Table of ~~Operations. A liability of $5.4 million is included in “Accrued liabilities” in the Condensed Consolidated Balance Sheets as of September 30, 2017.~~Contents

The following assumptions were used to estimate the fair value of ~~DSUs at~~performance share units granted during the ~~time of grant~~three month periods ended March 31, 2024 and 2023 using the ~~Finnerty discount for lack of marketability~~Monte Carlo simulation pricing ~~model:~~model.

~~Nine Months~~


	For the Three Month Period Ended March 31,
Assumptions	2024		2023
Expected term (in years)	2.8		2.9
Risk-free interest rate	4.5%		4.4	%
Assumed volatility	28.9%		31.8	%
Expected dividend rate	0.1	%	0.1	%

~~Ended~~

~~September 30,~~

~~2017~~

~~Assumptions:~~

~~Average length of holding period restrictions (years)~~

~~1.42~~

~~Assumed volatility~~

~~5.15~~

~~2017 Omnibus Incentive Plan~~

In May 2017, the Company’s Board approved the 2017 Omnibus Incentive Plan (“2017 Plan”). Under the terms of the Plan, the Company’s Board may grant up to 8.6 million stock based and other incentive awards. Any shares of common stock subject to outstanding awards granted under our 2013 Stock Incentive 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. As of September 30, 2017, no awards have been granted from the 2017 Plan.

~~Index~~

Note ~~10.~~12. Accumulated Other Comprehensive ~~(Loss) 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)~~swap and cap contracts), net of income taxes; and (iv) pension and other postretirement prior service cost and actuarial gains or losses, net of income taxes. See Note 9 “Benefit Plans” and Note 13 “Hedging Activities and Derivative Instruments.”

The before tax income (loss), and related income tax effect ~~and accumulated balances~~ are as ~~follows:~~follows.

For the Three Months Ended
September 30, 2017

For the Nine Months Ended
September 30, 2017

Before-Tax
Amount

Tax
Benefit
or (Expense)

Net of Tax
Amount

Before-Tax
Amount

Tax
Benefit
or (Expense)

Net of Tax
Amount

Foreign currency translation adjustments, net $ 41.5 $ - $ 41.5 $ 131.4 $ - $ 131.4
Foreign currency (losses) gains, net (23.5 ) 8.7 (14.8 ) (71.2 ) 26.9 (44.3 )
Unrecognized (losses) gains on cash flow hedges, net 5.5 (1.5 ) 4.0 8.9 (3.4 ) 5.5
Pension and other postretirement benefit prior service cost and gain or loss, net (1.1 ) 0.5 (0.6 ) (3.4 ) 1.5 (1.9 )
Other comprehensive income $ 22.4 $ 7.7 $ 30.1 $ 65.7 $ 25.0 $ 90.7

		For the Three Months Ended September 30, 2016									For the Nine Months Ended September 30, 2016
		Before-Tax Amount			Tax (Expense) or Benefit			Net of Tax Amount			Before-Tax Amount			Tax (Expense) or Benefit			Net of Tax Amount
		Before-Tax Amount			Tax (Expense) or Benefit			Net of Tax Amount			Before-Tax Amount			Tax (Expense) or Benefit			Net of Tax Amount

	For the Three Month Period Ended March 31,																								For the Three Month Period Ended March 31,
	2024																					2024				2023
	Before-Tax Amount																			Before-Tax Amount	Tax Benefit (Expense)		Net of Tax Amount	Before-Tax Amount			Tax Benefit (Expense)	Net of Tax Amount
Foreign currency translation adjustments, net		$	(29.4	)	$	-			(29.4	)	$	12.8		$	-		$	12.8
Foreign currency gains (losses), net			11.2			(3.1	)		8.1			(18.2	)		7.4			(10.8	)
Unrecognized gains (losses) on cash flow hedges, net			(4.5	)		1.7			(2.8	)		(21.7	)		8.2			(13.5	)
Unrecognized losses on cash flow hedges
Pension and other postretirement benefit prior service cost and gain or loss, net			6.2			(1.0	)		5.2			7.5			(1.2	)		6.3
Other comprehensive income (loss)		$	(16.5	)	$	(2.4	)	$	(18.9	)	$	(19.6	)	$	14.4		$	(5.2	)

~~Index~~

The tables above include only the other comprehensive income (loss), net of tax, attributable to Ingersoll Rand Inc. Other comprehensive income (loss), net, attributable to noncontrolling interest holders was $(0.8) million and $0.9 million for the three month periods ended March 31, 2024 and 2023, respectively, and related entirely to foreign currency translation adjustments.

Changes in accumulated other comprehensive ~~(loss) income~~loss by component for the ~~nine~~three month periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016~~2023 are presented in the following ~~tables~~ ⁽¹⁾:table net of tax.

Cumulative
Currency
Translation
Adjustment

Foreign
Currency
Gains and
(Losses)

Unrealized
(Losses) Gains
on Cash Flow
Hedges

Pension and
Postretirement
Benefit Plans
Total

Balance at December 31, 2016 $ (324.2 ) $ 88.6 $ (42.2 ) $ (64.6 ) $ (342.4 )
Other comprehensive income (loss) before reclassifications 131.4 (44.3 ) (3.1 ) (4.2 ) 79.8
Amounts reclassified from accumulated other comprehensive (loss) income - - 8.6 2.3 10.9
Net current-period other comprehensive income (loss) 131.4 (44.3 ) 5.5 (1.9 ) 90.7
Balance at September 30, 2017 $ (192.8 ) $ 44.3 $ (36.7 ) $ (66.5 ) $ (251.7 )

Cumulative
Currency
Translation
Adjustment

Foreign
Currency
Gains and
(Losses)

Unrealized
(Losses) Gains
on Cash Flow
Hedges

Pension and
Postretirement
Benefit Plans
Total

Balance at December 31, 2015 $ (248.0 ) $ 75.0 $ (41.3 ) $ (51.3 ) $ (265.6 )
Other comprehensive income (loss) before reclassifications 12.8 (10.8 ) (18.5 ) 4.8 (11.7 )
Amounts reclassified from accumulated other comprehensive (loss) income - - 5.0 1.5 6.5
Net current-period other comprehensive income (loss) 12.8 (10.8 ) (13.5 ) 6.3 (5.2 )
Balance at September 30, 2016 $ (235.2 ) $ 64.2 $ (54.8 ) $ (45.0 ) $ (270.8 )

⁽¹⁾

~~All amounts are net of tax. Amounts in parentheses indicate debits.~~


	Foreign Currency Translation Adjustments, Net		Cash Flow Hedges		Pension and Other Postretirement Benefit Plans		Total
Balance as of December 31, 2023	$	(248.0)	$	12.2	$	8.2	$	(227.6)
Other comprehensive income (loss) before reclassifications	(70.4)		3.4		(1.0)		(68.0)
Amounts reclassified from accumulated other comprehensive loss	(3.1)		(3.5)		(0.4)		(7.0)
Other comprehensive loss	(73.5)		(0.1)		(1.4)		(75.0)

Balance as of March 31, 2024	$	(321.5)	$	12.1	$	6.8	$	(302.6)

~~Index~~19

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	Foreign Currency Translation Adjustments, Net		Cash Flow Hedges		Pension and Other Postretirement Benefit Plans		Total
Balance as of December 31, 2022	$	(282.8)	$	16.0	$	15.1	$	(251.7)
Other comprehensive income (loss) before reclassifications	34.8		(3.8)		0.2		31.2
Amounts reclassified from accumulated other comprehensive loss	(4.0)		(1.5)		(0.4)		(5.9)
Other comprehensive income (loss)	30.8		(5.3)		(0.2)		25.3

Balance as of March 31, 2023	$	(252.0)	$	10.7	$	14.9	$	(226.4)

Reclassifications out of accumulated other comprehensive ~~(loss) income~~loss for the ~~nine~~three month periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016~~2023 are presented in the following ~~table:~~table.

Amount Reclassified from Accumulated Other Comprehensive (Loss) Income
Details about Accumulated
Other Comprehensive
(Loss) Income Components

For the
Nine Months
Ended
September 30,
2017

For the
Nine Months
Ended
September 30,
2016

Affected Line in the
Statement Where Net
Income is Presented

Loss on cash flow hedges
Interest rate swaps $ 13.9 $ 8.1 Interest expense
13.9 8.1 Total before tax
(5.3 ) (3.1 ) Provision (benefit) for income taxes
$ 8.6 $ 5.0 Net of tax
Amortization of defined benefit pension and other postretirement benefit items $ 3.7 $ 2.4
⁽¹⁾
3.7 2.4 Total before tax
(1.4 ) (0.9 ) Provision (benefit) for income taxes
$ 2.3 $ 1.5 Net of tax
Total reclassifications for the period $ 10.9 $ 6.5 Net of tax


Amount Reclassified from Accumulated Other Comprehensive Loss
Details about Accumulated Other Comprehensive Loss Components	For the Three Month Period Ended March 31,				Affected Line(s) in the Statement Where Net Income is Presented
	2024		2023
Cash flow hedges (interest rate swaps and caps)	$	(4.7)	$	(2.0)	Interest expense
Provision for income taxes	1.2		0.5		Provision for income taxes
Cash flow hedges (interest rate swaps and caps), net of tax	$	(3.5)	$	(1.5)

Net investment hedges	$	(4.2)	$	(5.4)	Interest expense
Provision for income taxes	1.1		1.4		Provision for income taxes
Net investment hedges, net of tax	$	(3.1)	$	(4.0)

Amortization of defined benefit pension and other postretirement benefit items(1)	$	(0.5)	$	(0.5)	Cost of sales and Selling and administrative expenses
Provision for income taxes	0.1		0.1		Provision for income taxes
Amortization of defined benefit pension and other postretirement benefit items, net of tax	$	(0.4)	$	(0.4)

Total reclassifications for the period, net of tax	$	(7.0)	$	(5.9)

⁽¹⁾

~~These components are included in the computation of net periodic benefit cost. See Note 7 “Pension and Other Postretirement Benefits” for additional details.~~

(1)These components are included in the computation of net periodic benefit cost. See Note 9 “Benefit Plans” for additional details.

Note ~~11.~~13. Hedging Activities and ~~Fair Value Measurements~~

Derivative Instruments

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 cross-currency interest rate swap and foreign currency forward contracts and interest rate ~~swaps,~~swap and cap contracts, 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 ~~maintaining a mixture of fixed and variable rate debt and, from time to time,~~ using ~~pay-fixed~~ interest rate ~~swaps~~derivatives 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~~The USD, the EUR, GBP, Chinese Renminbi and ~~Chinese Yuan~~Indian rupee 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

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currency exchange rates on the translation of its non-U.S. subsidiaries’ assets, liabilities and earnings into USD. The Company ~~has~~manages this exposure by having certain U.S. subsidiaries borrow in currencies other than the ~~USD.~~

USD or utilizing cross-currency interest rate swaps as net investment hedges.

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 ~~monthly.~~at least quarterly. The Company also selectively uses forward currency contracts to manage this risk. These contracts for the sale or purchase of European and other currencies generally mature within one year.

~~Index~~

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 Condensed Consolidated Balance Sheets ~~at September 30, 2017~~as of March 31, 2024 and December 31, ~~2016:~~2023.

September 30, 2017

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

Derivatives Designated as Hedging Instruments
Interest rate swap contracts Cash Flow $ 1,125.0 $ - $ - $ 8.0 $ 49.7
Derivatives Not Designated as Hedging Instruments
Foreign currency forwards Fair Value $ 97.4 $ 0.8 $ - $ - $ -

December 31, 2016

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

Derivatives Designated as Hedging Instruments
Cross currency interest rate swap contracts Net Investment $ 200.0 $ - $ 26.8 $ - $ -
Interest rate swap contracts Cash Flow $ 1,125.0 $ - $ - $ 16.3 $ 47.2
Derivatives Not Designated as Hedging Instruments
Foreign currency forwards Fair Value $ 79.0 $ 0.9 $ - $ - $ -
Foreign currency forwards Fair Value $ 42.8 $ - $ - $ 0.2 $ -


March 31, 2024
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
Derivatives Designated as Hedging Instruments
Interest rate swap contracts	Cash flow	$	528.5	$	9.5	$	1.4	$	—	$	—

Cross-currency interest rate swap contracts	Net investment	1,054.2		16.7		—		—		39.7

⁽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.


December 31, 2023
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
Derivatives Designated as Hedging Instruments
Interest rate swap contracts	Cash Flow	$	528.5	$	8.2	$	1.2	$	—	$	—

Cross-currency interest rate swap contracts	Net investment	1,054.2		15.7		—		—		63.1

(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.

~~Gains and losses on~~All cash flows related to derivatives ~~designated~~for the periods presented are classified as operating cash ~~flow hedges included~~flows in the Condensed Consolidated Statements of ~~Comprehensive (Loss) Income for the three~~Cash Flows.

There were no off-balance sheet derivative instruments as of March 31, 2024 or December 31, 2023.

Interest Rate Swap and ~~nine month periods ended September 30, 2017 and 2016, are~~Cap Contracts Designated as ~~presented in the table below:~~Cash Flow Hedges

For the Three
Months Ended
September 30,

For the Nine
Months Ended
September 30,

2017 2016 2017 2016
Interest rate swap contracts ⁽¹⁾

Gain (loss) recognized in AOCI on derivatives (effective portion) $ 1.4 $ 0.3 $ (4.9 ) $ (29.8 )
Loss reclassified from AOCI into income (effective portion) (4.1 ) (1.7 ) (13.9 ) (8.1 )
(Loss) gain recognized in income on derivatives (ineffective portion and amount excluded from effectiveness testing) (2.1 ) (0.6 ) (2.1 ) 0.2

⁽¹⁾

Losses on derivatives reclassified from accumulated other comprehensive income (“AOCI”) into income (effective portion) were included in “Interest expense” in the Condensed Consolidated Statements of Operations. Ineffective portions of changes in the fair value of cash flow hedges were recognized in earnings and included in “Interest expense” in the Condensed Consolidated Statements of Operations.

~~Index~~

~~At September 30, 2017,~~As of March 31, 2024, the Company iswas the fixed rate payor on 15two interest rate swap contracts that effectively fix the ~~LIBOR-based~~SOFR-based index used to determine the interest rates charged on a total of ~~$1,125.0~~$528.5 million of the Company’s ~~LIBOR-based~~SOFR-based variable rate borrowings. These contracts carry a fixed ~~rates ranging from 2.9% to 4.4%~~rate of 3.2% and ~~have expiration dates ranging from 2017 to 2020.~~expire in June 2025. These swap agreements qualify as hedging instruments and have been designated as cash flow hedges of forecasted ~~LIBOR-based~~SOFR-based interest payments. Based on ~~LIBOR-based~~SOFR-based swap yield curves as of ~~September 30, 2017,~~March 31, 2024, the Company expects to reclassify ~~losses~~gains of ~~$19.6~~$9.6 million out of ~~AOCI~~accumulated other comprehensive income (“AOCI”) into earnings during the next 12 months.

The Company was previously a party to interest rate cap contracts that effectively limited the SOFR-based interest rates charged on a portion of the Company’s ~~LIBOR-based~~ variable rate borrowings ~~outstanding~~to 4.0%. The Company and its counterparties terminated these contracts in August 2023. Prior to their termination, these cap contracts qualified as hedging instruments and were designated as cash flow hedges of forecasted interest payments. These forecasted interest payments are still expected to occur as specified in the Company’s hedge designations; therefore, the unrecognized gain at ~~September 30, 2017~~the time of termination will be reclassified into earnings over the remaining period of original term of the contracts, ending in June 2025. The unrecognized gain remaining in AOCI as of March 31, 2024 was $4.8 million, of which $4.2 million is expected to be reclassified into earnings during the next 12 months.

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Gains (losses) on derivatives designated as cash flow hedges included in the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three month periods ended March 31, 2024 and 2023 are as presented in the table below.


	For the Three Month Period Ended March 31,
	2024		2023
Gain (loss) recognized in OCI on derivatives	$	4.6	$	(5.1)
Gain reclassified from AOCI into income (effective portion)(1)	4.7		2.0

(1)Gains on derivatives reclassified from AOCI into income were ~~$1,285.5~~included within “Interest expense” in the Condensed Consolidated Statements of Operations.

Cross-Currency Interest Rate Swap Contracts Designated as Net Investment Hedges

As of March 31, 2024, the Company was the fixed rate payor on two cross-currency interest rate swap contracts that replace a fixed rate of 3.2% on a total of $528.5 million with a fixed rate of 1.6% on a total of €500.0 million. These contracts expire in June 2025. These contracts have been designated as net investment hedges of our Euro denominated subsidiaries and require an exchange of the notional amounts at maturity.

As of March 31, 2024, the Company entered into three cross-currency interest rate swap contracts where we receive SOFR on a total of $525.7 million and ~~€615.0~~pay EURIBOR on a total of €500.0 million. These contracts expire in June 2025. These contracts have been designated as net investment hedges of our Euro denominated subsidiaries and require an exchange of the notional amounts at maturity.

Gains (losses) on derivatives designated as net investment hedges included in the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three month periods ended March 31, 2024 and 2023 are as presented in the table below.


	For the Three Month Period Ended March 31,
	2024		2023
Gain (loss) recognized in OCI on derivatives	$	28.6	$	(5.5)
Gain reclassified from AOCI into income (effective portion)(1)	4.2		5.4

(1)Gains on derivatives reclassified from AOCI into income were included within “Interest expense” in the Condensed Consolidated Statements of Operations.

Foreign Currency Forwards Not Designated as Hedging Instruments

The Company had ~~four~~no foreign currency forward contracts outstanding as of ~~September 30, 2017 with notional amounts ranging from $2.8 million to $45.8 million.~~March 31, 2024. These contracts are sometimes 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 ~~in the~~within “Other operating expense, net” ~~line on the face of~~in the Condensed 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 Condensed Consolidated Balance Sheets. ~~The amount available to be netted is not material.~~

The Company’s ~~(losses)~~ gains on derivative instruments not designated as accounting hedges and total net foreign currency ~~(losses)~~ gains ~~for the three and nine month periods ended September 30, 2017 and 2016 were as follows:~~

For the Three
Months Ended
September 30,

For the Nine
Months Ended
September 30,

2017 2016 2017 2016
Foreign currency forward contracts (losses) gains $ (1.8 ) $ 1.8 $ (6.7 ) $ 14.0
Total net foreign currency (losses) gains (1.7 ) (0.5 ) (6.3 ) 2.6

The Company has a significant investment in consolidated subsidiaries with functional currencies other than the USD, particularly the EUR. The Company designated its Original Euro Term Loan of approximately €387.0 million as of December 31, 2016 as a hedge of the Company’s net investment in subsidiaries with EUR functional currencies. The Original Euro Term Loan remained designated as a net investment hedge during 2017 until it was extinguished and replaced on August 17, 2017 by the €615.0 million Euro Term Loan, further described in Note 8 “Debt.” 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.

