NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Basis of Presentation
Trane Technologies plc, a public limited company, incorporated in Ireland in 2009, and its consolidated subsidiaries (collectively we, our, the Company or Trane Technologies) is a global climate innovator. The Company brings sustainable and efficient solutions to buildings, homes and transportation through the Company's strategic brands, Trane® and Thermo King®, and its environmentally responsible portfolio of products, services and connected intelligent controls. The Company generates revenue and cash primarily through the design, manufacture, sales and service of solutions for Heating, Ventilation and Air Conditioning (HVAC), transport refrigeration, and custom refrigeration solutions.
The accompanying unaudited Condensed Consolidated Financial Statements of Trane Technologies reflect the consolidated operations of the Company and have been prepared in accordance with United States Securities and Exchange Commission (SEC) interim reporting requirements. Accordingly, the accompanying Condensed Consolidated Financial Statements do not include all disclosures required by accounting principles generally accepted in the United States of America (GAAP) for full financial statements and should be read in conjunction with the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024. In the opinion of management, the accompanying Condensed Consolidated Financial Statements contain all adjustments, which include only normal recurring adjustments, necessary to fairly state the condensed consolidated results for the interim periods presented.
Note 2. Recent Accounting Pronouncements
The Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) is the sole source of authoritative GAAP other than SEC issued rules and regulations that apply only to SEC registrants. The FASB issues an Accounting Standards Update (ASU) to communicate changes to the codification. The Company considers the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are not expected to have a material impact on the Condensed Consolidated Financial Statements.
Recently Adopted Accounting Pronouncements
In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" (ASU 2023-07) which requires public entities to disclose information about their reportable segments' oversight and significant expenses on an interim and annual basis. The ASU is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company adopted this, as required, for the year ended December 31, 2024. See Note 17, "Business Segment Information" for more information regarding the Company's segment disclosures.
Accounting Pronouncements Issued but not yet Adopted
In September 2025, the FASB issued ASU 2025-06, "Intangibles - Goodwill and Other - Internal-Use Software: Targeted Improvements to the accounting for Internal-Use Software" (ASU 2025-06) which modernizes accounting guidance for the costs to develop software for internal use, aligning the various stages of software development with current software development methods. The ASU is effective for fiscal years beginning after December 15, 2027 and interim periods within those annual reporting periods. ASU 2025-06 can be applied prospectively, retrospectively, or with a modified transition approach. Early adoption is permitted. The Company does not currently expect to adopt this ASU before the required effective date. The Company is evaluating the impact of the standard on its consolidated financial statements.
In November 2024, the FASB issued ASU 2024-03, "Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40)" (ASU 2024-03) which requires additional disaggregated disclosures in the notes to financial statements for certain categories of expenses that are included on the face of the income statement. The ASU is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027. Early adoption is permitted. The Company does not currently expect to adopt this ASU before the required effective date. The Company is evaluating the impact of the standard on its financial statement disclosures.
In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures (Topic 740)" (ASU 2023-09) which improves the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid disaggregated by jurisdiction. The ASU is effective for annual periods beginning after December 15, 2024. The Company will incorporate changes required by the ASU, as applicable, in its annual disclosures for the period ending December 31, 2025.
Note 3. Inventories
The major classes of inventory were as follows:
| | | | | | | | | | | |
| In millions | September 30, 2025 | | December 31, 2024 |
| Raw materials | $ | 623.2 | | | $ | 612.3 | |
| Work-in-process | 401.4 | | | 374.4 | |
| Finished goods | 1,555.1 | | | 1,153.5 | |
| 2,579.7 | | | 2,140.2 | |
| LIFO reserve | (224.4) | | | (168.7) | |
| Total | $ | 2,355.3 | | | $ | 1,971.5 | |
The Company performs periodic assessments to determine the existence of obsolete, slow-moving and non-saleable inventories and records necessary provisions to reduce such inventories to the lower of cost and net realizable value. Reserve balances, primarily related to obsolete and slow-moving inventories, were $168.1 million and $163.7 million at September 30, 2025 and December 31, 2024, respectively.
Note 4. Goodwill
The changes in the carrying amount of goodwill for the nine months ended September 30, 2025 were as follows:
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| In millions | Americas | | EMEA | | Asia Pacific | | Total |
| Net balance as of December 31, 2024 | $ | 4,769.1 | | | $ | 821.6 | | | $ | 537.2 | | | $ | 6,127.9 | |
| Acquisitions | 169.4 | | | 22.6 | | | — | | | 192.0 | |
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| Measurement period adjustments | 0.3 | | | (2.3) | | | — | | | (2.0) | |
| Currency translation | 8.3 | | | 105.8 | | | 12.3 | | | 126.4 | |
| Net balance as of September 30, 2025 | $ | 4,947.1 | | | $ | 947.7 | | | $ | 549.5 | | | $ | 6,444.3 | |
Note 5. Intangible Assets
The gross amount of the Company's intangible assets and related accumulated amortization was as follows:
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| | September 30, 2025 | | December 31, 2024 |
| In millions | | Gross carrying amount | | Accumulated amortization | | Net carrying amount | | Gross carrying amount | | Accumulated amortization | | Net carrying amount |
| Customer relationships | | $ | 2,450.5 | | | $ | (1,992.5) | | | $ | 458.0 | | | $ | 2,418.4 | | | $ | (1,875.4) | | | $ | 543.0 | |
| Other | | 503.9 | | | (300.2) | | | 203.7 | | | 423.1 | | | (267.1) | | | 156.0 | |
| Total finite-lived intangible assets | | 2,954.4 | | | (2,292.7) | | | 661.7 | | | 2,841.5 | | | (2,142.5) | | | 699.0 | |
| Trademarks (indefinite-lived) | | 2,609.7 | | | — | | | 2,609.7 | | | 2,609.2 | | | — | | | 2,609.2 | |
| Total | | $ | 5,564.1 | | | $ | (2,292.7) | | | $ | 3,271.4 | | | $ | 5,450.7 | | | $ | (2,142.5) | | | $ | 3,308.2 | |
Intangible asset amortization expense was $36.1 million and $45.3 million for the three months ended September 30, 2025 and 2024, respectively. Intangible asset amortization expense was $128.4 million and $135.0 million for the nine months ended September 30, 2025 and 2024, respectively.
Note 6. Debt and Credit Facilities
Short-term borrowings and current maturities of long-term debt consisted of the following:
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| In millions | September 30, 2025 | | December 31, 2024 |
| Debentures with put feature | $ | 295.0 | | | $ | 295.0 | |
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7.200% Debentures due June 2025 | — | | | 7.5 | |
6.480% Debentures due June 2025 | — | | | 149.7 | |
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3.500% Senior Notes due March 2026 | 399.7 | | | — | |
| Total | $ | 694.7 | | | $ | 452.2 | |
Commercial Paper Program
The Company uses borrowings under its commercial paper program for general corporate purposes. The maximum aggregate amount of unsecured commercial paper notes available to be issued, on a private placement basis, under the commercial paper program is $2.0 billion as of September 30, 2025. Under the commercial paper program, the Company may issue notes from time to time through Trane Technologies HoldCo Inc. or Trane Technologies Financing Limited. Each of Trane Technologies plc, Trane Technologies Irish Holdings Unlimited Company, Trane Technologies Lux International Holding Company S.à.r.l., Trane Technologies Americas Holding Corporation, Trane Technologies Global Holding II Company Limited, Trane Technologies Company LLC, Trane Technologies HoldCo Inc. and Trane Technologies Financing Limited provided irrevocable and unconditional guarantees for any notes issued under the commercial paper program. The Company had no outstanding balance under its commercial paper program as of September 30, 2025 and December 31, 2024.
