Good day, everyone and welcome to today’s Roper Technologies First Quarter 2015 financial results conference call. Just a reminder that today’s call is being recorded. It is now my pleasure to turn the conference over to John Humphrey, Chief Financial Officer. Please go ahead, sir.

Thank you, Laurie, and thank you all for joining us this morning as we discuss our first quarter results. Joining me this morning is Brian Jellison, Chairman, President and Chief Executive Officer, Paul Soni, Vice President and Controller, and Rob Crisci, Vice President of Investor Relations. Earlier this morning, we issued a press release announcing our financial results. Our press release also includes replay information for today's call. We have prepared slides to accompany today's call, which are available through the webcast, available -- the link for our website is available on our website www.ropertech.com. Please turn to slide 2. We begin with our Safe Harbor statement. During the course of today's call, we’ll be making forward-looking statements, which are subject to risks and uncertainties as described on this page and as further detailed in our SEC filings. You should listen to today's call in the context of all that information. Now if you please turn to slide 3. Today, we will be discussing our income statement results for the quarter primarily on an adjusted basis. A full reconciliation between GAAP and adjusted measures is in our press release this morning and also included as a part of this presentation in the appendix. For the first quarter, the difference between GAAP and adjusted consists of a purchase accounting adjustment to acquired deferred revenue and our recent software acquisitions. The total of this is about $1.9 million, which is an add back to both revenue and to operating profit. As a reminder, this represents revenue absent our acquisition those businesses would have recognized, this is solely as a result of our acquisition that requires us to have this revenue adjustment. And now if you please turn to the next slide, I’ll turn the call over to Brian Jellison, Chairman, President, and Chief Executive Officer. After his prepared remarks, we will take questions from our telephone participants. Brian?

Thanks John, good morning everybody, I think I have a slide that says Q1 enterprise results, so we'll turn past that and discuss Roper Technologies just for a minute. We're delighted to be bringing this morning’s call to you as Roper Technologies for the first time. We changed the name after the market closed on Friday. The ticker symbol is going to remain the same at ROP, the way The New York Stock Exchange works, our name changes takes perhaps two days for the trades to go in as Roper Technologies, but you're certainly available to buy the stock today. You can expect to begin trading on Wednesday we believe in the Roper Tech and John mentioned its ropertech.com now for the website, that's been changed over the weekend, I think the link to these slides are on it. If you're having any trouble with normal page [ph], you can go there. And the seasons for Roper Technologies is sort of obvious, I think for those of us that have been talking with you for the last several years, all you have to really do is look at our gross margins, which this quarter are 60% to recognize, this simply is not an industrial company. The quality of our businesses, the nature of the amount of money they reinvest to grow themselves and develop technology, the gross margins they have and their long-term growth rates reflect the idea that really is a technology company now and the opportunities that we have are far greater than they used to be a decade ago, when people where focused on product businesses as opposed to software and medical technologies and information networks that could become ubiquitous for niche applications. Next slide. If we look at the first quarter enterprise results, we were able…

[Operator Instructions] And we will go first to Deane Dray at RBC Capital Markets.

Thank you, good morning everyone and congratulations on the name change.

Hey, thank you.

Good morning Deane.

Just to start off, may be expand your comments on the market share gains at Roper Pump, just the timing of this is pretty impressive that despite all the worries about oil, you’ve got the ability to grow market share. Are you getting price and are you building backlog in that business?

Well, the thing you want to balance that off with is that, we invested in a new facility that gave us larger diameter opportunities to provide product in the drilling side of the business, and that came live in the second half of last year has been building. So we have favorable comp in the first half of this year where that continues to go up. The upstream business on the core pump technology was okay in the first quarter, but we expect it to be off throughout the remainder of the year. And in the second half of the year, we will circle up with the comps from last year. So it will still be better than a year ago and it helps us at the expense of certain other people that we are making those products. In addition, these drill things get relined. So that’s like a continuous thing that happens no matter what the level of new drilling is should get the relining and that’s a significant business, which is what we do in Houston. So all that’s good. But you still have to moderate that with the fact that the absolute core portion of the upstream pump business will decline throughout the year.