In December 2014, the Company entered into two cross currency interest rate swaps each with a USD notional amount of $100 million to further hedge the risk of changes in the USD equivalent value of its net investment in EUR functional currency subsidiaries. The cross currency interest rate swaps were designated as hedges for the three and nine month periods ended September 30, 2016 and for the period from January 1, 2017 until August 16, 2017 when they were terminated for proceeds of $6.2 million. The proceeds from the termination of the cross currency interest rate swaps are included in the “Proceeds from the termination of derivatives” line in the Condensed Consolidated Statements of Cash Flows. The recorded AOCI at the termination of the cross currency interest rate swaps will remain in AOCI until there is a substantial liquidation of the Company’s net investment in subsidiaries with EUR functional currencies.

~~The losses and gains from the change in fair value related to the effective portions of the net investment hedges were recorded through other comprehensive income.~~

~~Index~~

~~The Company’s gains and~~ (losses)~~, net of income tax, associated with changes in the value of debt and designated cross currency interest rate swaps~~ for the three month ~~and nine month~~ periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016, and the net balance of such gains and (losses) included in accumulated other comprehensive income for the same periods~~2023 were as ~~follows:~~follows.

For the Three
Months Ended
September 30,

For the Nine
Months Ended
September 30,

2017 2016 2017 2016
(Loss) gain, net of income tax, recorded through other comprehensive income $ (13.6 ) $ (5.1 ) $ (43.2 ) $ (11.6 )
Balance included in accumulated other comprehensive (loss) income at September 30, 2017 and 2016, respectively $ 39.2 $ 58.1


	For the Three Month Period Ended March 31,
	2024		2023
Foreign currency forward contracts gains	$	—	$	0.2
Total foreign currency transaction gains (losses), net	0.7		(1.0)

With the exception of the cash proceeds from the termination of the cross currency interest rate swap contracts described earlier, all cash flows associated with derivatives are classified as operating cash flows in the Condensed Consolidated Statements of Cash Flows.

Note 14. 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

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Company’s financial instruments consist primarily of cash and cash equivalents, trade accounts receivables, trade accounts payables, deferred compensation assets and obligations, acquisition related contingent consideration 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:~~follows.

Level 1 Quoted prices (unadjusted) in active markets for identical assets or liabilities as of the reporting date.

~~Level 1~~

~~Quoted prices (unadjusted) in active markets for identical~~Level 2 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 2~~

~~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~~

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 following ~~table summarizes~~tables summarize the Company’s financial assets and liabilities measured at fair value on a recurring basis as of ~~September 30, 2017:~~March 31, 2024 and December 31, 2023.

		Level 1		Level 2		Level 3		Total
	March 31, 2024											March 31, 2024
	Level 1									Level 1	Level 2	Level 3	Total
Financial Assets
Foreign currency forwards ⁽¹⁾		$	-	$	0.8	$	-	$	0.8
Trading securities held in deferred compensation plan ⁽²⁾⁽¹⁾			5.3		-		-		5.3
Trading securities held in deferred compensation plan ⁽²⁾⁽¹⁾
Trading securities held in deferred compensation plan ⁽²⁾⁽¹⁾
Interest rate swaps(2)

Cross-currency interest rate swaps(3)
Cross-currency interest rate swaps(3)
Cross-currency interest rate swaps(3)

Total
Total
Total		$	5.3	$	0.8	$	-	$	6.1
Financial Liabilities
Interest rate swaps ⁽³⁾		$	-	$	57.7	$	-	$	57.7
Deferred compensation plan ⁽²⁾			5.3		-		-		5.3
Deferred compensation plans(1)
Deferred compensation plans(1)
Deferred compensation plans(1)

Cross-currency interest rate swaps(3)
Cross-currency interest rate swaps(3)
Cross-currency interest rate swaps(3)
Contingent consideration(4)

Total		$	5.3	$	57.7	$	-	$	63.0
Total
Total

⁽¹⁾

~~Based on calculations that use readily observable market parameters as their basis, such as spot and forward rates.~~


	December 31, 2023
	Level 1		Level 2		Level 3		Total
Financial Assets
Trading securities held in deferred compensation plan(1)	$	16.8	$	—	$	—	$	16.8
Interest rate swaps(2)	—		9.4		—		9.4

Cross-currency interest rate swaps(3)	—		15.7		—		15.7

Total	$	16.8	$	25.1	$	—	$	41.9
Financial Liabilities
Deferred compensation plan(1)	$	24.7	$	—	$	—	$	24.7

Cross-currency interest rate swaps(3)	—		63.1		—		63.1
Contingent consideration(4)	—		—		42.2		42.2

Total	$	24.7	$	63.1	$	42.2	$	130.0

(1)Based on the quoted price of publicly traded mutual funds and other equity securities which are classified as trading securities and accounted for using the mark-to-market method.

(2)Measured as the present value of all expected future cash flows based on the SOFR-based swap yield curves as of March 31, 2024. The present value calculation uses discount rates that have been adjusted to reflect the credit quality of the Company and its counterparties.

⁽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.~~

⁽³⁾

Measured as the present value of all expected future cash flows based on the LIBOR-based swap yield curves as of September 30, 2017. The present value calculation uses discount rates that have been adjusted to reflect the credit quality of the Company and its counterparties.

Table of Contents

Table of ~~these proceedings, lawsuits and administrative actions is set forth below.~~Contents

Asbestos and Silica Related Litigation

The Company has also 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/or 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” onof the Condensed Consolidated Balance ~~Sheet~~Sheets include a total litigation reserve of ~~$102.8~~$124.7 million and ~~$108.5~~$126.9 million as of ~~September 30, 2017~~March 31, 2024 and December 31, ~~2016~~2023, respectively, with ~~respect~~regards to potential liability arising from the Company’s asbestos-related litigation. Asbestos related defense costs are excluded from the asbestos claims 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/or 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 related recoveries of approximately ~~$97.3~~$151.4 million and ~~$97.3~~$157.7 million as of ~~September 30, 2017~~March 31, 2024 and December 31, ~~2016~~2023, respectively, which was included in “Other assets” onin the Condensed Consolidated Balance Sheets.

The largest such recent action, 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 which 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 now 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”).

~~Index~~

~~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 four on-site cleanups for which it is the primary responsible party. Three of these cleanup sites are in the operation and maintenance stage and one is in the implementation stage.

The Company has undiscounted accrued liabilities of ~~$7.5~~$16.3 million and ~~$7.6~~$16.7 million as of ~~September 30, 2017~~March 31, 2024 and December 31, ~~2016,~~2023, respectively, on its Condensed Consolidated Balance ~~Sheet~~Sheets to the extent costs are known or can be reasonably estimated for its remaining financial obligations ~~for the~~in relation to 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.

Note ~~15.~~19. Segment Results

A description of the Company’s ~~three~~two reportable segments, including the specific products manufactured and sold follows below.

In the ~~Industrials~~Industrial Technologies and Services segment, the Company designs, manufactures, markets and services a broad range of ~~air~~ compression and vacuum equipment as well as fluid transfer equipment, and ~~blower products across a wide array of technologies and applications. Almost every manufacturing and industrial facility, and many service and process industries, use air~~loading systems. The Company’s compression and vacuum products are used worldwide in ~~a variety of applications such as operation of pneumatic air tools, vacuum packaging of~~industrial manufacturing, transportation, chemical processing, food ~~products~~ and ~~aeration of waste water. The Company maintains a leading position in its markets~~beverage production, clean energy, environmental and ~~serves customers globally. The~~other applications. In addition to equipment sales, the Company offers ~~comprehensive~~a broad portfolio of service options tailored to customer needs and complete range of aftermarket parts, air treatment equipment, controls and ~~an experienced direct and distributor-based service network world-wide to complement all of its products.~~

~~In the Energy segment,~~ the Company designs, manufactures, markets and services a diverse range of positive displacement pumps, liquid ring vacuum pumps and compressors, and engineered loading systems and fluid transfer equipment, consumables, and associated aftermarket parts and services. It serves customers in the upstream, midstream, and downstream oil and gas markets, and various other ~~markets including petrochemical processing, power generation, transportation, and general industrial.~~accessories. The Company is one of the largest suppliers in these markets and has long-standing customer relationships. Its positive displacement pumps are used in the oilfield for drilling, hydraulic fracturing, completion and well servicing. Its 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, enhanced oil recovery, water extraction in mining and paper and chlorine compression in petrochemical operations. ItsCompany’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.

~~Index~~

In the ~~Medical~~Precision and Science Technologies segment, the Company designs, manufactures and markets a broad range of ~~highly~~ specialized ~~gas, liquid~~positive displacement pumps, fluid management equipment and ~~precision syringe pumps and compressors primarily~~aftermarket parts for ~~use in the~~ medical, laboratory, industrial manufacturing, water and ~~biotechnology end~~wastewater, chemical processing, clean energy, food and beverage, agriculture and other markets. The Company’s ~~customers~~products are ~~mainly medium~~used for a diverse set of applications including precision dosing of chemicals and ~~large durable medical~~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 ~~suppliers that~~manufacturers who integrate the Company’s products into their ~~final equipment for use in applications such as oxygen therapy, blood dialysis, patient monitoring, wound treatment,~~devices and others. Further, with the recent acquisitions, the Company has expanded into liquid handling components and systems used in biotechnology applications including clinical analysis instrumentation. The Company also has a broad range of end use deep vacuum products for laboratory science applications.

systems.

The Chief Operating Decision Maker (“CODM”) evaluates the performance of ~~its~~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.

Table of Contents

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 three month ~~and nine month~~ periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016:~~2023.

For the Three
Months Ended
September 30,

For the Nine
Months Ended
September 30,

2017
2016 ⁽¹⁾
2017
2016 ⁽¹⁾

Revenue
Industrials $ 288.2 $ 265.6 $ 819.0 $ 803.6
Energy 301.6 137.9 719.4 385.8
Medical 59.8 59.1 172.0 172.2
Total Revenue $ 649.6 $ 462.6 $ 1,710.4 $ 1,361.6
Segment Adjusted EBITDA
Industrials $ 63.1 $ 55.6 $ 173.7 $ 156.2
Energy 98.6 22.0 199.2 70.2
Medical 16.8 16.6 46.9 44.7
Total Segment Adjusted EBITDA $ 178.5 $ 94.2 $ 419.8 $ 271.1
Less items to reconcile Segment Adjusted EBITDA to
Income (Loss) Before Income Taxes:
Corporate expenses not allocated to segments $ 13.8 $ 5.2 $ 30.9 $ 18.8
Interest expense 30.1 43.0 115.4 128.7
Depreciation and amortization expense 43.5 42.9 126.9 126.9
Impairment of goodwill and other intangible assets (a) - - - 1.5
Sponsor fees and expenses (b) - 1.8 17.3 3.8
Restructuring and related business transformation costs (c) 6.3 18.2 20.5 46.2
Acquisition related expenses and non-cash charges (d) 1.2 1.9 3.1 3.6
Environmental remediation loss reserve (e) - - 0.9 -
Expenses related to initial stock offering (f) 0.5 - 3.6 -
Establish public company financial reporting compliance (g) 3.8 0.1 7.2 0.1
Stock-based compensation (h) 9.8 - 166.0 -
Loss on extinguishment of debt (i) 34.1 - 84.5 -
Other adjustments (j) 3.0 3.2 9.8 1.8
Income (Loss) Before Income Taxes: $ 32.4 $ (22.1 ) $ (166.3 ) $ (60.3 )


	For the Three Month Period Ended March 31,
	2024		2023
Revenue
Industrial Technologies and Services	$	1,373.4	$	1,317.2
Precision and Science Technologies	296.7		312.1


Total Revenue	$	1,670.1	$	1,629.3
Segment Adjusted EBITDA
Industrial Technologies and Services	$	411.1	$	345.6
Precision and Science Technologies	91.4		94.5


Total Segment Adjusted EBITDA	$	502.5	$	440.1
Less items to reconcile Segment Adjusted EBITDA to Income Before Income Taxes:
Corporate expenses not allocated to segments	$	44.0	$	40.0
Interest expense	36.8		38.9
Depreciation and amortization expense (a)	116.3		113.1

Restructuring and related business transformation costs (b)	10.7		4.3
Acquisition and other transaction related expenses and non-cash charges (c)	15.3		18.0
Stock-based compensation	14.1		12.1
Foreign currency transaction losses (gains), net	(0.7)		1.0

Adjustments to LIFO inventories	6.8		7.8
Cybersecurity incident costs (d)	0.6		—
Interest income on cash and cash equivalents	(11.4)		(4.7)
Other adjustments (e)	0.4		(1.4)
Income Before Income Taxes	269.6		211.0
Provision for income taxes	54.4		48.1
Income (loss) on equity method investments	(10.7)		0.3


Net Income	$	204.5	$	163.2

⁽¹⁾

In the fourth quarter of fiscal 2016, the Company modified its methodology for presenting reconciling items from Income (Loss) Before Income Taxes. The reconciling items for the three and nine month periods ended September 30, 2016 have been restated to conform to the methodology used in the three and nine month periods ended September 30, 2017, and included the following:

~~Index~~

~~(a)~~

~~Represents non-cash charges for impairment of goodwill and other intangible assets.~~

~~(b)~~

~~Represents management fees and expenses paid to KKR, including a monitoring agreement termination fee of $16.2 million paid in the nine months ended September 30, 2017.~~

~~(c)~~

~~Restructuring and related business transformation costs consist of the following:~~

For the Three
Months Ended
September 30,

For the Nine
Months Ended
September 30,

2017 2016 2017 2016

Restructuring charges $ 2.8 $ 3.0 $ 4.9 $ 15.4
Severance, sign-on, relocation and executive search costs 0.6 5.7 2.2 12.7
Facility reorganization, relocation and other costs 1.0 2.9 3.9 6.5
Information technology infrastructure transformation 0.8 0.6 3.4 1.0
(Gains) losses on asset and business disposals (0.6 ) 1.7 2.0 1.6
Consultant and other advisor fees 0.5 3.2 1.7 6.9
Other, net 1.2 1.1 2.4 2.1
Total restructuring and related business transformation costs $ 6.3 $ 18.2 $ 20.5 $ 46.2

~~(d)~~

Represents costs associated with successful and/or abandoned acquisitions, including third-party expenses, post-closure integration costs and non-cash charges and credits arising from fair value purchase accounting adjustments.

~~(e)~~

~~Represents estimated environmental remediation costs and losses relating to a former production facility.~~

~~(f)~~

~~Represents expenses related to the Company’s initial stock offering.~~

~~(g)~~

Represents third party expenses to comply with the requirements of Sarbanes-Oxley in 2018 and the accelerated adoption of the new revenue recognition standard (ASC 606 - Revenue from Contracts with Customers) in the first quarter of 2018, one year ahead of the required adoption date for a private company. These expenses were previously included in ‘Expenses related to initial stock offering’ and prior periods have been restated to conform to current period presentation.

~~(h)~~

Represents stock-based compensation expense recognized for stock options outstanding for the three months and nine months ended September 30, 2017 of $7.8 million and $69.2 million, respectively, and DSUs granted to employees at the date of the initial public offering for the three months and nine months ended September 30, 2017 of $2.0 million and $96.8 million, respectively. See Note 9 “Stock-Based Compensation”.

~~(i)~~

Represents losses on extinguishment of debt recognized on the redemption of the senior notes and pay down of a portion of the Original Dollar Term Loan Facility with proceeds from the initial public offering in May 2017($50.4 million) and in connection with the refinancing of the Original Dollar Term Loan Facility and Euro Term Loan Facility in August 2017 ($34.1 million).

~~(j)~~

Includes (i) foreign exchange gains and losses, (ii) effects of amortization of prior service costs and amortization of gains in pension and other postretirement benefits (OPEB) expense, (iii) certain legal and compliance costs and (iv) other miscellaneous adjustments.

~~Index~~

~~Note 16. Related Party Transactions~~

~~Affiliates of KKR participated as (i) a lender in the Company’s Senior Secured Credit Facilities discussed in Note 8, “Debt,” (ii) an underwriter in the Company’s initial public offering,~~a)Depreciation and (iii) a provider of services for the debt refinancing transaction. KKR exited its position in the Dollar Term Loan Facility due 2020 during 2015 and did not hold a position in the Dollar Term Loan Facility due 2020 or the Euro Term Loan Facility due 2020 until their extinguishment on August 17, 2017. KKR held a position in the Euro Term Loan Facility due 2024 of €50.0 million for the period of August 17, 2017 to September 30, 2017. KKR Capital Markets LLC, an affiliate of our Sponsor, acted as an underwriter in connection with the initial public offering of the Company’s stock and received underwriter discounts and commissions of approximately $8.9 million. In August 2017, KKR Capital Markets LLC received $1.5 million for services rendered in connection with the debt refinancing transaction.

The Company entered into a monitoring agreement, dated July 30, 2013, with KKR pursuant to which KKR will provide management, consulting and financial advisory services to the Company and its divisions, subsidiaries, parent entities and controlled affiliates. Under the terms of the monitoring agreement the Company is, among other things, obligated to pay KKR (or such affiliate(s) as KKR designates) an aggregate annual management fee in the initial annual amount of $3.5 million, payable in arrears at the end of each fiscal quarter, plus upon request all reasonable out of pocket expenses ($0.0amortization expense excludes $0.9 million and ~~$0.7~~$0.9 million of ~~expenses were incurred~~depreciation of rental equipment for the three month periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016~~2023, respectively.

b)Restructuring and ~~$0.0 million~~related business transformation costs consist of the following.