Debentures with Put Feature
At both September 30, 2025 and December 31, 2024, the Company had $295.0 million of fixed rate debentures outstanding which contain a put feature that the holders may exercise on each anniversary of the issuance date. If exercised, the Company is obligated to repay in whole or in part, at the holder's option, the outstanding principal amount of the debentures plus accrued interest. If these options are not exercised, the final contractual maturity dates would range between 2027 and 2028. Holders who had the option to exercise puts up to $37.2 million for settlement in February 2025 did not exercise such option. In October 2025, in accordance with notice requirements as specified in the offering documents, holders had the option to elect to exercise $257.8 million for settlement in November 2025. As of October 30, 2025, no material amount of puts were elected to be exercised.
Long-term debt, excluding current maturities, consisted of the following: | | | | | | | | | | | |
| In millions | September 30, 2025 | | December 31, 2024 |
3.500% Senior Notes due 2026 | $ | — | | | $ | 399.4 | |
3.750% Senior Notes due 2028 | 548.3 | | | 547.9 | |
3.800% Senior Notes due 2029 | 747.6 | | | 747.1 | |
5.250% Senior Notes due 2033 | 694.6 | | | 694.0 | |
5.100% Senior Notes due 2034 | 494.7 | | | 494.3 | |
5.750% Senior Notes due 2043 | 495.8 | | | 495.7 | |
4.650% Senior Notes due 2044 | 296.9 | | | 296.7 | |
4.300% Senior Notes due 2048 | 296.8 | | | 296.7 | |
4.500% Senior Notes due 2049 | 346.5 | | | 346.3 | |
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| Total | $ | 3,921.2 | | | $ | 4,318.1 | |
Other Credit Facilities
On May 27, 2025, the Company entered into a $1.0 billion senior unsecured revolving credit facility with a term that ends in May 2030 and terminated its $1.0 billion credit facility that would have expired in June 2026. As a result, the Company maintains two $1.0 billion senior unsecured revolving credit facilities, one of which matures in April 2027 and the other which matures in May 2030 (collectively, the Facilities), through its wholly-owned subsidiaries, Trane Technologies HoldCo Inc. and Trane Technologies Financing Limited (collectively, the Borrowers).
The Facilities provide support for the Company's commercial paper program and can be used for working capital and other general corporate purposes. Trane Technologies plc, Trane Technologies Irish Holdings Unlimited Company, Trane Technologies Lux International Holding Company S.à.r.l., Trane Technologies Americas Holding Corporation, Trane Technologies Global Holding II Company Limited and Trane Technologies Company LLC each provide irrevocable and unconditional guarantees for these Facilities. In addition, each Borrower will guarantee the obligations under the Facilities of the other Borrowers. Total commitments of $2.0 billion were unused at September 30, 2025 and December 31, 2024.
Fair Value of Debt
The fair value of the Company's debt instruments at both September 30, 2025 and December 31, 2024 was $4.6 billion. The Company measures the fair value of its debt instruments for disclosure purposes based upon observable market prices quoted on public exchanges for similar assets. These fair value inputs are considered Level 2 within the fair value hierarchy. See Note 8, "Fair Value Measurements" for information on the fair value hierarchy.
Note 7. Supplier Financing Arrangements
The Company has agreements with financial institutions, primarily in the U.S., that allow its suppliers to sell their receivables to the financial institution at the sole discretion of both the supplier and the financial institution on terms that are negotiated between them. The Company may not always be notified when its suppliers sell receivables under this program.
The Company's obligations to its suppliers, including the amounts due and scheduled payment dates, are not impacted by the suppliers' decisions to sell their receivables under the program. The payment terms that the Company has with participating suppliers under these programs are generally up to 120 days. The changes in the supplier financing program as of September 30, 2025 and December 31, 2024 were as follows:
| | | | | | | | | | | |
In millions | | September 30, 2025 | December 31, 2024 |
| Balance outstanding at beginning of period | | $272.8 | $246.0 |
| Invoices confirmed during period | | 877.1 | | 1,026.2 | |
| Confirmed invoices paid during period | | (832.6) | | (999.4) | |
| Balance outstanding at end of period | | $317.3 | $272.8 |
Amounts due to suppliers participating in the supplier financing program are presented within Accounts payable in the Condensed Consolidated Balance Sheet.
Note 8. Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy that prioritizes information used in developing assumptions when pricing an asset or liability is as follows:
•Level 1: Observable inputs such as quoted prices in active markets;
•Level 2: Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and
•Level 3: Unobservable inputs where there is little or no market data, which requires the reporting entity to develop its own assumptions.
Observable market data is required to be used in making fair value measurements when available. When inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement.
The following table presents the Company's fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis as of September 30, 2025:
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| In millions | Fair Value | | Fair value measurements | |
| Level 1 | | Level 2 | | Level 3 | |
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| Assets: | | | | | | | | |
| Derivative instruments | $ | 16.0 | | | $ | — | | | $ | 16.0 | | | $ | — | | |
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| Liabilities: | | | | | | | | |
| Derivative instruments | 7.7 | | | — | | | 7.7 | | | — | | |
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The following table presents the Company's fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis as of December 31, 2024:
| | | | | | | | | | | | | | | | | | | | | | | |
| In millions | Fair Value | | Fair value measurements |
| Level 1 | | Level 2 | | Level 3 |
| | | | | | | |
| Assets: | | | | | | | |
| | | | | | | |
| Derivative instruments | $ | 2.5 | | | $ | — | | | $ | 2.5 | | | $ | — | |
| | | | | | | |
| Liabilities: | | | | | | | |
| Derivative instruments | 8.9 | | | — | | | 8.9 | | | — | |
| Contingent consideration | 61.2 | | | — | | | — | | | 61.2 | |
Derivative instruments include forward foreign currency contracts and instruments related to non-functional currency balance sheet exposures and commodity swaps. The fair value of the foreign exchange derivative instruments is determined based on a pricing model that uses spot rates and forward prices from actively quoted currency markets that are readily accessible and observable. The fair value of the commodity derivatives is valued under a market approach using published prices, where applicable, or dealer quotes.
The carrying values of cash and cash equivalents, short-term investments, accounts receivable, and accounts payable are a reasonable estimate of their fair value due to the short-term nature of these instruments. There have been no transfers between levels of the fair value hierarchy.
The Company agreed to two contingent consideration arrangements in connection with the acquisition of Nuvolo Technologies Corporation (Nuvolo) in November 2023. The first contingent consideration arrangement, payable up to $90.0 million in cash, was based on the attainment of key revenue targets from November 2, 2023 through April 4, 2025. If the first contingent consideration targets were met, a second contingent consideration arrangement with no maximum earnout was available to the sellers based on revenues in excess of the initial targets attained from a specified customer contract through April 4, 2025. These targets were not met as of April 4, 2025. As a result, the arrangements expired with no payments made and the liability for contingent consideration was derecognized in March 2025.