And as far as the second part of your question, Deane around pricing, it’s bit of – well, it’s really been a technology provider more so than a broad line supplier to the end market in total. So we have very niche applications where in many cases, we are the only person who can really provide the solution that’s being required. So as we went through all of our quarterly reviews as far as the things that we did ask about and test, but so far that’s not a concern for us. I think that’s also reflected in the fact that gross margin continues to be very strong inside both the Energy and Industrial segments where it was 55% in Energy and 50% in Industrial. So that’s really the proof with respect to price, if that’s holding well then gross margins generally hold well.

Thanks. And can you provide some more color on the restructuring actions that you’ve taken. I know Roper is not big on doing any centralized head quarter directed restructuring. So on the $1 million that’s been done so far, is there more to do and what kind of payback are you expecting?

You know, the payback comes within the year itself, so it’s – these are always just discontinued activity and a reduction in headcount. People are very quick to do that. We had everybody together in December challenging field plans for 2015, which we thought were optimistic and unfortunately we were proven correct. So, early in the first quarter as they were monitoring January and then February, they took actions in February based on the first level of trip equilibrium. I think they have other things that they could do in the second quarter and then they generally would be around equivalent stock. There aren't any plant sections to close or things like that, it's just not how the business works, there is very light factory footprints at the end of all those businesses. So we don't have anything planned in Q2, but I think you have things more to deteriorate further, they take out more people.

And then just last question from me. Was the Black Diamond divestiture, was that the divestiture that you talked about a small divestiture you're contemplating, is that the one and could you size that for us please?

--:

Great, thank you.

And we'll go next to Shannon O' Callaghan at UBS.

Good morning guys.

Hey, good morning Shannon.

Okay, on the 60% growth margin in the first quarter, maybe just a little more color on that, I mean, as you said, up 140 bps is a lot, and to see that in 1Q. A little more color on what drove that, where there any mix things that were unique to the quarter or how much of it sort of sustained itself?

Yeah, if you look at, industrial is about 50%, which was the same as it was before, energy was 55%, its quite similar to where it was and RF was 54%, up a little bit but medical at 74% gross margin. So, as it drives a bigger and bigger every increasing piece of the enterprise that really helps and then, frankly pricing is holding quite well for us across the board in all four segments. And people have been very focused here on gross margin and they’re very focused on asset velocity, so it just gets constant attention the way we look at our business model.

And this is a situation where the mix effect is the result of strategic actions that we have taken over the years, right. So, those areas that have higher gross margin was generally our higher quality businesses, they are higher quality because they are providing a service, they're providing a solution that they’re able to get paid for. And so that quality measure and our continued investment in those areas is reflected and the fact that our gross margin is higher.

Okay, great. And then just, on sort of, then I guess the non oil and gas parts of energy to some degree, you've got the organic revenue growth in the first quarter down 5%, and FX down 5%, so total down 10%. For the year, you're saying, down mid-single, oil is not expecting to get better, what does get better there in terms of easing pressure or I guess improving growth for the year?

So it's going to be the non-upstream portions of that business. So the other markets that are served there, which aren't oil and gas related which is about 40% of the segment. And then, frankly there are some things that are expected to occur on the downstream market, particularly for our CTC business and some projects that they have very good line of sight on. Some of those have been lower on the decision making, so I think you've started to see that but those are still things that we expect to see with still investment around the world and things like L&G plants and other applications. So it's going to the non-upstream but you're right, we don't expect the upstream to get any better.

Okay, great thanks a lot guys.

Moving next to Steve Tusa at J.P. Morgan.

All right, good morning.

Hey, good morning Steve.

Can you just talk about the -- I guess just in general what the -- kind of second quarter organic number is going to be?