	For the Three Month Period Ended March 31,
	2024		2023
Restructuring charges	$	9.7	$	2.9
Facility reorganization, relocation and other costs	1.0		1.4

Total restructuring and related business transformation costs	$	10.7	$	4.3

c)Represents costs associated with successful and ~~$0.7 million~~abandoned acquisitions, including third-party expenses, post-closure integration costs and non-cash charges and credits arising from fair value purchase accounting adjustments.

d)Represents non-recoverable costs associated with a cybersecurity event.

e)Includes (i) pension and other postemployment plan costs other than service cost and (ii) other miscellaneous adjustments.

Note 20. Earnings Per Share

The calculation of ~~expenses were incurred~~earnings per share is based on the weighted-average number of the Company’s shares outstanding for the ~~nine month periods ended September 30, 2017 and 2016) incurred in connection with~~applicable period. The calculation of diluted earnings per share reflects the ~~provision~~effect of services under the agreement. The management fee increases at a rate of 5% per year effective on January 1, 2014. In connection with the Company’s initial public offering, the monitoring agreement was terminated in accordance with its terms and the Company paid a termination fee of $16.2 millionall potentially dilutive shares that were outstanding during the ~~nine month period ended September 30, 2017 which~~respective periods, unless the effect of doing so is ~~included in the “Selling and administrative expenses” line of the Condensed Consolidated Statements of Operations.~~antidilutive. The Company ~~incurred management fees~~uses the treasury stock

Table of Contents

method to ~~KKR~~calculate the dilutive effect of ~~$1.1 million and $3.0 million for~~outstanding share-based compensation awards. The number of weighted-average shares outstanding used in the ~~nine month periods ended September 30, 2017 and 2016, respectively.~~

~~Note 17. Income (Loss) Per Share~~

~~The~~ computations of basic and diluted ~~income (loss)~~earnings per share are as ~~follows:~~follows.

For the Three
Months Ended
September 30,

For the Nine
Months Ended
September 30,

2017 2016 2017 2016

Net income (loss) $ 28.0 $ (13.0 ) $ (125.1 ) $ (27.0 )
Less: Net income (loss) attributable to noncontrolling interests - (0.1 ) 0.1 (0.6 )
Net Income (Loss) Attributable to Gardner Denver Holdings, Inc. $ 28.0 $ (12.9 ) $ (125.2 ) $ (26.4 )
Income (Loss) per share:
Basic $ 0.14 $ (0.09 ) $ (0.71 ) $ (0.18 )
Diluted $ 0.13 $ (0.09 ) $ (0.71 ) $ (0.18 )
Average shares outstanding:
Basic 201.3 148.8 175.7 148.8
Dilutive effect of share-based awards 6.8 - - -
Diluted 208.1 148.8 175.7 148.8

The DSUs described in Note 9 “Stock-Based Compensation” are considered outstanding shares for the purpose of computing basic earnings per share because they will become issued solely upon the passage of time.


	For the Three Month Period Ended March 31,
	2024	2023


Weighted-average shares outstanding - Basic	403.5	405.0
Dilutive effect of outstanding share-based compensation awards	4.4	4.2
Weighted-average shares outstanding - Diluted	407.9	409.2

For the ~~nine~~three month ~~period~~periods ended ~~September 30, 2017 there were 12.3~~March 31, 2024 and 2023, 0.4 million ~~potentially dilutive stock-based awards that~~and 2.0 million, respectively, of anti-dilutive shares were not included in the computation of diluted ~~loss~~earnings per share.

Note 21. Subsequent Event

On April 25, 2024, the Company’s board of directors authorized a $1.0 billion increase to the Company’s share ~~because their inclusion would~~repurchase program. This increase is incremental to the amount remaining on the existing $750 million authorization. These authorizations do not have ~~been anti-dilutive.~~

~~For both~~any expiration date. Under the ~~three and nine month periods ended September 30, 2016 there were 15.0 million potentially dilutive stock-based awards that were not included~~repurchase program, Ingersoll Rand may from time to time repurchase shares of the Company’s common stock in the ~~computation~~open market at prevailing market prices (including through Rule 10b5-1 plans), in privately negotiated transactions, a combination thereof, or through other transactions. The actual timing, number, manner, and value of ~~diluted loss per share because their inclusion would have been anti-dilutive.~~

any shares repurchased will depend on several factors, including the market price of the Company’s stock, general market and economic conditions, the Company’s liquidity requirements, applicable legal requirements, and other business considerations.

~~Index~~29

~~Item 2.~~

~~Management’s Discussion and Analysis of Financial Condition and Results of Operations~~

Table of Contents

ITEM 2. 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 the unaudited condensed consolidated financial statements and the related notes thereto included elsewhere in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements that reflect our plans, estimates and beliefs and involve numerous risks and uncertainties, including, but not limited to, those described in the “Risk Factors” section of our prospectus dated May 11, 2017 (the “Prospectus”), as filed with the Securities and Exchange Commission (the “SEC”) on May 15, 2017 pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended, as such risk factors may be updated from time to time in our periodic filings with the SEC.2023 Annual Report. Actual results may differ materially from those contained in any forward-looking statements. You should carefully read “Special Note Regarding Forward-Looking Statements” in this Quarterly Report on Form 10-Q.

Overview

Our Company

~~We are~~Ingersoll Rand is a ~~leading~~ global ~~provider~~market leader with a broad range of innovative and mission-critical ~~flow control and compression equipment and associated aftermarket parts, consumables and services, which we sell across multiple attractive end-markets within the industrial,~~air, fluid, energy and medical ~~industries.~~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, ~~Nash,~~Thomas, Milton Roy, Seepex, Elmo Rietschle, ARO, Robuschi, Emco Wheaton ~~Robuschi, Elmo Rietschle~~ and ~~Thomas,~~Runtech Systems, which we believe are globally recognized in their respective end-markets and known for product quality, reliability, efficiency and superior customer service.

~~Our Segments~~

We ~~report our results of operations through three~~operate with two reportable segments: ~~Industrials, Energy~~Industrial Technologies and ~~Medical.~~Services and Precision and Science Technologies. See Note 19 “Segment Results” to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for a description of our reportable segments.

~~Industrials~~Recent Development

~~We design, manufacture, market~~On March 25, 2024, the Company entered into an agreement to acquire ILC Dover from New Mountain Capital, LLC for an upfront all-cash purchase price of approximately $2.325 billion and ~~service a broad range~~contingent consideration of ~~air compression, vacuum~~up to $75.0 million. ILC Dover’s offerings include solutions for biopharmaceutical, pharmaceutical, and blower products, including associated aftermarket parts, consumables and services, 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. We sell our Industrials 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.

~~Energy~~

We design, manufacture, market and service a diverse range of positive displacement pumps, liquid ring vacuum pumps, compressors and integrated systems, engineered fluid loading and transfer equipment and associated aftermarket parts, consumables and services. The highly engineered products offered by our Energy segment serve customers across upstream, downstream and midstream energymedical device markets as well as ~~petrochemical processing, transportation and general industrial sectors.~~

~~Medical~~

We design, manufacture and market a broad range of highly specialized gas, liquid and precision syringe pumps and compressors that are specified by medical and laboratory equipment suppliers and integrated into their final equipment for use in applications, such as oxygen therapy, blood dialysis, patient monitoring, laboratory sterilization and wound treatment, among others. We offer a comprehensive product portfolio across a breadth of pump technologies to address the medical and laboratory sciences pump and fluid handling industry, as well as a range of end-use vacuum products for ~~laboratory science applications,~~the space industry and ~~we recently expanded into liquid pumps and automated liquid handling components and systems.~~

~~Index~~

~~Components of Our Revenue and Expenses~~

~~Revenues~~

We generate revenue from sales of our highly engineered, application-critical products and by providing associated aftermarket parts, consumables and services. We sell our products and deliver aftermarket services both directly to end-users and through independent distribution channels, depending on the product line and geography. Below is a description of our revenues by segment and factors impacting total revenues.

~~Industrials Revenue~~

Our Industrials Segment Revenues are generated primarily through sales of air compression, vacuum and blower products to customers in multiple industries and geographies. A significant portion of our saleswill be reported in the ~~Industrials segment are made~~Precision and Science Technologies segment. This transaction is expected to independent distributors. Revenue is recognized when products are shipped or delivered, title and risk of loss are passed to the customer and collection is reasonably assured. Our large installed base of products in our Industrials segment drives demand for recurring aftermarket support services primarily composed of replacement parts sales to our distribution partners and, to a lesser extent, by directly providing replacement parts and repair and maintenance services to end customers. Revenue for services is recognized when services are performed. Historically, our shipments and revenues have peaked during the fourth quarter as our customers seek to fully utilize annual capital spending budgets.

~~Energy Revenue~~

Our Energy Segment Revenues are generated primarily through sales of positive displacement pumps, liquid ring vacuum pumps, compressors and integrated systems and engineered fluid loading and transfer equipment and associated aftermarket parts, consumables and services for use primarily in upstream, midstream, downstream and petrochemical end-markets across multiple geographies. Certain contracts with customersclose in the mid- and downstream and petrochemical markets are higher sales value and often have longer lead times and involve more application specific engineering. Revenue is recognized for these arrangements when the contract is complete or substantially complete, provided all other revenue recognition criteria have been met. The arrangement is considered substantially complete when the Company receives acceptance and remaining tasks are perfunctory or inconsequential and in controlsecond quarter of the Company. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined to be probable. As a result, the timing of these contracts can result in significant variation in reported revenue from quarter to quarter. Our large installed base of products in our Energy segment drives demand for recurring aftermarket support services to customers, including replacement parts, consumables and repair and maintenance services. The mix of aftermarket to original equipment revenue within the Energy segment is impacted by trends in upstream energy activity in North America. Revenue for services is recognized when services are performed. In response to customer demand for faster access to aftermarket parts and repair services, we expanded our direct aftermarket service locations in our Energy segment, particularly in North American markets driven by upstream energy activity. Energy segment products and aftermarket parts, consumables and services are sold both directly to end customers and through independent distributors, depending on the product category and geography.

~~Medical Revenue~~

Our Medical Segment Revenues are generated primarily through sales of highly specialized gas, liquid and precision syringe pumps that are specified by medical and laboratory equipment suppliers for use in medical and laboratory applications. Our products are often2024, subject to ~~extensive collaborative design~~customary regulatory approvals and specification requirements, as they are generally components specifically designed for, and integrated into, our customers’ products. Revenue is recognized when products are shipped or delivered, title and risk of loss pass to the customer, and collection is reasonably assured. Our Medical segment has no substantive aftermarket revenues.closing conditions.

~~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 materials inputs. We have instituted a global sourcing strategy to take advantage of coordinated purchasing opportunities of key materials across our manufacturing plant locations.

~~Index~~

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) sponsor fees and expenses; 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.

~~Amortization of Intangible Assets~~

Amortization of intangible assets includes the periodic amortization of intangible assets recognized when an affiliate of KKR acquired us on July 30, 2013 and intangible assets recognized in connection with businesses we acquired since July 30, 2013, including customer relationships and trademarks.

~~Impairment of Goodwill and Other Intangible Assets~~

~~Impairment of goodwill and other intangible assets includes non-cash charges we recognized for the impairment of goodwill and other intangible assets.~~

~~Other Operating Expense, net~~

Other operating expense, net includes foreign currency gains and losses, restructuring charges, certain litigation and contract settlement losses, environmental remediation, stock-based compensation expense, and other miscellaneous operating expenses.

~~Benefit or Provision for Income Taxes~~

The benefit or provision 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 30 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~~

Business, Industry and End Markets

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 Industrials 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 our Energy segment, demand for our products that serve upstream energy end-markets are influenced heavily by energy prices and the expectation as to future trends in those prices. Energy prices have historically been cyclical in nature and are affected by a wide range of factors. As energy prices start improving from low levels observed in the first half of 2016, we have observed increases in drilled but uncompleted wells, global land rig count, wells and footage drilled as well as drilling and completion capital expenditures to positively impact our results of operations. In the midstream and downstream portions of our Energy segment, overall economic growth and industrial production, as well as secular trends, impact demand for our products. In our Medical 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.

~~Index~~

Foreign Currency Fluctuations

A significant portion of our revenues, approximately ~~61%~~53% for the ~~year~~three month period ended ~~December~~March 31, ~~2016,~~2024, 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.

~~Seasonality~~

Historically, our shipments and revenues have peaked during the fourth quarter as our customers seek to fully utilize annual capital spending budgets. Also, our EMEA operations generally experience a slowdown during July, August and December holiday seasons. General economic conditions may, however, impact future seasonal variations.

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.

~~Upstream Energy~~Acquisitions

Part of our strategy for growth is to acquire complementary businesses that provide access to new technologies or geographies or expand our offerings. While acquisitions, as discussed further in Note 2, are not individually significant or significant in the aggregate, they may be relevant when comparing our results from period to period.

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See Note 2 “Acquisitions” to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for further discussion of these acquisitions.

Restructuring and Other Business Transformation Initiatives

We ~~sell products~~continue to execute business transformation initiatives. A key element of those initiatives are restructuring programs within our Industrial Technologies and ~~provide services to customers in upstream energy markets, primarily in the United States. For the upstream energy end-market, in our Energy segment we manufacture pumps~~Services and ~~associated aftermarket products~~Precision and services used in drilling, hydraulic fracturing and well service applications, while in our Industrials segment we sell dry bulk frac sand blowers, which are used in hydraulic fracturing operations. We refer to these products and services in the Energy and IndustrialScience Technologies segments, ~~as “upstream energy.” Our Medical segment is not exposed to the upstream energy industry.~~

Our exposure to upstream energy production levels, coupled with reduced exploration activity and the deferral of maintenance and growth capital expenditures by upstream energy companies, negatively impacted our financial results in the first half of 2016.

The average daily closing of West Texas Intermediate spot market crude oil prices for the nine month period ended September 30, 2017 increased to $49.30 from $41.35 in the same period in 2016. As a result, there has been increased exploration activity and capital expenditures by upstream energy companies. According to Baker Hughes, Inc., the average weekly U.S. land rig count increased to 841 during the nine month period ended September 30, 2017 from 459 in 2016, and, according to Spears & Associates, Inc., the annual average monthly new wells drilled in the United States increased to 1,944 for the nine month period ended September 30, 2017 compared to 1,244 in the same period in 2016. We have experienced significant improvement in demand for our upstream energy products and services in the three and nine month periods ended September 30, 2017.

~~Sponsor Management Fees and Expenses~~

~~Through the date of our initial public offering, our Sponsor charged an annual management fee,~~ as well as expenses for services provided under a monitoring agreement. As the date of our initial public offering, the monitoring agreement was terminated and a fee was paid of $16.2 million during the nine month period ended September 30, 2017.

~~Index~~

~~Stock-based Compensation~~

Under the terms of the 2013 Plan, subsequent to the initial public offering, the Company recognized stock-based compensation expense of approximately $69.2 million related to time-based and performance-based stock options. As of September 30, 2017, there was $12.9 million of unrecognized stock-based compensation expense related to outstanding stock options that will be recognized in future periods. The Company also recognized $96.8 million of compensation expense related to a grant of 5.5 million deferred stock units (“DSU”) to employees at the ~~date of the initial public offering. The Company expects to make stock-based awards to employees and recognize stock-based compensation expenses in future periods.~~

~~Outlook~~

~~Industrials Segment~~

The mission-critical nature of our Industrials products across manufacturing processes drives a demand environment and outlook that are highly correlated with global and regional industrial production, capacity utilization and long-term GDP growth. In the United States and Europe, we are poised to continue benefiting from expected growth in real GDP, along with an expected rebound in industrial production activity in 2017 and 2018. In APAC, despite the recent deceleration, GDP growth remains robust. In the third quarter of 2017, we had $294.4 million of orders in our Industrials segment, an increase of 14% over the third quarter of 2016, or an 11% increase on a constant currency basis.

~~Energy Segment~~

Our Energy segment has a diverse range of equipment and associated aftermarket parts, consumables and services for a number of market sectors with energy exposure, spanning upstream, midstream, downstream and petrochemical applications. Demand for certain of our Energy products has historically corresponded to the supply and demand dynamicsCorporate level. Restructuring charges, program related ~~to oil and natural gas products, and has been influenced by oil and natural gas prices, the level and intensity of hydraulic fracturing activity, rig count, drilling activity~~facility reorganization, relocation and other ~~economic factors. These factors have caused the level of demand for certain of our Energy products to change at times (both positively~~costs, and negatively) and we expect these trends to continue in the future. In the third quarter of 2017, we had $251.1 million of orders in our Energy segment, an increase of 48% over the third quarter of 2016, or a 46% increase on a constant currency basis.related capital expenditures were impacted most significantly.

An increased number of drilling rigs have reentered the market as crude oil prices have improved from lowpoints observed during the first half of 2016 and the number of drilled but uncompleted wells has grown 72% from December 2013 to September 2017. We believe we are well positioned to benefit from the expected growth in drilling rigs and improvements in crude oil prices. In addition, secular industry trends that are driving increased demand of newer, fit-for-purpose equipment with innovations that increase productivity and are increasing the frequency of replacement, refurbishment and upgrade cycles of pumping equipment and associated consumable products used in drilling and particularly hydraulic fracturing activity by increasing the intensity of such activities. As a result of our expanded direct aftermarket service locations, particularly within North America, we believe we are well positioned to benefit from both the increasing intensity of hydraulic fracturing activity and the increase in the backlog of drilled but uncompleted wells. We expect both trends to positively impact our hydraulic fracturing and drilling product mix and our aftermarket to original equipment ratio within the Energy segment.

Our midstream and downstream products provide relatively stable demand with attractive, long-term growth trends related to an expected increase in the production and transportation of hydrocarbons. Demand for our petrochemical industry products correlates with growth in the development of new petrochemical plants as well as activity levels therein. Advancements in the development of unconventional natural gas resources in North America over the past decade have resulted in the abundant availability of locally-sourced natural gas as feedstock for petrochemical plants in North America, supporting long-term growth.