The changes in the fair value of the Company's Level 3 liabilities were as follows:
| | | | | | | | |
| In millions | | September 30, 2025 |
| Balance at beginning of period | | $ | 61.2 | |
| | |
| Change in fair value of contingent consideration | | (61.2) | |
| Measurement period adjustment | | — | |
| Balance at end of period | | $ | — | |
Certain assets are measured at fair value on a non-recurring basis. The Company's equity investments without a readily available fair value are accounted for using the measurement alternative and are measured at fair value when observable transactions of identical or similar securities occurs, or due to an impairment. When indicators of impairment exist or observable price changes of qualified transactions occur, the respective equity investment would be classified within Level 3 of the fair value hierarchy due to the absence of quoted market prices, the inherent lack of liquidity and unobservable inputs used to measure fair value that require management's judgment.
Note 9. Pensions and Postretirement Benefits Other than Pensions
The Company sponsors several U.S. defined benefit and defined contribution plans covering substantially all of the Company's U.S. employees. Additionally, the Company has many non-U.S. defined benefit and defined contribution plans covering eligible current and retired non-U.S. employees. Postretirement benefits other than pensions (OPEB) provide healthcare benefits and, in some instances, life insurance benefits for certain eligible current and retired employees.
Pension Plans
The non-contributory defined benefit pension plans covering non-collectively bargained U.S. employees provide benefits on a final average pay formula while plans for most collectively bargained U.S. employees provide benefits on a flat dollar benefit formula or a percentage of pay formula. The non-U.S. pension plans generally provide benefits based on earnings and years of service. The Company also maintains additional other supplemental plans for officers and other key or highly compensated employees.
The components of the Company's net periodic pension benefit cost for the three and nine months ended September 30 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three months ended | | Nine months ended |
| In millions | 2025 | | 2024 | | 2025 | | 2024 |
| Service cost | $ | 7.4 | | | $ | 8.2 | | | $ | 22.2 | | | $ | 24.2 | |
| Interest cost | 28.1 | | | 28.2 | | | 83.7 | | | 84.7 | |
| Expected return on plan assets | (27.1) | | | (29.6) | | | (80.7) | | | (88.4) | |
| Net amortization of: | | | | | | | |
| Prior service costs (benefits) | 0.7 | | | 0.7 | | | 2.1 | | | 2.2 | |
| Net actuarial (gains) losses | 4.1 | | | 3.8 | | | 12.0 | | | 11.3 | |
| Net periodic pension benefit cost | 13.2 | | | 11.3 | | | 39.3 | | | 34.0 | |
| Settlement losses | — | | | 1.0 | | | 0.7 | | | 1.0 | |
| Net periodic pension benefit cost after net settlement losses | $ | 13.2 | | | $ | 12.3 | | | $ | 40.0 | | | $ | 35.0 | |
| Amounts recorded in continuing operations: | | | | | | | |
| Operating income | $ | 6.4 | | | $ | 7.0 | | | $ | 18.9 | | | $ | 21.0 | |
| Other income/(expense), net | 4.3 | | | 3.6 | | | 13.7 | | | 9.0 | |
| Amounts recorded in discontinued operations | 2.5 | | | 1.7 | | | 7.4 | | | 5.0 | |
| Total | $ | 13.2 | | | $ | 12.3 | | | $ | 40.0 | | | $ | 35.0 | |
The Company made required and discretionary contributions to its defined benefit pension plans of $26.5 million and $52.1 million during the nine months ended September 30, 2025 and 2024, respectively. The Company currently projects that it will contribute approximately $33 million to its pension plans worldwide in 2025.
Postretirement Benefits Other Than Pensions
The Company sponsors several postretirement plans that provide healthcare benefits, and in some instances, life insurance benefits for eligible current and retired employees. These plans are unfunded and have no plan assets; instead, they are funded by the Company on a pay-as-you-go basis in the form of direct benefit payments. Generally, postretirement health benefits are contributory with contributions adjusted annually. Life insurance plans for retirees are primarily non-contributory.
The components of net periodic postretirement benefit cost for the three and nine months ended September 30 were as follows:
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| Three months ended | | Nine months ended |
| In millions | 2025 | | 2024 | | 2025 | | 2024 |
| Service cost | $ | 0.3 | | | $ | 0.4 | | | $ | 0.8 | | | $ | 0.9 | |
| Interest cost | 2.7 | | | 2.8 | | | 8.2 | | | 8.6 | |
| Net amortization of: | | | | | | | |
| Prior service costs (benefits) | 0.1 | | | 0.1 | | | 0.4 | | | 0.4 | |
| Net actuarial (gains) losses | (3.2) | | | (3.3) | | | (9.6) | | | (9.9) | |
| Net periodic postretirement benefit cost | $ | (0.1) | | | $ | — | | | $ | (0.2) | | | $ | — | |
| Amounts recorded in continuing operations: | | | | | | | |
| Operating income | $ | 0.3 | | | $ | 0.3 | | | $ | 0.8 | | | $ | 0.9 | |
| Other income/(expense), net | (0.1) | | | 0.1 | | | (0.4) | | | 0.1 | |
| Amounts recorded in discontinued operations | (0.3) | | | (0.4) | | | (0.6) | | | (1.0) | |
| Total | $ | (0.1) | | | $ | — | | | $ | (0.2) | | | $ | — | |
Note 10. Equity
The authorized share capital of Trane Technologies plc is 1,185,040,000 shares, consisting of (1) 1,175,000,000 ordinary shares, par value $1.00 per share, (2) 40,000 ordinary shares, par value EUR 1.00 and (3) 10,000,000 preference shares, par value $0.001 per share. There were no Euro-denominated ordinary shares or preference shares outstanding at September 30, 2025 or December 31, 2024.
Changes in ordinary shares and treasury shares for the nine months ended September 30, 2025 were as follows:
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| In millions | Ordinary shares issued | | Ordinary shares held in treasury |
| December 31, 2024 | 249.0 | | | 24.5 | |
| Shares issued under incentive plans, net | 0.8 | | | — | |
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| Repurchase of ordinary shares | (3.3) | | | — | |
| September 30, 2025 | 246.5 | | | 24.5 | |
Share repurchases are made from time to time in accordance with management's capital allocation strategy, subject to market conditions and regulatory requirements. Shares acquired and canceled upon repurchase are accounted for as a reduction of Ordinary shares and Capital in excess of par value, or Retained earnings to the extent Capital in excess of par value is exhausted. Shares acquired and held in treasury are presented separately on the balance sheet as a reduction to Equity and recognized at cost.
In February 2022, the Company's Board of Directors authorized a share repurchase program of up to $3.0 billion of its ordinary shares (2022 Authorization) and in December 2024, the Board of Directors authorized a share repurchase program of up to an additional $5.0 billion of the Company's ordinary shares (2024 Authorization) upon the conclusion of the 2022 Authorization. During the nine months ended September 30, 2025, the Company repurchased and canceled $1.2 billion of its ordinary shares, which exhausted the 2022 Authorization and left $5.0 billion remaining under the 2024 Authorization. Additionally, during the period after September 30, 2025 through October 30, 2025, the Company repurchased approximately $120 million of its ordinary shares under the 2024 Authorization.
