares of voting common stock were authorized. Shares of common stock 
outstanding were 407,785,207 and 418,627,809 as of December 31, 2021 and 2020, respectively. The Company is governed by 
the  General  Corporation  Law  of  the  State  of  Delaware.  All  authorized  shares  of  voting  common  stock  have  a  par  value  of 
$0.01. Shares of common stock reacquired are considered issued and reported as Treasury shares.

Noncontrolling Interests

The  Company  has  a  controlling  interest  of  approximately  75%  of  the  common  shares  of  Ingersoll-Rand  India  Limited  (“IR 
India Limited”). The remaining shares are owned by unaffiliated shareholders and traded on India stock exchanges regulated by 
Securities and Exchange Board of India (“SEBI”).

The Company’s acquisition of Ingersoll Rand Industrial in 2020 resulted in an indirect change in control of IR India Limited as 
defined  by  SEBI  Substantial  Acquisition  of  Shares  and  Takeovers  (“SAST”)  regulations.  As  a  result,  the  Company  was 
required to pursue either a tender offer for a certain number of noncontrolling shares or a voluntary delisting of the entity from 
India stock exchanges.

In June 2020, the Company initiated a tender offer to purchase up to 26% of outstanding shares of Ingersoll-Rand India Limited 
from eligible noncontrolling shareholders. The offer price was determined in accordance with SEBI (SAST) regulations as the 
average  market  price  of  shares  of  IR  India  Limited  on  India  stock  exchanges  for  a  period  of  sixty  days  preceding  the 
announcement of the Ingersoll Rand Industrial merger transaction, adjusted for imputed interest for the period of time between 
announcement of the merger and announcement of the tender offer.

The Company determined this offer was a freestanding financial instrument and not a contractual redemption right embedded in 
the  related  equity  securities.  The  noncontrolling  interest  remained  classified  and  measured  in  accordance  with  ASC  810 
Consolidation with the carrying value presented in permanent equity.

The  tender  offer  concluded  and  was  settled  in  July  2020.  Approximately  6%  of  outstanding  shares  were  tendered  for  an 
aggregate purchase price of $14.9 million. As a result, the Company’s ownership interest in IR India Limited increased from 
approximately  74%  as  of  June  30,  2020  to  approximately  80%.  The  Company  was  required  by  SEBI  regulations  to  take 
necessary steps to decrease the non-public shareholding of IR India Limited to at or below 75% within twelve months of the 
date the non-public shareholding exceeded 75%.

In  November  2020,  the  Company  initiated  an  offer  to  sell  up  to  5%  of  the  total  shares  of  IR  India  Limited  on  India  stock 
exchanges. The offer for sale concluded and was settled in November 2020. Approximately 5% of outstanding shares were sold 
for an aggregate purchase price of $11.9 million. As a result, the Company’s ownership interest in IR India Limited decreased 
from approximately 80% as of September 30, 2020 to approximately 75% after the sale.

Share Repurchase Programs

On  August  1,  2018,  the  Board  of  Directors  of  Ingersoll  Rand  authorized  a  share  repurchase  program  pursuant  to  which  the 
Company  may  repurchase  up  to  $250.0  million  of  its  common  stock  effective  through  July  31,  2020,  the  date  on  which  the 
repurchase program expired. Under the repurchase program, Ingersoll Rand was authorized to repurchase shares through open 
market  purchases,  privately-negotiated  transactions  or  otherwise  in  accordance  with  all  applicable  securities  laws  and 
regulations, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Securities Act of 1934.

There were no shares repurchased under the August 1, 2018 program for the year ended December 31, 2020.

On August 24, 2021, the Board of Directors of Ingersoll Rand authorized a share repurchase program pursuant to which the 
Company may repurchase up to $750.0 million of its common stock (the “2021 Repurchase Program”). Under the repurchase 
program, Ingersoll Rand is authorized to repurchase shares through open market purchases, privately-negotiated transactions or 
otherwise in accordance with all applicable securities laws and regulations, including through Rule 10b5-1 trading plans and 
under Rule 10b-18 of the Securities Act of 1934.

There were no shares repurchased under the 2021 Repurchase Program for the year ended December 31, 2021.

79

Other Share Repurchases

On August 6, 2021, KKR completed a secondary offering to sell its remaining 29,788,635 shares of common stock, of which 
Ingersoll Rand purchased 14,894,317 shares for $49.05 per share.

Note 14: 

Accumulated Other Comprehensive Income (Loss)

The  Company’s  other  comprehensive  income  (loss)  consists  of  (i)  unrealized  foreign  currency  net  gains  and  losses  on  the 
translation of the assets and liabilities of its foreign operations; (ii) realized and unrealized foreign currency gains and losses on 
intercompany notes of a long-term nature and certain hedges of net investments in foreign operations, net of income taxes; (iii) 
unrealized gains and losses on cash flow hedges (consisting of interest rate swaps), net of income taxes; and (iv) pension and 
other postretirement prior service cost and actuarial gains or losses, net of income taxes. See Note 12 “Benefit Plans” and Note 
19 “Hedging Activities, Derivative Instruments and Credit Risk.”

On January 1, 2019, the Company adopted ASU 2018-02 which reclassified stranded tax effects resulting from the Tax Cuts 
and Jobs Act from accumulated other comprehensive income (loss) to retained earnings (accumulated deficit). The Company 
recorded a cumulative-effect adjustment which increased “Accumulated other comprehensive loss” in the Consolidated Balance 
Sheet by $8.2 million.

The before tax income (loss) and related income tax effect are as follows.

Balance as of December 31, 2018

Before tax income (loss)
Income tax effect
Other comprehensive income (loss)

Cumulative effect adjustment upon adoption of 
new accounting standard (ASU 2018-02)
Balance as of December 31, 2019

Before tax income (loss)
Income tax effect
Other comprehensive income (loss)

Balance as of December 31, 2020

Before tax income (loss)
Income tax effect
Other comprehensive income (loss)

Divestiture of foreign subsidiaries
Balance as of December 31, 2021

Foreign Currency 
Translation 
Adjustments, Net
$ 

(190.6)  $ 
4.1 
(5.6)   
(1.5)   

$ 

$ 

$ 

(1.5)   
(193.6)  $ 
253.1 
15.1 
268.2 
74.6  $ 
(119.9)   
16.9 
(103.0)   
(1.5)   
(29.9)  $ 

Unrealized Gains 
(Losses) on Cash 
Flow Hedges

Pension and 
Postretirement 
Benefit Plans

Total

(11.4)  $ 
8.2 
(1.0)   
7.2 

(6.7)   
(10.9)  $ 
14.2 
(3.3)   
10.9 

—  $ 
— 
— 
— 
— 
—  $ 

(45.0)  $ 
(9.3)   
2.8 
(6.5)   

— 
(51.5)  $ 
(11.5)   
2.6 
(8.9)   
(60.4)  $ 
61.6 
(12.9)   
48.7 
— 
(11.7)  $ 

(247.0) 
3.0 
(3.8) 
(0.8) 

(8.2) 
(256.0) 
255.8 
14.4 
270.2 
14.2 
(58.3) 
4.0 
(54.3) 
(1.5) 
(41.6) 

The  tables  above  include  only  the  other  comprehensive  income  (loss),  net  of  tax,  attributable  to  Ingersoll  Rand  Inc.  Other 
comprehensive loss, net, attributable to noncontrolling interest holders was $2.3 million and $1.4 million for the years ended 
December 31, 2021 and 2020, respectively, and related entirely to foreign currency translation adjustments.

80

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Changes in accumulated other comprehensive income (loss) by component for the periods described below are presented in the 
following table(1).

Balance as of December 31, 2018

Foreign Currency 
Translation 
Adjustments, Net
$ 
Other comprehensive loss before reclassifications  
Amounts reclassified from accumulated other 
comprehensive income (loss)

(190.6)  $ 
(1.5)   

— 
(1.5)   

Unrealized Gains 
(Losses) on Cash 
Flow Hedges

Pension and 
Postretirement 
Benefit Plans

Total

(11.4)  $ 
(4.7)   

(45.0)  $ 
(8.2)   

(247.0) 
(14.4) 

11.9 
7.2 

1.7 
(6.5)   

13.6 
(0.8) 

Other comprehensive income (loss)
Cumulative effect adjustment upon adoption of 
new accounting standard (ASU 2018-02)
Balance as of December 31, 2019

Other comprehensive income (loss) before 
reclassifications
Amounts reclassified from accumulated other 
comprehensive income (loss)

Other comprehensive income (loss)
Balance as of December 31, 2020

Other comprehensive income (loss) before 
reclassifications
Amounts reclassified from accumulated other 
comprehensive income (loss)

Other comprehensive income (loss)
Divestiture of foreign subsidiaries
Balance as of December 31, 2021

$ 

$ 

$ 

(1.5)   
(193.6)  $ 

(6.7)   
(10.9)  $ 

— 
(51.5)  $ 

(8.2) 
(256.0) 

268.2 

(3.0)   

(11.2)   

254.0 

— 
268.2 
74.6  $ 

13.9 
10.9 

—  $ 

2.3 
(8.9)   
(60.4)  $ 

16.2 
270.2 
14.2 

(103.0)   

— 

45.2 

(57.8) 

— 
(103.0)   
(1.5)   
(29.9)  $ 

— 
— 
— 
—  $ 

3.5 
48.7 
— 
(11.7)  $ 

3.5 
(54.3) 
(1.5) 
(41.6) 

(1) All amounts are net of tax. Amounts in parentheses indicate debits.

Reclassifications  out  of  accumulated  other  comprehensive  income  (loss)  for  the  years  ended  December  31,  2021,  2020  and 
2019 are presented in the following table.

Amount Reclassified from Accumulated Other Comprehensive Income (Loss)

Details about Accumulated Other Comprehensive Income 
(Loss) Components

2021

2020

2019

Affected Line(s) in the Statement 
Where Net Income is Presented

Loss on cash flow hedges (interest rate swaps)
Benefit for income taxes
Loss on cash flow hedges (interest rate swaps), net of tax

$  —  $ 

— 

$  —  $ 

18.5  $ 
(4.6)   
13.9  $ 

Interest expense
15.6 
(3.7)  Benefit for income taxes
11.9 

Amortization of defined benefit pension and other 
postretirement benefit items(1)
Benefit for income taxes
Amortization of defined benefit pension and other 
postretirement benefit items, net of tax

Total reclassifications for the period

$ 

$ 

$ 

4.7  $ 
(1.2)   

3.0  $ 
(0.7)   

Cost of sales and Selling and 
2.2 
administrative expenses
(0.5)  Benefit for income taxes

3.5  $ 

2.3  $ 

1.7 

3.5  $ 

16.2  $ 

13.6 

(1) These components are included in the computation of net periodic benefit cost. See Note 12 “Benefit Plans” for additional details.

Note 15: 

Revenue from Contracts with Customers

Overview

The Company recognizes revenue when it has satisfied its obligation and control is transferred to the customer. The amount of 
revenue  recognized  includes  adjustments  for  any  variable  consideration,  such  as  rebates,  sales  discounts  and  liquidated 
damages, which are included in the transaction price, and allocated to each performance obligation. The variable consideration 
is  estimated  throughout  the  course  of  the  contract  using  the  Company’s  best  estimates.  Judgements  impacting  variable 

81

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
consideration  related  to  material  rebate  and  sales  discount  programs,  and  significant  contracts  containing  liquidated  damage 
clauses are governed by management review processes.

The majority of the Company’s revenues are derived from short duration contracts and revenue is recognized at a single point in 
time when control is transferred to the customer, generally at shipment or when delivery has occurred or services have been 
rendered.

The  Company  has  certain  long  duration  engineered  to  order  (“ETO”)  contracts  that  require  highly-engineered  solutions 
designed  to  customer  specific  applications.  For  contracts  where  the  contractual  deliverables  have  no  alternative  use  and  the 
contract termination clauses provide for the recovery of cost plus a reasonable margin, revenue is recognized over time based 
on the Company’s progress in satisfying the contractual performance obligations, generally measured as the ratio of actual costs 
incurred  to  date  to  the  estimated  total  costs  to  complete  the  contract.  For  contracts  with  termination  provisions  that  do  not 
provide for recovery of cost and a reasonable margin, revenue is recognized at a point in time, generally at shipment or delivery 
to the customer. Identification of performance obligations, determination of alternative use, assessment of contractual language 
regarding termination provisions, and estimation of total project costs are all significant judgments required in the application of 
ASC 606.

Contractual specifications and requirements may be modified. The Company considers contract modifications to exist when the 
modification either creates new or changes the existing enforceable rights and obligations. In the event a contract modification 
is for goods or services that are not distinct in the contract, and therefore, form part of a single performance obligation that is 
partially satisfied as of the modification date, the effect of the contract modification on the transaction price and the Company’s 
measure of progress for the performance obligation to which it relates, is recognized on a cumulative catch-up basis.

Taxes  assessed  by  a  government  authority  that  are  both  imposed  on  and  concurrent  with  a  specific  revenue-producing 
transaction, that are collected by the Company from a customer, are excluded from revenue. Sales commissions are due at either 
collection of payment from customers or recognition of revenue. Applying the practical expedient from ASC 340-40-25-4, the 
Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the 
assets  that  the  Company  otherwise  would  have  recognized  is  one  year  or  less.  These  costs  are  included  in  “Selling  and 
administrative expenses” in the Consolidated Statements of Operations.

Disaggregation of Revenue

The following table provides disaggregated revenue by reportable segment for the years ended December 31, 2021 and 2020.

Industrial Technologies 
and Services

Precision and Science 
Technologies

Total

2021

2020

2021

2020

2021

2020

Primary Geographic Markets
United States
Other Americas

Total Americas
EMEIA
Asia Pacific
Total

Product Categories
Original equipment(1)
Aftermarket(2)

Total

Pattern of Revenue Recognition
Revenue recognized at point in time(3)
Revenue recognized over time(4)

Total

$ 

$ 

$ 

$ 

$ 

$ 

1,554.6  $ 
264.9 
1,819.5 
1,363.4 
978.1 
4,161.0  $ 

1,142.8  $ 
280.7 
1,423.5 
1,054.4 
770.3 
3,248.2  $ 

432.2  $ 
20.5 
452.7 
368.1 
170.6 
991.4  $ 

297.1  $ 
38.7 
335.8 
256.5 
132.7 
725.0  $ 

1,986.8  $ 
285.4 
2,272.2 
1,731.5 
1,148.7 
5,152.4  $ 

1,439.9 
319.4 
1,759.3 
1,310.9 
903.0 
3,973.2 

2,467.1  $ 
1,693.9 
4,161.0  $ 

1,942.8  $ 
1,305.4 
3,248.2  $ 

822.3  $ 
169.1 
991.4  $ 

618.8  $ 
106.2 
725.0  $ 

3,289.4  $ 
1,863.0 
5,152.4  $ 

2,561.6 
1,411.6 
3,973.2 

3,811.3  $ 
349.7 
4,161.0  $ 

2,937.1  $ 
311.1 
3,248.2  $ 

988.3  $ 
3.1 
991.4  $ 

725.0  $ 
— 
725.0  $ 

4,799.6  $ 
352.8 
5,152.4  $ 

3,662.1 
311.1 
3,973.2 

(1) Revenues  from  sales  of  capital  equipment  within  the  Industrial  Technologies  and  Services  segment  and  sales  of  components  to 

original equipment manufacturers in the Precision and Science Technologies segment.

82

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(2) Revenues from sales of spare parts, accessories, other components and services in support of maintaining customer owned, installed 

base of the Company’s original equipment. Service revenue represents less than 10% of consolidated revenue.

(3) Revenues from short and long duration product and service contracts recognized at a point in time when control is transferred to the 

customer generally when product delivery has occurred and services have been rendered.

(4) Revenues  primarily  from  long  duration  ETO  product  contracts,  certain  multi-year  service  contracts,  and  certain  contracts  for  the 
delivery of a significant volume of substantially similar products recognized over time as contractual performance obligations are 
completed.

Performance Obligations

The majority of the Company’s contracts have a single performance obligation as the promise to transfer goods and/or services. 
For  contracts  with  multiple  performance  obligations,  the  Company  utilizes  observable  prices  to  determine  standalone  selling 
price or cost plus margin if a standalone price is not available. The Company has elected to account for shipping and handling 
activities as fulfillment costs and not a separate performance obligation. If control transfers and related revenue is recognized 
for the related good before the shipping and handling activities occur, the related costs of those shipping and handling activities 
are accrued.

The  Company’s  primary  performance  obligations  include  delivering  standard  or  configured  to  order  (“CTO”)  goods  to 
customers,  designing  and  manufacturing  a  broad  range  of  equipment  customized  to  a  customer’s  specifications  in  ETO 
arrangements,  rendering  of  services  (maintenance  and  repair  contracts),  and  certain  extended  or  service  type  warranties.  For 
incidental items that are immaterial in the context of the contract, costs are expensed as incurred or accrued at delivery.