~~Medical Segment~~

We believe that demand for products and services in the Medical space will continue to benefit from attractive secular growth trends in the aging population requiring medical care, emerging economies modernizing and expanding their healthcare systems and increased investment globally in health solutions. In addition, we expect growing demand for higher healthcare efficiency, requiring premium and high performance systems. During 2016, we focused on the development and introduction of new products and applications to access the liquid pump market, leveraging our technology and expertise in gas pumps. We expect 2017 to be a transition year; while a large customer has elected to dual source its requirements for gas pumps, we are also expanding into the liquid pump market and diversifying our customer base. Revenues for the third quarter of 2017 increased 7% when excluding the impacts of foreign currency and the dual sourcing customer transition. In the third quarter of 2017, we had $61.1 million of orders in our Medical segment, an increase of 19% over the third quarter of 2016, or a 17% increase on a constant currency basis.

~~Index~~

How We Assess the Performance of Our Business

We manage operations through the ~~three~~two business segments described above. In addition to our consolidated GAAP financial measures, we review various non-GAAP financial measures, including ~~“Adjusted~~Adjusted EBITDA,~~” “Adjusted~~ Adjusted Net ~~Income”~~Income and ~~“Free~~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 correspond to changes in the operations of our business. Adjusted EBITDA represents net ~~loss~~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 ~~loss~~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 ~~loss~~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. See ~~“Results of Operations—Non-GAAP~~“Non-GAAP Financial Measures” below for reconciliation information.

Results of Operations

Consolidated results should be read in conjunction with the segment results section herein and ~~the~~ Note 19 “Segment Results ~~note~~” to our unaudited condensed consolidated financial statements included elsewhere in this ~~report,~~Form 10-Q, which provides more detailed discussions concerning certain components of our ~~consolidated statements~~Condensed Consolidated Statements of ~~operations.~~Operations. All intercompany accounts and transactions have been eliminated within the consolidated results.

~~Index~~

The following table presents selected ~~consolidated results~~Condensed Consolidated Results of ~~operations~~Operations of our business for the three month ~~and nine month~~ periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016:~~2023.

For the Three
Months Ended
September 30,

For the Nine
Months Ended
September 30,

2017 2016 2017 2016
Condensed Consolidated Statement of Operations:
Revenues $ 649.6 $ 462.6 $ 1,710.4 $ 1,361.6
Cost of sales 395.7 298.4 1,066.0 867.1
Gross profit 253.9 164.2 644.4 494.5
Selling and administrative expenses 111.1 100.9 339.1 310.3
Amortization of intangible assets 29.5 30.7 87.6 90.8
Impairment of other intangible assets - - - 1.5
Other operating expense, net 17.4 12.4 186.7 26.1
Operating income 95.9 20.2 31.0 65.8
Interest expense 30.1 43.0 115.4 128.7
Loss on extinguishment of debt 34.1 - 84.5 -
Other income, net (0.7 ) (0.7 ) (2.6 ) (2.6 )
Income (loss) before income taxes 32.4 (22.1 ) (166.3 ) (60.3 )
Provision (benefit) for income taxes 4.4 (9.1 ) (41.2 ) (33.3 )
Net income (loss) 28.0 (13.0 ) (125.1 ) (27.0 )
Less: Net (loss) income attributable to noncontrolling interest - (0.1 ) 0.1 (0.6 )
Net income (loss) attributable to Gardner Denver Holdings, Inc. $ 28.0 $ (12.9 ) $ (125.2 ) $ (26.4 )

Percentage of Revenues:
Gross profit 39.1 % 35.5 % 37.7 % 36.3 %
Selling and administrative expenses 17.1 % 21.8 % 19.8 % 22.8 %
Operating income 14.8 % 4.4 % 1.8 % 4.8 %
Net income (loss) 4.3 % (2.8 %) (7.3 %) (2.0 %)
Adjusted EBITDA 25.4 % 19.2 % 22.7 % 18.5 %

Other Financial Data:
Adjusted EBITDA⁽¹⁾
164.7 89.0 388.9 252.3
Adjusted Net Income ⁽¹⁾
85.2 23.3 149.2 67.2
Cash flows - operating activities 63.9 37.8 83.9 106.8
Cash flows - investing activities (2.4 ) (34.0 ) (43.1 ) (59.8 )
Cash flows - financing activities (9.1 ) (8.3 ) (8.2 ) (30.8 )
Free Cash Flow⁽¹⁾
54.3 17.5 47.5 60.5

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⁽¹⁾

~~See the “Non-GAAP Financial Measures” section included in this Quarterly Report for a reconciliation to the nearest GAAP measure.~~


	For the Three Month Period Ended March 31,
	2024			2023
Condensed Consolidated Statement of Operations:
Revenues	$	1,670.1		$	1,629.3
Cost of sales	923.8			965.1
Gross profit	746.3			664.2
Selling and administrative expenses	336.3			311.1
Amortization of intangible assets	91.6			92.4

Other operating expense, net	25.2			20.4
Operating income	293.2			240.3
Interest expense	36.8			38.9

Other income, net	(13.2)			(9.6)
Income before income taxes	269.6			211.0
Provision for income taxes	54.4			48.1
Income (loss) on equity method investments	(10.7)			0.3


Net income	204.5			163.2
Less: Net income attributable to noncontrolling interests	2.3			2.1
Net income attributable to Ingersoll Rand Inc.	$	202.2		$	161.1

Percentage of Revenues:
Gross profit	44.7		%	40.8		%
Selling and administrative expenses	20.1		%	19.1		%
Operating income	17.6		%	14.7		%
Net income	12.2		%	10.0		%
Adjusted EBITDA	27.5		%	24.6		%

Other Financial Data:
Adjusted EBITDA (1)	$	458.5		$	400.1
Adjusted Net Income (1)	319.9			267.0
Cash flows - operating activities	161.6			170.3
Cash flows - investing activities	(205.6)			(581.5)
Cash flows - financing activities	(79.6)			(89.3)
Free Cash Flow (1)	99.3			147.9

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

Revenues

Revenues for the three month period ended ~~September 30, 2017~~March 31, 2024 were ~~$649.6~~$1,670.1 million, an increase of ~~$187.0~~$40.8 million, or ~~40.4%~~2.5%, compared to ~~$462.6~~$1,629.3 million for the same three month period in ~~2016.~~2023. The increase in revenues was primarily due ~~primarily~~ to acquisitions of $55.7 million and higher ~~revenue from upstream energy exposed markets (27.3% or $126.1 million), higher volume in other markets in our Energy segment as well as in our Industrials segment including acquisitions~~pricing of $48.3 million, partially offset by lower organic volumes of $60.9 million and ~~net of divestitures (9.9% or $45.6 million), by the favorable~~unfavorable impact of foreign currencies (2.5% or $11.4 million), and improved pricing in other markets in our Energy segment as well as in our Industrials and Medical segments (1.1% or $5.0 million), partially offset by lower volume including acquisitions in our Medical segment (0.2% or $1.1 million).of $2.3 million. The percentage of consolidated revenues derived from aftermarket parts and services was ~~40.5%~~37.0% in the three month period ended ~~September 30, 2017~~March 31, 2024 compared to ~~37.6%~~36.5% in the same three month period in ~~2016.~~2023.

Revenues for the nine month period ended September 30, 2017 were $1,710.4 million, an increase of $348.8 million, or 25.6% compared to $1,361.6 million for the same nine month period in 2016. The increase in revenues was due primarily to higher revenues from upstream energy exposed markets (22.6% or $308.0 million), higher volume in other markets in our Energy segment as well as in our Industrials segment including acquisitions and net of divestitures (2.4% or $32.6 million), and improved pricing (0.9% or $12.6 million), partially offset by the unfavorable impact of foreign currencies (0.2% or $2.9 million), and lower volume including acquisitions in our Medical segment (0.1% or $1.5 million). The percentage of consolidated revenues derived from aftermarket parts and services was 42.1% in the nine month period ended September 30, 2017 compared to 34.9% in the same nine month period in 2016.

~~Index~~

Gross Profit

Gross profit for the three month period ended ~~September 30, 2017~~March 31, 2024 was ~~$253.9~~$746.3 million, an increase of ~~$89.7~~$82.1 million, or ~~54.6%~~12.4%, compared to ~~$164.2~~$664.2 million for the same three month period in ~~2016,~~2023, and as a percentage of revenues was ~~39.1%~~44.7% for the three month period ended ~~September 30, 2017~~March 31, 2024 and ~~35.5%~~40.8% for the same three month period in ~~2016.~~2023. The increase ~~reflects~~in gross profit is primarily

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due to higher ~~revenues from upstream energy exposed markets, higher volume~~pricing and acquisitions discussed above. The increase in other markets in our Energy segment as well as in our Industrials segment including acquisitions and net of divestitures, improved pricing in our Industrials, Energy and Medical segments, and by favorable impact of foreign currencies, partially offset by lower volume including acquisitions in our Medical segment.

~~Gross~~gross profit ~~for the nine month period ended September 30, 2017 was $644.4 million, an increase of $149.9 million, or 30.3% compared to $494.5 million in the same nine month period in 2016, and~~ as a percentage of revenues ~~was 37.7% for the nine month period ended September 30, 2017~~is primarily due to increased price and 36.3% for the same nine month period in 2016. The increase reflects higher revenues from upstream energy exposed markets, higher volume in other markets in our Energy segment as well as in our Industrials segment including acquisitions, improved pricing in our Industrials and Medical segments, partially offset by the unfavorable impact of foreign currencies, lower volume in our Medical segment including acquisitions, and lower pricing in other markets in our Energy segment.input cost productivity improvements.

Selling and Administrative Expenses

Selling and administrative expenses were ~~$111.1~~$336.3 million for the three month period ended ~~September 30, 2017,~~March 31, 2024, an increase of ~~$10.2~~$25.2 million, or ~~10.1%~~8.1%, compared to ~~$100.9~~$311.1 million for the same three month period in ~~2016.~~2023. The increase in selling and administrative expenses was primarily attributable to businesses acquired in 2023 and first quarter of 2024. Selling and administrative expenses as a percentage of revenues ~~decreased~~increased to ~~17.1%~~20.1% for the three month period ended ~~September 30, 2017~~March 31, 2024 from ~~21.8%~~19.1% in the same three month period in 2016. The increase in selling and administrative expenses primarily reflects higher salary and other employee related costs, and professional and consulting fees, partially offset by a decline in Sponsor fees.2023.

Selling and administrative expenses were $339.1 million for the nine month period ended September 30, 2017, an increase of $28.8 million, or 9.3%, compared to $310.3 million for the same nine month period in 2016. Selling and administrative expenses as a percentage of revenues decreased to 19.8% for the nine month period ended September 30, 2017 from 22.8% in the same nine month period in 2016. The increase in selling and administrative expenses primarily reflect a sponsor monitoring termination fee, expenses related to our initial public offering, higher professional and consulting fees, higher salary and other employee costs, partially offset by lower facilities operating expenses. Excluding Sponsor fees and initial public offering expenses, selling and administrative expenses as a percentage of revenues decreased to 18.6% for the nine month period ended September 30, 2017 from 22.5% in the same nine month period in 2016.

Amortization of Intangible Assets

Amortization of intangible assets was ~~$29.5~~$91.6 million for the three month period ended ~~September 30, 2017 and $30.7 million for the three month period ended September 30, 2016. The decrease was primarily due to changes in foreign currencies.~~

~~Amortization of intangible assets was $87.6 million for the nine month period ended September 30, 2017,~~March 31, 2024, a decrease of ~~$3.2~~$0.8 million, compared to ~~$90.8 million in the same nine month period in 2016. The decrease was primarily due to changes in foreign currencies and intangibles which became fully amortized in 2016.~~

~~Other Operating Expense, Net~~

~~Other operating expense, net for the three month period ended September 30, 2017 was $17.4 million, an increase of $5.0 million, compared to $12.4~~$92.4 million in the same three month period in ~~2016.~~2023. The ~~increase~~decrease was primarily due to certain intangible assets becoming fully amortized during the ~~recognition of stock-based compensation expense for stock options and deferred stock units ($9.8 million),~~period, partially offset by ~~lower employee severance costs ($4.7 million).~~businesses acquired in 2023 and first quarter of 2024 discussed in Note 2 “Acquisitions” to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q.

Other Operating Expense, Net

Other operating expense, net ~~for the nine month period ended September 30, 2017~~ was ~~$186.7~~$25.2 million an increase of $160.6 million, compared to $26.1 million in the same nine month period in 2016. The increase was primarily due to the recognition of stock-based compensation expense for stock options and deferred stock units ($166.0 million), a portion of which ($156.2 million) was related to our initial public offering, an increase in foreign currency losses (gains), net ($8.9 million), and a charge for environmental remediation expense ($0.9 million) partially offset by a decrease in restructuring charges, net ($10.5 million).

~~Index~~

~~Interest Expense~~

~~Interest expense~~ for the three month period ended ~~September 30, 2017 was $30.1 million, a decrease~~March 31, 2024, an increase of ~~$12.9~~$4.8 million, compared to ~~$43.0~~$20.4 million in the same three month period in ~~2016.~~2023. The increase in expense was primarily due to higher restructuring charges of $6.8 million and higher acquisition and other transaction related expenses and non-cash charges of $0.1 million, partially offset by higher foreign currency transaction gains, net of $1.7 million.

Interest Expense

Interest expense was $36.8 million for the three month period ended March 31, 2024, a decrease of $2.1 million, compared to $38.9 million in the same three month period in 2023. The decrease was primarily due to ~~reduced debt as a result of debt payments made with~~ the ~~proceeds from the Company’s initial public offering, and a flat weighted-average~~ interest rate derivative contracts discussed in Note 13 “Hedging Activities and Derivative Instruments” to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q. The weighted average interest rate, including the impact of the interest rate derivative contracts, was approximately ~~6.0% in 2017 and 2016.~~

~~Interest expense~~5.3% for the ~~nine~~three month period ended ~~September 30, 2017 was $115.4 million, a decrease of $13.3 million, compared to $128.7 million~~March 31, 2024 and 5.2% in the same ~~nine~~three month period in 2016. The decrease was primarily due to reduced debt as a result of debt payments made with the proceeds from the Company’s initial public offering, partially offset by a higher weighted-average interest rate of approximately 6.2% in 2017 compared to 6.0% in 2016.2023.

Other Income, Net

Other income, net was ~~$0.7~~$13.2 million and $9.6 million in the three month ~~period~~periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016, respectively, consisting~~2023, respectively. The increase was primarily due to an increase in interest income from holdings of ~~investment income~~cash and ~~realized and unrealized gains and losses on investments.~~cash equivalents.

Other income, net was $2.6 million in the nine month period ended September 30, 2017 and 2016, respectively, consisting primarily of investment income and realized and unrealized gains and losses on investments.

Provision ~~(Benefit)~~ for Income Taxes

The provision for income taxes was ~~$4.4~~$54.4 million, resulting in a ~~13.6%~~20.2% effective income tax provision rate for the three month period ended ~~September 30, 2017,~~March 31, 2024, compared to a ~~benefit~~provision for income taxes of ~~$9.1~~$48.1 million, resulting in a ~~41.3%~~22.8% effective income tax ~~benefit~~provision rate in the same three month period in ~~2016.~~2023. The increase in the tax provision for ~~income taxes~~the three month period ended March 31, 2024 is primarily due to ~~the~~an increase in ~~pre-tax~~the pretax book income. The decrease in the effective income tax provision rate is primarily due to the ~~decrease in~~additional benefit of a windfall tax deduction during the ~~U.S. loss at a higher tax rate combined with~~first quarter of 2024, partially offset by an increase in ~~foreign profits at a lower~~the pretax book income in jurisdictions with higher effective tax ~~rate.~~rates.

The benefit for income taxes was $41.2 million resulting in a 24.8% effective income benefit tax rate for the nine month period ended September 30, 2017, compared to a benefit for income taxes of $33.3 million resulting in a 55.2% effective income tax benefit rate in the same nine month period in 2016. The decrease in the provision for income taxes is due to the increase of the pre-tax loss. The significant loss in the U.S. was caused by one-time expenses associated with the Company’s initial public offering. This included offering-related expenses, early termination fees relating to the pay down of debt, and stock-based compensation expense. The decrease in the effective income tax rate is primarily due to these expenses being benefited at a lower tax rate.

Net Income ~~(Loss)~~

~~The net~~Net income was ~~$28.0~~$204.5 million for the three month period ended ~~September 30, 2017~~March 31, 2024 compared to a net ~~loss~~income of ~~$13.0~~$163.2 million in the same three month period in ~~2016.~~2023. The increase in net income was primarily due to higher ~~operating income on higher revenues,~~ gross profit ~~and lower interest expense, partially offset by stock-based compensation expense and loss~~ on ~~extinguishment of debt.~~

~~The net loss was $125.1 million for the nine month period ended September 30, 2017 compared to a net loss of $27.0 million in the same nine month period in 2016. The~~ increased ~~net loss was primarily due to expenses associated with the initial public offering, stock-based compensation expense, and loss on the extinguishment of debt,~~revenues, partially offset by higher ~~revenues~~selling and ~~gross profit.~~administrative expenses, higher loss on equity method investments, and higher provision for income taxes.

Adjusted EBITDA

Adjusted EBITDA increased ~~$75.7~~$58.4 million to ~~$164.7~~$458.5 million for the three month period ended ~~September 30, 2017~~March 31, 2024 compared to ~~$89.0~~$400.1 million in the same three month period in ~~2016.~~2023. Adjusted EBITDA as a percentage of revenues increased ~~620~~290 basis points to ~~25.4%~~27.5% for the three month period ended ~~September 30, 2017~~March 31, 2024 from ~~19.2%~~24.6% for the same three month period in ~~2016.~~2023. The increase in Adjusted EBITDA was primarily due to higher ~~volume in our Energy segment~~pricing of $48.3 million, favorable cost productivity and ~~Industrials segment including~~product mix of $32.9

Table of Contents

million, and acquisitions ~~and net~~ of ~~divestitures of ($80.9 million), improved pricing ($9.8 million), and the favorable impact of foreign currencies ($3.3 million),~~$11.5 million, partially offset by lower organic sales volume of $26.2 million, higher selling and administrative costs ~~($11.3 million), higher material~~of $9.6 million, and ~~other manufacturing costs ($5.8 million) and lower volume including acquisitions~~unfavorable impact of foreign currencies of $1.2 million. The increase in ~~our Medical segment ($1.2 million).~~

~~Index~~

~~Adjusted EBITDA increased $136.6 million to $388.9 million for the nine month period ended September 30, 2017 compared to $252.3 million in the same nine month period in 2016.~~ Adjusted EBITDA as a percentage of revenues ~~increased 420 basis points to 22.7% for the nine month period ended September 30, 2017 from 18.5% for the same nine month period in 2016. The increase in Adjusted EBITDA was~~is primarily ~~due~~attributable to higher ~~volume in our Energy segment~~pricing, input cost productivity improvements, and Industrials segment including acquisitions and net of divestitures ($135.1 million), lower material and other manufacturing costs ($2.6 million), and improved pricing ($15.9 million), partially offset by higher selling and administration expenses ($13.7 million), lower volume including acquisitions in our Medical segment ($2.6 million), and the unfavorable impact of foreign currencies ($0.7 million).product mix.