Well, we’ve to look it all again in the second quarter. Expectation is that we’ll also be somewhere in the probably 3% to 5% range, probably closer to 3% and 5%. So, that’s kind of what’s baked into our guidance and expectation for the second quarter.

Okay. And as far as the kind of midpoint to midpoint, I mean, you have some things moving around here. Obviously, kudos to you guys for being able to raise the guidance when others are clearly cutting. Could you maybe just walk us midpoint to midpoint? You gave us the forex headwind, tax little bit of a headwind. How much of the offset is on the EPS line is on from acquisitions?

Well, the acquisitions are about the same as the FX. [00:01:04]They’re pretty close to neutralizing the X, which is really good, generally you know they’re going to be strong cash accretion, but actually they’re going to be EPS accretive. So, they largely make up for that FX headwind that went up by $0.15.

And rest of the operations -- and rest of the operations, Steve, we’ve some puts and takes by segment versus what we thought maybe 90 days ago both industrial and energy are little bit weaker than what we thought but that’s more than offset by the fact that medical and our toll and traffic businesses are better than we would have expected 90 days ago. So, the continued push in those areas and the performance out of those businesses is doing a little bit better than the weakness that we see on the energy side.

Right. And then just to confirm, so, obviously, if you guys are doing around closer to the 3% in the second quarter, there are things that kind of pick up for you in the back half of the year on the kind of getting you comfortably within the 3% to 5% range?

Absolutely.

Probably so.

Okay. And then one more question. Just -- Brian, maybe just the state of the union on the deal environment?

Well, it’s kind of encouraging, we got a couple of deals that people were trying to sell that did not get done, which is a nice early warning indicator for people who may not have adjusted their valuation expectations. And you got a lot of people who are interested in getting deals done because it’s not quite clear how the high yield credit markets are going to hold up here in perpetuity when guys are looking and say, 450 basis points spreads on high yield. There is amazing amount of different opinions around how that goes, but there is a great deal of assets that are in the marketplace for sale. I just think you have to work harder than ever because a lot of the best things have traded in the last couple of years and some of the really great things that are out there people are kind of holding off on until next year, but given the fact that we want to deploy another $1 billion, $1.5 billion in the next 12 months, we don’t really have. We’re going to see a challenge around that, it’s easy to do. It’s getting harder to find $2 billion deal right now than it was two years ago, but I’d say it’s a little bit better environment for transactions than it was.

Okay, great. Thanks a lot.

Our next question is from Christopher Glynn at Oppenheimer.

Thanks, good morning.

Good morning.

Good morning. So, just had a question about the levity in the margin at RF and what are the takeaways there between volume leverage mix and then maybe productivity or value-based pricing? I know there was some succession there.

You mean -- I’m sorry, you said that with respect to RF?

Yes.

So, what did you see in RF for this quarter, particularly, is very strong performance and high shipments of tags and associated technology from our toll and traffic business. So, Chris as you know, we have -- inside there, we have the very consistently high margin software businesses. And so, the variances are generally going to be driven by our toll and traffic business. If you have more project work, then it adds pressure on the margin, but if you have more hardware, tag and technology shipments, then you have margin upside and that’s what we saw this quarter. So, very shipments for the Infinity Lane system as well as additional tags being sold and shipped to Texas and Florida and lots of other places, North Carolina, et cetera, Oklahoma also. So those tagged shipments help us out on the margin front and that was the case for the first quarter.

And is there a long-term shift underway towards more favorable mix within toll and traffic?

What's happening is that there are, Infinity Lane Technology is really very proprietary, right, so more and more people recognize how much more effective it is as a technology than other things people have used for a very long period of time and I think it will be for some considerable period, longer, a bigger piece of the pie and so as that happens, that's very beneficial.

Thanks. And then on a separate matter, to what extent are MHA and Sunquest now identifying some of the deals and how -- with these properties, how is the deal sourcing process evolving, is it becoming more distributed?