Accumulated Other Comprehensive Income (Loss)
The changes in Accumulated other comprehensive income (loss) for the nine months ended September 30, 2025 were as follows:
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| In millions | | Derivative Instruments | | Pension and OPEB | | Foreign Currency Translation | | Total |
| Balance at December 31, 2024 | | $ | (1.4) | | | $ | (186.8) | | | $ | (675.9) | | | $ | (864.1) | |
| Other comprehensive income (loss) attributable to Trane Technologies plc | | 13.6 | | | (3.1) | | | 338.8 | | | 349.3 | |
| Balance at September 30, 2025 | | $ | 12.2 | | | $ | (189.9) | | | $ | (337.1) | | | $ | (514.8) | |
Other comprehensive income (loss) attributable to noncontrolling interests for the nine months ended September 30, 2025 included a gain of $1.5 million related to currency translation.
The changes in Accumulated other comprehensive income (loss) for the nine months ended September 30, 2024 were as follows:
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| In millions | | Derivative Instruments | | Pension and OPEB | | Foreign Currency Translation | | Total |
| Balance at December 31, 2023 | | $ | 3.0 | | | $ | (198.9) | | | $ | (474.9) | | | $ | (670.8) | |
| Other comprehensive income (loss) attributable to Trane Technologies plc | | 2.8 | | | (1.9) | | | 33.5 | | | 34.4 | |
| Balance at September 30, 2024 | | $ | 5.8 | | | $ | (200.8) | | | $ | (441.4) | | | $ | (636.4) | |
Other comprehensive income (loss) attributable to noncontrolling interests for the nine months ended September 30, 2024 included a gain of $0.3 million related to currency translation.
Note 11. Revenue
Disaggregated Revenue
Net revenues by geography and major type of good or service for the three and nine months ended September 30 were as follows:
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| Three months ended | | Nine months ended |
| In millions | 2025 | | 2024 | | 2025 | | 2024 |
| Americas | | | | | | | |
| Equipment | $ | 2,971.7 | | | $ | 2,963.2 | | | $ | 8,659.3 | | | $ | 8,112.7 | |
| Services | 1,691.6 | | | 1,511.7 | | | 4,497.0 | | | 3,988.0 | |
| Total Americas | $ | 4,663.3 | | | $ | 4,474.9 | | | $ | 13,156.3 | | | $ | 12,100.7 | |
| EMEA | | | | | | | |
| Equipment | $ | 486.1 | | | $ | 446.2 | | | $ | 1,368.6 | | | $ | 1,288.5 | |
| Services | 263.5 | | | 221.6 | | | 662.4 | | | 578.0 | |
| Total EMEA | $ | 749.6 | | | $ | 667.8 | | | $ | 2,031.0 | | | $ | 1,866.5 | |
| Asia Pacific | | | | | | | |
| Equipment | $ | 210.0 | | | $ | 192.3 | | | $ | 645.7 | | | $ | 670.0 | |
| Services | 119.6 | | | 106.2 | | | 344.4 | | | 327.0 | |
| Total Asia Pacific | $ | 329.6 | | | $ | 298.5 | | | $ | 990.1 | | | $ | 997.0 | |
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| Total Net revenues | $ | 5,742.5 | | | $ | 5,441.2 | | | $ | 16,177.4 | | | $ | 14,964.2 | |
Revenue from goods and services transferred to customers at a point in time accounted for approximately 80% and 81% of the Company's revenue for the nine months ended September 30, 2025 and 2024.
Contract Balances
The opening and closing balances of contract assets and contract liabilities arising from contracts with customers for the period ended September 30, 2025 and December 31, 2024 were as follows:
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| In millions | Location on Condensed Consolidated Balance Sheets | September 30, 2025 | | December 31, 2024 |
| Contract assets - current | Other current assets | $ | 462.6 | | | $ | 427.3 | |
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| Contract liabilities - current | Accrued expenses and other current liabilities | 1,312.4 | | | 1,310.9 | |
| Contract liabilities - noncurrent | Other noncurrent liabilities | 343.9 | | | 294.0 | |
The timing of revenue recognition, billings and cash collections results in accounts receivable, contract assets, and customer advances and deposits (contract liabilities) on the Condensed Consolidated Balance Sheets. In general, the Company receives payments from customers based on a billing schedule established in its contracts. Contract assets relate to the conditional right to consideration for any completed performance under the contract when costs are incurred in excess of billings under the percentage of completion methodology. Accounts receivable are recorded when the right to consideration becomes unconditional. Contract liabilities relate to payments received in advance of performance under the contract or when the Company has a right to consideration that is unconditional before it transfers a good or service to the customer. Contract liabilities are recognized as revenue as (or when) the Company performs under the contract. During the three and nine months ended September 30, 2025, changes in contract asset and liability balances were not materially impacted by any other factors.
Approximately 12% and 61% of the contract liability balance at December 31, 2024 was recognized as revenue during the three and nine months ended September 30, 2025, respectively. Additionally, approximately 21% of the contract liability balance at September 30, 2025 was classified as noncurrent and not expected to be recognized as revenue in the next 12 months.
Note 12. Share-Based Compensation
The Company accounts for share-based compensation plans under the fair value based method. The Company's share-based compensation plans include programs for stock options, restricted stock units (RSUs), performance share units (PSUs) and deferred compensation.
Share-based compensation expense related to continuing operations is included in Selling and administrative expenses. The expense recognized for the three and nine months ended September 30 was as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three months ended | | Nine months ended |
| In millions | 2025 | | 2024 | | 2025 | | 2024 |
| Stock options | $ | 4.9 | | | $ | 4.5 | | | $ | 15.6 | | | $ | 13.4 | |
| RSUs | 6.4 | | | 6.4 | | | 21.4 | | | 21.0 | |
| Performance shares | 8.3 | | | 9.1 | | | 29.4 | | | 28.2 | |
| Deferred compensation | 0.7 | | | 0.9 | | | 1.9 | | | 2.5 | |
| | | | | | | |
| Pre-tax expense | 20.3 | | | 20.9 | | | 68.3 | | | 65.1 | |
| Tax benefit | (4.9) | | | (5.1) | | | (16.5) | | | (15.8) | |
| After-tax expense | $ | 15.4 | | | $ | 15.8 | | | $ | 51.8 | | | $ | 49.3 | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
Grants issued during the nine months ended September 30 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| | 2025 | | 2024 |
| | Number granted | | Weighted- average fair value per award | | Number granted | | Weighted- average fair value per award |
| Stock options | 241,763 | | | $ | 98.12 | | | 249,579 | | | $ | 76.85 | |
| RSUs | 102,607 | | | $ | 360.00 | | | 100,199 | | | $ | 276.87 | |
Performance shares (1) | 134,896 | | | $ | 374.33 | | | 161,782 | | | $ | 332.65 | |
(1) The number of performance shares represents the maximum award level.
Stock Options / RSUs
Eligible participants may receive (i) stock options, (ii) RSUs or (iii) a combination of both stock options and RSUs. The fair value of each of the Company's stock option and RSU awards is expensed on a straight-line basis over the required service period, which is generally the 3-year vesting period. Beginning with the 2024 grant year, for stock options and RSUs granted to retirement eligible employees, the Company recognizes expense over the period during which an employee is required to provide service in exchange for the award, which is generally 12 months. For awards granted to retirement eligible employees prior to 2024, the Company recognized expense for the fair value at the grant date.