Adjusted Net Income

Adjusted Net Income increased ~~$61.9~~$52.9 million to ~~$85.2~~$319.9 million for the three month period ended ~~September 30, 2017,~~March 31, 2024 compared to ~~$23.3~~$267.0 million in the same three month period in ~~2016.~~2023. The increase was primarily due to ~~increased~~higher Adjusted EBITDA, ~~and lower interest expense,~~ partially offset by ~~an increase in the~~a higher income tax provision, as adjusted.

Adjusted Net Income increased $82.0 million to $149.2 million for the nine month period ended September 30, 2017 compared to $67.2 million in the same nine month period in 2016. The increase was primarily due to increased Adjusted EBITDA and lower interest expense, partially offset by an increase in the income tax provision, as adjusted.

Non-GAAP Financial Measures

Set forth below are the reconciliations of Net Income ~~(Loss)~~ to Adjusted EBITDA and Adjusted Net Income and Cash Flows from Operating Activities to Free Cash ~~Flow:~~Flow.


		For the Three Month Period Ended March 31,
		For the Three Month Period Ended March 31,
		For the Three Month Period Ended March 31,
		2024
		2024
		2024
Net Income
Net Income
Net Income
	For the Three Months Ended September 30,					For the Nine Months Ended September 30,
	2017		2016			2017			2016
Net Income (Loss) ⁽¹⁾	$	28.0	$	(13.0	)	$	(125.1	)	$	(27.0	)

Plus:

Plus:

Plus:
Interest expense		30.1		43.0			115.4			128.7
Provision (benefit) for income taxes		4.4		(9.1	)		(41.2	)		(33.3	)
Depreciation expense		13.9		12.2			39.3			36.1
Interest expense
Interest expense
Provision for income taxes
Provision for income taxes
Provision for income taxes
Depreciation expense (a)
Depreciation expense (a)
Depreciation expense (a)
Amortization expense ~~(a)~~(b)		29.5		30.7			87.6			90.8
Impairment of goodwill and other intangible assets (b)		-		-			-			1.5
Sponsor fees and expenses (c)		-		1.8			17.3			3.8
Restructuring and related business transformation costs (d)		6.3		18.2			20.5			46.2
Acquisition related expenses and non-cash charges (e)		1.2		1.9			3.1			3.6
Environmental remediation loss reserve (f)		-		-			0.9			-
Expenses related to initial stock offering (g)		0.5		-			3.6			-
Establish public company financial reporting compliance (h)		3.8		0.1			7.2			0.1
Stock-based compensation (i)		9.8		-			166.0			-
Loss on extinguishment of debt (j)		34.1		-			84.5			-
Other adjustments (k)		3.1		3.2			9.8			1.8
Amortization expense ~~(a)~~(b)
Amortization expense ~~(a)~~(b)

Restructuring and related business transformation costs (c)

Restructuring and related business transformation costs (c)

Restructuring and related business transformation costs (c)
Acquisition and other transaction related expenses and non-cash charges (d)
Acquisition and other transaction related expenses and non-cash charges (d)
Acquisition and other transaction related expenses and non-cash charges (d)
Stock-based compensation
Stock-based compensation
Stock-based compensation
Foreign currency transaction losses (gains), net
Foreign currency transaction losses (gains), net
Foreign currency transaction losses (gains), net
Loss (income) on equity method investments
Loss (income) on equity method investments
Loss (income) on equity method investments

Adjustments to LIFO inventories

Adjustments to LIFO inventories

Adjustments to LIFO inventories
Cybersecurity incident costs (e)
Cybersecurity incident costs (e)
Cybersecurity incident costs (e)
Interest income on cash and cash equivalents
Interest income on cash and cash equivalents
Interest income on cash and cash equivalents
Other adjustments (f)
Other adjustments (f)
Other adjustments (f)
Adjusted EBITDA
Adjusted EBITDA
Adjusted EBITDA	$	164.7	$	89.0		$	388.9		$	252.3
Minus:
Minus:
Minus:
Interest expense		30.1		43.0			115.4			128.7
Income tax provision, as adjusted (l)		33.3		7.4			77.8			12.7
Interest expense
Interest expense
Income tax provision, as adjusted (g)
Income tax provision, as adjusted (g)
Income tax provision, as adjusted (g)
Depreciation expense
Depreciation expense
Depreciation expense		13.9		12.2			39.3			36.1
Amortization of non-acquisition related intangible assets		2.2		3.1			7.2			7.6
Amortization of non-acquisition related intangible assets
Amortization of non-acquisition related intangible assets
Interest income on cash and cash equivalents
Interest income on cash and cash equivalents
Interest income on cash and cash equivalents
Adjusted Net Income
Adjusted Net Income
Adjusted Net Income	$	85.2	$	23.3		$	149.2		$	67.2
Free Cash Flow
Cash flows - operating activities		63.9		37.8			83.9			106.8
Free Cash Flow
Free Cash Flow
Cash flows from operating activities
Cash flows from operating activities
Cash flows from operating activities
Minus:
Minus:
Minus:
Capital expenditures		9.6		20.3			36.4			46.3
Capital expenditures
Capital expenditures
Free Cash Flow	$	54.3	$	17.5		$	47.5		$	60.5
Free Cash Flow
Free Cash Flow

⁽¹⁾

In the fourth quarter of fiscal year 2016, the Company modified its methodology for presenting reconciling items from Net Income (Loss). The reconciling items for the three month and nine month periods ended September 30, 2016 have been reclassified to conform to the methodology used in the three month and nine month periods ended September 30, 2017, and include the following:

(a)Depreciation expense excludes $0.9 million and $0.9 million of depreciation of rental equipment for the three month periods ended March 31, 2024 and 2023, respectively.

~~Index~~34

~~(a)~~

Represents $27.3 million and $27.6 million of amortization of intangible assets arising from the KKR transaction and other acquisitions (customer relationships and trademarks) and $2.2 million and $3.1 million of amortization of non-acquisition related intangible assets, in each case for the three month periods ended September 30, 2017 and 2016, respectively. Represents $80.4 million and $83.2 million of amortization of intangible assets arising from the KKR transaction and other acquisitions (customer relationships and trademarks) and $7.2 million and $7.6 million of amortization of non-acquisition related intangible assets, in each case for the nine month periods ended September 30, 2017 and 2016, respectively.

~~(b)~~

~~Represents non-cash charges for impairment of goodwill and other intangible assets.~~

~~(c)~~

~~Represents management fees and expenses paid to KKR, including a monitoring agreement termination fee of $16.2 million paid in the nine month period ended September 30, 2017.~~

~~(d)~~

~~Restructuring and related business transformation costs consist of the following:~~

~~(e)~~

~~(f)~~

~~Represents estimated environmental remediation costs and losses relating to a former production facility.~~

~~(g)~~

~~Represents expenses related to the Company’s initial stock offering.~~

~~(h)~~

~~(i)~~

~~(j)~~

Represents losses on extinguishment of debt recognized on the redemption of the senior notes and pay down of a portion of the Original Dollar Term Loan Facility with proceeds from the initial public offering in May 2017 ($50.4 million) and in connection with the refinancing of the Original Dollar Term Loan Facility and Euro Term Loan Facility in August 2017 ($34.1 million).

~~(k)~~

Includes (i) foreign exchange gains and losses, (ii) effects of amortization of prior service costs and amortization of gains in pension and other postemployment benefits (OPEB) expense, (iii) certain legal and compliance costs, and (iv) other miscellaneous adjustments.

~~Index~~Table of Contents

~~(l)~~

Represents the Company’s income tax provision adjusted for the tax effect of pre-tax items excluded from Adjusted Net Income and the removal of the 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.

(b)Represents $89.5 million and $89.8 million of amortization of intangible assets arising from acquisitions (customer relationships, technology, tradenames and backlog) and $2.1 million and $2.6 million of amortization of non-acquisition related intangible assets, in each case, for the three month periods ended March 31, 2024 and 2023, respectively.

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

For the Three
Months Ended
September 30,

For the Nine
Months Ended
September 30,

2017 2016 2017 2016
Provision (Benefit) for income taxes $ 4.4 $ (9.1 ) $ (41.2 ) $ (33.3 )
Tax impact of pre-tax income adjustments 30.3 16.4 119.0 43.9
Discrete tax items (1.4 ) 0.1 - 2.1
Income tax provision, as adjusted $ 33.3 $ 7.4 $ 77.8 $ 12.7


	For the Three Month Period Ended March 31,
	2024		2023
Restructuring charges	$	9.7	$	2.9
Facility reorganization, relocation and other costs	1.0		1.4

Total restructuring and related business transformation costs	$	10.7	$	4.3

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

(e)Represents non-recoverable costs associated with a cybersecurity event.

(f)Includes (i) pension and other postemployment plan costs other than service costs and (ii) other miscellaneous adjustments.

(g)Represents our income tax provision adjusted for the tax effect of pre-tax items excluded from Adjusted Net Income and the removal of the applicable discrete tax items. The tax effect of pre-tax items excluded from Adjusted 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 adjusted amounts are then used to calculate an adjusted provision for the quarter.

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


	For the Three Month Period Ended March 31,
	2024		2023
Provision for income taxes	$	54.4	$	48.1
Tax impact of pre-tax income adjustments	29.3		28.1
Discrete tax items	2.7		(0.6)
Income tax provision, as adjusted	$	86.4	$	75.6

Segment Results

We classify our ~~businesses~~business into ~~three~~two segments: ~~Industrials, Energy~~Industrial Technologies and ~~Medical.~~

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~~“Results of Operations” discussion above.

We evaluate the performance of our ~~Segments~~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~~segment measurements provided to and evaluated by the chief operating decision maker are described in Note ~~15 “Segment Results” in the “Notes~~19 “Segment Results” to ~~Condensed Consolidated Financial Statements”~~our unaudited condensed consolidated financial statements included elsewhere in this ~~Report.~~

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.

Form 10-Q.

Segment Results for the Three ~~and Nine~~ Month Periods Ended ~~September 30, 2017~~March 31, 2024 and ~~2016~~

2023

The following tables display Segment Orders, Segment Revenues, Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin (Segment Adjusted EBITDA as a percentage of Segment Revenues) for each of our ~~Segments~~Segments.

Industrial Technologies and ~~illustrate, on~~Services Segment Results


	For the Three Month Period Ended March 31,						Percent Change
	2024			2023			2024 vs. 2023
Segment Orders	$	1,398.4		$	1,450.3		(3.6)	%
Segment Revenues	$	1,373.4		$	1,317.2		4.3	%
Segment Adjusted EBITDA	$	411.1		$	345.6		19.0	%
Segment Margin	29.9		%	26.2		%	370	bps

Table of Contents

Segment Orders for the three month period ended March 31, 2024 were $1,398.4 million, a ~~percentage basis,~~decrease of $51.9 million, or 3.6%, compared to $1,450.3 million in the same three month period in 2023. The decrease in Segment Orders was due to lower organic orders of $104.9 million or 7.2% and the unfavorable impact of foreign ~~currency fluctuations on Segment Revenues and Segment Adjusted EBITDA growth.~~

~~Industrials Segment Results~~

Constant Currency
Percent Change

For the Three Months Ended September 30, Percent Change
2017 2016 2017 vs. 2016 2017 vs. 2016
Segment Revenues $ 288.2 $ 265.6 8.5 % 5.9 %
Segment Adjusted EBITDA $ 63.1 $ 55.6 13.5 % 10.1 %
Segment Margin 21.9 % 20.9 %

currencies of $2.6 million or 0.2%, partially offset by acquisitions of $55.6 million or 3.8%.

Segment Revenues for the three month period ended ~~September 30, 2017~~March 31, 2024 were ~~$288.2~~$1,373.4 million, an increase of ~~$22.6~~$56.2 million, or ~~8.5%~~4.3%, compared to ~~$265.6~~$1,317.2 million in the same three month period in ~~2016.~~2023. The increase in Segment Revenues was due to ~~higher volume including~~ acquisitions ~~and net~~ of ~~divestitures (4.5%~~$55.7 million or ~~12.0 million), the favorable impact of foreign currencies (2.6% or $6.9 million),~~4.2% and higher pricing ~~(1.4% or $3.7 million). The percentage~~ of ~~Segment Revenues derived from aftermarket parts and services was 33.4% in the three month period ended September 30, 2017 compared to 35.6% in the same three month period in 2016.~~

~~Index~~

~~Segment Adjusted EBITDA for the three month period ended September 30, 2017 was $63.1 million, an increase of $7.5~~$39.2 million or 13.5%, compared to $55.6 million in the same three month period in 2016. Segment Adjusted EBITDA Margin increased 100 basis points to 21.9% from 20.9% in 2016. The increase in Segment Adjusted EBITDA was due primarily to higher volume including acquisitions and net of divestitures ($4.3 million), improved pricing ($3.7 million), the favorable impact of foreign currencies ($1.9 million)3.0%, partially offset by ~~higher material and other manufacturing costs ($2.2 million), and higher selling and administrative expense ($0.2 million).~~

Constant Currency
Percent Change

For the Nine Months Ended September 30, Percent Change
2017 2016 2017 vs. 2016 2017 vs. 2016
Segment Revenues $ 819.0 $ 803.6 1.9 % 2.3 %
Segment Adjusted EBITDA $ 173.7 $ 156.2 11.2 % 11.7 %
Segment Margin 21.2 % 19.4 %

~~Segment Revenues for the nine month period ended September 30, 2017 were $819.0 million, an increase~~lower organic volumes of ~~$15.4~~$36.3 million or ~~1.9%, compared to $803.6 million in the same nine month period in 2016. The increase in Segment Revenues was due to improved pricing (1.4% or $11.4 million),~~2.8% and ~~higher volume including acquisitions and net of divestitures (0.9% or $6.7 million), partially offset by the~~ unfavorable impact of foreign currencies ~~(0.4%~~of $2.4 million or ~~$2.7 million)~~0.2%. The percentage of Segment Revenues derived from aftermarket parts and service was ~~34.6%~~39.8% in ~~the nine month period ended September 30, 2017, compared to 35.0% in the same nine month period in 2016.~~

Segment Adjusted EBITDA for the nine month period ended September 30, 2017 was $173.7 million, an increase of $17.5 million, or 11.2%, compared to $156.2 million in the same nine month period in 2016. Segment Adjusted EBITDA Margin increased 180 basis points to 21.2% from 19.4% in 2016. The increase in Segment Adjusted EBITDA was due primarily to improved pricing ($11.4 million), lower material and other manufacturing costs ($4.8 million), higher volume including acquisitions and net of divestitures ($1.2 million), lower selling and administrative expense ($0.9 million), partially offset by the unfavorable impact of foreign currencies ($0.8 million).

~~Energy Segment Results~~

For the Three Months Ended September 30, Percent Change
Constant Currency
Percent Change

2017 2016 2017 vs. 2016 2017 vs. 2016
Segment Revenues $ 301.6 $ 137.9 118.7 % 115.9 %
Segment Adjusted EBITDA $ 98.6 $ 22.0 348.2 % 342.7 %
Segment Margin 32.7 % 16.0 %

~~Segment Revenues for~~ the three month period ended ~~September 30, 2017 were $301.6 million, an increase of $163.7 million, or 118.7%,~~March 31, 2024 compared to ~~$137.9 million~~40.0% in the same three month period in 2016. The increase in Segment Revenues was due to higher revenues from upstream energy exposed markets (91.4% or $126.1 million), higher volume in other markets of our Energy segment (24.4% or $33.6 million), the favorable impact of foreign currencies (2.5% or $3.4 million), and improved pricing in other markets of our Energy segment (0.4% or $0.6 million). The percentage of Segment Revenues derived from aftermarket parts and services was 54.7% in the three month period ended September 30, 2017 compared to 57.7% in the same three month period in 2016.

2023.

Segment Adjusted EBITDA for the three month period ended ~~September 30, 2017~~March 31, 2024 was ~~$98.6~~$411.1 million, an increase of ~~$76.6~~$65.5 million, or ~~348.2% compared to $22.0~~19.0%, from $345.6 million in the same three month period in ~~2016.~~2023. Segment Adjusted EBITDA Margin increased ~~1670~~370 basis points to ~~32.7%~~29.9% from ~~16.0%~~26.2% in ~~2016.~~2023. The increase in Segment Adjusted EBITDA was primarily due ~~primarily~~ to higher ~~volume ($76.8 million)~~pricing of $39.2 million or 11.3%, ~~, improved pricing ($5.3 million)~~favorable cost productivity and product mix of $36.3 million or 10.5%, and acquisitions of $11.7 million or 3.4%, partially offset by lower organic sales volume of $14.6 million or 4.2%, higher selling and administrative costs of $6.7 million or 1.9%, and unfavorable impact of foreign currencies of $0.8 million or 0.2%.

Precision and Science Technologies Segment Results


	For the Three Month Period Ended March 31,						Percent Change
	2024			2023			2024 vs. 2023
Segment Orders	$	309.0		$	326.5		(5.4)	%
Segment Revenues	$	296.7		$	312.1		(4.9)	%
Segment Adjusted EBITDA	$	91.4		$	94.5		(3.3)	%
Segment Margin	30.8		%	30.3		%	50	bps

Segment Orders for the three month period ended March 31, 2024 were $309.0 million, a decrease of $17.5 million, or 5.4%, compared to $326.5 million in the same three month period in 2023. The decrease in Segment Orders was due to lower organic orders of $17.6 million or 5.4%, partially offset by foreign currencies of $0.1 million or 0.0%.