As  of  December  31,  2021,  for  contracts  with  an  original  duration  greater  than  one  year,  the  Company  expects  to  recognize 
revenue in the future related to unsatisfied (or partially satisfied) performance obligations of $472.3 million in the next twelve 
months  and  $396.7  million  in  periods  thereafter.  The  performance  obligations  that  are  unsatisfied  (or  partially  satisfied)  are 
primarily  related  to  orders  for  goods  or  services  that  were  placed  prior  to  the  end  of  the  reporting  period  and  have  not  been 
delivered to the customer, on-going work on ETO contracts where revenue is recognized over time and service contracts with 
an original duration greater than one year.

Contract Balances

The  following  table  provides  the  contract  balances  as  of  December  31,  2021  and  December  31,  2020  presented  in  the 
Consolidated Balance Sheets.

Accounts receivable, net
Contract assets
Contract liabilities

December 31, 2021 December 31, 2020
861.8 
$ 
60.4 
166.2 

948.6  $ 
60.8 
243.5 

Accounts receivable, net – Amounts due where the Company’s right to receive cash is unconditional. Customer receivables 
are  recorded  at  face  amount  less  an  allowance  for  credit  losses.  The  Company  maintains  an  allowance  for  credit  losses  as  a 
result of customers’ inability to make required payments. Management evaluates the aging of customer receivable balances, the 
financial condition of its customers, historical trends and the time outstanding of specific balances to estimate the amount of 
customer receivables that may not be collected in the future and records the appropriate provision.

Contract assets – The Company’s rights to consideration for the satisfaction of performance obligations subject to constraints 
apart from timing. Contract assets are transferred to receivables when the right to collect consideration becomes unconditional. 
Contract assets are presented net of progress billings and related advances from customers.

Contract  liabilities  –  Advance  payments  received  from  customers  for  contracts  for  which  revenue  is  not  yet  recognized. 
Contract  liability  balances  are  generally  recognized  in  revenue  within  twelve  months.  Of  the  $166.2  million  in  contract 
liabilities as of December 31, 2020, we recognized substantially all as revenue in the year ended December 31, 2021.

Contract assets and liabilities are reported on the Consolidated Balance Sheets on a contract-by-contract basis at the end of each 
reporting period. Contract assets and liabilities are presented net on a contract level, where required.

Payments from customers are generally due 30 to 60 days after invoicing. Invoicing for sales of standard products generally 
coincides with shipment or delivery of goods. Invoicing for CTO and ETO contracts typically follows a schedule for billing at 
contractual milestones. Payment milestones normally include down payments upon the contract signing, completion of product 
design, completion of customer’s preliminary inspection, shipment or delivery, completion of installation, and customer’s on-
site inspection. The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled 
receivables (contract assets) and customer advances and deposits (contract liabilities) on the Consolidated Balance Sheets.

83

 
 
 
 
The  Company  has  elected  the  practical  expedient  from  ASC  606-10-32-18  and  does  not  adjust  the  transaction  price  for  the 
effects of a financing component if, at contract inception, the period between when the Company transfers a promised good or 
service to a customer and when the customer pays for that good or service will be one year or less.

Note 16: 

Income Taxes

Income (loss) before income taxes for the years ended December 31, 2021, 2020 and 2019 consisted of the following.

U.S.
Non-U.S.
Income (loss) before income taxes

2021

2020

2019

$ 

$ 

121.3  $ 
391.7 
513.0  $ 

(158.4)  $ 
113.0 
(45.4)  $ 

(100.5) 
210.7 
110.2 

The following table details the components of the Provision (benefit) for income taxes for the years ended December 31, 2021, 
2020 and 2019.

Current:
U.S. federal
U.S. state and local
Non-U.S.
Deferred:
U.S. federal
U.S. state and local
Non-U.S.
Provision (benefit) for income taxes

2021

2020

2019

$ 

$ 

(33.1)  $ 
5.8 
109.1 

(19.5)   
(0.9)   
(83.2)   
(21.8)  $ 

6.6  $ 
6.7 
79.6 

(33.4)   
(2.9)   
(45.2)   
11.4  $ 

(14.6) 
2.9 
45.2 

(13.2) 
0.5 
(7.9) 
12.9 

Certain prior period amounts within this Note have been reclassified to conform to the current period presentation.

The  U.S.  federal  corporate  statutory  rate  is  reconciled  to  the  Company’s  effective  income  tax  rate  for  the  years  ended 
December 31, 2021, 2020 and 2019 as follows.

2021

2020

2019

U.S. federal corporate statutory rate
State and local taxes, less federal tax benefit
Net effects of foreign tax rate differential
Withholding tax
Repatriation cost
Global Intangible Low-Tax Income (“GILTI”)
ASC 740-30 (formerly APB 23)
Valuation allowance changes
Uncertain tax positions
Equity compensation
Capital gain
Nondeductible acquisition costs
Foreign Derived Intangible Income (“FDII”) deduction
Tax credits
Income not subject to tax
Utilization of capital loss
Non-U.S. deferred change related to asset sales
Return to provision adjustment
Other, net
Effective income tax rate

84

 21.0 %
 1.1 
 1.0 
 3.0 
 1.4 
 2.3 
 2.9 
 (5.4) 
 (1.3) 
 (2.5) 
 — 
 0.4 
 (3.2) 
 (0.8) 
 (3.3) 
 (9.1) 
 (8.0) 
 (1.3) 
 (2.4) 
 (4.2) %

 21.0 %
 (8.0) 
 (14.6) 
 (12.9) 
 17.7 
 (11.7) 
 (18.6) 
 4.8 
 (4.7) 
 6.1 
 — 
 (7.7) 
 10.1 
 4.7 
 — 
 — 
 — 
 0.5 
 (11.8) 
 (25.1) %

 21.0 %
 4.1 
 2.3 
 — 
 — 
 (4.3) 
 2.0 
 (4.3) 
 0.7 
 (13.9) 
 5.1 
 6.1 
 — 
 — 
 — 
 — 
 — 
 — 
 (7.1) 
 11.7 %

 
 
 
 
 
 
 
 
 
 
 
 
The principal items that gave rise to deferred income tax assets and liabilities as of December 31, 2021 and 2020 are as follows.

Deferred Tax Assets:
Reserves and accruals
Allowance for credit losses
Inventory reserve
Pension and postretirement benefit plans
Tax loss carryforwards
Deferred taxes recorded in other comprehensive income
Foreign tax credit carryforwards
Other
Total deferred tax assets
Valuation allowance
Deferred Tax Liabilities:
LIFO inventory
Investment in partnership
Property, plant and equipment
Intangible assets
Unremitted foreign earnings
Deferred taxes recorded in other comprehensive income
Other
Total deferred tax liabilities
Net deferred income tax liability

2021

2020

$ 

$ 

69.3  $ 
10.0 
12.0 
41.7 
95.9 
10.2 
43.8 
30.9 
313.8 
(106.4)   

(16.2)   
(37.4)   
(40.9)   
(742.1)   
(49.6)   
— 
(1.6)   
(887.8)   
(680.4)  $ 

72.9 
11.0 
10.4 
62.6 
101.7 
18.0 
74.6 
10.7 
361.9 
(140.6) 

(16.2) 
— 
(49.4) 
(809.9) 
(32.5) 
— 
— 
(908.0) 
(686.7) 

The Company believes that it is more likely than not that it will realize its deferred tax assets through the reduction of future 
taxable  income,  other  than  for  the  deferred  tax  assets  reflected  below.  Tax  attributes  and  related  valuation  allowances  as  of 
December 31, 2021 were as follows.

Tax Attributes to be Carried Forward
U.S. federal net operating loss
U.S. federal net operating loss
U.S. federal capital loss
U.S. federal capital loss
U.S. federal tax credit
Alternative minimum tax credit
U.S. state and local net operating losses
U.S. state and local tax credit
Non U.S. net operating losses
Non U.S. capital losses
Excess interest
Other deferred tax assets
Total tax carryforwards

Tax Benefit

Valuation 
Allowance

Carryforward 
Period Ends

$ 

$ 

0.3  $ 
6.3 
— 
— 
43.8 
0.8 
6.5 
0.2 
70.7 
0.8 
11.3 
3.7 
144.4  $ 

(0.3) 
(0.1) 
— 
— 
(43.8) 
(0.1) 
(3.1) 
— 
(49.7) 
(0.7) 
(3.7) 
(4.9) 
(106.4) 

Unlimited
2031-2040
2022
2031-2040
2022-2031
Unlimited
2022-2041
2022-2040
Unlimited
Unlimited
Unlimited
Unlimited

85

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
A reconciliation of the changes in the valuation allowance for deferred tax assets for the years ended December 31, 2021, 2020 
and 2019 are as follows.

Beginning balance
Revaluation or additions due to acquisitions or mergers(1)
Charged to tax expense
Charged to other accounts
Deductions(2)
Ending balance

2021

2020

2019

$ 

$ 

140.6  $ 
— 
(27.6)   
(6.6)   
— 
106.4  $ 

67.9  $ 
63.3 
8.3 
1.1 
— 
140.6  $ 

72.5 
— 
(5.4) 
0.1 
0.7 
67.9 

(1)

Revaluation for the tax year ended December 31, 2020 relates to the inclusion of Ingersoll Rand’s opening balance sheet (“OBS”) 
beginning valuation allowance.

(2) Deductions relate to the realization of net operating losses or the removal of deferred tax assets.

Total unrecognized tax benefits were $21.1 million, $27.8 million and $12.5 million for the years ended December 31, 2021, 
2020 and 2019, respectively. The net decrease in this balance primarily relates to the lapse in statute of limitations of $(11.8) 
million. Included in total unrecognized benefits at December 31, 2021 is $21.1 million of unrecognized tax benefits that would 
affect the Company’s effective tax rate if recognized, of which $0.1 million would be offset by a reduction of a corresponding 
deferred tax asset. The balance of total unrecognized tax benefits is not expected to significantly increase or decrease within the 
next twelve months. Below is a tabular reconciliation of the changes in total unrecognized tax benefits during the years ended 
December 31, 2021, 2020 and 2019.

Beginning balance

Gross increases for tax positions of prior years
Gross increases for tax positions of current year
Lapse of statute of limitations
Changes due to currency fluctuations

Ending balance

2021

2020

2019

$ 

$ 

27.8  $ 
0.8 
5.3 
(11.8)   
(1.0)   
21.1  $ 

12.5  $ 
— 
16.8 
(3.5)   
2.0 
27.8  $ 

11.5 
0.6 
— 
— 
0.4 
12.5 

The Company includes interest expense and penalties related to unrecognized tax benefits as part of the provision for income 
taxes.  The  Company’s  income  tax  liabilities  at  December  31,  2021  and  2020  include  accrued  interest  and  penalties  of  $1.2 
million and $2.3 million, respectively.

The statutes of limitations for U.S. Federal tax returns are open beginning with the 2018 tax year, and state returns are open 
beginning with the 2016 tax year.

The Company is subject to income tax in approximately 47 jurisdictions outside the U.S. The statute of limitations varies by 
jurisdiction with 2016 being the oldest year still open. The Company’s significant operations outside the U.S. are located in the 
United Kingdom, Germany, China, Ireland, Hong Kong, and Singapore. In Germany, a tax audit covering tax years 2015-2019 
was still open. The Company is under audit in Italy for tax years 2016 – 2018. However, as this audit covers pre-merger tax 
years for legacy Ingersoll Rand Industrial entities, the Company has been indemnified by Trane Technologies for any future 
liability  arising  from  the  audit.  Note  that  any  other  liabilities  arising  from  pre-merger  tax  years  for  legacy  Ingersoll  Rand 
Industrial entities would be similarly indemnified.

The Company does not assert the ASC 740-30 (formerly APB 23) indefinite reinvestment of the Company’s historical non-U.S. 
earnings or future non-U.S. earnings. This assertion has not changed following the merger. The Company records a deferred 
foreign tax liability to cover all estimated withholding, state income tax and foreign income tax associated with repatriating all 
non-U.S. earnings back to the United States. The Company’s deferred income tax liability as of December 31, 2021 was $49.6 
million  which  is  a  significant  increase  over  prior  year  due  mainly  to  increased  foreign  operations  as  a  result  of  the  Ingersoll 
Rand Industrial acquisition.

Note 17: 

Leases

The  Company  has  operating  and  financing  leases  for  real  estate,  vehicles,  IT  equipment,  office  equipment  and  production 
equipment. The Company determines if an arrangement is a lease and identifies the classification of the lease as a financing 
lease or an operating lease at inception. Operating leases are recorded as operating lease right-of-use assets (“ROU assets”) in 
“Other assets” and operating lease liabilities in “Accrued liabilities” and “Other liabilities” in the Consolidated Balance Sheets. 
Financing  leases  are  recorded  as  financing  ROUs  in  “Property,  plant  and  equipment”  and  lease  liabilities  in  “Short-term 

86

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
borrowings and current maturities of long-term debt” and “Long-term debt, less current maturities” in the Consolidated Balance 
Sheets.

At the date of commencement, lease liabilities are recorded at the present value of the future minimum lease payments over the 
lease term. The lease term is equal to the initial term at commencement plus any renewal or extension options that the Company 
is reasonably certain will be exercised. ROU assets at the date of commencement are equal to the amount of the initial lease 
liability, the initial direct costs incurred by the Company and any prepaid lease payments less any incentives received.

Subsequent to the commencement date, operating lease liabilities are recorded at the present value of unpaid lease payments 
discounted at a discount rate established at the commencement date. Due to the absence of an implicit rate in the Company’s 
lease  contracts,  an  incremental  borrowing  rate  is  used  in  the  determination  of  the  present  value  of  future  lease  payments. 
Incremental borrowing rates for a lease are based on the lease term, lease currency and the Company’s credit spread. Operating 
ROU assets are recorded as the beginning balance less accumulated amortization with accumulated amortization equaling the 
straight-lined lease expense less the periodic accretion of the lease liability using the effective interest rate method.

Subsequent  to  the  commencement  date,  financing  lease  liabilities  are  increased  to  reflect  interest  on  the  lease  liability  and 
decreased for principal lease payments made. The financing ROU asset is measured at cost less amortization expense and any 
accumulated  impairment  loss.  Amortization  expense  is  calculated  on  a  straight-line  basis  over  the  lease  term  or  remaining 
useful life.

The Company’s lease terms allow for the extension or termination of its leases and accounts for the extension and termination 
when it is reasonably certain that the Company will exercise the option or terminate the lease. Reassessment of the lease term 
occurs when there is a significant event or a significant change in circumstances that is within the control of the Company that 
directly affects whether the Company is reasonably certain to exercise or not to exercise an option to extend or terminate the 
lease or to purchase the underlying asset.

Contractual specifications and requirements may be modified. The Company considers contract modifications to exist when the 
modification includes a change to the contractual terms, scope of the lease or the consideration given. In the event that the right 
to  use  an  additional  asset  is  granted  and  the  lease  payments  associated  with  the  additional  asset  are  commensurate  with  the 
ROU  asset’s  standalone  price,  the  modification  is  accounted  for  as  a  separate  contract  and  the  original  contract  remains 
unchanged. In the event that a single lease is modified, the Company reassessed the classification of the modified lease as of the 
effective  date  of  the  modification  based  on  the  modified  terms  and  accounts  for  initial  direct  costs,  lease  incentives  and  any 
other  payments  made  to  or  by  the  Company  in  connection  with  the  modification  in  the  same  manner  that  items  would  be 
accounted  for  in  connection  with  a  new  lease.  If  there  is  an  additional  ROU  asset  included,  the  lease  term  is  extended  or 
reduced,  or  the  consideration  is  the  only  change  in  the  contract,  the  Company  reallocates  the  remaining  consideration  in  the 
contract  and  remeasures  the  lease  liability  using  a  discount  rate  determined  at  the  effective  date  of  the  modification.  The 
remeasured  lease  liability  for  the  modified  lease  is  an  adjustment  to  the  corresponding  ROU  asset  and  does  not  impact  the 
Consolidated  Statements  of  Operations.  In  the  event  of  a  full  or  partial  termination,  the  carrying  value  of  the  ROU  asset 
decreases  on  a  basis  proportionate  to  the  full  or  partial  termination  and  any  difference  between  the  reduction  in  the  lease 
liability  and  the  proportionate  reduction  of  the  ROU  asset  is  recognized  as  a  gain  or  loss  at  the  effective  date  of  the 
modification.

The  Company  does  not  recognize  leases  with  an  original  term  of  less  than  12  months  on  its  balance  sheet  and  continues  to 
expense  such  leases.  The  Company  also  elected  the  practical  expedient  allowing  the  Company  to  account  for  each  separate 
lease component of a contract and its associated non-lease component as a single lease component. This practical expedient was 
applied to all underlying asset classes. Variable lease expense was not material.

The components of lease expense for the years ended December 31, 2021 and 2020 are as follows.

Operating lease cost

Finance lease cost
Amortization of right-of-use assets
Interest on lease liabilities
Total finance lease cost

Short-term lease cost

87

2021

2020

50.6  $ 

46.1 

1.5  $ 
1.1 
2.6  $ 

2.0  $ 

1.2 
1.1 
2.3 

2.0 

$ 

$ 

$ 

$ 

 
 
Supplemental cash flow information related to leases for the years ended December 31, 2021 and 2020 is as follows.