The average fair value of the stock options granted is determined using the Black-Scholes option-pricing model. The following assumptions were used during the nine months ended September 30:
| | | | | | | | | | | |
| 2025 | | 2024 |
| Dividend yield | 0.95 | % | | 1.11 | % |
| Volatility | 27.26 | % | | 29.99 | % |
| Risk-free rate of return | 4.30 | % | | 4.00 | % |
| Expected life in years | 4.8 | | 4.8 |
A description of the significant assumptions used to estimate the fair value of the stock option awards is as follows:
•Dividend yield - The Company determines the dividend yield based upon the expected quarterly dividend payments as of the grant date and the current fair market value of the Company's shares.
•Volatility - The expected volatility is based on a weighted average of the Company's implied volatility and the most recent historical volatility of the Company's shares commensurate with the expected life.
•Risk-free rate of return - The Company applies a yield curve of continuous risk-free rates based upon the published US Treasury spot rates on the grant date.
•Expected life in years - The expected life of the Company's stock option awards represents the weighted-average of the actual period since the grant date for all exercised or canceled options and an expected period for all outstanding options.
Performance Shares
The Company has a Performance Share Program (PSP) for key employees. The program provides awards in the form of PSUs based on performance against pre-established objectives. The annual target award level is expressed as a number of the Company's ordinary shares based on the fair market value of the Company's stock on the date of grant. All PSUs are settled in the form of ordinary shares.
PSU awards are earned based 50% upon a performance condition, measured by relative Cash Flow Return on Invested Capital (CROIC) to the S&P 500 Industrials Index over a 3-year performance period, and 50% upon a market condition, measured by the Company's relative total shareholder return (TSR) as compared to the TSR of the S&P 500 Industrials Index over a 3-year performance period. Beginning with the 2024 grant year, for PSUs granted to retirement eligible employees, the Company recognizes the expense over the period during which an employee is required to provide service in exchange for the award, which is 12 months. For awards granted to retirement eligible employees prior to 2024, the expense was recognized over the 3-year performance period. The fair value of the market condition is estimated using a Monte Carlo simulation model in a risk-neutral framework based upon historical volatility, risk-free rates and correlation matrix.
Deferred Compensation
The Company allows key employees to defer a portion of their eligible compensation into a number of investment choices, including its ordinary share equivalents. Any amounts invested in ordinary share equivalents will be settled in ordinary shares of the Company at the time of distribution.
Note 13. Other Income/(Expense), Net
The components of Other income/(expense), net for the three and nine months ended September 30 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three months ended | | Nine months ended |
| In millions | 2025 | | 2024 | | 2025 | | 2024 |
| Interest income | $ | 1.2 | | | $ | 15.3 | | | $ | 3.7 | | | $ | 24.4 | |
| Foreign currency exchange loss | (4.8) | | | (2.9) | | | (11.7) | | | (19.9) | |
| Other components of net periodic benefit credit/(cost) | (4.2) | | | (3.7) | | | (13.3) | | | (9.1) | |
Other activity, net | (10.2) | | | (2.4) | | | (18.7) | | | (18.2) | |
| Other income/(expense), net | $ | (18.0) | | | $ | 6.3 | | | $ | (40.0) | | | $ | (22.8) | |
Other income/(expense), net includes the results from activities other than core business operations such as interest income and foreign currency gains and losses on transactions that are denominated in a currency other than an entity's functional currency. In addition, the Company includes the components of net periodic benefit credit/(cost) for pension and postretirement obligations other than the service cost component. Other activity, net includes items associated with legacy legal matters, such as asbestos-related activities related to Murray Boiler LLC (Murray). Refer to Note 18, "Commitments and Contingencies" for more information regarding asbestos-related matters.
Note 14. Income Taxes
The Company accounts for its Provision for income taxes by applying an estimate of the annual effective income tax rate for the full year to the respective interim period, taking into account year-to-date amounts and projected results for the full year. For the nine months ended September 30, 2025 and 2024, the Company's effective income tax rate was 19.9% and 19.8%, respectively. The effective tax rate for the nine months ended September 30, 2025 and 2024 was lower than the U.S. statutory rate of 21.0% primarily due to excess tax benefits from employee share-based payments, and earnings in non-U.S. jurisdictions, which, in aggregate have a lower effective tax rate, partially offset by U.S. state and local taxes.
Total unrecognized tax benefits for September 30, 2025 and December 31, 2024 were $66.7 million and $86.5 million, respectively. Although management believes its tax positions and related provisions reflected in the Condensed Consolidated Financial Statements are fully supportable, it recognizes that these tax positions and related provisions may be challenged by various tax authorities. These tax positions and related provisions are reviewed on an ongoing basis and are adjusted as additional facts and information become available, including progress on tax audits, changes in interpretations of tax laws, developments in case law and closing of statute of limitations. To the extent that the ultimate results differ from the original or adjusted estimates of the Company, the effect will be recorded in Provision for income taxes.
The Provision for income taxes involves a significant amount of management judgment regarding interpretation of relevant facts and laws in the jurisdictions in which the Company operates. Future changes in applicable laws, projected levels of taxable income and tax planning could change the effective income tax rate and tax balances recorded by the Company. In addition, tax authorities periodically review income tax returns filed by the Company and can raise issues regarding its filing positions, timing and amount of income or deductions, and the allocation of income among the jurisdictions in which the Company operates. A significant period of time may elapse between the filing of an income tax return and the ultimate resolution of an issue raised by a revenue authority with respect to that return. In the normal course of business, the Company is subject to examination by taxing authorities throughout the world, including such major jurisdictions as Belgium, Brazil, Canada, China, France, Germany, Ireland, Italy, Luxembourg, Mexico, Singapore, Spain, the Netherlands, the United Kingdom and the United States. These examinations on their own, or any subsequent litigation related to the examinations, may result in additional income taxes or penalties against the Company. If the ultimate result of these audits differ from original or adjusted estimates, they could have a material impact on the Company's income tax provision. The examination of the Company's U.S. federal income tax returns by the Internal Revenue Service (IRS) has been concluded for tax years 2016 to 2019; substantially all of the Company's U.S. federal tax returns are effectively settled for tax years prior to 2022. In general, the examination of the Company's material non-U.S. income tax returns is complete or effectively settled for the years prior to 2015, with certain matters prior to 2015 being resolved through appeals and litigation and also unilateral procedures as provided for under double tax treaties.
On July 4, 2025, the United States enacted the "One Big Beautiful Bill Act" (OBBBA). The anticipated impacts of the new legislation have been reflected in the condensed consolidated financial statements as of September 30, 2025, and are not considered material. However, the Company continues to evaluate the legislation and review guidance from the U.S. Department of Treasury and could require further adjustment.
Note 15. Acquisitions
On January 2, 2025, the Company completed the acquisition of BrainBox AI Inc., financed through cash on hand. BrainBox AI Inc. is a building management platform for HVAC optimization, using advanced artificial intelligence technologies. The results of operations of BrainBox AI Inc. are reported within the Americas segment from the date of acquisition.
In the first half of 2025, the Company also acquired multiple distributors with sales and service businesses in Europe that are reported in the EMEA segment from the dates of acquisition.