Segment Revenues for the three month period ended March 31, 2024 were $296.7 million, a decrease of $15.4 million, or 4.9%, compared to $312.1 million in the same three month period in 2023. The decrease in Segment Revenues was primarily due to lower organic volumes of $24.6 million or 7.9%, partially offset by higher pricing of $9.1 million or 2.9% and favorable impact of foreign currencies ~~($1.3 million), partially offset by higher material and manufacturing costs ($4.1 million), and higher selling and administrative expense ($2.7 million).~~

~~Index~~

Constant Currency
Percent Change

For the Nine Months Ended September 30, Percent Change
2017 2016 2017 vs. 2016 2017 vs. 2016
Segment Revenues $ 719.4 $ 385.8 86.5 % 86.3 %
Segment Adjusted EBITDA $ 199.2 $ 70.2 183.8 % 183.2 %
Segment Margin 27.7 % 18.2 %

~~Segment Revenues for the nine month period ended September 30, 2017 were $719.4 million, an increase~~ of ~~$333.6~~$0.1 million or 86.5%, compared to $385.8 million in the same nine month period in 2016. The increase in Segment Revenues was due to higher revenues from upstream energy exposed markets (79.8% or $308.0 million), higher volume in other markets of our Energy segment (6.7% or $25.8 million), the favorable impact of foreign currencies (0.2% or $0.4 million), partially offset by pricing (0.2% or $0.6 million)0.0%. The percentage of Segment Revenues derived from aftermarket parts and service was ~~59.9%~~24.2% in ~~the nine month period ended September 30, 2017 compared to 50.3% in the same nine month period in 2016.~~

Segment Adjusted EBITDA for the nine month period ended September 30, 2017 was $199.2 million, an increase of $129.0 million, or 183.8%, compared to $70.2 million in the same nine month period in 2016. Segment Adjusted EBITDA Margin increased 950 basis points to 27.7% from 18.2% in 2016. The increase in Segment Adjusted EBITDA was due primarily to higher volume ($134.0 million), improved pricing ($2.7 million), and the favorable impact of foreign currencies ($0.2 million), partially offset by higher material and other manufacturing costs ($4.4 million) and higher selling and administrative expense ($3.5 million).

~~Medical Segment Results~~

Constant Currency
Percent Change

For the Three Months Ended September 30, Percent Change
2017 2016 2017 vs. 2016 2017 vs. 2016
Segment Revenues $ 59.8 $ 59.1 1.2 % (0.9 %)
Segment Adjusted EBITDA $ 16.8 $ 16.6 1.2 % (1.4 %)
Segment Margin 28.1 % 28.1 %

~~Segment Revenues for~~ the three month period ended ~~September 30, 2017 were $59.8 million, an increase of $0.7 million, or 1.2%,~~March 31, 2024 compared to ~~$59.1 million~~21.4% in the same three month period in 2016. The increase in Segment Revenues was due to the favorable impact of foreign currencies (1.7% or $1.0 million), and improved pricing (1.3% or $0.8 million), partially offset by lower volume including acquisitions (1.8% or $1.1 million). The percentage of Segment Revenues derived from aftermarket parts and services was 3.3% in the three month period ended September 30, 2017 compared to 0.0% in the same three month period in 2016.

2023.

Segment Adjusted EBITDA for the three month period ended ~~September 30, 2017~~March 31, 2024 was ~~$16.8~~$91.4 million, ~~an increase~~a decrease of ~~$0.2~~$3.1 million, or ~~1.2%~~3.3%, ~~compared to $16.6~~from $94.5 million in the same three month period in ~~2016.~~2023. Segment Adjusted EBITDA Margin ~~was 28.1%, flat with the same three month period~~increased 50 basis points to 30.8% from 30.3% in ~~2016.~~2023. The ~~increase~~decrease in Segment Adjusted EBITDA was primarily due ~~primarily~~ to ~~improved pricing ($0.8 million)~~lower organic sales volume of $11.6 million or 12.3%, ~~lower material and other manufacturing costs ($0.2 million), the favorable impact of foreign currencies ($0.3 million), and lower~~higher selling and administrative ~~expense ($0.1 million), partially offset by lower volume including acquisitions ($1.2 million).~~

Constant Currency
Percent Change

For the Nine Months Ended September 30, Percent Change
2017 2016 2017 vs. 2016 2017 vs. 2016
Segment Revenues $ 172.0 $ 172.2 (0.1 %) 0.2 %
Segment Adjusted EBITDA $ 46.9 $ 44.7 4.9 % 5.1 %
Segment Margin 27.3 % 26.0 %

~~Segment Revenues for the nine month period ended September 30, 2017 were $172.0 million, a decrease~~costs of ~~$0.2~~$0.4 million or ~~0.1%, compared to $172.2 million in the same nine month period in 2016. The decrease in Segment Revenues was due to lower volume including acquisitions (0.8% or $1.5 million)~~0.4%, and ~~the~~ unfavorable impact of foreign currencies ~~(0.3%~~of $0.3 million or ~~$0.5 million)~~0.3%, partially offset by ~~improved~~higher pricing ~~(1.1% or $1.8 million). The percentage~~ of ~~Segment Revenues derived from aftermarket parts and service was 3.8% in the nine month period ended September 30, 2017 compared to 0.0% in the same nine month period in 2016.~~

~~Segment Adjusted EBITDA for the nine month period ended September 30, 2017 was $46.9 million, an increase of $2.2~~$9.1 million or ~~4.9% compared to $44.7~~9.6% and product mix of $0.2 million in the same nine month period in 2016. Segment Adjusted EBITDA Margin increased 130 basis points to 27.3% from 26.0% in 2016. The increase in Segment Adjusted EBITDA was due primarily to improved pricing ($1.8 million), lower selling and administrative expense ($1.7 million), and lower material and other manufacturing costs ($1.5 million), partially offset by lower volume including acquisitions ($2.6 million), and the unfavorable impact of foreign currencies ($0.2 million)or 0.2%.

~~Index~~

Liquidity and Capital Resources

Our ~~operations and strategic objectives require continuing investment. Our~~investment resources include cash on hand, cash generated from operations and borrowings under our Revolving Credit ~~Facility~~Facility. We also have the ability to seek additional secured and ~~the Receivables Financing Agreement. At September 30, 2017, the Company~~unsecured borrowings, subject to Credit Agreement restrictions.

As of March 31, 2024, we had ~~$8.0~~$2,000.0 million of ~~outstanding letters of credit written against~~unused availability under the Revolving Credit Facility and $352.0 million of unused availability. The Company also had $33.2 million of letters of credit outstanding against the Receivables Financing Agreement and $82.1 million of unused availability. On June 30, 2017, we entered into the first amendment to the Receivables Financing Agreement which increased the aggregated borrowing capacity by $50.0 million to $125.0 million governed by a borrowing base and also extended the term to June 30, 2020.Facility.

See the description of these line-of-credit resources ~~as well as our outstanding debt obligations~~ in Note 811 “Debt” to the ~~Condensed Consolidated Financial Statements.~~

consolidated financial statements in our 2023 Annual Report and Note 10 “Debt” to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q.

As of ~~September 30, 2017 and 2016, the Company was~~March 31, 2024, we were in compliance with all of ~~its~~our debt covenants and no event of default had occurred or was ongoing.

Table of Contents

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.

		September 30, 2017		December 31, 2016
	March 31, 2024					March 31, 2024	December 31, 2023
Cash and cash equivalents		$	303.0	$	255.8

Short-term borrowings and current maturities of long-term debt
Short-term borrowings and current maturities of long-term debt
Short-term borrowings and current maturities of long-term debt			21.1		24.5
Long-term debt			2,006.9		2,753.8
Total debt		$	2,028.0	$	2,778.3

We can increase the borrowing availability under the senior secured credit agreement that we and certain of our subsidiaries entered into with UBS AG, Stamford Branch, as administrative agent, and other agents and lenders party thereto on July 30, 2013, as amended by Amendment No. 1 on March 4, 2016 and Amendment No. 2 on August 17, 2017 (the “SeniorSenior Secured Credit ~~Facilities”),~~Facilities by up to ~~$250~~$1,600.0 million in the form of additional commitments under the ~~senior secured revolving credit facility (the “Revolving~~Revolving Credit ~~Facility”) thereunder~~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~~ term loan facilities ~~under the Senior Secured Credit Facilities~~ if certain specified conditions are met under the ~~credit agreement governing the Senior Secured~~ Credit ~~Facilities.~~Agreement. Our liquidity requirements are significant primarily due to debt service requirements. ~~For a complete description of our credit facilities, refer to~~See Note 811 “Debt” ~~in the “Notes~~ to the ~~Condensed Consolidated Financial Statements.~~consolidated financial statements in our 2023 Annual Report and Note 10 “Debt”

to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for further details.

Our principal sources of liquidity have been existing cash and cash equivalents, cash generated from operations and borrowings under the Senior Notes and Senior Secured Credit Facilities. Our principal uses of cash will be to provide working capital, meet debt service requirements, fund capital expenditures, dividend payments, 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. As market conditions warrant, we ~~and our major equity holders, including KKR and its affiliates,~~ may from time to time, seek to ~~repurchase debt securities that we have issued or~~repay loans that we have borrowed, including the ~~notes and~~ borrowings under the Senior Notes and Senior Secured Credit ~~Facilities, in privately negotiated or open market transactions, by tender offer or otherwise.~~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, ~~and the Receivables Financing Agreement,~~ 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 business may not generate sufficient cash flows from operations or future borrowings may not be available to us under our Revolving Credit Facility ~~or the Receivables Financing Agreement~~ in an amount sufficient to enable us to pay our indebtedness, or to fund our other liquidity needs. 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 Notes and 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 Rule 10b5-1 plans), 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 requirement and other business considerations.

~~Index~~

~~The majority~~A substantial portion of our cash is in jurisdictions outside of the U.S. However, we believe our U.S. operations will generate sufficient cash flows from operations along with our availability under the Revolving Credit Facility and the Receivables Financing Agreement to satisfy our cash needs in the U.S. As a result of the KKR transaction and the significant increase in our long-term debt balance as of July 30, 2013, we modified our former assertion concerning the permanentUnited States. We do not assert ASC 740-30 (formerly APB 23) indefinite reinvestment of ~~undistributed~~our historical non-U.S. earnings ~~for~~or future non-U.S. ~~subsidiaries in these~~earnings. The Company records a deferred foreign ~~operations. We intend~~tax liability to ~~repatriate certain~~cover all estimated withholding, state income tax and foreign income tax associated with repatriating all non-U.S. earnings ~~for~~back to the ~~purpose of servicing our Senior Secured Credit Facilities in the future, which will result in net U.S. tax liabilities as these foreign earnings are distributed. Accordingly, we recorded a~~United States. Our deferred income tax liability ~~and the balance at September 30, 2017~~as of March 31, 2024 was ~~$78.2~~$55.2 million ~~associated with the repatriation~~which primarily consisted of ~~certain foreign earnings based upon accumulated earnings~~withholding taxes.

Table of ~~approximately $200.0 million.~~Contents

Working Capital

		September 30, 2017		December 31, 2016
	March 31, 2024					March 31, 2024	December 31, 2023
Net Working Capital:

Current assets		$	1,403.4	$	1,188.5

Current assets

Current assets

Less: Current liabilities			559.6		497.9

Less: Current liabilities

Less: Current liabilities

Net working capital

Net working capital

Net working capital		$	843.8	$	690.6

Operating Working Capital:
Operating Working Capital:
Operating Working Capital:
Accounts receivable		$	531.6	$	441.6
Plus: Inventories (excluding LIFO)			491.7		428.0
Accounts receivable
Accounts receivable
Plus: Inventories (excluding LIFO reserve)
Plus: Contract assets
Less: Accounts payable			263.6		214.9
Less: Advance payments on sales contracts			55.5		43.0
Less: Contract liabilities (current)
Operating working capital		$	704.2	$	611.7

In the second quarter of 2017 we revised our definition of operating working capital to, accounts receivable, plus inventories excluding LIFO, less accounts payable, less advance payments on sales contracts. Prior periods have been restated to conform to the current presentation. Net working capital increased ~~$153.2~~$59.1 million to ~~$843.8~~$2,282.2 million ~~at September 30, 2017~~as of March 31, 2024 from ~~$690.6~~$2,223.1 million atas of December 31, ~~2016.~~2023. Operating working capital increased ~~$92.5~~$166.5 million to ~~$704.2~~$1,427.5 million ~~at September 30, 2017~~as of March 31, 2024 from ~~$611.7~~$1,261.0 million atas of December 31, ~~2016~~2023. The increase in operating working capital is primarily due to lower accounts payable, higher inventories, higher accounts receivable, and ~~inventories~~higher contract assets, partially offset by higher ~~accounts payable and advance payments on sales contracts.~~ contract liabilities.

The increase in accounts ~~receivables~~receivable was primarily due to ~~significantly higher revenues and~~ the ~~difference in the sales mix between the fourth quarter of 2016 and the third quarter of 2017. A higher portion~~timing of revenues in the ~~fourth~~ quarter ~~of 2016 were related to highly engineered solution product contracts with higher advance payments ahead of revenue recognition than~~and seasonal changes in ~~the third quarter of 2017.~~collection timing. The increase in inventories was primarily due to ~~higher inventory costs related to projects expected to ship later in the year and additions to inventory in anticipation of increased demand for certain products.~~acquisitions. The increase in ~~accounts payables~~contract assets was primarily due to the ~~increase~~timing of revenue recognition and billing on our overtime contracts. The decrease in ~~inventories and~~accounts payable was primarily due to the timing of vendor cash disbursements. The increase in ~~advance payments on sales contracts~~contract liabilities was primarily due to ~~an increased level~~the timing of ~~in process~~customer milestone payments for in-process engineered to order ~~contracts at the end of the third quarter of 2017 compared to the end of the fourth quarter of 2016.~~

~~Index~~

contracts.

Cash Flows

For the Nine Months Ended September 30,
2017 2016
Cash flows - operating activities $ 83.9 $ 106.8
Cash flows - investing activities (43.1 ) (59.8 )
Cash flows - financing activities (8.2 ) (30.8 )
Free cash flow ⁽¹⁾
47.5 60.5

The following table reflects the major categories of cash flows for the three month periods ended March 31, 2024 and 2023, respectively.

⁽¹⁾

~~See the “Non-GAAP Financial Measures” section included in this Quarterly Report for a reconciliation to the nearest GAAP measure.~~


	For the Three Month Period Ended March 31,
	2024		2023

Cash flows provided by operating activities	$	161.6	$	170.3
Cash flows used in investing activities	(205.6)		(581.5)
Cash flows used in financing activities	(79.6)		(89.3)

Free cash flow(1)	99.3		147.9

(1)See the “Non-GAAP Financial Measures” section included in this Quarterly Report for a reconciliation to the nearest GAAP measure.

Operating Activities

Cash provided by operating activities decreased ~~$22.9~~$8.7 million to ~~$83.9~~$161.6 million infor the ~~nine~~three month period ended ~~September 30, 2017~~March 31, 2024 from ~~$106.8~~$170.3 million in the same ~~nine~~three month period in ~~2016,~~2023. This decrease is primarily ~~due~~attributable to cash used byas a result of a larger increase in operating working capital ~~of $55.4 million~~and an increase in ~~the nine month period ended September 30, 2017~~tax payments in 2024, compared to ~~cash provided by operating working capital of $49.5 million in the same period in 2016~~2023, as well as ~~increased cash paid~~the timing of interest payments for ~~taxes and higher incentive compensation,~~our senior notes, partially offset by higher gross profits on increased revenues and decreased cash paid for interest. Changes in accounts receivable used cash of $65.9 million in the nine month period ended September 30, 2017 compared to generating cash of $18.1 million in the same nine month period in 2016. Changes in inventory used cash of $36.4 million in the nine month period ended September 30, 2017 compared to using cash of $3.8 million in the same nine month period in 2016. Changes in accounts payable generated cash of $39.8 million in the nine month period ended September 30, 2017 compared to generating cash of $21.3 million in the same nine month period ended September 30, 2016. Changes in advance payments on sales contracts generated cash of $7.1 million in the nine month period ended September 30, 2017 compared to generating cash of $13.9 million in the same nine month period ended September 30, 2016.

net income.

Investing Activities

Cash used byin investing activities included capital expenditures of ~~$36.4~~$62.3 million and ~~$46.3~~$22.4 million for the ~~nine~~three month periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016,~~2023, respectively. ~~We currently expect capital expenditures~~Net cash paid in acquisitions was $143.3 million and $566.4 million in the three month periods ended March 31, 2024 and 2023, respectively. The three month period ended March 31, 2023 also included proceeds of $7.3 million related to ~~total approximately $50.0 million to $60.0~~the sale of a closed facility.

Table of Contents

Financing Activities

Cash used in financing activities of $79.6 million for the full year in 2017. Cash paid in business combinations for the nine month periods ended September 30, 2017 and 2016 were $18.8 million and $18.8 million, respectively. Proceeds from the termination of derivatives for the nine month periods ended September 30, 2017 and 2016 were $6.2 million and $0.0 million, respectively. Net proceeds from business divestitures and disposals of property, plant and equipment were $5.9 million and $5.3 million for the nine month periods ended September 30, 2017 and 2016, respectively.

~~Financing Activities~~

~~Cash used by financing activities of $8.2 million for the nine~~three month period ended ~~September 30, 2017 reflects a premium paid on the extinguishment of senior notes of $29.7 million,~~March 31, 2024 primarily reflected purchases of treasury stock of ~~$2.6~~$72.9 million, ~~purchases~~cash dividends on common stock of ~~shares of noncontrolling interests of $5.2~~$8.1 million, ~~the payment of debt issuance costs of $2.9 million, and net~~ repayments of long-term ~~borrowings~~debt of ~~$861.5~~$7.1 million, and payments of deferred and contingent acquisition consideration of $2.2 million, partially offset by proceeds from ~~the issuance~~stock option exercises of ~~common stock, net of share issuance costs of $893.3~~$11.2 million.

Cash used byin financing activities of ~~$30.8~~$89.3 million for the ~~nine~~three month period ended ~~September 30, 2016 reflects net repayments of long-term borrowings of $19.1 million,~~March 31, 2023 primarily reflected purchases of treasury stock of ~~$12.6~~$77.0 million, repayments of long-term debt of $11.0 million and ~~the payment~~cash dividends on common stock of ~~debt issuance costs of $1.1~~$8.1 million, partially offset by ~~the~~ proceeds from ~~the issuance~~stock option exercises of ~~common stock of $2.9~~$9.2 million.