Supplemental Cash Flows Information
Cash Paid for Amounts Included in the Measurement of Lease Liabilities

Operating cash flows from operating leases
Operating cash flows from finance leases
Financing cash flows from finance leases

Leased Assets Obtained in Exchange for New Operating Lease Liabilities(1)

2021

2020

$ 

52.0  $ 
1.1 
1.1 
15.8 

56.6 
1.1 
0.7 
161.3 

(1) For the year ended December 31, 2020, this included leases related to the acquisition of Ingersoll Rand Industrial.

Supplemental balance sheet information related to leases is as follows.

December 31, 2021 December 31, 2020

Operating leases
Other assets

Accrued liabilities
Other liabilities
Total operating lease liabilities

Finance Leases
Property, plant and equipment

Short-term borrowings and current maturities of long-term debt
Long-term debt, less current maturities
Total finance lease liabilities

Weighted Average Remaining Lease Term (in years)
Operating leases
Finance leases

Weighted Average Discount Rate
Operating leases
Finance leases

Maturities of lease liabilities as of December 31, 2021 are as follows.

$ 

$ 

$ 

$ 

101.8 

$ 

142.9 

34.9 
61.0 
95.9 

$ 

15.1 

$ 

1.1 
16.0 
17.1 

$ 

4.0
11.9

 1.8 %
 6.3 %

47.1 
90.5 
137.6 

15.7 

0.7 
16.5 
17.2 

3.5
13.2

 1.8 %
 6.4 %

2022
2023
2024
2025
2026
Thereafter
Total lease payments
Less imputed interest
Total

Operating Leases
$ 

Finance Leases

2.2 
2.2 
2.2 
2.0 
2.0 
14.6 
25.2 
(8.1) 
17.1 

36.1  $ 
26.9 
14.5 
7.6 
5.1 
9.2 
99.4  $ 
(3.5)   
95.9  $ 

$ 

$ 

Note 18: 

Stock-Based Compensation Plans

The Company has outstanding stock-based compensation awards granted under the 2013 Stock Incentive Plan (“2013 Plan”) 
and  the  2017  Omnibus  Incentive  Plan,  as  amended  (“2017  Plan”).  Following  the  Company’s  initial  public  offering,  the 

88

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Company grants stock-based compensation awards pursuant to the 2017 Plan and ceased granting new awards pursuant to the 
2013 Plan.

2017 Omnibus Incentive Plan

In  May  2017,  the  Company’s  Board  approved  the  2017  Plan.  Additionally,  in  February  2020,  the  Company’s  stockholders 
approved the amendment and restatement of the 2017 Plan. Under the terms of the Plan, the Company’s Board may grant up 
to  19.6  million  stock  based  and  other  incentive  awards.  Any  shares  of  common  stock  subject  to  outstanding  awards  granted 
under the Company’s 2013 plan that, after the effective date of the 2017 Plan, expire or are otherwise forfeited or terminated in 
accordance  with  their  terms  are  also  available  for  grant  under  the  2017  Plan.  All  stock  options  were  granted  to  employees, 
directors and advisors with an exercise price equal to the fair value of the Company’s per share common stock at the date of 
grant. Stock option awards typically vest over four or five years and expire ten years from the date of grant.

2013 Stock Incentive Plan

The Company adopted the 2013 Plan on October 14, 2013 as amended on April 27, 2015 under which the Company had the 
ability to grant stock-based compensation awards to employees, directors and advisors. The total number of shares available for 
grant  under  the  2013  Plan  and  reserved  for  issuance  was  20.9  million  shares.  All  stock  options  were  granted  to  employees, 
directors and advisors with an exercise price equal to the fair value of the Company’s per share common stock at the date of 
grant. Stock option awards vested over either five, four, or three years with 50% of each award vesting based on time and 50% 
of each award vesting based on the achievement of certain financial targets.

Acquisition of Ingersoll Rand Industrial

As  of  the  acquisition  date  of  February  29,  2020,  Ingersoll  Rand  Industrial  employees’  unvested  equity  awards  and  a  limited 
number of vested awards were converted into equity awards denominated in shares of the Company’s common stock based on a 
defined exchange ratio. Ingersoll Rand Industrial employees’ equity awards were converted into Ingersoll Rand stock options 
and restricted stock units.

For converted restricted stock units, the fair value of the equity award is based on the market price of the common stock on the 
grant  date.  The  replacement  restricted  stock  units  will  generally  be  governed  by  the  same  terms  and  conditions  as  those 
applicable prior to the acquisition. The portion of fair value of the replacement awards related to services provided prior to the 
acquisition  was  accounted  for  as  consideration  transferred.  The  remaining  portion  of  the  fair  value  is  associated  with  future 
service and is recognized as compensation expense over the vesting period.

For converted stock options, the exercise price per share of the converted award was equal to the exercise price per share of the 
stock  option  award  immediately  prior  to  the  completion  of  the  acquisition  divided  by  the  exchange  ratio.  The  replacement 
options will generally be governed by the same terms and conditions as those applicable prior to the acquisition. The portion of 
fair  value  of  the  replacement  awards  related  to  services  provided  prior  to  the  acquisition  was  accounted  for  as  consideration 
transferred.  The  remaining  portion  of  fair  value  is  associated  with  future  service  and  is  recognized  as  compensation  expense 
over  the  vesting  period.  The  fair  value  of  stock  options  that  the  Company  assumed  in  connection  with  the  acquisition  of 
Ingersoll Rand Industrial was estimated using the Black-Scholes model with the following assumptions.

Converted Stock Option Awards Assumptions:
Expected life of options (in years)
Risk-free interest rate
Assumed volatility
Expected dividend rate

Stock-Based Compensation Expense

2.0 - 3.6
 0.9 %
 34.2 %
 0.0 %

Stock-based compensation expense for the years ended December 31, 2021, 2020 and 2019 are included in “Cost of sales” and 
“Selling and administrative expenses” in the Consolidated Statements of Operations and are as follows.

Stock-based compensation expense recognized in:
Continuing operations
Discontinued operations
Total stock-based compensation expense

2021

2020

2019

$ 

$ 

87.2  $ 
10.9 
98.1  $ 

47.5  $ 
3.8 
51.3  $ 

18.7 
0.5 
19.2 

89

 
 
 
Stock-Based Compensation Expense - Continuing Operations

For  the  year  ended  December  31,  2021,  the  $87.2  million  of  stock-based  compensation  expense  included  expense  for  equity 
awards granted under the 2013 Plan and 2017 Plan of $85.8 million and an increase in the liability for stock appreciation rights 
(“SAR”) of $1.4 million. Of the $85.8 million of expense for equity awards granted under the 2013 Plan and 2017 Plan, $57.4 
million related to the $150 million equity grant to nearly 16,000 employees worldwide announced in the third quarter of 2020.

For  the  year  ended  December  31,  2020,  the  $47.5  million  of  stock-based  compensation  expense  included  expense  for 
modifications of equity awards for certain former employees of $2.9 million, expense for equity awards granted under the 2013 
Plan and 2017 Plan of $43.3 million and an increase in the liability for SARs of $1.3 million. The $2.9 million of stock-based 
compensation expense for modifications provided continued vesting through scheduled vesting dates of certain equity awards 
for certain former employees. These costs are included in “Selling and administrative expenses” in the Consolidated Statements 
of Operations. Of the $43.3 million of expense for equity awards granted under the 2013 Plan and 2017 Plan, $23.4 million 
related to the $150 million equity grant to nearly 16,000 employees worldwide announced in the third quarter of 2020.

For  the  year  ended  December  31,  2019,  the  $18.7  million  of  stock-based  compensation  expense  included  expense  for 
modifications of equity awards for certain former employees of $1.0 million, expense for equity awards granted under the 2013 
Plan and 2017 Plan of $9.7 million and an increase in the liability for SARs of $8.0 million. The $1.0 million of stock-based 
compensation expense for modifications provided continued vesting through scheduled vesting dates and extended expiration 
dates for certain former employees. These costs are included in “Cost of sales” and “Selling and administrative expenses” in the 
Consolidated Statement of Operations.

As  of  December  31,  2021,  there  was  $85.5  million  of  total  unrecognized  compensation  expense  related  to  outstanding  stock 
option, restricted stock unit and performance share unit awards.

SARs,  granted  under  the  2013  Plan,  are  expected  to  be  settled  in  cash  and  are  accounted  for  as  liability  awards.  As  of 
December 31, 2021 and 2020 a liability of approximately $4.5 million and $3.5 million, respectively, for SARs was included in 
“Accrued liabilities” in the Consolidated Balance Sheets.

Stock-Based Compensation Expense - Discontinued Operations

For  the  year  ended  December  31,  2021,  the  $10.9  million  of  stock-based  compensation  expense  included  expense  for 
modifications of equity awards of $3.8 million and expense for equity awards granted under the 2013 and 2017 Plan of $7.1 
million. The modifications allowed for the vesting of the first tranche of the All-Employee Equity Grant awarded to HPS and 
SVT employees despite their termination due to the divestitures. Of the $7.1 million of expense for equity awards granted under 
the 2013 Plan and 2017 Plan, $5.4 million related to the All-Employee Equity Grant.

Stock Option Awards

A summary of the Company’s stock option (including SARs) activity for the year ended December 31, 2021 is presented in the 
following table (underlying shares in thousands).

Weighted-
Average 
Exercise Price
(per share)

Wtd. Avg. 
Remaining 
Contractual 
Term (years)

Aggregate Intrinsic 
Value of In-The-
Money Options
(in millions)

Shares

Outstanding at December 31, 2020

Granted
Exercised or Settled
Forfeited
Expired

Outstanding at December 31, 2021

Vested at December 31, 2021

7,742  $ 
795 
(1,530)   
(255)   
(6)   

6,746 

4,351 

18.47 
45.78 
16.11 
30.77 
13.01 
21.76 

15.89 

5.7 $ 

4.4 $ 

268.7 

198.2 

The per-share weighted average grant date fair value of stock options granted during the years ended December 31, 2021, 2020 
and 2019 was $18.06, $9.29 and $10.16, respectively.

The  intrinsic  value  of  stock  options  exercised  was  $53.5  million,  $66.0  million  and  $109.8  million  during  the  years  ended 
December 31, 2021, 2020 and 2019, respectively.

90

 
 
 
 
 
 
 
 
 
 
The following assumptions were used to estimate the fair value of options granted during the years ended December 31, 2021, 
2020 and 2019.

2021

2020

2019

Expected life of options (in years)
Risk-free interest rate
Assumed volatility
Expected dividend rate

Restricted Stock Unit Awards

6.3
0.9% - 1.3%

6.3
6.3
1.7% - 2.6%
0.4% - 1.5%
38.6% - 39.4% 24.6% - 41.1% 24.8% - 31.8%
 0.0 %

0.0% - 0.1%

 0.0 %

Restricted stock units are typically granted in the first quarter of the year to employees and non-employee directors based on the 
market  price  of  the  Company’s  common  stock  on  the  grant  date  and  recognized  in  compensation  expense  over  the  vesting 
period. Eligible employees were also granted restricted stock units, during the third quarter of 2020, that vest ratably over two 
years, subject to the passage of time and the employee’s continued employment during such period. In some instances, such as 
death, awards may vest concurrently with or following an employee’s termination.

A summary of the Company’s restricted stock unit activity for the year ended December 31, 2021 is presented in the following 
table (underlying shares in thousands).

Non-vested as of December 31, 2020

Granted
Vested
Forfeited

Non-vested as of December 31, 2021

Performance Share Unit Awards

Shares

Weighted-
Average Grant-
Date Fair Value
33.09 
45.76 
33.44 
34.27 
34.08 

5,546  $ 
340 
(2,542)   
(667)   
2,677 

Performance share units are granted to certain key employees and are subject to a three year performance period. The number of 
shares  issued  at  the  end  of  the  performance  period  is  determined  by  the  Company’s  total  shareholder  return  percentile  rank 
versus the S&P 500 index for the three year performance period. The grant date fair value of these awards is determined using a 
Monte Carlo simulation pricing model and compensation cost is recognized straight-line over a three year period.

A  summary  of  the  Company’s  performance  stock  unit  activity  for  the  year  ended  December  31,  2021  is  presented  in  the 
following table (underlying shares in thousands).

Non-vested as of December 31, 2020

Granted
Vested
Forfeited

Non-vested as of December 31, 2021

Shares

Weighted-
Average Grant-
Date Fair Value
29.72 
55.84 
— 
36.36 
39.89 

255  $ 
158 
— 
(20)   
393 

The  following  assumptions  were  used  to  estimate  the  fair  value  of  performance  share  units  granted  during  the  year  ended 
December 31, 2021 and 2020 using the Monte Carlo simulation pricing model.

Expected term (in years)
Risk-free interest rate
Assumed volatility
Expected dividend rate

2021

2020

2.9
 0.2 %
 36.9 %
 0.0 %

2.8
 0.5 %
 35.2 %
 0.0 %

91

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note 19: 

Hedging Activities, Derivative Instruments and Credit Risk

Hedging Activities

The  Company  is  exposed  to  certain  market  risks  during  the  normal  course  of  its  business  arising  from  adverse  changes  in 
interest  rates  and  foreign  currency  exchange  rates.  The  Company  selectively  uses  derivative  financial  instruments 
(“derivatives”), including foreign currency forward contracts and interest rate swaps, to manage the risks from fluctuations in 
foreign currency exchange rates and interest rates, respectively. The Company does not purchase or hold derivatives for trading 
or speculative purposes. Fluctuations in interest rates and foreign currency exchange rates can be volatile, and the Company’s 
risk management activities do not totally eliminate these risks. Consequently, these fluctuations could have a significant effect 
on the Company’s financial results.

The  Company’s  exposure  to  interest  rate  risk  results  primarily  from  its  variable-rate  borrowings.  The  Company  manages  its 
debt centrally, considering tax consequences and its overall financing strategies. The Company manages its exposure to interest 
rate risk by using pay-fixed interest rate swaps from time to time as cash flow hedges of variable rate debt in order to adjust the 
relative fixed and variable proportions.

A substantial portion of the Company’s operations is conducted by its subsidiaries outside of the United States in currencies 
other  than  the  USD.  Almost  all  of  the  Company’s  non-U.S.  subsidiaries  conduct  their  business  primarily  in  their  local 
currencies,  which  are  also  their  functional  currencies.  Other  than  the  USD,  the  EUR,  GBP,  and  Chinese  Renminbi  are  the 
principal currencies in which the Company and its subsidiaries enter into transactions. The Company is exposed to the impacts 
of changes in foreign currency exchange rates on the translation of its non-U.S. subsidiaries’ assets, liabilities and earnings into 
USD. The Company has certain U.S. subsidiaries borrow in currencies other than the USD.

The Company and its subsidiaries are also subject to the risk that arises when they, from time to time, enter into transactions in 
currencies  other  than  their  functional  currency.  To  mitigate  this  risk,  the  Company  and  its  subsidiaries  typically  settle 
intercompany trading balances at least quarterly. The Company also selectively uses forward currency contracts to manage this 
risk. These contracts for the sale or purchase of non-functional currencies generally mature within one year.

Derivative Instruments

The following table summarizes the notional amounts, fair values and classification of the Company’s outstanding derivatives 
by risk category and instrument type within the Consolidated Balance Sheets as of December 31, 2021 and December 31, 2020.

Derivative 
Classification

Notional 
Amount(1)

Fair Value(1) 
Other Current 
Assets

Fair Value(1) 
Other Assets

Fair Value(1) 
Accrued 
Liabilities

Fair Value(1) 
Other 
Liabilities

December 31, 2021

Derivatives Not Designated 
as Hedging Instruments
Foreign currency forwards
Foreign currency forwards

Derivatives Not Designated 
as Hedging Instruments
Foreign currency forwards
Foreign currency forwards

Fair Value
Fair Value

$ 
$ 

22.1  $ 
19.3  $ 

—  $ 
—  $ 

—  $ 
—  $ 

—  $ 
0.2  $ 

— 
— 

Derivative 
Classification

Notional 
Amount(1)

Fair Value(1) 
Other Current 
Assets

Fair Value(1) 
Other Assets

Fair Value(1) 
Accrued 
Liabilities

Fair Value(1) 
Other 
Liabilities

December 31, 2020

Fair Value
Fair Value

$ 
$ 

230.5  $ 
51.2  $ 

2.9  $ 
—  $ 

—  $ 
—  $ 

—  $ 
0.7  $ 

— 
— 

(1) Notional  amounts  represent  the  gross  contract  amounts  of  the  outstanding  derivatives  excluding  the  total  notional  amount  of 
positions that have been effectively closed through offsetting positions. The net gains and net losses associated with positions that 
have been effectively closed through offsetting positions but not yet settled are included in the asset and liability derivatives fair 
value columns, respectively.

92

Gains  and  losses  on  derivatives  designated  as  cash  flow  hedges  included  in  the  Consolidated  Statements  of  Comprehensive 
Income (Loss) for the years ended December 31, 2021, 2020 and 2019 are presented in the table below.