The intangible assets associated with these acquisitions totaled $73.9 million and primarily relate to developed technology. The excess of the consideration transferred over the fair value of net identifiable assets acquired was recognized as goodwill and the combined total was $190.0 million.
The preliminary valuation of intangible assets was determined using an income approach methodology. The fair value of the developed technology intangible assets was determined using the multi-period excess earnings method based on discounted projected net cash flows associated with the net earnings attributable to the acquired identifiable assets. Key assumptions used in estimating future cash flows included revenue growth rates and margins, royalty rates, and discount rates attributable to the intangible asset.
Note 16. Earnings Per Share (EPS)
Basic EPS is calculated by dividing Net earnings attributable to Trane Technologies plc by the weighted-average number of ordinary shares outstanding for the applicable period. Diluted EPS is calculated after adjusting the denominator of the basic EPS calculation for the effect of all potentially dilutive ordinary shares, which in the Company's case, includes shares issuable under share-based compensation plans. The following table summarizes the weighted-average number of ordinary shares outstanding for basic and diluted earnings per share calculations for the three and nine months ended September 30:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three months ended | | Nine months ended |
| In millions, except per share amounts | 2025 | | 2024 | | 2025 | | 2024 |
| Weighted-average number of basic shares | 222.6 | | | 225.8 | | | 223.4 | | | 226.6 | |
| Shares issuable under incentive share plans | 1.8 | | | 2.2 | | | 1.9 | | | 2.2 | |
| | | | | | | |
| Weighted-average number of diluted shares | 224.4 | | | 228.0 | | | 225.3 | | | 228.8 | |
| Anti-dilutive shares | 0.2 | | | — | | | 0.3 | | | 0.1 | |
| | | | | | | |
| Dividends declared per ordinary share | $ | — | | | $ | — | | | $ | 2.82 | | | $ | 2.52 | |
Note 17. Business Segment Information
The Company operates under three reportable segments designed to create deep customer focus and relevance in markets around the world. Intercompany sales between segments are immaterial.
•The Company's Americas segment innovates for customers in North America and Latin America. The Americas segment encompasses commercial heating, cooling and ventilation systems, building controls and solutions, and energy services and solutions; residential heating and cooling; and transport refrigeration systems and solutions.
•The Company's EMEA segment innovates for customers in the Europe, Middle East and Africa region. The EMEA segment encompasses heating, cooling and ventilation systems, services and solutions for commercial buildings, and transport refrigeration systems and solutions.
•The Company's Asia Pacific segment innovates for customers throughout the Asia Pacific region. The Asia Pacific segment encompasses heating, cooling and ventilation systems, services and solutions for commercial buildings, and transport refrigeration systems and solutions.
The Company's chief operating decision maker (CODM), the Chief Executive Officer, uses two profitability measures, Segment Adjusted EBITDA and Segment Adjusted Operating Income, in assessing segment performance and deciding how to allocate resources:
•Segment Adjusted EBITDA represents net earnings excluding interest expense, income taxes, depreciation and amortization, restructuring, non-cash adjustments for contingent consideration, merger and acquisition transaction costs, unallocated corporate expenses, discontinued operations and other non-recurring transactions. Segment Adjusted EBITDA also provides a useful tool for assessing the operating performance and comparability between periods and our ability to generate cash because it excludes the impact of certain non-cash or non-recurring items that can vary significantly from period to period. Segment Adjusted EBITDA is used in the development of annual operating plans, including capital expenditure and operational budgets, and in measuring performance against targets for purposes of incentive compensation.
•Segment Adjusted Operating Income represents operating income adjusted to exclude restructuring costs, merger and acquisition transaction costs, non-cash adjustments for contingent consideration and other non-recurring items. Segment Adjusted Operating Income, and ratios based on it, are used to provide a comprehensive view of segment profitability and evaluate efficient returns on assets.
Segment Adjusted EBITDA and Segment Adjusted Operating Income are not defined under GAAP and may not be comparable to similarly titled measures used by other companies and should not be considered a substitute for net earnings or other results reported in accordance with GAAP. Measures of total assets by reportable segment are not provided to the CODM. Therefore, asset information by segment is not disclosed.
A summary of results by reportable segment for the three and nine months ended September 30 was as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three months ended | | Nine months ended |
| In millions | 2025 | | 2024 | | 2025 | | 2024 |
| Americas | | | | | | | |
| Segment revenues | $ | 4,663.3 | | | $ | 4,474.9 | | | $ | 13,156.3 | | | $ | 12,100.7 | |
| Segment cost of goods sold | (2,927.2) | | | (2,859.6) | | | (8,273.9) | | | (7,782.9) | |
| Segment selling and administrative expenses | (718.1) | | | (694.6) | | | (2135.1) | | | (1,948.0) | |
| Segment Adjusted Operating Income | $ | 1,018.0 | | | $ | 920.7 | | | $ | 2,747.3 | | | $ | 2,369.8 | |
| Segment depreciation and amortization | 69.0 | | | 75.1 | | | 224.4 | | | 223.8 | |
| Segment other income/(expense), net | (9.6) | | | (1.9) | | | (15.6) | | | (16.7) | |
| Segment Adjusted EBITDA | $ | 1,077.4 | | | $ | 993.9 | | | $ | 2,956.1 | | | $ | 2,576.9 | |
| | | | | | | |
| EMEA | | | | | | | |
| Segment revenues | $ | 749.6 | | | $ | 667.8 | | | $ | 2,031.0 | | | $ | 1,866.5 | |
| Segment cost of goods sold | (485.3) | | | (418.0) | | | (1,321.3) | | | (1,183.2) | |
| Segment selling and administrative expenses | (116.4) | | | (112.7) | | | (355.8) | | | (329.5) | |
| Segment Adjusted Operating Income | $ | 147.9 | | | $ | 137.1 | | | $ | 353.9 | | | $ | 353.8 | |
| Segment depreciation and amortization | 10.5 | | | 10.8 | | | 33.1 | | | 32.4 | |
| Segment other income/(expense), net | (1.0) | | | (3.6) | | | (8.2) | | | (11.5) | |
| Segment Adjusted EBITDA | $ | 157.4 | | | $ | 144.3 | | | $ | 378.8 | | | $ | 374.7 | |
| | | | | | | |
| Asia Pacific | | | | | | | |
| Segment revenues | $ | 329.6 | | | $ | 298.5 | | | $ | 990.1 | | | $ | 997.0 | |
| Segment cost of goods sold | (198.6) | | | (184.5) | | | (601.2) | | | (612.2) | |
| Segment selling and administrative expenses | (56.8) | | | (57.1) | | | (173.5) | | | (172.1) | |
| Segment Adjusted Operating Income | $ | 74.2 | | | $ | 56.9 | | | $ | 215.4 | | | $ | 212.7 | |
| Segment depreciation and amortization | 3.5 | | | 4.4 | | | 12.2 | | | 13.3 | |
| Segment other income/(expense), net | (0.9) | | | 1.4 | | | 1.0 | | | 2.4 | |
| Segment Adjusted EBITDA | $ | 76.8 | | | $ | 62.7 | | | $ | 228.6 | | | $ | 228.4 | |
| | | | | | | |
A reconciliation of Segment Adjusted EBITDA and Segment Adjusted Operating Income to earnings before income taxes for the three and nine months ended September 30 was as follows: |
| Three months ended | | Nine months ended |
| In millions | 2025 | | 2024 | | 2025 | | 2024 |
| Total Segment Adjusted EBITDA | $ | 1,311.6 | | | $ | 1,200.9 | | | $ | 3,563.5 | | | $ | 3,180.0 | |
| Total Segment depreciation and amortization | (83.0) | | | (90.3) | | | (269.7) | | | (269.5) | |
| Total Segment other income/(expense), net | 11.5 | | | 4.1 | | | 22.8 | | | 25.8 | |
| Total Segment Adjusted Operating Income | 1,240.1 | | | 1,114.7 | | | 3,316.6 | | | 2,936.3 | |
| Restructuring costs | (16.3) | | | 1.9 | | | (17.6) | | | (3.6) | |
| Non-cash adjustment for contingent consideration | — | | | — | | | 61.2 | | | 8.9 | |
| Unallocated corporate expenses | (58.5) | | | (92.0) | | | (211.8) | | | (248.6) | |
| Interest expense | (55.6) | | | (63.0) | | | (171.1) | | | (178.5) | |
| Other income/(expense), net | (18.0) | | | 6.3 | | | (40.0) | | | (23.3) | |
| Earnings before income taxes | $ | 1,091.7 | | | $ | 967.9 | | | $ | 2,937.3 | | | $ | 2,491.2 | |
Note 18. Commitments and Contingencies
The Company is involved in various litigation, claims and administrative proceedings, including those related to the bankruptcy proceedings for Aldrich Pump LLC (Aldrich) and Murray and environmental and product liability matters. The Company records accruals for loss contingencies when it is both probable that a liability will be incurred and the amount of the loss can be reasonably estimated. Amounts recorded for identified contingent liabilities are estimates, which are reviewed periodically and adjusted to reflect additional information when it becomes available. Subject to the uncertainties inherent in estimating future costs for contingent liabilities, except as expressly set forth in this note, management believes that any liability which may result from these legal matters would not have a material adverse effect on the financial condition, results of operations, liquidity or cash flows of the Company.