Free Cash Flow

Free cash flow decreased ~~$13.0~~$48.6 million to ~~a free cash inflow of $47.5~~$99.3 million in the ~~nine~~three month period ended ~~September 30, 2017~~March 31, 2024 from ~~a free cash inflow of $60.5~~$147.9 million in the same ~~nine~~three month period in ~~2016. The decrease in free cash flow was~~2023 due to ~~decreased cash flows from operating activities of $22.9 million partially offset by decreased~~higher capital expenditures ~~of $9.9 million in the nine month period ended September 30, 2017 compared to the same period in 2016.~~and lower cash provided by operating activities.

~~Index~~

~~Off-Balance Sheet Arrangements~~

We have no off-balance sheet arrangements that have or are materially likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

~~Contractual Obligations~~

The following table and accompanying disclosures summarize our significant contractual obligations at September 30, 2017, and the effects such obligations are expected to have on our liquidity and cash flow in future periods:

Payments Due by Period
(dollars in millions)
Contractual Obligations
Total
Remainder
of 2017
2018-2019 2020-2021
After
2022

Debt $ 2,013.8 $ 5.2 $ 40.9 $ 40.9 $ 1,926.8
Estimated interest payments ⁽¹⁾
688.9 25.9 221.2 198.9 242.9
Capital leases 19.3 0.4 3.5 3.8 11.6
Operating leases 75.2 6.7 38.8 17.2 12.5
Purchase obligations ⁽²⁾
320.0 238.7 80.0 0.9 0.4
Total $ 3,117.2 $ 276.9 $ 384.4 $ 261.7 $ 2,194.2

⁽¹⁾

Estimated interest payments for variable rate term debt were calculated based on the principal amortization schedules as defined in the Senior Secured Credit Facilities using three month LIBOR interest rate yield curves and the fixed rates on our interest rate swap contracts. No borrowings or outstanding balances on the variable rate revolving credit facility are anticipated during the analysis period.

⁽²⁾

Purchase obligations consist primarily of agreements to purchase inventory or services made in the normal course of business to meet operational requirements. 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 September 30, 2017. For this reason, these amounts will not provide a complete and reliable indicator of our expected future cash outflows.

Critical Accounting ~~Policies and~~ Estimates

Management has evaluated the accounting ~~policies~~estimates used in the preparation of the Company’s condensed consolidated financial statements and related notes and believe those ~~policies~~estimates to be reasonable and appropriate. Certain of these accounting ~~policies~~estimates require the application of significant judgment by management in selecting appropriate assumptions for calculating financial estimates. By their nature, these judgments are subject to an inherent degree of uncertainty. These judgments are based on historical experience, trends in the industry, information provided by customers and information available from other outside sources, as appropriate. The most significant areas involving management judgments and estimates may be found in the ~~Prospectus, in the~~section “Critical Accounting ~~Policies and~~ Estimates” ~~section~~ of ~~“Management’s~~“Item 7. Management’s Discussion and ~~Analysis”~~Analysis of Financial Condition and Results of Operations” and in Note 1 “Summary of Significant Accounting Policies” of “Item 8. Financial Statements and Supplementary Data” included in ~~the “Notes to Consolidated Financial Statements.” There have been no material changes to~~ our ~~critical accounting policies as compared to the critical accounting policies described in the Prospectus.~~

2023 Annual Report.

Environmental Matters

Information with respect to the effect of compliance with environmental protection requirements and resolution of environmental claims on us and our manufacturing operations is contained in Note 18 of“Contingencies” to the ~~Consolidated Financial Statements~~condensed consolidated financial statements included elsewhere in ~~our Prospectus for the fiscal year ended December 31, 2016.~~this Form 10-Q. We believe that ~~at September 30, 2017,~~as of March 31, 2024, there have been no material ~~change~~changes to ~~this information.~~

~~Index~~

the environmental matters disclosed in our 2023 Annual Report.

Recent Accounting Pronouncements

The information set forth in Note 1 ~~“Condensed Consolidated Financial Statements”~~“Basis of Presentation and Recent Accounting Pronouncements” to our ~~Condensed Consolidated Financial Statements~~condensed consolidated financial statements under Part I,1, Item 1 “Financial Statements” under the heading “Recently Issued Accounting Pronouncements” is incorporated herein by reference.

~~Item 3.~~

~~Quantitative and Qualitative Disclosures About Market Risk~~

Table of Contents

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET 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~~using interest rate swap and ~~variable debt, and~~cap contracts, 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.

In addition, 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. 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 further strengthens.

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 cross currency interest rate swap contracts and foreign currency forward exchange ~~contracts and net investment cross-currency interest rate swaps.~~contracts. In addition, to mitigate the risk arising from entering into transactions in currencies other than our functional currencies, we typically settle intercompany trading balances ~~monthly.~~

at least quarterly.

As of ~~September 30, 2017,~~March 31, 2024, there have been no material changes to our market risk assessment previously disclosed in the ~~Prospectus.~~2023 Annual Report.

~~Item 4.~~

~~Controls and Procedures~~

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

The Company maintains a set of disclosure controls and procedures as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission (“SEC”) rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. The design of any disclosure controls and procedures is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute, assurance of achieving the desired control objectives. In accordance with Rule 13a-15(b) of the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of its disclosure controls and procedures. Based on ~~that~~their evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures, as of the end of the period covered by this Quarterly Report on Form 10-Q, were effective to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Internal Control ~~Over~~over Financial ~~Reporting:~~ Reporting

There ~~has~~have not been any ~~change~~changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

~~Index~~Table of Contents

PART II. OTHER INFORMATION

~~Item 1.~~

~~Legal Proceedings~~

ITEM 1. LEGAL PROCEEDINGS

The information set forth in Note ~~14 “Contingencies”~~18 “Contingencies” to our Condensed Consolidated Financial Statements under Part I, Item 1 “Financial Statements,” is incorporated herein by reference.

~~Item 1A.~~

~~Risk Factors~~

ITEM 1A. RISK FACTORS

As of ~~September 30, 2017,~~March 31, 2024, there have been no material changes to our risk factors included in our 2023 Annual Report.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table contains detail related to the ~~Prospectus.~~

~~Item 2.~~

~~Unregistered Sales of Equity Securities and Use of Proceeds~~

~~On May 17, 2017, we completed an initial public offering~~repurchase of our common stock ~~in which we issued and sold 47,495,000~~based on the date of trade during the three month period ended March 31, 2024.


2024 First 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)
January 1, 2024 - January 31, 2024	—	$	—	—	$	243,033,169
February 1, 2024 - February 28, 2024	444,449	$	88.95	335,460	$	213,033,369
March 1, 2024 - March 31, 2024	367,325	$	90.88	357,620	$	180,532,915
Total	811,774			693,080

(1)Includes shares of common stock ~~including 6,195,000~~surrendered to us to satisfy tax withholding obligations in connection with the vesting of certain restricted stock units, comprised of 108,989 shares in the period from February 1, 2024 to February 29, 2024, and 9,705 shares in the period from March 1, 2024 to March 31, 2024.

(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. The authorization does not have any expiration date.

On April 25, 2024, our Board of Directors authorized a $1.0 billion increase to our share repurchase program. This increase is incremental to the amount remaining on the existing $750 million authorization. These authorizations do not have any expiration date. Under the repurchase program, Ingersoll Rand may from time to time repurchase shares of the Company’s common stock ~~pursuant to~~in the ~~exercise~~open market at prevailing market prices (including through Rule 10b5-1 plans), in ~~full~~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 the ~~underwriters’ option to purchase additional shares. The shares sold in~~Company’s stock, general market and economic conditions, the offering were registered under the Securities Act pursuant to our Registration Statement on Form S-1 (File No. 333-216320), which was declared effective by the SEC on May 11, 2017. The common stock is listed on the New York Stock Exchange under the symbol “GDI.” The Company’s ~~shares of common stock were sold at an initial offering price of $20.00 per share, which generated net proceeds of approximately $897.7 million to the Company, after deducting underwriting discounts~~liquidity requirements, applicable legal requirements, and commissions of approximately $52.2 million. We estimated that we incurred offering expenses of approximately $4.6 million (exclusive of underwriting discounts and commissions). We used the net proceeds from this offering to redeem all $575.0 million aggregate principal amount of our Senior Notes, including applicable redemption premiums, to repay $276.8 million of borrowings under our U.S. dollar-denominated senior secured term loan facility and to pay related fees and expenses.other business considerations.

Goldman Sachs & Co. LLC, Citigroup Global Markets Inc., KKR Capital Markets LLC and UBS Securities LLC acted as joint bookrunning managers and as representatives of the underwriters in the offering. Piper Jaffray & Co., Deutsche Bank Securities Inc., Robert W. Baird & Co. Incorporated, Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. LLC were also bookrunners in the offering. William Blair & Company, L.L.C., Stifel, Nicolaus & Company, Incorporated, HSBC Securities (USA) Inc., Macquarie Capital (USA) Inc., Credit Agricole Securities (USA) Inc. and Mizuho Securities USA LLC acted as co-managers in the offering.

~~Item 3.~~

~~Defaults Upon Senior Securities~~

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

~~Item 4.~~

~~Mine Safety Disclosures~~

ITEM 4.MINE SAFETY DISCLOSURES

Not applicable.

~~Item 5.~~

~~Other Information~~

ITEM 5. OTHER INFORMATION

Rule 10b5-1 Trading Arrangements

~~None.~~

On March 3, 2024, Vicente Reynal, the Company's Chairman, President and Chief Executive Officer, adopted a 10b5-1 trading arrangement (a “10b5-1 Plan”). Mr. Reynal’s 10b5-1 Plan provides for the potential sale of up to 456,974 shares of the Company’s common stock, obtained from the exercise of vested stock options covered by the 10b5-1 Plan, from June 3, 2024 through June 4, 2024, and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.

~~Index~~41

~~Item 6.~~

Table of Contents

~~Exhibits~~

ITEM 6. EXHIBITS

The following is a list of all exhibits filed or furnished as part of this ~~report:~~

~~Exhibit~~ ~~No.~~	~~Description~~

~~10.1~~	Amendment No. 2 to the Credit Agreement, dated as of August 17, 2017, 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 on August 18, 2017 (File no. 001-38095)

~~31.1~~	~~Certification of Periodic Report by Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002 (furnished herewith)~~

~~31.2~~	~~Certification of Periodic Report by Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002 (furnished herewith)~~

~~32.1~~	~~Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)~~

~~32.2~~	~~Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)~~

~~101.INS~~	~~XBRL Instance Document~~
~~101.SCH~~	~~XBRL Taxonomy Extension Schema Document~~
~~101.CAL~~	~~XBRL Taxonomy Extension Calculation Linkbase Document~~
~~101.DEF~~	~~XBRL Taxonomy Extension Definition Linkbase Document~~
~~101.LAB~~	~~XBRL Taxonomy Extension Label Linkbase Document~~
~~101.PRE~~	~~XBRL Taxonomy Extension Presentation Linkbase Document~~

report.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other ~~disclosure~~disclosures 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~~statement of affairs as of the date they were made or at any other time.


Exhibit No.						Description



3.1						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).
3.2						Third Amended and Restated Bylaws of Ingersoll Rand Inc. (incorporated by reference to Exhibit 3.2 to the Registrant’s Quarterly Report on Form 10-Q filed on November 3, 2023).
31.1						Certification of Periodic Report by Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
31.2						Certification of Periodic Report by Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
32.1						Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2						Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS						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 Scheme 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						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104						Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101).

~~Index~~42

Table of Contents~~SIGNATURES~~

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


Date: ~~October 27, 2017~~May 3, 2024		~~GARDNER DENVER HOLDINGS,~~INGERSOLL RAND INC.

		By:	/s/ Michael J. Scheske
		~~By:~~	~~/s/ Mark R. Sweeney~~	Name: Michael J. Scheske
		~~Name: Mark R. Sweeney~~
	Vice President and Chief Accounting Officer
	(Principal Accounting Officer)


Delaware						46-2393770
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.01 Par Value per share	IR	New York Stock Exchange


			Page No.
PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements			5
Condensed Consolidated Statements of Operations (Unaudited)			5
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)			6
Condensed Consolidated Balance Sheets (Unaudited)			7
Condensed Consolidated Statements of Stockholders' Equity (Unaudited)			8
Condensed Consolidated Statements of Cash Flows (Unaudited)			9
Note 1. Basis of Presentation and Recent Accounting Pronouncements			10
Note 2 . Acquisitions			10
Note 3 . Restructuring			12
Note 4 . Allowance for Credit Losses			13
Note 5 . Inventories			13
Note 6 . Goodwill and Other Intangible Assets			13
Note 7. Supply Chain Finance Program			14
Note 8 . Accrued Liabilities			14
Note 9 . Benefit Plans			15
Note 10 . Debt			15
Note 1 1 . Stock-Based Compensation Plans			17
Note 1 2 . Accumulated Other Comprehensive Loss			19
Note 1 3 . Hedging Activities and Derivative Instruments			20
Note 1 4 . Fair Value Measurements			22
Note 1 5 . Revenue from Contracts with Customers			24
Note 1 6 . Income Taxes			26
Note 1 7 . Other Operating Expense, Net			26
Note 1 8 . Contingencies			26
Note 1 9 . Segment Results			27
Note 20 . Earnings Per Share			28
Note 21. Subsequent Event			29
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			35 30
Item 3. Quantitative and Qualitative Disclosures About Market Risk			53 40
Item 4. Controls and Procedures			53 40
PART II. OTHER INFORMATION
Item 1. Legal Proceedings			54 41
Item 1A. Risk Factors			54 41
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			54 41
Item 3. Defaults Upon Senior Securities			54 41
Item 4. Mine Safety Disclosures			54 41
Item 5. Other Information			54 41
Item 6. Exhibits			55 42
SIGNATURES			56 43

	September 30, 2017			December 31, 2016
Assets
Current assets:
Cash and cash equivalents	$	303.0		$	255.8
Accounts receivable, net of allowance for doubtful accounts of $19.4 and $18.7, respectively		531.6			441.6
Inventories		507.6			443.9
Other current assets		61.2			47.2
Total current assets		1,403.4			1,188.5
Property, plant and equipment, net of accumulated depreciation of $188.5 and $146.1, respectively		352.0			358.4
Goodwill		1,216.9			1,154.7
Other intangible assets, net		1,449.7			1,469.9
Deferred tax assets		0.9			1.4
Other assets		129.7			143.1
Total assets	$	4,552.6		$	4,316.0
Liabilities and Stockholders' Equity
Current liabilities:
Short-term borrowings and current maturities of long-term debt	$	21.1		$	24.5
Accounts payable		263.6			214.9
Accrued liabilities		274.9			258.5
Total current liabilities		559.6			497.9
Long-term debt, less current maturities		2,006.9			2,753.8
Pensions and other postretirement benefits		129.8			122.7
Deferred income taxes		409.2			487.6
Other liabilities		175.3			182.2
Total liabilities		3,280.8			4,044.2
Commitments and contingencies (Note 14)
Stockholders' equity:
Common stock, $0.01 par value; 1,000,000,000 shares authorized; 198,130,973 and 150,552,360 shares issued at September 30, 2017 and December 31, 2016, respectively		2.0			1.5
Capital in excess of par value		2,264.9			1,222.4
Accumulated deficit		(721.4	)		(596.2	)
Accumulated other comprehensive loss		(251.7	)		(342.4	)
Treasury stock at cost; 2,120,112 and 1,897,454 shares at September 30, 2017 and December 31, 2016, respectively		(22.0	)		(19.4	)
Total Gardner Denver Holdings, Inc. stockholders' equity		1,271.8			265.9
Noncontrolling interests		-			5.9
Total stockholders' equity		1,271.8			271.8
Total liabilities and stockholders' equity	$	4,552.6		$	4,316.0

	For the Nine Month Period Ended September 30, 2017			For the Nine Month Period Ended September 30, 2016

Cash Flows From Operating Activities:
Net loss	$	(125.1	)	$	(27.0	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Amortization of intangible assets		87.6			90.8
Depreciation in cost of sales		33.2			30.5
Depreciation in selling and administrative expenses		6.1			5.6
Impairment of other intangible assets		-			1.5
Stock-based compensation expense		166.0			-
Foreign currency transaction losses (gains), net		6.3			(2.6	)
Net loss on asset dispositions		2.0			1.6
Loss on extinguishment of debt		84.5			-
Deferred income taxes		(68.1	)		(45.8	)
Changes in assets and liabilities:
Receivables		(65.9	)		18.1
Inventories		(36.4	)		(3.8	)
Accounts payable		39.8			21.3
Accrued liabilities		(19.8	)		3.9
Other assets and liabilities, net		(26.3	)		12.7
Net cash provided by operating activities		83.9			106.8
Cash Flows From Investing Activities:
Capital expenditures		(36.4	)		(46.3	)
Net cash paid in business combinations		(18.8	)		(18.8	)
Net cash received in business divestitures		-			4.9
Proceeds from the termination of derivatives		6.2			-
Disposals of property, plant and equipment		5.9			0.4
Net cash used in investing activities		(43.1	)		(59.8	)
Cash Flows From Financing Activities:
Principal payments on long-term debt		(2,872.2	)		(20.1	)
Premium paid on extinguishment of senior notes		(29.7	)		-
Proceeds from long-term debt		2,010.7			1.0
Proceeds from the issuance of common stock, net of share issuance costs		893.3			2.9
Purchase of treasury stock		(2.6	)		(12.6	)
Purchase of shares from noncontrolling interests		(5.2	)		-
Payments of debt issuance costs		(2.9	)		(1.1	)
Other		0.4			(0.9	)
Net cash used in financing activities		(8.2	)		(30.8	)
Effect of exchange rate changes on cash and cash equivalents		14.6			(2.3	)
Net increase in cash and cash equivalents		47.2			13.9
Cash and cash equivalents, beginning of period		255.8			228.3
Cash and cash equivalents, end of period	$	303.0		$	242.2
Supplemental Cash Flow Information
Cash paid for income taxes	$	47.4		$	22.7
Cash paid for interest	$	118.1		$	137.2
Capital expenditures in accounts payable	$	3.0		$	5.9
Property and equipment acquired under capital leases	$	-		$	7.7
Expenditures directly related to our initial public offering in accounts payable	$	0.2		$	-