Interest Rate Swap Contracts
Gain (loss) recognized in AOCI on derivatives
Loss reclassified from AOCI into income (effective portion)(1)

2021

2020

2019

$ 

—  $ 
— 

(4.4)  $ 
(18.5)   

(7.4) 
(15.6) 

(1) Losses on derivatives reclassified from accumulated other comprehensive income (“AOCI”) into income were included in “Interest 

expense” in the Consolidated Statements of Operations.

As of December 31, 2021, the Company has no interest rate swap contracts. Our previous interest rate swap contracts expired 
during  the  third  quarter  of  2020  and  the  remaining  amounts  in  AOCI  were  reclassified  to  Interest  Expense  during  the  same 
period.  The  Company’s  variable  rate  borrowings  outstanding  as  of  December  31,  2021  were  $2,778.1  million  and  €590.6 
million.

The Company had five foreign currency forward contracts outstanding as of December 31, 2021 with notional amounts ranging 
from $2.3 million to $14.9 million. These contracts are used to hedge the change in fair value of recognized foreign currency 
denominated assets or liabilities caused by changes in currency exchange rates. The changes in the fair value of these contracts 
generally offset the changes in the fair value of a corresponding amount of the hedged items, both of which are included within 
“Other  operating  expense,  net”  in  the  Consolidated  Statements  of  Operations.  The  Company’s  foreign  currency  forward 
contracts  are  subject  to  master  netting  arrangements  or  agreements  between  the  Company  and  each  counterparty  for  the  net 
settlement of all contracts through a single payment in a single currency in the event of default on or termination of any one 
contract with that certain counterparty. It is the Company’s practice to recognize the gross amounts in the Consolidated Balance 
Sheets. The amount available to be netted is not material.

The  Company’s  gains  (losses)  on  derivative  instruments  not  designated  as  accounting  hedges  and  total  net  foreign  currency 
transaction gains (losses) for the years ended December 31, 2021, 2020 and 2019 were as follows.

Foreign currency forward contracts gains (losses)
Total foreign currency transaction gains (losses), net

2021

2020

2019

(3.2)   
12.0 

15.0 
(18.6)   

(4.9) 
(7.3) 

The  Company  has  a  significant  investment  in  consolidated  subsidiaries  with  functional  currencies  other  than  the  USD, 
particularly  the  EUR.  On  August  17,  2017,  the  Company  designated  the  €615.0  million  Euro  Term  Loan  as  a  hedge  of  the 
Company’s net investment in subsidiaries with EUR functional currencies. As of December 31, 2021, the Euro Term Loan of 
€590.6 million remained designated.

The Company’s gains, net of income tax, associated with changes in the value of debt for the years ended December 31, 2021 
and 2020, and the net balance of such gains included in accumulated other comprehensive income (loss) as of December 31, 
2021 and 2020 were as follows.

Gain (loss), net of income tax, recorded through other comprehensive income
Balance included in accumulated other comprehensive income (loss) as of December 31, 2021 
and 2020, respectively

2021

2020

$ 

35.0  $ 

(45.1) 

65.7 

30.7 

All cash flows associated with derivatives are classified as operating cash flows in the Consolidated Statements of Cash Flows.

There were no off-balance sheet derivative instruments as of December 31, 2021 or 2020.

Credit Risk

Credit  risk  related  to  derivatives  arises  when  amounts  receivable  from  a  counterparty  exceed  those  payable.  Because  the 
notional amount of the derivative instruments only serves as a basis for calculating amounts receivable or payable, the risk of 
loss with any counterparty is limited to a fraction of the notional amount. The Company minimizes the credit risk related to 
derivatives by transacting only with multiple, high-quality counterparties that are major financial institutions with investment-
grade  credit  ratings.  The  Company  has  not  experienced  any  financial  loss  as  a  result  of  counterparty  nonperformance  in  the 
past. The majority of the derivative contracts to which the Company is a party, settle monthly or quarterly, or mature within one 
year.  Because  of  these  factors,  the  Company  believes  it  has  minimal  credit  risk  related  to  derivative  contracts  as  of 
December 31, 2021.

93

 
 
 
 
 
 
 
 
Concentrations of credit risk with respect to trade receivables are limited due to the wide variety of customers and industries to 
which the Company’s products and services are sold, as well as their dispersion across many different geographic areas. As a 
result, the Company does not believe it has any significant concentrations of credit risk as of December 31, 2021 or 2020.

Note 20: 

Fair Value Measurements

A financial instrument is defined as cash or cash equivalents, evidence of an ownership interest in an entity, or a contract that 
creates  a  contractual  obligation  or  right  to  deliver  or  receive  cash  or  another  financial  instrument  from  another  party.  The 
Company’s  financial  instruments  consist  primarily  of  cash  and  cash  equivalents,  trade  accounts  receivables,  trade  accounts 
payables, deferred compensation assets and obligations, derivatives and debt instruments. The carrying values of cash and cash 
equivalents, trade accounts receivables, trade accounts payables, and variable rate debt instruments are a reasonable estimate of 
their respective fair values.

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the 
principal  or  more  advantageous  market  for  the  asset  or  liability  in  an  orderly  transaction  between  market  participants  on  the 
measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize 
the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs, of which the first two are considered 
observable and the last unobservable, that may be used to measure fair value as follows.

Level 1 

Level 2 

Quoted prices (unadjusted) in active markets for identical assets or liabilities as of the reporting date.

Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for 
similar  assets  or  liabilities;  quoted  prices  in  markets  that  are  not  active;  or  other  inputs  that  are 
observable  or  can  be  corroborated  by  observable  market  data  for  substantially  the  full  term  of  the 
assets or liabilities as of the reporting date.

Level 3 

Unobservable inputs that are supported by little or no market activity and that are significant to the 
fair value of the assets or liabilities.

The Company assessed indefinite-lived intangible assets, tradenames, in conjunction with the 2021 and 2020 annual goodwill 
impairment tests. The valuation of tradenames was based upon current sales projections and the relief from royalty method was 
applied. No impairment charges were recorded as a result of the 2021 analysis. As a result of the 2020 analysis, two trademarks 
were determined to have a carrying amount above their estimated fair value. These represented Level 3 assets measured on a 
nonrecurring  basis  subsequent  to  their  original  recognition.  This  resulted  in  a  total  non-cash  impairment  charge  of 
$19.9 million. The fair value was determined using the relief from royalty method.

Refer  to  Note  1  “Summary  of  Significant  Accounting  Policies”  for  a  discussion  of  the  valuation  assumptions  utilized  in  the 
valuation of goodwill and indefinite-lived intangible assets.

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis.

Financial Assets
Foreign currency forwards(1)
Trading securities held in deferred compensation plan(2)

Total

Financial Liabilities
Foreign currency forwards(1)
Deferred compensation plan(2)

Total

December 31, 2021

Level 1

Level 2

Level 3

Total

$ 

$ 

$ 

$ 

—  $ 

12.0 
12.0  $ 

—  $ 

22.4 
22.4  $ 

—  $ 
— 
—  $ 

0.2  $ 
— 
0.2  $ 

—  $ 
— 
—  $ 

—  $ 
— 
—  $ 

— 
12.0 
12.0 

0.2 
22.4 
22.6 

94

 
 
 
 
 
 
 
 
Financial Assets
Foreign currency forwards(1)
Trading securities held in deferred compensation plan(2)

Total

Financial Liabilities
Foreign currency forwards(1)
Deferred compensation plan(2)

Total

December 31, 2020

Level 1

Level 2

Level 3

Total

$ 

$ 

$ 

$ 

—  $ 
9.1 
9.1  $ 

—  $ 

25.7 
25.7  $ 

2.9  $ 
— 
2.9  $ 

0.7  $ 
— 
0.7  $ 

—  $ 
— 
—  $ 

—  $ 
— 
—  $ 

2.9 
9.1 
12.0 

0.7 
25.7 
26.4 

(1) Based on calculations that use readily observable market parameters as their basis, such as spot and forward rates.
(2) Based  on  the  quoted  price  of  publicly  traded  mutual  funds  which  are  classified  as  trading  securities  and  accounted  for  using  the 

mark-to-market method.

Note 21: 

Contingencies

The Company is a party to various legal proceedings, lawsuits and administrative actions, which are of an ordinary or routine 
nature for a company of its size and sector. The Company believes that such proceedings, lawsuits and administrative actions 
will  not  materially  adversely  affect  its  operations,  financial  condition,  liquidity  or  competitive  position.  A  more  detailed 
discussion of certain of these proceedings, lawsuits and administrative actions is set forth below.

Asbestos and Silica Related Litigation

The Company has been named as a defendant in a number of asbestos-related and silica-related personal injury lawsuits. The 
plaintiffs  in  these  suits  allege  exposure  to  asbestos  or  silica  from  multiple  sources  and  typically  the  Company  is  one  of 
approximately 25 or more named defendants.

Predecessors to the Company sometimes manufactured, distributed and sold products allegedly at issue in the pending asbestos 
and  silica-related  lawsuits  (the  “Products”).  However,  neither  the  Company  nor  its  predecessors  ever  mined,  manufactured, 
mixed,  produced  or  distributed  asbestos  fiber  or  silica  sand,  the  materials  that  allegedly  caused  the  injury  underlying  the 
lawsuits. Moreover, the asbestos-containing components of the Products, if any, were enclosed within the subject Products.

Although the Company has never mined, manufactured, mixed, produced or distributed asbestos fiber or silica sand nor sold 
products that could result in a direct asbestos or silica exposure, many of the companies that did engage in such activities or 
produced such products are no longer in operation. This has led to law firms seeking potential alternative companies to name in 
lawsuits where there has been an asbestos or silica related injury.

The Company believes that the pending and future asbestos and silica-related lawsuits are not likely to, in the aggregate, have a 
material  adverse  effect  on  its  consolidated  financial  position,  results  of  operations  or  liquidity,  based  on:  the  Company’s 
anticipated  insurance  and  indemnification  rights  to  address  the  risks  of  such  matters;  the  limited  potential  asbestos  exposure 
from  the  Products  described  above;  the  Company’s  experience  that  the  vast  majority  of  plaintiffs  are  not  impaired  with  a 
disease  attributable  to  alleged  exposure  to  asbestos  or  silica  from  or  relating  to  the  Products  or  for  which  the  Company 
otherwise  bears  responsibility;  various  potential  defenses  available  to  the  Company  with  respect  to  such  matters;  and  the 
Company’s  prior  disposition  of  comparable  matters.  However,  inherent  uncertainties  of  litigation  and  future  developments, 
including,  without  limitation,  potential  insolvencies  of  insurance  companies  or  other  defendants,  an  adverse  determination  in 
the Adams County Case (discussed below), or other inability to collect from the Company’s historical insurers or indemnitors, 
could  cause  a  different  outcome.  While  the  outcome  of  legal  proceedings  is  inherently  uncertain,  based  on  presently  known 
facts, experience, and circumstances, the Company believes that the amounts accrued on its balance sheet are adequate and that 
the liabilities arising from the asbestos and silica-related personal injury lawsuits will not have a material adverse effect on the 
Company’s consolidated financial position, results of operations or liquidity. “Accrued liabilities” and “Other liabilities” in the 
Consolidated  Balance  Sheets  include  a  reserve  of  $136.9  million  and  $131.4  million  as  of  December  31,  2021  and  2020, 
respectively,  for  asbestos-related  indemnification.  Asbestos-related  defense  costs  are  excluded  from  this  liability  and  are 
recorded  separately  as  services  are  incurred.  In  the  event  of  unexpected  future  developments,  it  is  possible  that  the  ultimate 
resolution of these matters may be material to the Company’s consolidated financial position, results of operation or liquidity.

The Company has entered into a series of agreements with certain of its or its predecessors’ legacy insurers and certain potential 
indemnitors  to  secure  insurance  coverage  and  reimbursement  for  the  costs  associated  with  the  asbestos  and  silica-related 
lawsuits  filed  against  the  Company.  The  Company  has  also  pursued  litigation  against  certain  insurers  or  indemnitors,  where 

95

 
 
 
 
 
 
 
 
necessary. The Company has an insurance recovery receivable for probable asbestos related recoveries of approximately $145.1 
million  and  $132.1  million  as  of  December  31,  2021  and  2020,  respectively,  which  was  included  in  “Other  assets”  in  the 
Consolidated  Balance  Sheets.  There  were  no  material  recoveries  received  in  the  years  ended  December  31,  2021,  2020  and 
2019.

The most recent significant action brought by the Company against an insurer, Gardner Denver, Inc. v. Certain Underwriters at 
Lloyd’s, London, et al., was filed on July 9, 2010, in the Eighth Judicial Circuit, Adams County, Illinois, as case number 10-
L-48  (the  “Adams  County  Case”).  In  the  lawsuit,  the  Company  seeks,  among  other  things,  to  require  certain  excess  insurer 
defendants  to  honor  their  insurance  policy  obligations  to  the  Company,  including  payment  in  whole  or  in  part  of  the  costs 
associated with the asbestos-related lawsuits filed against the Company. In October 2011, the Company reached a settlement 
with one of the insurer defendants, which had issued both primary and excess policies, for approximately the amount of such 
defendant’s  policies  that  were  subject  to  the  lawsuit.  Since  then,  the  case  has  been  proceeding  through  the  discovery  and 
motions process with the remaining insurer defendants. On January 29, 2016, the Company prevailed on the first phase of that 
discovery and motions process (“Phase I”). Specifically, the Court in the Adams County Case ruled that the Company has rights 
under all of the policies in the case, subject to their terms and conditions, even though the policies were sold to the Company’s 
former owners rather than to the Company itself. On June 9, 2016, the Court denied a motion by several of the insurers who 
sought permission to appeal the Phase I ruling immediately rather than waiting until the end of the whole case as is normally 
required. The case is now proceeding through the discovery process regarding the remaining issues in dispute (“Phase II”).

A  majority  of  the  Company’s  expected  future  recoveries  of  the  costs  associated  with  the  asbestos-related  lawsuits  are  the 
subject of the Adams County Case.

The amounts recorded by the Company for asbestos-related liabilities and insurance recoveries are based on currently available 
information and assumptions that the Company believes are reasonable based on an evaluation of relevant factors. The actual 
liabilities  or  insurance  recoveries  could  be  higher  or  lower  than  those  recorded  if  actual  results  vary  significantly  from  the 
assumptions. There are a number of key variables and assumptions including the number and type of new claims to be filed 
each year, the resolution or outcome of these claims, the average cost of resolution of each new claim, the amount of insurance 
available, allocation methodologies, the contractual terms with each insurer with whom the Company has reached settlements, 
the  resolution  of  coverage  issues  with  other  excess  insurance  carriers  with  whom  the  Company  has  not  yet  achieved 
settlements,  and  the  solvency  risk  with  respect  to  the  Company’s  insurance  carriers.  Other  factors  that  may  affect  the  future 
liability  include  uncertainties  surrounding  the  litigation  process  from  jurisdiction  to  jurisdiction  and  from  case  to  case,  legal 
rulings that may be made by state and federal courts, and the passage of state or federal legislation. The Company makes the 
necessary  adjustments  for  the  asbestos  liability  and  corresponding  insurance  recoveries  on  an  annual  basis  unless  facts  or 
circumstances warrant assessment as of an interim date.

Environmental Matters

The Company has been identified as a potentially responsible party (“PRP”) with respect to several sites designated for cleanup 
under  U.S.  federal  “Superfund”  or  similar  state  laws  that  impose  liability  for  cleanup  of  certain  waste  sites  and  for  related 
natural resource damages. Persons potentially liable for such costs and damages generally include the site owner or operator and 
persons  that  disposed  or  arranged  for  the  disposal  of  hazardous  substances  found  at  those  sites.  Although  these  laws  impose 
joint and several liability on PRPs, in application the PRPs typically allocate the investigation and cleanup costs based upon the 
volume of waste contributed by each PRP. Based on currently available information, the Company was only a small contributor 
to these waste sites, and the Company has, or is attempting to negotiate, de minimis settlements for their cleanup. The cleanup 
of  the  remaining  sites  is  substantially  complete  and  the  Company’s  future  obligations  entail  a  share  of  the  sites’  ongoing 
operating  and  maintenance  expense.  The  Company  is  also  addressing  several  on-site  cleanups  for  which  it  is  the  primary 
responsible party.

The Company has undiscounted liabilities of $12.9 million and $13.7 million as of December 31, 2021 and 2020, respectively, 
on  its  Consolidated  Balance  Sheets  to  the  extent  costs  are  known  or  can  be  reasonably  estimated  for  its  remaining  financial 
obligations  for  the  environmental  matters  discussed  above  and  does  not  anticipate  that  any  of  these  matters  will  result  in 
material additional costs beyond amounts accrued. Based upon consideration of currently available information, the Company 
does not anticipate any material adverse effect on its results of operations, financial condition, liquidity or competitive position 
as  a  result  of  compliance  with  federal,  state,  local  or  foreign  environmental  laws  or  regulations,  or  cleanup  costs  relating  to 
these matters.

96

Note 22: 

Other Operating Expense, Net

The components of “Other operating expense, net” for the years ended December 31, 2021, 2020 and 2019 were as follows.