Asbestos-Related Matters
Certain indirect wholly-owned subsidiaries and former companies of the Company have been named as defendants in asbestos-related lawsuits in state and federal courts. In virtually all of the suits, a large number of other companies have also been named as defendants. The vast majority of those claims were filed against predecessors of Aldrich and Murray and generally allege injury caused by exposure to asbestos contained in certain historical products sold by predecessors of Aldrich or Murray, primarily pumps, boilers and railroad brake shoes. None of the Company's existing or previously-owned businesses were a producer or manufacturer of asbestos.
On June 18, 2020 (Petition Date), Aldrich and Murray filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Western District of North Carolina (Bankruptcy Court) to resolve equitably and permanently all current and future asbestos related claims in a manner beneficial to claimants and to Aldrich and Murray. As a result of the Chapter 11 filings, all asbestos-related lawsuits against Aldrich and Murray have been stayed due to the imposition of a statutory automatic stay applicable in Chapter 11 bankruptcy cases. In addition, at the request of Aldrich and Murray, the Bankruptcy Court has entered an order temporarily staying all asbestos-related claims against each of 200 Park, Inc. (200 Park), ClimateLabs LLC (ClimateLabs) and Trane Technologies plc and its other subsidiaries (the Trane Companies) that relate to claims against Aldrich or Murray (except for asbestos-related claims for which the exclusive remedy is provided under workers' compensation statutes or similar laws). On August 23, 2021, the Bankruptcy Court entered its findings of facts and conclusions of law and order declaring that the automatic stay applies to certain asbestos related claims against the Trane Companies and enjoining such actions. As a result, all asbestos-related lawsuits against Aldrich, Murray and the Trane Companies remain stayed.
The goal of these Chapter 11 filings is to resolve equitably and permanently all current and future asbestos-related claims in a manner beneficial to claimants and to Aldrich and Murray through court approval of a plan of reorganization that would create a trust pursuant to section 524(g) of the Bankruptcy Code (the Section 524(g) Trust), establish claims resolution procedures for all current and future asbestos-related claims against Aldrich and Murray and channel such claims to the trust for resolution in accordance with those procedures. Aldrich and Murray intend to seek an agreement with representatives of the asbestos claimants on the terms of a plan for the establishment of such a trust.
Prior to the Petition Date, predecessors of each of Aldrich and Murray had been litigating asbestos-related claims brought against them. No such claims have been paid since the Petition Date, and it is not contemplated that any such claims will be paid until the end of the Chapter 11 cases.
From an accounting perspective, the Company no longer has control over Aldrich and Murray as of the Petition Date as their activities are subject to review and oversight by the Bankruptcy Court. Therefore, Aldrich and its wholly-owned subsidiary 200 Park and Murray and its wholly-owned subsidiary ClimateLabs were deconsolidated as of the Petition Date and their respective assets and liabilities were derecognized from the Company's Condensed Consolidated Financial Statements. Amounts derecognized in 2020 primarily related to the legacy asbestos-related liabilities and asbestos-related insurance recoveries and $41.7 million of cash.
Upon deconsolidation in 2020, the Company recorded its retained interest in Aldrich and Murray at fair value within Other noncurrent assets in the Condensed Consolidated Balance Sheet. In determining the fair value of its equity investment, the Company used a market-adjusted multiple of earnings valuation technique. As a result, the Company recorded an aggregate equity investment of $53.6 million as of the Petition Date.
Simultaneously, the Company recognized a liability of $248.8 million within Other noncurrent liabilities in the Condensed Consolidated Balance Sheet related to its obligation under certain funding agreements entered into between the Company and Aldrich and Murray. The liability was based on asbestos-related liabilities and insurance-related assets balances previously recorded by the Company prior to the Petition Date.
As a result of the deconsolidation, the Company recognized an aggregate loss of $24.9 million in its Condensed Consolidated Statements of Earnings during the year ended December 31, 2020. A gain of $0.9 million related to Murray and its wholly-owned subsidiary ClimateLabs was recorded within Other income/(expense), net and a loss of $25.8 million related to Aldrich and its wholly-owned subsidiary 200 Park was recorded within Discontinued operations, net of tax. Additionally, the deconsolidation resulted in an investing cash outflow of $41.7 million in the Company's Condensed Consolidated Statements of Cash Flows, of which $10.8 million was recorded within continuing operations during the year ended December 31, 2020.
On August 26, 2021, the Company announced that Aldrich and Murray reached an agreement in principle with the court-appointed legal representative of future asbestos claimants (the FCR) in the bankruptcy proceedings. The agreement in principle includes the key terms for the permanent resolution of all current and future asbestos claims against Aldrich and Murray pursuant to a plan of reorganization (the Plan). Under the agreed terms, the Plan would create a trust pursuant to section 524(g) of the Bankruptcy Code and establish claims resolution procedures for all current and future claims against Aldrich and Murray (Asbestos Claims). On the effective date of the Plan, Aldrich and Murray would fund the trust with $545.0 million, comprised of $540.0 million in cash and a promissory note to be issued by Aldrich and Murray to the trust in the principal amount of $5.0 million, and the Asbestos Claims would be channeled to the trust for resolution in accordance with the claims resolution procedures. Following the effective date of the Plan, Aldrich and Murray would have no further obligations with respect to the Asbestos Claims. The FCR has agreed to support such Plan. The agreement in principle with the FCR is subject to final documentation and is conditioned on arrangements acceptable to Aldrich and Murray with respect to their asbestos insurance assets. It is currently contemplated that the asbestos insurance assets of Aldrich and Murray would be contributed to the trust, and that, in consideration of their cash contribution to the trust, Aldrich and Murray would have the exclusive right to pursue, collect and retain all insurance reimbursements available in connection with the resolution of Asbestos Claims by the trust. The committee representing current asbestos claimants (the ACC) is not a party to the agreement in principle. Any settlement and its implementation in a plan of reorganization is subject to the approval of the Bankruptcy Court, and there can be no assurance that the Bankruptcy Court will approve the agreement on the terms proposed.