Yes and no. What happens is that they have really wide platforms that you can add things to and there are a lot of small niche businesses that can be helped by joining up with either an MHA or Sunquest and they are very well known to us. So there is a long list of things that we could continue to build out, but we are also building the human capital inside both these businesses quickly. So we've added the people that are running Data Innovations and software and Strata. These are really great people. And so they bring with them the ability to make bolt-on stuff and get it integrated much more effective than some of the other businesses we’ve owned in the past. So that's helpful and there are a lot of small players. I mean we've invested $900 million in the last nine months, but we’ve done six deals to do it and our general ammo would be we would have done $1 billion transaction like an MHA. So having the leadership teams at MHA and Sunquest makes the acquisition -- capital deployment investment situation easier for us. Now that said, we are still doing it here and so we will bring those management teams with us, but the decision around capital deployment is going to remain at the headquarters.

Thanks. Congrats on the recent deals.

Thank you.

We’ll go next to Richard Eastman at Robert W. Baird.

Hi, just a couple of questions. Good morning, Brian. Good morning, John. Just a couple of questions on the tolling business, traffic and tolling business, was the Riyadh order, was that booked in the first quarter here?

Part of it.

Yeah. A very small portion was in the first quarter, but the bulk of that was in the second quarter.

Was in the second quarter, okay. And then you said, is that the Infinity… Sorry.

Rick, I'm sorry, I misspoke. It was booked in the first quarter.

Okay. And then is that for the Infinity Lane system, does that project include that?

No, it does not. This is a signaling and traffic management solution, so the trends with software as well as all of the other work that goes along with putting in a modern traffic management system inside a very congested city is what that project is. So it's not a toll solution, it's a traffic management solution.

Okay. And so just conversely then as Riyadh starts to ship in the second quarter, the margins in the toll, in the RF business probably settled down a bit with that mix? Is that a fair way to think about the margin profile going forward?

The overall mix, particularly at the beginning, is going to be lower. So think of it as Manhattan, where we -- TransSuite runs the traffic light system in Manhattan. So that's what we are going to do in Riyadh, but there is a lot of heavy lifting upfront to accommodate the ability to get this technology embedded everyplace it needs to be. So the technology is higher margin, but the service component with local people doing that work will be low margin and this is a lower margin stuff.

Sure, okay. And then just a quick question on the core local currency growth rate assumption, when you mention industrial tech and also the energy business, I'm thinking you had commented on the total growth for those segments, including FX. So if we just back out FX for the industrial tech business, is the core growth there still modest positive and then for energy is it -- what does that look like without currency for the full year?

Okay. So for the full year, so let me go for the remainder of the year, so for the remainder of the year, we expect energy to be about flat on an organic basis, plus or minus a little bit.

Yes, okay. And then industrial tech?

And industrial tech is very similar. Once again, remember we are completing the Toronto project. So the completion of that project gives us about a $30 million headwind this year in total. And so including that, we expect on an organic basis, industrial will also be maybe flat, maybe up a little bit.

Okay, I'm with you. Okay, so that's really unchanged from the expectation post 4Q?

I would say it's modestly lower, but we are also modestly a little bit more bullish on the Medical and what we are seeing out of RF.

Yes, very good. Okay, thank you much. Very nice quarter.

Thanks.

And we will go next to Joe Ritchie of Goldman Sachs. Sir?

Thanks. Good morning, guys.

Good morning, Joe.

So my first question, I guess with the name change to Roper Technologies, just maybe a broader question. Any thoughts on larger scale portfolio divestitures? I know you did one during this quarter. Clearly you are moving much more towards a software/SaaS-based model, and so I'm just curious, Brian, whether that changes what you currently have within your portfolio today?