Other Operating Expense, Net
Foreign currency transaction losses (gains), net
Restructuring charges(1)
Shareholder litigation settlement recoveries(2)
Acquisition related expenses(3)
Other, net
Total other operating expense, net

2021

2020

2019

$ 

$ 

(12.0)  $ 
13.4 
— 
55.3 
5.2 
61.9  $ 

18.6  $ 
83.0 
— 
93.3 
6.1 
201.0  $ 

7.3 
11.1 
(6.0) 
53.8 
3.1 
69.3 

(1) See Note 5 “Restructuring.”
(2) Represents insurance recoveries of the Company’s shareholder litigation settlement in 2014.
(3) Represents  costs  associated  with  successful  and  abandoned  acquisitions,  including  third-party  expenses,  post-closure  integration 

costs (including certain incentive and non-incentive cash compensation costs).

Note 23: 

Segment Reporting

A description of the Company’s two reportable segments, including the specific products manufactured and sold follows below.

In the Industrial Technologies and Services segment, the Company designs, manufactures, markets and services a broad range 
of compression and vacuum equipment as well as fluid transfer equipment and loading systems. The Company’s compression 
and vacuum products are used worldwide in industrial manufacturing, transportation, chemical processing, food and beverage 
production, energy, environmental and other applications. In addition to equipment sales, the Company offers a broad portfolio 
of  service  options  tailored  to  customer  needs  and  complete  range  of  aftermarket  parts,  air  treatment  equipment,  controls  and 
other  accessories.  The  Company’s  engineered  loading  systems  and  fluid  transfer  equipment  ensure  the  safe  handling  and 
transfer of crude oil, liquefied natural gas, compressed natural gas, chemicals, and bulk materials.

In  the  Precision  and  Science  Technologies  segment,  the  Company  designs,  manufactures  and  markets  a  broad  range  of 
specialized positive displacement pumps, fluid management equipment and aftermarket parts for medical, laboratory, industrial 
manufacturing,  water  and  wastewater,  chemical  processing,  energy,  food  and  beverage,  agriculture  and  other  markets.  The 
Company’s products are used for a diverse set of applications including precision dosing of chemicals and supplements, blood 
dialysis, oxygen therapy, food processing, fluid transfer and dispensing, spray finishing and coating, mixing, high-pressure air 
and  gas  management  and  others.  The  Company  sells  primarily  through  a  broad  global  network  of  specialized  and  national 
distributors and original equipment manufacturers who integrate the Company’s products into their devices and systems.

The Chief Operating Decision Maker (“CODM”) evaluates the performance of the Company’s reportable segments based on, 
among  other  measures,  Segment  Adjusted  EBITDA.  Management  closely  monitors  the  Segment  Adjusted  EBITDA  of  each 
reportable segment to evaluate past performance and actions required to improve profitability. Inter-segment sales and transfers 
are not significant. Administrative expenses related to the Company’s corporate offices and shared service centers in the United 
States and Europe, which includes transaction processing, accounting and other business support functions, are allocated to the 
business  segments.  Certain  administrative  expenses,  including  senior  management  compensation,  treasury,  internal  audit,  tax 
compliance, certain information technology, and other corporate functions, are not allocated to the business segments.

97

 
 
 
 
 
 
 
 
 
 
 
 
The following table provides summarized information about the Company’s operations by reportable segment and reconciles 
Segment Adjusted EBITDA to Income (Loss) Before Income Taxes for the years ended December 31, 2021, 2020 and 2019.

Revenue

Industrial Technologies and Services
Precision and Science Technologies

Total Revenue
Segment Adjusted EBITDA

Industrial Technologies and Services
Precision and Science Technologies

Total Segment Adjusted EBITDA
Less items to reconcile Segment Adjusted EBITDA to Income (Loss) Before 
Income Taxes:

Corporate expenses not allocated to segments
Interest expense
Depreciation and amortization expense(1)
Impairment of other intangible assets
Restructuring and related business transformation costs(2)
Acquisition related expenses and non-cash charges(3)
Gain on settlement of post-acquisition contingencies
Stock-based compensation(4)
Loss on extinguishment of debt
Foreign currency transaction losses (gains), net
Adjustments to LIFO inventories(5)
Shareholder litigation settlement recoveries(6)
Other adjustments(7)

Income (Loss) Before Income Taxes

$ 

2021

2020

2019

$ 

$ 

$ 

4,161.0  $ 
991.4 
5,152.4  $ 

3,248.2  $ 
725.0 
3,973.2  $ 

1,700.9 
316.6 
2,017.5 

1,033.7  $ 
291.4 
1,325.1 

759.8  $ 
220.2 
980.0 

391.4 
95.8 
487.2 

133.2 
87.7 
418.0 
— 
18.8 
65.2 
(30.1)   
95.9 
9.0 
(12.0)   
33.2 
— 
(6.8)   
513.0  $ 

101.9 
111.1 
410.4 
19.9 
88.0 
181.5 
— 
47.0 
2.0 
18.6 
39.8 
— 
5.2 
(45.4)  $ 

45.6 
88.4 
146.5 
— 
19.6 
54.6 
— 
20.2 
0.2 
7.3 
0.2 
(6.0) 
0.4 
110.2 

(1) Depreciation  and  amortization  expense  excludes  $4.1  million  and  $2.1  million  of  depreciation  of  rental  equipment  for  the  years 

ended December 31, 2021 and 2020, respectively.

(2) Restructuring and related business transformation costs consist of the following.

Restructuring charges
Facility reorganization, relocation and other costs
Other, net
Total restructuring and related business transformation costs

2021

2020

2019

$ 

$ 

13.4  $ 
3.1 
2.3 
18.8  $ 

83.0  $ 
2.1 
2.9 
88.0  $ 

11.1 
2.4 
6.1 
19.6 

(3) Represents  costs  associated  with  successful  and  abandoned  acquisitions,  including  third-party  expenses,  post-closure  integration 
costs  (including  certain  incentive  and  non-incentive  cash  compensation  costs)  and  non-cash  charges  and  credits  arising  from  fair 
value purchase accounting adjustments.

(4) Represents stock-based compensation expense recognized for the year ended December 31, 2021 of $87.2 million and associated 
employer taxes of $8.7 million. Represents stock-based compensation expense recognized for the year ended December 31, 2020 of 
$47.5 million decreased by $0.5 million due to costs associated with employer taxes. Represents stock-based compensation expense 
recognized for the year ended December 31, 2019 of $18.7 million and associated employer taxes of $1.5 million.

(5) For the year ended December 31, 2021, represents $33.2 million of LIFO reserve changes. For the year ended December 31, 2020, 
includes $4.2 million of LIFO reserve changes and $35.6 million to reduce the carrying value of inventories acquired in the merger 
with  Ingersoll  Rand  Industrial  accounted  for  under  the  LIFO  method.  We  have  reclassified  the  amounts  in  2020  from  “Other 
adjustments” and “Acquisition related expenses and non-cash charges,” respectively, to conform to the current year presentation.

(6) Represents insurance recoveries in 2019 of the Company’s shareholder litigation settlement in 2014.
(7)

Includes  (i)  effects  of  amortization  of  prior  service  costs  and  amortization  of  losses  in  pension  and  other  postretirement  benefits 
(“OPEB”) expense, (ii) certain legal and compliance costs and (iii) other miscellaneous adjustments.

98

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The following tables provide summarized information about the Company’s reportable segments.

Depreciation and Amortization Expense 

Industrial Technologies and Services
Precision and Science Technologies
Corporate and other

Total depreciation and amortization expense

Capital Expenditures

Industrial Technologies and Services
Precision and Science Technologies
Corporate and other

Total capital expenditures

Identifiable Assets

Industrial Technologies and Services
Precision and Science Technologies
Corporate and other
Assets of discontinued operations

Total identifiable assets

2021

2020

2019

296.6  $ 
108.3 
17.2 
422.1  $ 

306.0  $ 
102.4 
4.1 
412.5  $ 

120.0 
23.6 
2.9 
146.5 

2021

2020

2019

53.1  $ 
10.7 
0.3 
64.1  $ 

32.2  $ 
9.8 
— 
42.0  $ 

31.5 
5.5 
0.9 
37.9 

$ 

$ 

$ 

$ 

2021

9,101.7  $ 
3,572.2 
2,465.0 
15.6 
15,154.5  $ 

2020

9,113.4 
2,852.8 
1,892.2 
2,200.2 
16,058.6 

$ 

$ 

The following table presents property, plant and equipment, net by geographic region for the years ended December 31, 2021, 
and 2020.

United States
Other Americas

Total Americas
EMEA(1)
Asia Pacific

Total

(1) Europe, Middle East and Africa (“EMEA”)

Note 24: 

Former Related Party

2021

2020

225.8  $ 
16.5 
242.3 
221.3 
185.0 
648.6  $ 

203.7 
14.6 
218.3 
216.0 
174.7 
609.0 

$ 

$ 

Affiliates of Kohlberg Kravis Roberts & Co. L.P. (“KKR”) served on the Company’s board of directors until November 9, 2021 
and KKR maintained an equity interest in the Company until August 6, 2021. On August 6, 2021, KKR completed a secondary 
offering to sell its remaining 29,788,635 shares of common stock, of which Ingersoll Rand purchased 14,894,317 shares. KKR 
did not own any shares of common stock as of December 31, 2021.

Affiliates of KKR participated as a provider of services for the fiscal years 2020 and 2019 debt refinancing transactions. In June 
2019, KKR Capital Markets LLC was the joint lead arranger and bookrunner of Amendment No. 4 to the Credit Agreement and 
earned  $0.4  million  in  structuring  fees  for  their  involvement  in  the  Amendment.  During  2020,  KKR  Capital  Markets  LLC 
earned  $7.5  million  in  underwriting  fees  for  their  involvement  in  Amendment  No.  5  and  Amendment  No.  6  to  the  Credit 
Agreement.

99

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note 25: 

Earnings Per Share

The number of weighted-average shares outstanding used in the computations of basic and diluted earnings (loss) per share are 
as follows.

Year Ended December 31,
2020

2021

2019

Average shares outstanding:

Basic
Diluted

414.8 
421.2 

382.8 
382.8 

203.5 
208.9 

For  the  years  ended  December  31,  2021  and  2019,  there  were  0.7  million  and  1.8  million  anti-dilutive  shares  that  were  not 
included  in  the  computation  of  diluted  earnings  per  share.  For  the  year  ended  December  31,  2020,  there  were  4.4  million 
potentially dilutive stock-based awards that were not included in the computation of diluted loss per share as we incurred a net 
loss during the period. 

100

 
 
 
 
 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of Ingersoll Rand Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Ingersoll Rand Inc. and subsidiaries (the “Company”) as of 
December 31, 2021 and 2020, the related consolidated statements of operations, comprehensive income, stockholders’ equity, 
and cash flows, for each of the three years in the period ended December 31, 2021, and the related notes and the schedule listed 
in the Index at Item 15 (collectively referred to as the “financial statements”). We also have audited the Company’s internal 
control  over  financial  reporting  as  of  December  31,  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  financial  statements  referred  to  above  present  fairly,  in  all  material  respects,  the  financial  position  of  the 
Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in 
the  period  ended  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, 2021, based on criteria established in Internal Control — Integrated Framework (2013) issued by 
COSO.

As described in Management’s Report on Internal Control Over Financial Reporting, management excluded an assessment of 
the  effectiveness  of  the  Company’s  internal  control  over  financial  reporting  related  to  several  businesses  acquired  during  the 
year  ended  December  31,  2021  disclosed  in  Note  4  to  the  financial  statements.  Those  businesses  represented  1%  of  the 
Company’s consolidated total assets (excluding goodwill and intangibles which were included in management’s assessment of 
internal control over financial reporting as of December 31, 2021) and 3% of the consolidated total revenues as of and for the 
year ended December 31, 2021. Accordingly, our audit did not include the internal control over financial reporting related to 
those acquisitions.

Basis for Opinions

The  Company’s  management  is  responsible  for  these  financial  statements,  for  maintaining  effective  internal  control  over 
financial  reporting,  and  for  its  assessment  of  the  effectiveness  of  internal  control  over  financial  reporting,  included  in  the 
accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion 
on these financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We 
are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and 
are  required  to  be  independent  with  respect  to  the  Company  in  accordance  with  the  U.S.  federal  securities  laws  and  the 
applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the 
audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to 
error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our  audits  of  the  financial  statements  included  performing  procedures  to  assess  the  risks  of  material  misstatement  of  the 
financial  statements,  whether  due  to  error  or  fraud,  and  performing  procedures  to  respond  to  those  risks.  Such  procedures 
included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also 
included  evaluating  the  accounting  principles  used  and  significant  estimates  made  by  management,  as  well  as  evaluating  the 
overall  presentation  of  the  financial  statements.  Our  audit  of  internal  control  over  financial  reporting  included  obtaining  an 
understanding  of  internal  control  over  financial  reporting,  assessing  the  risk  that  a  material  weakness  exists,  and  testing  and 
evaluating  the  design  and  operating  effectiveness  of  internal  control  based  on  the  assessed  risk.  Our  audits  also  included 
performing  such  other  procedures  as  we  considered  necessary  in  the  circumstances.  We  believe  that  our  audits  provide  a 
reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A  company’s  internal  control  over  financial  reporting  is  a  process  designed  to  provide  reasonable  assurance  regarding  the 
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally 
accepted  accounting  principles.  A  company’s  internal  control  over  financial  reporting  includes  those  policies  and  procedures 
that  (1)  pertain  to  the  maintenance  of  records  that,  in  reasonable  detail,  accurately  and  fairly  reflect  the  transactions  and 
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit 
preparation  of  financial  statements  in  accordance  with  generally  accepted  accounting  principles,  and  that  receipts  and 
expenditures  of  the  company  are  being  made  only  in  accordance  with  authorizations  of  management  and  directors  of  the 

101

company;  and  (3)  provide  reasonable  assurance  regarding  prevention  or  timely  detection  of  unauthorized  acquisition,  use,  or 
disposition of the company’s assets that could have a material effect on the financial statements.

Because  of  its  inherent  limitations,  internal  control  over  financial  reporting  may  not  prevent  or  detect  misstatements.  Also, 
projections  of  any  evaluation  of  effectiveness  to  future  periods  are  subject  to  the  risk  that  controls  may  become  inadequate 
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that 
was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that 
are  material  to  the  financial  statements  and  (2)  involved  our  especially  challenging,  subjective,  or  complex  judgments.  The 
communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and 
we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the 
accounts or disclosures to which it relates.

Asbestos-Related and Silica-Related Litigation – Liability and Insurance Recovery Receivable – Refer to Note 21 to the 
Financial Statements

Critical Audit Matter Description

The Company has been named as a defendant in a number of asbestos-related and silica-related personal injury lawsuits. The 
plaintiffs  in  these  suits  allege  exposure  to  asbestos  or  silica  from  multiple  sources  and  typically  the  Company  is  one  of 
approximately  25  or  more  named  defendants.  At  December  31,  2021,  the  Company  has  recorded  an  estimated  liability  of 
$136.9  million  with  respect  to  the  Company’s  asbestos-related  and  silica-  related  litigation.  The  Company  uses  a  third-party 
actuary to assist in determining certain assumptions and in calculating the estimated liability. The estimated liability is based on 
currently available information and assumptions, including the estimated future number and type of new claims to be filed each 
year,  the  estimated  future  resolution  or  outcome  of  new  and  pending  claims,  and  the  estimated  average  cost  of  resolution  of 
each new and pending claim.

The Company has entered into a series of agreements with certain of its or its predecessors’ legacy insurers and certain potential 
indemnitors  to  secure  insurance  coverage  and  reimbursement  for  the  costs  associated  with  the  asbestos-  and  silica-related 
lawsuits  filed  against  the  Company.  The  Company  has  also  pursued  litigation  against  certain  insurers  or  indemnitors,  where 
necessary.  The  Company  has  an  insurance  recovery  receivable  for  probable  asbestos  and  silica-related  recoveries  of  $145.1 
million. The estimated asset is based on key variables and assumptions used to determine the recorded amounts, including the 
amount of insurance available, allocation methodologies, the resolution of coverage issues with other excess coverage carriers 
with  whom  the  Company  has  not  yet  achieved  settlements,  and  the  solvency  risk  with  respect  to  the  Company’s  insurance 
carriers.

We  identified  the  liability  for  asbestos  and  silica  litigation  and  the  related  insurance  recovery  receivable  as  a  critical  audit 
matter  because  of  the  significant  judgments  made  by  management  to  estimate  the  liability  and  related  recoverability  of 
insurance  proceeds.  This  required  a  high  degree  of  auditor  judgment  and  an  increased  extent  of  effort,  including  the  need  to 
involve our actuarial and insurance recovery specialists, when performing audit procedures to evaluate the reasonableness of 
management’s estimates and assumptions related to estimated future claims development, the estimated resolution or outcome 
of  these  claims,  the  estimated  average  cost  of  resolution  of  each  claim  and,  separately,  the  expected  recoverability  of  claims 
through insurance.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the estimated liability for asbestos-related and silica-related litigation included the following, 
among others:

• We tested the effectiveness of internal controls related to the estimated liability for asbestos-related and silica-related 
litigation, including those over the estimated future claims development, the estimated resolution or outcome of these 
claims, and the estimated average cost of resolution of each claim.