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the Three Month Period Ended September 30,						For the Nine Month Period Ended September 30,
	2017			2016			2017			2016

Revenues	$	649.6		$	462.6		$	1,710.4		$	1,361.6
Cost of sales		395.7			298.4			1,066.0			867.1
Gross Profit		253.9			164.2			644.4			494.5
Selling and administrative expenses		111.1			100.9			339.1			310.3
Amortization of intangible assets		29.5			30.7			87.6			90.8
Impairment of other intangible assets		-			-			-			1.5
Other operating expense, net		17.4			12.4			186.7			26.1
Operating Income		95.9			20.2			31.0			65.8
Interest expense		30.1			43.0			115.4			128.7
Loss on extinguishment of debt		34.1			-			84.5			-
Other income, net		(0.7	)		(0.7	)		(2.6	)		(2.6	)
Income (Loss) Before Income Taxes		32.4			(22.1	)		(166.3	)		(60.3	)
Provision (benefit) for income taxes		4.4			(9.1	)		(41.2	)		(33.3	)
Net Income (Loss)		28.0			(13.0	)		(125.1	)		(27.0	)
Less: Net (loss) income attributable to noncontrolling interests		-			(0.1	)		0.1			(0.6	)
Net Income (Loss) Attributable to Gardner Denver Holdings, Inc.	$	28.0		$	(12.9	)	$	(125.2	)	$	(26.4	)
Basic earnings (loss) per share	$	0.14		$	(0.09	)	$	(0.71	)	$	(0.18	)
Diluted earnings (loss) per share	$	0.13		$	(0.09	)	$	(0.71	)	$	(0.18	)

	For the Nine Month Period Ended September 30, 2017

Number of Common Shares Issued (in thousands)
Balance at beginning of period		150,552
Exercise of stock options		84
Common stock issued for initial public offering		47,495
Balance at end of period		198,131
Common Stock
Balance at beginning of period	$	1.5
Exercise of stock options		-
Common stock issued for initial public offering		0.5
Balance at end of period	$	2.0
Capital in Excess of Par Value
Balance at beginning of period	$	1,222.4
Common stock issued for initial public offering, net of underwriting discounts and commissions		897.2
Costs related to initial public offering		(4.6	)
Stock-based compensation		147.3
Exercise of stock options		0.2
Purchase of noncontrolling interest		2.4
Balance at end of period	$	2,264.9
Accumulated Deficit
Balance at beginning of period	$	(596.2	)
Net loss attributable to Gardner Denver Holdings, Inc.		(125.2	)
Balance at end of period	$	(721.4	)
Accumulated Other Comprehensive Loss
Balance at beginning of period	$	(342.4	)
Foreign currency translation adjustments, net		131.4
Foreign currency losses, net		(44.3	)
Unrecognized losses on cash flow hedges, net		5.5
Pension and other postretirement prior service cost and gain or loss, net		(1.9	)
Balance at end of period	$	(251.7	)
Treasury Stock
Balance at beginning of period	$	(19.4	)
Purchases of treasury stock		(2.6	)
Balance at end of period	$	(22.0	)
Total Gardner Denver Holdings, Inc. Stockholders' Equity	$	1,271.8
Noncontrolling Interests
Balance at beginning of period	$	5.9
Net income attributable to noncontrolling interests		0.1
Transfer of noncontrolling interest AOCI to consolidated AOCI		1.6
Purchase of noncontrolling interest		(7.6	)
Balance at end of period	$	-
Total Stockholders' Equity	$	1,271.8


	Three Month Period Ended March 31, 2024
	Common Stock			Capital in Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Loss		Treasury Stock		Total Ingersoll Rand Inc. Stockholders’ Equity		Noncontrolling Interests		Total Equity
	Shares Issued	Par
Balance at beginning of period	428.6	$	4.3	$	9,550.8	$	1,697.2	$	(227.6)	$	(1,240.9)	$	9,783.8	$	62.9	$	9,846.7
Net income	—	—		—		202.2		—		—		202.2		2.3		204.5
Dividends declared	—	—		—		(8.1)		—		—		(8.1)		—		(8.1)
Issuance of common stock for stock-based compensation plans	1.1	—		10.1		—		—		—		10.1		—		10.1
Purchases of treasury stock	—	—		—		—		—		(72.9)		(72.9)		—		(72.9)
Issuance of treasury stock for stock-based compensation plans	—	—		(5.2)		—		—		6.3		1.1		—		1.1
Stock-based compensation	—	—		14.1		—		—		—		14.1		—		14.1
Other comprehensive loss, net of tax	—	—		—		—		(75.0)		—		(75.0)		(0.8)		(75.8)


Balance at end of period	429.7	$	4.3	$	9,569.8	$	1,891.3	$	(302.6)	$	(1,307.5)	$	9,855.3	$	64.4	$	9,919.7


	Three Month Period Ended March 31, 2023
	Common Stock			Capital in Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Loss		Treasury Stock		Total Ingersoll Rand Inc. Stockholders’ Equity		Noncontrolling Interests		Total Equity
	Shares Issued	Par
Balance at beginning of period	426.3	$	4.3	$	9,476.8	$	950.9	$	(251.7)	$	(984.5)	$	9,195.8	$	61.4	$	9,257.2
Net income	—	—		—		161.1		—		—		161.1		2.1		163.2
Dividends declared	—	—		—		(8.1)		—		—		(8.1)		—		(8.1)
Issuance of common stock for stock-based compensation plans	1.2	—		8.7		—		—		—		8.7		—		8.7
Purchases of treasury stock	—	—		—		—		—		(77.0)		(77.0)		—		(77.0)
Issuance of treasury stock for stock-based compensation plans	—	—		(3.3)		—		—		3.4		0.1		—		0.1
Stock-based compensation	—	—		11.4		—		—		—		11.4		—		11.4
Other comprehensive income, net of tax	—	—		—		—		25.3		—		25.3		0.9		26.2


Balance at end of period	427.5	$	4.3	$	9,493.6	$	1,103.9	$	(226.4)	$	(1,058.1)	$	9,317.3	$	64.4	$	9,381.7


	Friulair		All Others		Total
Accounts receivable	$	14.9	$	—	$	14.9
Inventories	13.2		0.3		13.5
Other current assets	0.5		—		0.5
Property, plant and equipment	7.7		0.1		7.8
Goodwill	44.9		1.0		45.9
Other intangible assets	84.5		—		84.5
Other assets	0.3		—		0.3
Total current liabilities	(14.5)		—		(14.5)

Other noncurrent liabilities	(2.8)		—		(2.8)
Total consideration	$	148.7	$	1.4	$	150.1


	Air Treatment		Roots		All Others		Total
Accounts receivable	$	26.1	$	14.5	$	11.7	$	52.3
Inventories	43.9		34.2		21.0		99.1
Other current assets	2.1		2.9		6.2		11.2
Property, plant and equipment	18.4		42.0		5.0		65.4
Goodwill	279.9		104.0		125.7		509.6
Other intangible assets	238.6		116.9		25.4		380.9
Other assets	7.6		4.5		0.4		12.5
Total current liabilities	(35.9)		(26.9)		(19.2)		(82.0)
Deferred tax liabilities	(54.8)		—		(3.7)		(58.5)
Other noncurrent liabilities	(6.9)		(2.1)		(4.3)		(13.3)
Total consideration	$	519.0	$	290.0	$	168.2	$	977.2

	Industrials Program			Energy Program			Medical Program			Total
Balance at December 31, 2016	$	11.1		$	5.6		$	4.2		$	20.9
Charged to expense - termination benefits		2.3			(0.3	)		(0.1	)		1.9
Charged to expense - other		2.1			0.7			0.2			3.0
Payments		(10.7	)		(4.2	)		(2.4	)		(17.3	)
Other, net		0.7			-			0.3			1.0
Balance at September 30, 2017	$	5.5		$	1.8		$	2.2		$	9.5


	March 31, 2024		December 31, 2023
Raw materials, including parts and subassemblies	$	657.9	$	590.7
Work-in-process	137.5		145.1
Finished goods	335.6		337.8
	1,131.0		1,073.6
LIFO reserve	(79.2)		(72.5)
Inventories	$	1,051.8	$	1,001.1

	Industrials		Energy		Medical		Total
Balance as of December 31, 2016	$	515.8	$	439.9	$	199.0	$	1,154.7
Acquisition		7.9		-		-		7.9
Foreign currency translation and other ⁽¹⁾		31.8		16.6		5.9		54.3
Balance as of September 30, 2017	$	555.5	$	456.5	$	204.9	$	1,216.9

	September 30, 2017					December 31, 2016
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets:
Customer lists and relationships	$	1,216.2	$	(442.1	)	$	1,160.5	$	(345.5	)
Acquired technology		8.0		(2.8	)		7.1		(2.2	)
Trademarks		30.2		(9.7	)		27.4		(6.9	)
Backlog		64.7		(64.7	)		60.3		(60.3	)
Other		47.6		(21.2	)		36.4		(16.4	)
Unamortized intangible assets:
Trademarks		623.5		-			609.5		-
Total other intangible assets	$	1,990.2	$	(540.5	)	$	1,901.2	$	(431.3	)


	March 31, 2024						December 31, 2023
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Amortized intangible assets
Customer lists and relationships	$	3,325.5	$	(1,643.2)	$	1,682.3	$	3,279.3	$	(1,585.4)	$	1,693.9
Technology	418.6		(195.3)		223.3		413.8		(178.9)		234.9
Tradenames	56.8		(28.9)		27.9		52.2		(27.9)		24.3
Backlog	4.4		(2.2)		2.2		3.0		(1.3)		1.7
Other	121.2		(106.1)		15.1		117.1		(104.1)		13.0
Unamortized intangible assets
Tradenames	1,638.8		—		1,638.8		1,643.3		—		1,643.3
Total other intangible assets	$	5,565.3	$	(1,975.7)	$	3,589.6	$	5,508.7	$	(1,897.6)	$	3,611.1

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016

Intangible asset amortization expense	$	29.5	$	30.7	$	87.6	$	90.8

	Three Months Ended September 30, 2017			Three Months Ended September 30, 2016			Nine Months Ended September 30, 2017			Nine Months Ended September 30, 2016

		For the Three Month Period Ended March 31,
		For the Three Month Period Ended March 31,
		For the Three Month Period Ended March 31,
		2024
		2024
		2024
Balance at beginning of period
Balance at beginning of period
Balance at beginning of period	$	21.7		$	24.2		$	21.7		$	27.6
Product warranty accruals		6.7			3.6			17.8			12.2
Product warranty accruals
Product warranty accruals
Acquired warranty
Acquired warranty
Acquired warranty
Settlements		(5.0	)		(5.5	)		(17.1	)		(17.2	)
Charged to other accounts⁽¹⁾		0.2			(0.5	)		1.2			(0.8	)
Settlements
Settlements
Foreign currency translation and other
Foreign currency translation and other
Foreign currency translation and other
Balance at end of period	$	23.6		$	21.8		$	23.6		$	21.8
Balance at end of period
Balance at end of period

	Pension Benefits												Other Postretirement
	U.S. Plans						Non-U.S. Plans						Benefits
	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			Three Months Ended September 30, 2017		Nine Months Ended September 30, 2017

Service cost	$	-		$	-		$	0.5		$	1.4		$	-	$	-
Interest cost		0.6			1.7			2.0			5.8			-		0.1
Expected return on plan assets		(1.1	)		(3.3	)		(2.7	)		(7.7	)		-		-
Recognition of:
Unrecognized prior service cost		-			-			-			-			-		-
Unrecognized net actuarial loss		-			-			1.3			3.7			-		-
	$	(0.5	)	$	(1.6	)	$	1.1		$	3.2		$	-	$	0.1

	September 30, 2017			December 31, 2016

Short-term borrowings	$	-		$	-
Long-term debt:
Revolving credit facility, due 2020	$	-		$	-
Receivables financing agreement, due 2020		-			-
Term loan denominated in U.S. dollars, due 2020 ^{(1) (3)}		-			1,833.2
Term loan denominated in Euros, due 2020 ^{(2) (4)}		-			405.5
Term loan denominated in U.S. dollars, due 2024 ⁽⁵⁾		1,285.5			-
Term loan denominated in Euros, due 2024 ⁽⁶⁾		726.4			-
Senior notes, due 2021 ⁽⁷⁾		-			575.0
Second mortgages ⁽⁸⁾		1.9			1.9
Capitalized leases and other long-term debt		19.3			21.6
Unamortized debt issuance costs		(5.1	)		(58.9	)
Total long-term debt, net, including current maturities		2,028.0			2,778.3
Current maturities of long-term debt		21.1			24.5
Total long-term debt, net	$	2,006.9		$	2,753.8


	Shares	Weighted-Average Exercise Price (per share)
Stock options outstanding as of December 31, 2023	5,282	$	31.09

Granted	518	90.38
Exercised or settled	(570)	19.68
Forfeited	(19)	53.83
Expired	(2)	31.29
Stock options outstanding as of March 31, 2024	5,209	38.14

Vested as of March 31, 2024	3,699	26.41

	Shares			Weighted-Average Exercise Price (per share)
Outstanding at December 31, 2016		13,285		$	8.85
Granted		799		$	20.00
Settled		(92	)	$	8.17
Forfeited		(938	)	$	8.21
Outstanding at September 30, 2017		13,054		$	9.52

Vested at September 30, 2017		6,676		$	8.73

	~~Nine Months~~ ~~Ended~~ ~~September 30,~~ ~~2017~~
~~Assumptions:~~
~~Expected life of options (in years)~~		~~5.00 - 6.25~~
~~Risk-free interest rate~~		~~1.94 - 2.12~~	%
~~Assumed volatility~~		~~41.2 - 45.8~~	%
~~Expected dividend rate~~		~~0.00~~	%


	Shares	Weighted-Average Grant-Date Fair Value
Non-vested as of December 31, 2023	957	$	52.18

Granted	287	90.38
Vested	(384)	47.52
Forfeited	(16)	54.88
Non-vested as of March 31, 2024	844	67.27

	Cumulative Currency Translation Adjustment			Foreign Currency Gains and (Losses)			Unrealized (Losses) Gains on Cash Flow Hedges			Pension and Postretirement Benefit Plans			Total

Balance at December 31, 2016	$	(324.2	)	$	88.6		$	(42.2	)	$	(64.6	)	$	(342.4	)
Other comprehensive income (loss) before reclassifications		131.4			(44.3	)		(3.1	)		(4.2	)		79.8
Amounts reclassified from accumulated other comprehensive (loss) income		-			-			8.6			2.3			10.9
Net current-period other comprehensive income (loss)		131.4			(44.3	)		5.5			(1.9	)		90.7
Balance at September 30, 2017	$	(192.8	)	$	44.3		$	(36.7	)	$	(66.5	)	$	(251.7	)

Amount Reclassified from Accumulated Other Comprehensive (Loss) Income
Details about Accumulated Other Comprehensive (Loss) Income Components	For the Nine Months Ended September 30, 2017			For the Nine Months Ended September 30, 2016			Affected Line in the Statement Where Net Income is Presented
Loss on cash flow hedges
Interest rate swaps	$	13.9		$	8.1		Interest expense
		13.9			8.1		Total before tax
		(5.3	)		(3.1	)	Provision (benefit) for income taxes
	$	8.6		$	5.0		Net of tax
Amortization of defined benefit pension and other postretirement benefit items	$	3.7		$	2.4		⁽¹⁾
		3.7			2.4		Total before tax
		(1.4	)		(0.9	)	Provision (benefit) for income taxes
	$	2.3		$	1.5		Net of tax
Total reclassifications for the period	$	10.9		$	6.5		Net of tax

	September 30, 2017
	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
Derivatives Designated as Hedging Instruments
Interest rate swap contracts	Cash Flow	$	1,125.0	$	-	$	-	$	8.0	$	49.7
Derivatives Not Designated as Hedging Instruments
Foreign currency forwards	Fair Value	$	97.4	$	0.8	$	-	$	-	$	-

	December 31, 2016
	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
Derivatives Designated as Hedging Instruments
Cross currency interest rate swap contracts	Net Investment	$	200.0	$	-	$	26.8	$	-	$	-
Interest rate swap contracts	Cash Flow	$	1,125.0	$	-	$	-	$	16.3	$	47.2
Derivatives Not Designated as Hedging Instruments
Foreign currency forwards	Fair Value	$	79.0	$	0.9	$	-	$	-	$	-
Foreign currency forwards	Fair Value	$	42.8	$	-	$	-	$	0.2	$	-


	March 31, 2024		December 31, 2023
Accounts receivable, net	$	1,245.2	$	1,234.2
Contract assets	90.7		85.6
Contract liabilities - current	345.4		331.2
Contract liabilities - noncurrent	1.0		1.0

										Constant Currency Percent Change
	For the Three Months Ended September 30,						Percent Change			Constant Currency Percent Change
	2017			2016			2017 vs. 2016			2017 vs. 2016
Segment Revenues	$	288.2		$	265.6			8.5	%		5.9	%
Segment Adjusted EBITDA	$	63.1		$	55.6			13.5	%		10.1	%
Segment Margin		21.9	%		20.9	%

										Constant Currency Percent Change
	For the Nine Months Ended September 30,						Percent Change			Constant Currency Percent Change
	2017			2016			2017 vs. 2016			2017 vs. 2016
Segment Revenues	$	819.0		$	803.6			1.9	%		2.3	%
Segment Adjusted EBITDA	$	173.7		$	156.2			11.2	%		11.7	%
Segment Margin		21.2	%		19.4	%

			Payments Due by Period
(dollars in millions) Contractual Obligations	Total		Remainder of 2017			2018-2019		2020-2021	After 2022
Debt	$	2,013.8	$	5.2	$	40.9	$	40.9	$	1,926.8
Estimated interest payments ⁽¹⁾		688.9		25.9		221.2		198.9		242.9
Capital leases		19.3		0.4		3.5		3.8		11.6
Operating leases		75.2		6.7		38.8		17.2		12.5
Purchase obligations ⁽²⁾		320.0		238.7		80.0		0.9		0.4
Total	$	3,117.2	$	276.9	$	384.4	$	261.7	$	2,194.2