No, I don't think so. I mean all our businesses, when you look at our energy businesses or the industrial businesses, they have over 50% gross margin. So the economics of this business is similar to most of the technology company you would see that are not pure software. Our software business has outperformed software companies, our industrial business has outperformed industrial companies. So as long as we get outperformance out of these things, we think the market is incredibly smart and it has pretty idea about what things are worth and while we're always undervalued we think that it's very hard to ever get rid of anything we have here. It would have to be a compelling reason and those certainly could exist in the future, it really could. But today we think we're perfectly positioned and I think this quarter sort of demonstrates that.

Okay, that's helpful. John, maybe following up on your comment on energy, with the start to the year down 5% on the organic growth side and the expectation to get to flat, I guess two questions. What's driving the confidence in the uptick in energy as the year progresses? And then secondly, just within the margin profile this quarter, I saw that your operating margins were down about 200 basis points. I know part of that was the restructuring. But what else really kind of drove the decline in operating margins on the energy business?

Yeah, so I will take the second question first. If you look at the decremental leverage, so revenue down 10%, operating profit down 18%, if you do the math on that, it's about a 43% leverage. So you pull the one-time expenses associated with restructuring out of that. When you get down into the mid-30% range for the decremental leverage, that's not at all different than what we would expect. We actually think that's very impressive performance out of those businesses, given that they start with 55% gross margin. So they are real cost actions, real belt-tightening that has to happen and that will happen and it has and will continue to happen in order to be able to hold that decremental leverage in the mid-30% to 40% range. Now, as far as going forward, when you think about sequential improvements little bit throughout the year, like I said, it's really driven by the non-oil-and-gas portion. So our things that are selling into, whether it would be plastics or polymers or non-destructive testing, other markets that are not oil and gas related, which is about 40% of the segment, that was down modestly in the first quarter. We expect that to be up modestly as we go forward throughout the year. And then the other piece is the timing associated with some of the project deliveries at CCC, which most of those are for downstream and midstream applications, more downstream frankly. And those are things that we expect to come to fruition later in the year. So those are the drivers for why we expect the minus 5% organic in the first quarter to be closer to flat throughout the rest of the year.

Okay. And then just a clarification there. The decremental average that you talked about organically, that didn’t include any pricing pressure in the quarter, and is the expectation as the year progresses that price will continue to hold?

For the specific areas that we play in, that is the expectation and I wouldn’t separate it out as pricing versus cost, I would separate it out as gross margin. So gross margin was actually flat in the quarter versus last year for Energy at 55.4% and we expect to be able to hold our gross margin very similar to what we had last year in this segment, which on a full year basis was right at 58% and we see no reason that that won’t be the case this year as well with the actions that have already been taken.

Okay, great. I mean, one last question Brian on the free cash flow conversion that was really impressive this quarter. I know that some of that must have also – the acquisitions must have buoyed some of the conversion, but your free cash flow conversion has been moving up steadily with the acquisitions that you have done in Medical and Scientific Imaging. The question I have is, is the 130% conversion target that you – that we have used kind of like a long-term target, is that the right target, or are you continuing to move above that target as you progress over the long-term?

Well, I think the 130% is what we have said is a trailing 12-months actual with $851 million in free cash flow. So our cashbacks isn’t going to be moving up, it’s going to be 1% to 1.5% of revenue and our operating cash flow is going to continue to escalate a little bit. It’s already best in class. The conversion rate, we always talk about it being expected to be above 120% over time, so actually the 130%, it’s kind of crept up above that. The things that we have will continue to improve a little bit, our legacy business actually just have been improving. They frankly tripled their cash return on investment in the last decade, which nobody recognizes and the acquisitions help. But I don’t think our conversion ratios are likely to change dramatically. They’re enormous and I just wish we get more people to talk about our real cash earnings instead of talking about the DEPS number, not commenting enough about the non-cash intangible amortization stuff.

Okay, great. Thanks for the clarification.

Our next question is from Jeff Sprague at Vertical Research.