• We evaluated the methods and assumptions used by the Company to determine the estimated liability by:

◦

Testing  the  underlying  claim  and  settlement  cost  data  that  served  as  inputs  for  the  actuarial  analysis,  including 
testing historical and pending claims by comparing key attributes to accounting records and legal documents to 
assess the accuracy and completeness of the data.

102

◦ With the assistance of our actuarial specialists, we evaluated whether the estimates of future claim numbers and 
types, number of claims expected to be dismissed or sustained and the estimated average cost of resolution used in 
the Company’s calculations were reasonable in relation to historical claim trends at the Company.

◦ With  the  assistance  of  our  actuarial  specialists,  we  independently  recalculated  the  liability  based  on  the 
Company’s  estimates  of  future  claim  numbers  and  types  and  assumptions  of  estimated  future  resolution  or 
outcome of the claims and estimated average cost of resolution of each claim.

◦ With the assistance of our actuarial specialists, we developed independent estimates of the liability using available 
third-party estimates of future claim numbers and types that we determined were reputable and widely-accepted in 
the industry and compared our independent estimates to the Company’s recorded liability.

Our audit procedures related to the insurance recovery receivable for probable asbestos and silica-related recoveries included 
the following, among others:

• We tested the effectiveness of internal controls related to the insurance recovery receivable for probable asbestos and 

silica-related recoveries.

• With  the  assistance  of  our  insurance  recovery  specialists,  we  evaluated  the  Company’s  analysis  of  the  solvency  of 
insurance carriers with policies with the Company or its predecessors. With the assistance of these specialists, we read 
the Company’s analysis and supporting documentation of policy coverage by year as compared to estimated claims per 
year  to  assess  the  Company’s  determination  of  coverage  by  claim  year.  With  the  assistance  of  these  specialists,  we 
obtained  legal  opinions  regarding  recoverability  that  the  Company  had  obtained  from  external  counsel  and  read 
associated legal proceedings to evaluate the Company’s assessment of the probability of recovery.

/s/ DELOITTE & TOUCHE LLP

Charlotte, NC

February 25, 2022

We have served as the Company’s auditor since 2013.

103

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL 
DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our  management,  with  the  participation  of  our  principal  executive  officer  and  principal  financial  officer,  has  evaluated  the 
effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange 
Act)  as  of  December  31,  2021.  Any  controls  and  procedures,  no  matter  how  well  designed  and  operated,  can  provide  only 
reasonable  assurance  of  achieving  the  desired  control  objectives.  Consistent  with  guidance  issued  by  the  Securities  and 
Exchange  Commission  that  an  assessment  of  a  recently  acquired  business  may  be  omitted  from  management’s  report  on 
internal control over financial reporting in the year of acquisition, management excluded an assessment of the effectiveness of 
the  Company’s  internal  control  over  financial  reporting  related  to  several  businesses  acquired  during  the  year  ended 
December  31,  2021  as  disclosed  in  Note  4  to  the  consolidated  financial  statements.  These  businesses  represented  1%  of  the 
Company’s consolidated total assets (excluding goodwill and intangibles which were included in management’s assessment of 
internal control over financial reporting as of December 31, 2021) and 3% of the consolidated total revenues as of and for the 
year ended December 31, 2021. Based on that evaluation, our principal executive officer and principal financial officer have 
concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of December 31, 2021.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in 
Rule  13a-15(f)  under  the  Exchange  Act.  Our  internal  control  over  financial  reporting  is  a  process  designed  to  provide 
reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external 
purposes in accordance with U.S. generally accepted accounting principles.

The Company’s internal control over financial reporting includes those policies and procedures that:

•

•

•

Pertain  to  the  maintenance  of  records  that,  in  reasonable  detail,  accurately  and  fairly  reflect  the  transactions  and 
dispositions of the assets of the Company;

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements 
in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures are being made 
only in accordance with authorizations of the Company’s management and directors; and

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition 
of assets that could have a material effect on the financial statements.

Because  of  its  inherent  limitations,  internal  control  over  financial  reporting  may  not  prevent  and  detect  misstatements.  Also, 
projections  of  any  evaluation  of  effectiveness  of  future  periods  are  subject  to  the  risk  that  controls  may  become  inadequate 
because of the changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Under the supervision and with the participation of our management, including our executive officer and our principal financial 
officer,  we  evaluated  the  effectiveness  of  our  internal  control  over  financial  reporting  based  on  the  framework  in  Internal 
Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission 
(“COSO”). 

Consistent with guidance issued by the Securities and Exchange Commission that an assessment of a recently acquired business 
may be omitted from management’s report on internal control over financial reporting in the year of acquisition, management 
excluded  an  assessment  of  the  effectiveness  of  the  Company’s  internal  control  over  financial  reporting  related  to  several 
businesses acquired during the year ended December 31, 2021 as disclosed in Note 4 to the consolidated financial statements. 
These businesses represented 1% of the Company’s consolidated total assets (excluding goodwill and intangibles which were 
included  in  management’s  assessment  of  internal  control  over  financial  reporting  as  of  December  31,  2021)  and  3%  of  the 
consolidated total revenues as of and for the year ended December 31, 2021.

Based  on  that  evaluation,  management  has  concluded  that  our  internal  control  over  financial  reporting  was  effective  as  of 
December 31, 2021.

Deloitte & Touche LLP, an independent registered public accounting firm, has audited the Consolidated Financial Statements 
included in this Form 10-K, and, as part of their audit, has issued its attestation report, included herein, on the effectiveness of 

104

our internal control over financial reporting. See “Report of Independent Registered Public Accounting Firm” in Part II, Item 8. 
Financial Statements and Supplementary Data in this Form 10-K.

Changes in Internal Control Over Financial Reporting

Regulations under the Exchange Act require public companies, including our Company, to evaluate any change in our “internal 
control over financial reporting” as such term is defined in Rule 13a-15(f) and Rule 15d-15(f) of the Exchange Act. There have 
been  no  changes  in  the  Company’s  internal  control  over  financial  reporting  during  the  Company’s  most  recent  fiscal  quarter 
that  have  materially  affected,  or  are  reasonably  likely  to  materially  affect,  the  Company’s  internal  control  over  financial 
reporting.

ITEM 9B. OTHER INFORMATION

None.

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

PART III.

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The  information  required  by  this  Item  will  be  included  in  our  definitive  proxy  statement  for  the  2022  Annual  Meeting  of 
Stockholders  and  is  incorporated  herein  by  reference.  We  will  file  such  definitive  proxy  statement  with  the  SEC  pursuant  to 
Regulation 14A within 120 days of the fiscal year ended December 31, 2021.

ITEM 11. EXECUTIVE COMPENSATION

The  information  required  by  this  Item  will  be  included  in  our  definitive  proxy  statement  for  the  2022  Annual  Meeting  of 
Stockholders  and  is  incorporated  herein  by  reference.  We  will  file  such  definitive  proxy  statement  with  the  SEC  pursuant  to 
Regulation 14A within 120 days of the fiscal year ended December 31, 2021.

ITEM  12.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT  AND 
RELATED STOCKHOLDER MATTERS

Except as set forth below, the information required by this Item will be included in our definitive proxy statement for the 2022 
Annual Meeting of Stockholders and is incorporated herein by reference. We will file such definitive proxy statement with the 
SEC pursuant to Regulation 14A within 120 days of the fiscal year ended December 31, 2021.

Equity Compensation Plan Information

The  following  table  provides  information  as  of  December  31,  2021  about  our  common  stock  that  may  be  issued  upon  the 
exercise  of  options,  warrants  and  rights  granted  to  employees,  consultants  or  directors  under  all  of  the  existing  equity 
compensation plans including our 2013 Stock Incentive Plan and 2017 Omnibus Incentive Plan. All equity compensation plans 
are  described  more  fully  in  Note  18  “Stock-Based  Compensation  Plans”  to  our  audited  consolidated  financial  statements 
included elsewhere in this Form 10-K.

Plan Category
Equity compensation plans 
approved by securityholders

Number of Securities to 
be issued upon Exercise 
of Outstanding Options, 
Warrants And Rights(1)

Weighted Average 
Exercise Price of 
Outstanding Options, 
Warrants and Rights(2)

Number of Securities Remaining 
Available for Future Issuance under 
Equity Compensation Plans (excluding 
Securities reflected in the first column)(3)

10,136,597 $ 

21.76 

10,717,115

(1) Total includes 2,909,263 stock options under the Company’s 2013 Stock Incentive Plan and 3,764,964 stock options and 3,462,370 
restricted  stock  units  under  the  Company’s  2017  Omnibus  Incentive  Plan.  The  restricted  stock  units  are  based  on  the  maximum 
number of shares issuable under restricted stock units that are subject to performance conditions.

(2) The weighted average exercise price relates only to stock options. The calculation of the weighted average exercise price does not 

include outstanding equity awards that are received or exercised for no consideration.

(3) These shares are available for grant as of December 31, 2021 under the Company’s 2017 Omnibus Incentive Plan. This includes 
8,550,000 shares initially authorized for issuance under the Company’s 2017 Omnibus Incentive Plan and shares subject to awards 

105

under  the  Company’s  2013  Stock  Incentive  Plan  that  expired  or  were  otherwise  forfeited  or  terminated  in  accordance  with  their 
terms without the delivery of shares of the Company’s common stock in settlement thereof.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The  information  required  by  this  Item  will  be  included  in  our  definitive  proxy  statement  for  the  2022  Annual  Meeting  of 
Stockholders  and  is  incorporated  herein  by  reference.  We  will  file  such  definitive  proxy  statement  with  the  SEC  pursuant  to 
Regulation 14A within 120 days of the fiscal year ended December 31, 2021.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The  information  required  by  this  Item  will  be  included  in  our  definitive  proxy  statement  for  the  2022  Annual  Meeting  of 
Stockholders  and  is  incorporated  herein  by  reference.  We  will  file  such  definitive  proxy  statement  with  the  SEC  pursuant  to 
Regulation 14A within 120 days of the fiscal year ended December 31, 2021.

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULE

Financial Statements, Financial Statement Schedule and Exhibits

The consolidated financial statements listed in the accompanying index to consolidated financial statements are filed as part of 
this Annual Report on Form 10-K.

All financial statement schedules are omitted since the required information is not present or is not present in amounts sufficient 
to require submission of the schedules, or because the information required is included in the consolidated financial statements 
and notes thereto.

The exhibits listed in the accompanying exhibit index are filed as part of this Annual Report on Form 10-K.

Index to Consolidated Financial Statements

Consolidated Statements of Operations - For the years ended December 31, 2021, 2020 and 2019

Consolidated Statements of Comprehensive Income - For the years ended December 31, 2021, 2020 and 2019

Consolidated Balance Sheets - As of December 31, 2021 and 2020

Consolidated Statements of Stockholders’ 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

Notes to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm

Schedule to Consolidated Financial Statements

Schedule I - Condensed Financial Statements Ingersoll Rand Inc. (Parent Company Only)

46

47

48

49

50

52

101

112

Exhibits

Exhibit 
Number
2.1

2.2

2.3

3.1

3.2

Exhibit Description

Agreement and Plan of Merger, dated as of April 30, 2019, by and among Ingersoll-Rand plc, Ingersoll-Rand 
U.S. Holdco, Inc., Gardner Denver Holdings, Inc. and Charm Merger Sub Inc. (incorporated by reference to 
Exhibit 2.1 of the Current Report on Form 8-K filed by Ingersoll-Rand plc on May 6, 2019)
Separation and Distribution Agreement, dated as of April 30, 2019, by and between Ingersoll-Rand plc and 
Ingersoll-Rand U.S. HoldCo, Inc. (incorporated by reference to Exhibit 2.2 to the Current Report on Form 8-K 
filed by Ingersoll-Rand plc on May 6, 2019)
Securities Purchase Agreement, dated as of April 9, 2021, by and among Ingersoll Rand Inc., Club Car, LLC and 
MajorDrive Holdings IV, LLC (incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on 
Form 8-K filed on April 12, 2021)
Restated Certificate of Incorporation of Ingersoll Rand Inc. (incorporated by reference to Exhibit 3.1 to the 
Registrant’s Current Report on Form 8-K filed on June 21, 2021)
Second Amended and Restated Bylaws of Ingersoll Rand Inc. (incorporated by reference to Exhibit 3.2 to the 
Registrant’s Current Report on Form 8-K filed on June 21, 2021)

106

4.1

4.2

4.3
10.1†

10.2

10.3

10.4

10.5

10.6

10.7

10.8

10.9

10.10

10.11

10.12

10.13

10.14

Form of Common Stock Certificate (incorporated by reference to Exhibit 4.1 to Amendment No. 4 to the 
Registrant’s Registration Statement on Form S-1 filed on May 3, 2017)
Amended and Restated Registration Rights Agreement, dated as of May 17, 2017, by and among KKR 
Renaissance Aggregator L.P.; KKR Renaissance Aggregator GP LLC; Gardner Denver Holdings, Inc. and each 
of the other parties thereto (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 
8-K filed on May 17, 2017)
Description of Ingersoll Rand Inc.’s Securities
2013 Stock Incentive Plan for Key Employees of Gardner Denver Holdings, Inc. (formerly known as 
Renaissance Parent Corp.) and its Subsidiaries (incorporated by reference to Exhibit 10.1 to the Registrant’s 
Registration Statement on Form S-1 filed on February 28, 2017)
Senior Secured Credit Agreement, dated as of July 30, 2013, among Renaissance Acquisition Corp., the foreign 
borrowers described therein, Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.), 
UBS AG, Stamford Branch, as administrative agent, and other agents and lenders party thereto (incorporated by 
reference to Exhibit 10.2 to the Registrant’s Registration Statement on Form S-1 filed on February 28, 2017)
Amendment No. 1, dated as of March 4, 2016, to the Senior Secured Credit Agreement, among Gardner Denver 
Holdings, Inc. (formerly known as Renaissance Parent Corp.), Gardner Denver, Inc., GD German Holdings II 
GmbH (as successor in interest to Gardner Denver Holdings GmbH & Co. KG), GD First (UK) Limited, UBS 
AG, Stamford Branch, as administrative agent, and other agents and lenders party thereto (incorporated by 
reference to Exhibit 10.3 to the Registrant’s Registration Statement on Form S-1 filed on February 28, 2017)
Amendment No. 2, dated as of August 17, 2017, to the Senior Secured Credit Agreement, among Gardner 
Denver Holdings, Inc., Gardner Denver, Inc., GD German Holdings II GmbH, GD First (UK) Limited, UBS AG, 
Stamford Branch, as administrative agent, and the other parties and lenders party thereto (incorporated by 
reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on August 18, 2017)
Amendment No. 3, dated as of December 13, 2018, to the Senior Secured Credit Agreement dated as of July 30, 
2013, among Gardner Denver Holdings, Inc., Gardner Denver, Inc., GD German Holdings II GmbH, GD First 
(UK) Limited, UBS AG, Stamford Branch, as administrative agent, and the other parties and lenders part thereto 
(incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on December 14, 
2018)
Amendment No. 4 to the Credit Agreement, dated as of June 28, 2019, among Gardner Denver Holdings, Inc., 
GD German Holdings II GmbH, Gardner Denver Holdings Ltd., UBS AS, Stamford Branch as the Resigning 
Agent, Citibank, N.A. as the Successor Agent and the lenders and other entities party thereto (incorporated by 
reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on July 2, 2019)
Amendment No. 5 to Credit Agreement and Joinder Agreement dated as of February 28, 2020, by and among 
Gardner Denver Holdings, Inc., Gardner Denver, Inc., GD German Holdings II GmbH, Gardner Denver 
Holdings, Ltd., Citibank, N.A. as administrative agent, and the other parties and lenders party thereto 
(incorporated by reference to Exhibit 10.10 to the Registrant’s Quarterly Report on Form 10-Q filed on May 15, 
2020)
Joinder Agreement and Amendment No. 6 to Credit Agreement, dated as of June 29, 2020, among Ingersoll 
Rand Inc., Gardner Denver, Inc., Ingersoll-Rand Services Company, GD German Holdings II GmbH, Gardner 
Denver Holdings Ltd., Citibank, N.A., and the lenders and other parties party thereto (incorporated by reference 
to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on July 1, 2020)
Amendment No. 7 to Credit Agreement, dated as of December 28, 2021, by and among Gardner Denver, Inc., as
U.S. Borrower, and Citibank, N.A. as Administrative Agent and Collateral Agent
Pledge Agreement, dated as of July 30, 2013, among Gardner Denver Holdings, Inc. (formerly known as 
Renaissance Parent Corp.), Renaissance Acquisition Corp., the subsidiary pledgors identified therein and UBS 
AG, Stamford Branch, as collateral agent (incorporated by reference to Exhibit 10.4 to the Registrant’s 
Registration Statement on Form S-1 filed on February 28, 2017)
Security Agreement, dated as of July 30, 2013, among Gardner Denver Holdings, Inc. (formerly known as 
Renaissance Parent Corp.), Renaissance Acquisition Corp., the subsidiary grantors identified therein and UBS 
AG, Stamford Branch, as collateral agent (incorporated by reference to Exhibit 10.5 to the Registrant’s 
Registration Statement on Form S-1 filed on February 28, 2017)
Guarantee Agreement, dated as of July 30, 2013, among Gardner Denver Holdings, Inc. (formerly known as 
Renaissance Parent Corp.), the subsidiary guarantors identified therein and UBS AG, Stamford Branch, as 
administrative agent and collateral agent (incorporated by reference to Exhibit 10.6 to the Registrant’s 
Registration Statement on Form S-1 filed on February 28, 2017)
Indemnification Agreement, dated as of July 30, 2013, by and among KKR Renaissance Aggregator L.P.; KKR 
Renaissance Aggregator GP LLC; Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent 
Corp.); Gardner Denver, Inc. and Kohlberg Kravis Roberts & Co. L.P. (incorporated by reference to Exhibit 
10.10 to the Registrant’s Registration Statement on Form S-1 filed on February 28, 2017)
Stockholders Agreement, dated as of May 17, 2018, between Gardner Denver Holdings, Inc. and KKR 
Renaissance Aggregator L.P. (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on 
Form 8-K filed on May 17, 2017)

107

10.15†

10.16†

10.17

10.18†

10.19†

10.20†

10.21†

10.22†

10.23†

10.24†

10.25†

10.26†

10.27†

10.28†

10.29†

10.30†

10.31†

10.32†

10.33†

10.34†

10.35†

Form of Management Stockholder’s Agreement (incorporated by reference to Exhibit 10.13 to the Registrant’s 
Registration Statement on Form S-1 filed on February 28, 2017)
Form of Director Stockholder’s Agreement (incorporated by reference to Exhibit 10.14 to the Registrant’s 
Registration Statement on Form S-1 filed on February 28, 2017)
Form of Advisor Stockholder’s Agreement (incorporated by reference to Exhibit 10.15 to the Registrant’s 
Registration Statement on Form S-1 filed on February 28, 2017)
Form of Director Stock Option Agreement under the 2013 Stock Incentive Plan for Key Employees of Gardner 
Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.) and its Subsidiaries (incorporated by 
reference to Exhibit 10.16 to the Registrant’s Registration Statement on Form S-1 filed on February 28, 2017)
Form of Management Stock Option Agreement (December 2013) under the 2013 Stock Incentive Plan for Key 
Employees of Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.) and its Subsidiaries 
(incorporated by reference to Exhibit 10.17 to the Registrant’s Registration Statement on Form S-1 filed on 
February 28, 2017)

Form of Management Stock Option Agreement (May 2015) under the 2013 Stock Incentive Plan for Key 
Employees of Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.) and its Subsidiaries 
(incorporated by reference to Exhibit 10.18 to the Registrant’s Registration Statement on Form S-1 filed on 
February 28, 2017)

Form of Management Stock Option Agreement (May 2016, 3 year vesting) under the 2013 Stock Incentive Plan 
for Key Employees of Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.) and its 
Subsidiaries (incorporated by reference to Exhibit 10.19 to the Registrant’s Registration Statement on Form S-1 
filed on February 28, 2017)

Form of Management Stock Option Agreement (May 2016, 5 year vesting) under the 2013 Stock Incentive Plan 
for Key Employees of Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.) and its 
Subsidiaries (incorporated by reference to Exhibit 10.20 to the Registrant’s Registration Statement on Form 
S-1 filed on February 28, 2017)
Form of Management Stock Option Agreement (December 2016) under the 2013 Stock Incentive Plan for Key 
Employees of Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.) and its Subsidiaries 
(incorporated by reference to Exhibit 10.21 to the Registrant’s Registration Statement on Form S-1 filed on 
February 28, 2017)
Form of Amendment to Stock Option Agreement or Stock Appreciation Right Agreement under the 2013 Stock 
Incentive Plan for Key Employees of Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent 
Corp.) and its Subsidiaries (incorporated by reference to Exhibit 10.22 to the Registrant’s Registration Statement 
on Form S-1 filed on February 28, 2017)
Stock Option Agreement, dated as of March 7, 2014, under the 2013 Stock Incentive Plan for Key Employees of 
Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.) between Gardner Denver 
Holdings, Inc. (formerly known as Renaissance Parent Corp.) and Andrew Schiesl (incorporated by reference to 
Exhibit 10.23 to the Registrant’s Registration Statement on Form S-1 filed on February 28, 2017)
Form of Sale Participation Agreement (incorporated by reference to Exhibit 10.24 to the Registrant’s 
Registration Statement on Form S-1 filed on February 28, 2017)
Offer Letter, dated April 17, 2015, between Vicente Reynal and Gardner Denver, Inc. (incorporated by reference 
to Exhibit 10.25 to the Registrant’s Registration Statement on Form S-1 filed on February 28, 2017)
Offer Letter, dated November 19, 2015, between Vicente Reynal and Gardner Denver, Inc. (incorporated by 
reference to Exhibit 10.26 to the Registrant’s Registration Statement on Form S-1 filed on February 28, 2017)
Offer Letter, dated November 25, 2013, between Gardner Denver, Inc. and Andy Schiesl (incorporated by 
reference to Exhibit 10.31 to the Registrant’s Registration Statement on Form S-1 filed on February 28, 2017)
Employment Contract, dated September 11, 2018 between Gardner Denver Deutschland GmbH and Enrique 
Miñarro Viseras (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q 
filed on October 29, 2018)
Ingersoll Rand Inc. Amended and Restated 2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 
4.4 to the Registrant’s Registration Statement on Form S-8 filed on March 2, 2020)
First Amendment to Ingersoll Rand Inc. Amended and Restated 2017 Omnibus Incentive Plan (incorporated by 
reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on April 30, 2021)
Form of Restricted Stock Unit Grant Notice and Agreement (2018) under the Gardner Denver Holdings, Inc. 
2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on 
Form 10-Q filed on April 27, 2018)
Form of Director Restricted Stock Unit Grant Notice and Agreement under the Gardner Denver Holdings, Inc. 
2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on 
Form 10-Q filed on April 27, 2018)
Form of Stock Option Grant Notice and Agreement under the Gardner Denver Holdings, Inc. 2017 Omnibus 
Incentive Plan (incorporated by reference to Exhibit 10.42 to the Registrant’s Annual Report on Form 10-K filed 
on February 16, 2018)

108

10.36†

10.37

10.38†

10.39†

10.40†

10.41

10.42

10.43

10.44

10.45

10.46

10.47*

10.48

10.49

10.50†

10.51†

10.52†

10.53†

10.54†

10.55†

10.56†

10.57†

Gardner Denver, Inc. Supplemental Excess Defined Contribution Plan (January 1, 2019 Restatement) 
(incorporated by reference to Exhibit 10.36 to the Registrants Annual Report on Form 10-K filed on February 27, 
2019)
Amendment No. 1 to the Stockholders Agreement, dated as of April 30, 2019, between Gardner Denver 
Holdings, Inc. and KKR Renaissance Aggregator L.P. (incorporated by reference to Exhibit 10.2 to the 
Registrant’s Current Report on Form 8-K filed on May 6, 2019)
Transition Agreement, dated June 12, 2020, between Ingersoll Rand Inc. and Emily Weaver (incorporated by 
reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on August 4, 2020)
Form of Stock Option Grant Notice and Agreement under the Gardner Denver Holdings, Inc. 2017 Omnibus 
Incentive Plan
Form of Restricted Stock Unit Grant Notice and Agreement (2019) under the Gardner Denver Holdings, Inc. 
2017 Omnibus Incentive Plan
Transition Services Agreement, dated as of February 29, 2020, by and between Ingersoll-Rand plc and Ingersoll-
Rand U.S. Holdco, Inc. (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-
K filed on March 4, 2020)
Tax Matters Agreement, dated as of February 29, 2020, by and among Ingersoll-Rand plc, Ingersoll-Rand Lux 
International Holding Company S.A.R.L, Ingersoll-Rand Services Company, Ingersoll-Rand U.S. HoldCo, Inc. 
and Gardner Denver Holdings, Inc. (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report 
on Form 8-K filed on March 4, 2020)
Employee Matters Agreement, dated as of February 29, 2020, by and among Ingersoll-Rand plc, Ingersoll-Rand 
U.S. HoldCo, Inc. and Gardner Denver Holdings, Inc. (incorporated by reference to Exhibit 10.3 to the 
Registrant’s Current Report on Form 8-K filed on March 4, 2020)
Real Estate Matters Agreement, dated February 29, 2020, by and between Ingersoll-Rand plc, and Ingersoll-
Rand U.S. HoldCo, Inc. and Gardner Denver Holdings, Inc. (incorporated by reference to Exhibit 10.4 to the 
Registrant’s Current Report on Form 8-K filed on March 4, 2020)
Intellectual Property Matters Agreement, dated as of February 29, 2020, by and between Ingersoll-Rand plc, 
Ingersoll-Rand U.S. HoldCo, Inc., and solely for the purposes of Section 5.06, Gardner Denver Holdings, Inc. 
(incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K filed on March 4, 
2020)
Trademark License Agreement, dated as of February 29, 2020, by and between Ingersoll-Rand U.S. HoldCo, Inc. 
and Ingersoll-Rand plc (incorporated by reference to Exhibit 10.6 to the Registrant’s Current Report on Form 8-
K filed on March 4, 2020)
Omnibus Transaction Side Letter, dated February 29, 2020, by and among Ingersoll-Rand plc, Ingersoll-Rand 
U.S. Holdco Inc., Gardner Denver Holdings, Inc. and Charm Merger Sub Inc. (incorporated by reference to 
Exhibit 10.7 to the Registrant’s Quarterly Report on Form 10-Q filed on May 15, 2020)
Side Letter to the Employee Matters Agreement, dated July 11, 2019, by and among Ingersoll-Rand plc and 
Gardner Denver Holdings, Inc. (incorporated by reference to Exhibit 10.8 to the Registrant’s Quarterly Report on 
Form 10-Q filed on May 15, 2020)
Side Letter to the Employee Matters Agreement, dated February 29, 2020, by and among Ingersoll-Rand plc, 
Ingersoll-Rand U.S. Holdco, Inc. and Gardner Denver Holdings, Inc. (incorporated by reference to Exhibit 10.9 
to the Registrant’s Quarterly Report on Form 10-Q filed on May 15, 2020)
Form of Performance Stock Unit Grant Notice and Agreement under the Ingersoll Rand Inc. Amended and 
Restated 2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.13 to the Registrant’s Quarterly 
Report on Form 10-Q filed on May 15, 2020)
Form of Restricted Stock Unit Grant Notice and Agreement (2-yr vesting) under the Ingersoll Rand Inc. 
Amended and Restated 2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.14 to the 
Registrant’s Quarterly Report on Form 10-Q filed on May 15, 2020)
Form of Restricted Stock Unit Grant Notice and Agreement (4-yr vesting) under the Ingersoll Rand Inc. 
Amended and Restated 2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.15 to the 
Registrant’s Quarterly Report on Form 10-Q filed on May 15, 2020)
Form of Stock Option Grant Notice and Agreement under the Ingersoll Rand Inc. Amended and Restated 2017 
Omnibus Incentive Plan (incorporated by reference to Exhibit 10.16 to the Registrant’s Quarterly Report on 
Form 10-Q filed on May 15, 2020)
Form of Performance Stock Unit Grant Notice and Agreement under the Ingersoll Rand Inc. Amended and 
Restated 2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly 
Report on Form 10-Q filed on April 30, 2021)
Form of Performance Stock Unit Grant Notice and Agreement (2022) under the Ingersoll Rand Inc. Amended 
and Restated 2017 Omnibus Incentive Plan
Form of Restricted Stock Unit Grant Notice and Agreement (4-yr vesting) (2022) under the Ingersoll Rand Inc. 
Amended and Restated 2017 Omnibus Incentive Plan
Form of Stock Option Grant Notice and Agreement (2022) under the Ingersoll Rand Inc. Amended and Restated 
2017 Omnibus Incentive Plan

109

21

23

31.1

31.2

32.1

Subsidiaries of Ingersoll Rand Inc. as of December 31, 2021

Consent of Independent Registered Public Accounting Firm

Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a)

Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a)

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350

32.2
101.INS

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its 
XBRL tags are embedded within the Inline XBRL document

101.SCH Inline XBRL Taxonomy Extension Schema Document
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE
104

Inline XBRL Taxonomy Extension Presentation Linkbase Document
Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101)

† 

Identifies exhibits that consists of a management contract or compensatory plan or arrangement.

* 
information (i) is not material and (ii) is the type that the Registrant treats as private or confidential.

Certain  portions  of  this  exhibit  have  been  omitted  pursuant  to  Rule  601(b)(10)  of  Regulation  S-K.  The  omitted 

The  agreements  and  other  documents  filed  as  exhibits  to  this  report  are  not  intended  to  provide  factual  information  or  other 
disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on 
them  for  that  purpose.  In  particular,  any  representations  and  warranties  made  by  us  in  these  agreements  or  other  documents 
were made solely within the specific context of the relevant agreement or document and may not describe the actual state of 
affairs as of the date they were made or at any other time.

ITEM 16. FORM 10-K SUMMARY

None.

110

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this 
report to be signed on its behalf on the 25th day of February 2022, by the undersigned, thereunto duly authorized.

Ingersoll Rand Inc.

By:

 /s/ Vicente Reynal
Name: Vicente Reynal
Title: Chairman of the Board and Chief Executive Officer

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act  of  1934,  this  report  has  been  signed  below  on  the  25th  day  of 
February 2022, by the following persons on behalf of the registrant and in the capacities indicated.

Signature

/s/ Vicente Reynal

Vicente Reynal

/s/ Vikram U. Kini

Vikram U. Kini

/s/ Michael J. Scheske

Michael J. Scheske

/s/ Kirk E. Arnold

Kirk E. Arnold

/s/ Elizabeth Centoni

Elizabeth Centoni

/s/ William P. Donnelly

William P. Donnelly

/s/ Gary D. Forsee

Gary D Forsee

/s/ John Humphrey

John Humphrey

/s/ Marc E. Jones

Marc E. Jones

/s/ Tony L. White

Tony L. White

Capacity

Chairman of the Board and Chief Executive Officer

(Principal Executive Officer), Director

Vice President and Chief Financial Officer

(Principal Financial Officer)

Vice President and Corporate Controller

(Principal Accounting Officer)

Director

Director

Director

Director

Director

Director

Director

111

SCHEDULE 1 – INGERSOLL RAND INC.

(PARENT COMPANY ONLY)

STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(in millions)

Revenues

Cost of sales

Gross Profit

Operating costs

Other operating expense, net

Operating Income (Loss)

Interest income

Income (Loss) Before Income Taxes

Income tax provision (benefit)

Income (Loss) of Parent Company

Equity in undistributed income of subsidiaries

Income (Loss) from Continuing Operations

Income from discontinued operations, net of tax

Net Income (Loss)

Other comprehensive income (loss)

Comprehensive Income

For the Years Ended December 31,
2019
2020
2021

$ 

—  $ 

1.0 

(1.0)   

67.9 

(8.4)   

(60.5)   

(28.8)   

(89.3)   

(18.1)   

(71.2)   

592.1 

520.9 

41.6 

562.5 

—  $ 

14.6 

(14.6)   

30.9 

(4.9)   

(40.6)   

42.5 

1.9 

(3.9)   

5.8 

(63.5)   

(57.7)   

24.4 

(33.3)   

(54.3)   

270.2 

— 

0.6 

(0.6) 

10.4 

(47.0) 

36.0 

42.3 

78.3 

(5.1) 

83.4 

13.9 

97.3 

61.8 

159.1 

(0.8) 

$ 

508.2  $ 

236.9  $ 

158.3 

112

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SCHEDULE 1 – INGERSOLL RAND INC.
(PARENT COMPANY ONLY)
BALANCE SHEETS
(in millions)

Assets

Current assets:

Cash and cash equivalents

Other current assets

Total current assets

Equity in net assets of subsidiaries

Intercompany receivables

Deferred tax assets

Total assets

Liabilities and Equity

Other liabilities

Total liabilities

Stockholders’ equity:

Common stock, $0.01 par value; 1,000,000,000 shares authorized; 423,785,571 and 
420,123,978 shares issued as of December 31, 2021 and 2020, respectively

Capital in excess of par value

Accumulated deficit

Accumulated other comprehensive loss
Treasury stock at cost; 16,000,364 and 1,496,169 shares as of December 31, 2021 and 2020, 
respectively

Total Ingersoll Rand Inc. stockholders’ equity

Total liabilities and equity

As of December 31,
2020
2021

$ 

—  $ 

— 

— 

8,513.3 

484.1 

10.8 

— 

0.4 

0.4 

8,006.0 

1,107.3 

10.9 

$ 

9,008.2  $ 

9,124.6 

$ 

6.7  $ 

6.7 

4.9 

4.9 

4.3 

9,408.6 

378.6 

4.2 

9,310.3 

(175.7) 

(41.6)   

14.2 

(748.4)   

(33.3) 

9,001.5 

9,119.7 

$ 

9,008.2  $ 

9,124.6 

113

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SCHEDULE 1 – INGERSOLL RAND INC.
(PARENT COMPANY ONLY)
CONDENSED STATEMENTS OF CASH FLOWS
(in millions)

Cash Flows From Operating Activities:

Net cash provided by (used in) operating activities

$ 

(9.7)  $ 

(15.1)  $ 

(15.1) 

For the Years Ended December 31,
2019
2020
2021

Cash Flows From Investing Activities:

Advances to subsidiaries

Net cash provided by (used in) investing activities

Cash Flows From Financing Activities:

Proceeds from stock option exercises

Cash dividends on common stock

Purchases of treasury stock

Purchase of shares from noncontrolling interest

Proceeds from sale of noncontrolling interest

Net cash provided by (used in) financing activities

Increase (decrease) in cash and cash equivalents

Cash and cash equivalents, beginning of year

Cash and cash equivalents, end of year

731.0 

731.0 

23.7 

(8.2)   

(736.8)   

— 

— 

(721.3)   

— 

— 

(2.5)   

(2.5)   

22.7 

— 

(2.1)   

(14.9)   

11.9 

17.6 

— 

— 

$ 

—  $ 

—  $ 

(10.1) 

(10.1) 

42.8 

— 

(18.6) 

— 

— 

24.2 

(1.0) 

1.0 

— 

114

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SCHEDULE I - INGERSOLL RAND INC.