Thank you, good morning gentlemen. Just a question around the Medical businesses, Brian. You know, if I think about a lot of your businesses historically, they have kind of been portfolio companies and have not particularly integrated. But it seems like that is now starting to happen with some of these software deals and it obviously makes a lot of sense. It’s kind of dizzying to think about how many software systems a hospital might have, and if you think about all these different things, you’re starting to put together. I guess the nature of my question really is, is there a significant opportunity to do that? Do you move to kind of a larger provider of software systems with kind of different modalities and things that you’re selling out of a bundle or do you see these businesses actually remaining fairly separate, maybe there is a few that overlap?

Well, that’s a good and complicated question. It’s absolutely true that there is going to be more interaction between some of these niche businesses that are acquired that are smaller with the two big footprint businesses MHA and Sunquest than we would have had in the past. If you think about Neptune, we never added anything to it except they wanted to have this rugged mobile DAP business we rolled over on it [ph] and never really went anywhere. In TransCore’s case, we have made acquisitions that have been very strategic. Several years ago, we acquired this company called United Toll where United Toll has become the entire technology leadership position around the world on toll traffic with this Infinity Lane Systems, very critical acquisition that we made and it’s kind of fully integrated and gets sold as a bundle.

When you think about MHA, I don't think many things necessarily would be sold as a bundle. SoftWriters can continue to be sold and MHA's product branding would continue to be sold, they’re going to work in an integrated way with one another and in many cases, some of these niche acquisitions will report to the MHA or Sunquest platform business. So that's why we suggested that they were transformational in the way that Neptune and TransCore were transformational, on three and four. I think we are a little surprised, if somebody would have asked us your next $900 million of deployment would be in one business or six, we would have thought it would be one, but they are so great and so good that we are happy to do those and I think there will be more smaller acquisitions that are closely correlated. Now that said, they’re still all going to be individual niche businesses. We are not going to be the forward rush man to hospital administrator, so a lot of different stuff you pull out of the back.

That makes sense. And the three deals that you did in the quarter, can you give us a sense of the annualized revenue run rate of those? I guess there was some impact in…

We think those were going to be up to maybe $100 million of revenue with about 40% EBITDA over the next 12 months.

Okay.

And also, we had a huge tax benefit in these deals that are really significant.

And we see those tax benefits in your cash flow, but not your reported tax rate going forward, is that correct?

That is absolutely correct. So it's north of $100 million of gross tax benefits that we will recognize over the next 12 to 15 years. So it is a reduction in our cash taxes over that time frame.

And then just one last follow-up, looking at these working capital changes and thinking about John's answer, maybe it was your answer, Brian, about the gross margins in medical, what percent of your business now runs on negative working capital?

Not enough, but it’s certainly helpful. We wouldn't have gotten from 14 plus percent to 5 without having several businesses that have negative working capital and most of the acquisitions that we are making now are going to come in with negative working capital. We’re going to get paid in advance for the work that they do, not always, but sometimes they get paid a month in advance, sometimes, they get paid three months in advance, sometimes, they get paid a year in advance on subscription.

Interesting. So in terms of the negative working capital, so more of the things that we have acquired or looking at are more on the subscription software, so they’re SaaS businesses, which generally don't run with quite as much negative working capital as a license software does, because you have the maintenance that is almost always build a full year in advance, whereas subscription software is going to be built either monthly or quarterly. And so it's not as much around trying to become even more negative as it is continuing to grow those areas that have the high subscription revenue and wonderful balance sheet that comes along with that.

Great. Thanks for the color. I appreciate it.

Ladies and gentlemen, that will conclude the question-and-answer session for this conference. I’d like to turn the program back over to Mr. Humphrey for any additional or concluding remarks. Sir?

Thanks, Laurie and thanks everyone for joining us with our first quarterly call as Roper Technologies. We look forward to talking to you with our second quarterly call as Roper Technologies as we finish up the second quarter. Thanks.

And ladies and gentlemen, once again, that does conclude today's conference. Again, thank you for joining us.