(PARENT COMPANY ONLY)

NOTES TO CONDENSED FINANCIAL STATEMENTS

1. Overview and Basis of Presentation

On February 29, 2020, Ingersoll Rand Inc. (formerly known as Gardner Denver Holdings, Inc.) completed the acquisition of 
and merger with Ingersoll Rand Industrial (“Ingersoll Rand Industrial”) and changed its name from Gardner Denver Holdings, 
Inc. to Ingersoll Rand Inc. 

Ingersoll Rand Inc. Parent Company Only financial information has been derived from its consolidated financial statements and 
should be read in conjunction with the consolidated financial statements included in this report. The accounting policies for the 
registrant are the same as those described in Note 1 “Summary of Significant Accounting Policies” to our audited consolidated 
financial statements included elsewhere in this Form 10-K.

2. Subsidiary Transactions

Investment in Subsidiaries

Ingersoll Rand Inc.’s investment in subsidiaries is stated at cost plus equity in undistributed earnings of subsidiaries.

Dividends and Capital Distributions

There were no dividends received from subsidiaries during the years ended December 31, 2021, 2020 and 2019.

3. Debt

A discussion of long-term debt, including the five-year debt maturity schedule, can be found in Note 11 “Debt” to our audited 
consolidated financial statements included elsewhere in this Form 10-K. Ingersoll Rand Inc. had no long-term debt obligations 
as of December 31, 2021 and 2020.

4. Contingencies

For  a  summary  of  contingencies,  see  Note  21  “Contingencies”  to  our  audited  consolidated  financial  statements  included 
elsewhere in this Form 10-K.

115

ANNEX A

Reconciliation of GAAP Measures to Non-U.S. GAAP Measures

In addition to consolidated GAAP financial measures, Ingersoll Rand reviews various non-GAAP financial measures, including 
“Adjusted EBITDA,” “Supplemental Adjusted EBITDA,” “Adjusted Free Cash Flow,” and “Supplemental Adjusted Revenue.”

Ingersoll  Rand  believes  Supplemental  Adjusted  EBITDA  and  Supplemental  Adjusted  Revenue  are  helpful  supplemental 
measures  to  assist  management  and  investors  in  evaluating  the  Company’s  operating  results  as  they  provide  supplemental 
information about the Company’s financial performance on a combined basis as if the Merger had occurred on January 1, 2019. 
Ingersoll Rand believes Adjusted EBITDA, Supplemental Adjusted EBITDA, and Supplemental Adjusted Revenue are helpful 
supplemental  measures  to  assist  management  and  investors  in  evaluating  the  Company’s  operating  results  as  they  exclude 
certain items that are unusual in nature or whose fluctuation from period to period do not necessarily correspond to changes in 
the  operations  of  Ingersoll  Rand’s  business.  Adjusted  EBITDA  represents  net  income  before  interest,  taxes,  depreciation, 
amortization  and  certain  non-cash,  non-recurring  and  other  adjustment  items.  Supplemental  Adjusted  EBITDA  represents 
Adjusted EBITDA as if the Merger had occurred on January 1, 2019. Ingersoll Rand believes that the adjustments applied in 
presenting  Adjusted  EBITDA  and  Supplemental  Adjusted  EBITDA  are  appropriate  to  provide  additional  information  to 
investors about certain material non-cash items and about non-recurring items that the Company does not expect to continue at 
the same level in the future. Supplemental Adjusted Revenue represents revenue for the Company as if the Merger had occurred 
on January 1, 2019.

Ingersoll  Rand  uses  Free  Cash  Flow  and  Adjusted  Free  Cash  Flow  to  review  the  liquidity  of  its  operations.  Ingersoll  Rand 
measures  Free  Cash  Flow  as  cash  flows  from  operating  activities  less  capital  expenditures,  and  Adjusted  Free  Cash  Flow  as 
cash flows from operating activities less capital expenditures and other adjustments. Ingersoll Rand believes Free Cash Flow 
and  Adjusted  Free  Cash  Flow  are  useful  supplemental  financial  measures  for  management  and  investors  in  assessing  the 
Company’s ability to pursue business opportunities and investments and to service its debt. Free Cash Flow and Adjusted Free 
Cash Flow are not measures of our liquidity under GAAP and should not be considered as an alternative to cash flows from 
operating activities.

Management  and  Ingersoll  Rand’s  board  of  directors  regularly  use  these  measures  as  tools  in  evaluating  the  Company’s 
operating  and  financial  performance  and  in  establishing  discretionary  annual  compensation.  Such  measures  are  provided  in 
addition  to,  and  should  not  be  considered  to  be  a  substitute  for,  or  superior  to,  the  comparable  measures  under  GAAP.  In 
addition,  Ingersoll  Rand  believes  that  Adjusted  EBITDA  and  Adjusted  Free  Cash  Flow  are  frequently  used  by  investors  and 
other  interested  parties  in  the  evaluation  of  issuers,  many  of  which  also  present  Adjusted  EBITDA  and  Adjusted  Free  Cash 
Flow when reporting their results in an effort to facilitate an understanding of their operating and financial results and liquidity.

Adjusted  EBITDA,  Supplemental  Adjusted  EBITDA,  Adjusted  Free  Cash  Flow  and  Supplemental  Adjusted  Revenue  should 
not be considered as alternatives to net income or any other performance measure derived in accordance with GAAP. Adjusted 
EBITDA, Supplemental Adjusted EBITDA, Adjusted Free Cash Flow and Supplemental Adjusted Revenue have limitations as 
analytical tools, and you should not consider such measures either in isolation or as substitutes for analyzing Ingersoll Rand’s 
results as reported under GAAP.

Reconciliations of Adjusted EBITDA, Supplemental Adjusted EBITDA, Adjusted Free Cash Flow and Supplemental Adjusted 
Revenue to their most comparable U.S. GAAP financial metrics for historical periods are presented in the tables below.

A-1

ANNEX A

For the Twelve 
Month Period Ended 
December 31, 2021

$ 

$ 

$ 

5,764.5 
5,152.4 
1,191.9 

 23.1% 
799.2 
 15.5% 

4,678.8 
4,161.0 

1,085.7 
991.4 

INGERSOLL RAND INC. AND SUBSIDIARIES
UNAUDITED ADJUSTED FINANCIAL INFORMATION BY SEGMENT
(Dollars in millions)

Ingersoll Rand

Orders
Revenues
Adjusted EBITDA
Adjusted EBITDA Margin
Adjusted Free Cash Flow
Adjusted Free Cash Flow Margin

Industrial Technologies & Services

Orders
Revenues

Precision & Science Technologies

Orders
Revenues

A-2

 
 
 
 
 
ANNEX A

INGERSOLL RAND INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA AND ADJUSTED EBITDA MARGIN
(Dollars in millions)

For the Twelve 
Month Period Ended 
December 31, 2021

Net Income

Less: Income from discontinued operations

Less: Income tax provision from discontinued operations

Income from continuing operations, net of tax

Plus:

Interest expense

Provision for income taxes

Depreciation expense

Amortization expense

Restructuring and related business transformation costs

Acquisition related expenses and non-cash charges

Stock-based compensation

Foreign currency transaction gains, net

Loss on equity method investments

Loss on extinguishment of debt

Adjustments to LIFO inventories

Gain on settlement of post-acquisition contingencies

Other adjustments

Adjusted EBITDA

$ 

565.0 

121.0 

(79.4) 

523.4 

87.7 

(21.8) 

85.1 

332.9 

18.8 

65.2 

95.9 

(12.0) 

11.4 

9.0 

33.2 

(30.1) 

(6.8) 

$ 

1,191.9 

A-3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
INGERSOLL RAND INC. AND SUBSIDIARIES
RECONCILIATION OF CASH FLOW FROM OPERATING ACTIVITIES TO ADJUSTED CASH FLOW FROM 
OPERATING ACTIVITIES AND ADJUSTED FREE CASH FLOW
(Unaudited; in millions)

ANNEX A

Cash Flow from Operating Activities from Continuing Operations

Plus:

Synergy delivery and stand-up related costs

Cash taxes related to SVT and HPS divestitures

Settlement of post-acquisition contingencies

Adjusted Cash Flow from Operating Activities

Minus:

Capital expenditures

Adjusted Free Cash Flow

For the Twelve Month 
Period Ended December 31,

2021

2020

$ 

627.8  $ 

653.5 

31.3 

253.7 

(49.5)   

863.3 

64.1 

$ 

799.2  $ 

153.4 

— 

— 

806.9 

42.0 

764.9 

A-4

 
 
 
 
 
 
 
 
 
INGERSOLL RAND INC. AND SUBSIDIARIES
UNAUDITED SUPPLEMENTAL ADJUSTED COMBINED FINANCIAL INFORMATION BY SEGMENT
(Dollars in millions)

ANNEX A

Ingersoll Rand

Supplemental Adjusted Orders
Supplemental Adjusted Revenue (non-GAAP)
Supplemental Adjusted EBITDA (non-GAAP)
Supplemental Adjusted EBITDA Margin (non-GAAP)

Industrial Technologies & Services
Supplemental Adjusted Orders
Supplemental Adjusted Revenue (non-GAAP)

Precision & Science Technologies
Supplemental Adjusted Orders
Supplemental Adjusted Revenue (non-GAAP)

For the Twelve Month Period 
Ended December 31,
2019
2020

$ 

$ 

$ 

4,410.4 
4,344.4 
933.9 
 21.5% 

3,576.2 
3,540.0 

834.2 
804.4 

$ 

$ 

$ 

4,829.9 
4,907.8 
960.2 
 19.6% 

3,983.0 
4,057.5 

846.9 
850.3 

A-5

 
 
 
 
 
 
 
 
ANNEX A

INGERSOLL RAND INC. AND SUBSIDIARIES
UNAUDITED SUPPLEMENTAL ADJUSTED COMBINED FINANCIAL INFORMATION RECONCILIATION OF 
GAAP REVENUE TO SUPPLEMENTAL ADJUSTED REVENUE BY SEGMENT AND FOR THE COMPANY
(Dollars in millions)

For the Twelve Month Period Ended 
December 31, 2020

For the Twelve Month Period Ended 
December 31, 2019

GAAP
Revenue

Adjustments 
(1)

Supplemental
Adjusted
Revenue

GAAP
Revenue

Adjustments 
(2)

Supplemental
Adjusted
Revenue

Segment

Industrial Technologies & Services $ 3,248.2  $ 
Precision & Science Technologies

725.0 
$ 3,973.2  $ 

Total Company

291.8  $ 
79.4 
371.2  $ 

3,540.0  $ 1,700.9  $ 

804.4 

316.6 

4,344.4  $ 2,017.5  $ 

2,356.6  $ 
533.7 
2,890.3  $ 

4,057.5 
850.3 
4,907.8 

(1) For the year ended December 31, 2020, the “Adjustments” column represents the impact of two months (January and 

February of 2020) of standalone legacy Ingersoll Rand Industrial Segment activity.

(2) For the year ended December 31, 2019, the “Adjustments” column represents the impact of one full year of 2019 

standalone legacy Ingersoll Rand Industrial Segment activity.

A-6

 
 
 
 
 
 
INGERSOLL RAND INC. AND SUBSIDIARIES
UNAUDITED SUPPLEMENTAL ADJUSTED COMBINED FINANCIAL INFORMATION RECONCILIATION OF 
GAAP NET INCOME TO ADJUSTED EBITDA AND SUPPLEMENTAL ADJUSTED EBITDA
(Dollars in millions)

ANNEX A

Net Income (Loss) (GAAP)
Less: Income from discontinued operations
Less: Income tax provision from discontinued operations
Income (loss) from continuing operations, net of tax
Plus (1):

Interest expense
Provision for income taxes
Depreciation expense
Amortization expense
Impairment of intangible assets
Restructuring and related business transformation costs
Acquisition related expenses and non-cash charges
Stock-based compensation
Foreign currency transaction losses, net
Loss on extinguishment of debt
Shareholder litigation settlement recoveries
Adjustments to LIFO inventories
Other adjustments
Adjusted EBITDA (1)
Additional Segment Adjusted EBITDA Adjustments (2):

Industrial Technologies & Services
Precision & Science Technologies
Incremental corporate expenses not allocated to segments

Supplemental Adjusted EBITDA

For the Twelve Month Period 
Ended December 31,
2019
2020

$ 

(32.4)  $ 
26.0 
(1.6)   
(56.8)   

111.1 
11.4 
75.3 
335.1 
19.9 
88.0 
181.5 
47.0 
18.6 
2.0 
— 
39.8 
5.2 
878.1 

$ 

40.3  $ 
20.4 
(4.9)   

933.9 

159.1 
80.7 
(18.9) 
97.3 

88.4 
12.9 
41.2 
105.3 
— 
19.6 
54.6 
20.2 
7.3 
0.2 
(6.0) 
0.2 
0.4 
441.6 

424.8 
140.2 
(46.4) 
960.2 

(1) These amounts are reported in accordance with US GAAP and have not been adjusted to reflect the pro forma impact 

of a full quarter of the newly combined Ingersoll Rand.

(2) These “Additional Segment Adjusted EBITDA Adjustments” represent the impact of two months (January and 

February of 2020) of standalone legacy Ingersoll Rand Industrial Segment activity in the twelve month period ended 
December 31, 2020 and a full year of standalone legacy Ingersoll Rand Industrial Segment activity in the twelve 
month period ended December 31, 2019. The incremental corporate expenses not allocated to segments represent 
additional corporate expenses incurred by the Company to operate the newly combined Ingersoll Rand.

A-7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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Ingersoll Rand Inc. (NYSE:IR), driven by an entrepreneurial spirit and ownership mindset, 

is dedicated to helping make life better for our employees, customers and communities. 

Customers lean on us for our technology-driven excellence in mission-critical flow creation 

and industrial solutions across 40+ respected brands where our products and services 

excel in the most complex and harsh conditions. Our employees develop customers for life 

through their daily commitment to expertise, productivity and efficiency. 

For more information, visit www.IRCO.com.

TABLE OF CONTENTS

OUR PURPOSE AND VALUES 

LETTER TO STOCKHOLDERS 

INGERSOLL RAND AT A GLANCE 

STRATEGY IN ACTION 

DIRECTORS AND LEADERSHIP 

01

02

04

05

08

RECONCILIATION OF GAAP MEASURES  

TO NON-U.S. GAAP MEASURES  

Annex A

CORPORATE INFORMATION 

Inside Back Cover

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Annual Meeting 
Ingersoll Rand’s 2022 annual meeting of stockholders will 
be held virtually on June 16, 2022 at 10:30 a.m. Eastern 
time. Please go to investors.irco.com for more information. 

Transfer Agent/Stockholder Services 
American Stock Transfer & Trust Company, LLC 
6201 15th Avenue  
Brooklyn, NY  11219 
(800) 937-5449 or (718) 921-8124 
www.astfinancial.com

Listing of Common Stock 
New York Stock Exchange; Symbol – IR

Form 10-K Report/Stockholder Information 
A copy of Ingersoll Rand’s 2021 Annual Report on 
Form 10-K (without exhibits) as filed with the Securities 
and Exchange Commission is included in this report. 
Stockholder information, including news releases, 
presentations, webcasts and SEC filings, is available on 
Ingersoll Rand's website: www.irco.com.   

Independent Registered Public Accounting Firm 
Deloitte & Touche LLP

Trademarks 
Trademarks appearing in this document are the property 
of their respective owners. 

© 2022 Ingersoll Rand Inc.

All rights reserved. 

SUSTAINABLE GROWTH.  SUSTAINABLE FUTURE.

 
 
 
 
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Corporate Headquarters 
Ingersoll Rand Inc. 

525 Harbour Place Drive, #600 
Davidson, NC  28036-7444

www.irco.com

2021 ANNUAL REPORT   |  1