On September 24, 2021, Aldrich and Murray filed the Plan with the Bankruptcy Court. The Plan is supported by, and reflects the agreement in principle reached with the FCR. On the same date, in connection with the Plan, Aldrich and Murray filed a motion with the Bankruptcy Court to create a $270.0 million trust intended to constitute a "qualified settlement fund" within the meaning of the Treasury Regulations under Section 468B of the Internal Revenue Code (QSF). The funds held in the QSF would be available to provide funding for the Section 524(g) Trust upon effectiveness of the Plan.
During the year ended December 31, 2021, in connection with the agreement in principle reached by Aldrich and Murray with the FCR and the motion to create a $270.0 million QSF, the Company recorded a charge of $21.2 million to increase its Funding Agreement liability to $270.0 million. The corresponding charge was bifurcated between Other income/(expense), net of $7.2 million relating to Murray and discontinued operations of $14.0 million relating to Aldrich.
On January 27, 2022, the Bankruptcy Court granted the request to fund the QSF, which was funded on March 2, 2022, resulting in an operating cash outflow of $270.0 million reported in the Company's Condensed Consolidated Statements of Cash Flows, of which $91.8 million was allocated to continuing operations and $178.2 million was allocated to discontinued operations for the year ended December 31, 2022. On April 18, 2022, the Bankruptcy Court entered an order granting Aldrich and Murray's request to seek to estimate their aggregate liability for all current and future asbestos-related personal injury claims. Aldrich and Murray are pursuing discovery and related matters in connection with the estimation proceedings.
On October 18, 2021, the ACC filed a motion seeking standing to pursue and investigate on behalf of the bankruptcy estates of Aldrich and Murray, claims arising from or related to the 2020 Corporate Restructuring. Also on October 18, 2021, the ACC filed a complaint seeking to substantively consolidate the bankruptcy estates of Aldrich and Murray with certain of the Company's subsidiaries. On December 20, 2021, Aldrich, Murray and certain of the Company's subsidiaries filed motions to dismiss the ACC's substantive consolidation complaint. On April 14, 2022, the Bankruptcy Court granted the ACC's standing motion and denied the motions to dismiss the substantive consolidation complaint. On June 18, 2022, the ACC filed complaints against the Company and other related parties asserting various claims and causes of action arising from or related to the 2020 Corporate Restructuring. The Company is vigorously opposing and defending against these claims.
On April 6, 2023, certain individual claimants filed a motion to dismiss the Chapter 11 cases (Claimant Motion to Dismiss). Subsequently, on May 15, 2023, the ACC filed its own motion to dismiss the Chapter 11 cases (ACC Motion to Dismiss, and, together with the Claimant Motion to Dismiss, the Motions to Dismiss). Aldrich, Murray and the FCR filed responses in opposition to the Motions to Dismiss, and the Company filed papers joining in Aldrich and Murray's opposition. A hearing on the Motions to Dismiss was held on July 14, 2023. On December 28, 2023, the Bankruptcy Court entered an order denying the Motions to Dismiss. On January 11, 2024, the ACC and the individual claimants filed motions with the United States District Court for the District of North Carolina (the District Court) seeking leave to appeal the order denying the Motions to Dismiss
and to certify the appeals directly to the Court of Appeals for the Fourth Circuit. At a hearing on February 9, 2024, the Bankruptcy Court granted the motions to certify direct appeals to the Fourth Circuit. On April 17, 2024, the Fourth Circuit entered an order denying the petitions for direct appeal. On May 1, 2024, the ACC and the individual claimants filed petitions with the Fourth Circuit seeking rehearing en banc. Aldrich and Murray opposed the petitions and the Fourth Circuit denied the petitions by order dated May 15, 2024. On May 28, 2024, Aldrich and Murray filed their response with the District Court in opposition to the Motions for Leave to Appeal. The FCR filed its response to the Motions for Leave to Appeal on May 29, 2024.
On January 23, 2023, an individual claimant filed a motion to lift the automatic stay imposed by the Bankruptcy Code to pursue its asbestos suit against Aldrich and Murray notwithstanding the Chapter 11 cases (the Stay Relief Motion). Aldrich and Murray, the FCR, and certain non-debtor affiliates each opposed the Stay Relief Motion. The Bankruptcy Court denied the Stay Relief Motion after holding a hearing on March 30, 2023. The Bankruptcy Court entered an order memorializing its March oral ruling on November 13, 2024. The individual claimant filed a notice with the Bankruptcy Court appealing the order denying the Stay Relief Motion to the District Court on November 27, 2024. The District Court has entered an order staying all deadlines in the appeal of the order denying the Stay Relief Motion pending the outcome of a separate appeal before the Fourth Circuit in another bankruptcy case pending in the Bankruptcy Court.
It is not possible to predict how the District Court will rule on these pending motions, whether an appellate court will affirm or reverse the Bankruptcy Court orders denying the Motions to Dismiss and the Stay Relief Motion, whether the Bankruptcy Court will approve the terms of the Plan, what the extent of the asbestos liability will be or how long the Chapter 11 cases will last. The ACC and the individual claimants filed their replies in support of the Motions for Leave to Appeal on June 11, 2024. On August 14, 2025, the District Court issued an order consolidating the briefing on Motions for Leave to Appeal and a similar motion filed in another bankruptcy pending in the Bankruptcy Court. Briefs in support of the motions for leave were filed on August 28, 2025. Consolidated responses and replies were filed on September 11, 2025 and September 18, 2025, respectively. The Chapter 11 cases remain pending as of October 30, 2025.
Furthermore, in connection with the internal corporate restructuring completed in 2020, Aldrich, Murray and their respective subsidiaries entered into several agreements with subsidiaries of the Company to ensure they each have access to services necessary for the effective operation of their respective businesses and access to capital to address any liquidity needs that arise as a result of working capital requirements or timing issues. In addition, the Company regularly transacts business with Aldrich and its wholly-owned subsidiary 200 Park and Murray and its wholly-owned subsidiary ClimateLabs. As of the Petition Date, these entities are considered related parties and post deconsolidation activity between the Company and them are reported as third party transactions and are reflected within the Company's Condensed Consolidated Statements of Earnings. Since the Petition Date, there were no material transactions between the Company and these entities other than as described above.
Environmental Matters
The Company continues to be dedicated to environmental and sustainability programs to minimize the use of natural resources, reduce the utilization and generation of hazardous materials from our manufacturing processes and remediate identified environmental concerns. As to the latter, the Company is currently engaged in site investigations and remediation activities to address environmental cleanup from past operations at current and former manufacturing facilities.
It is the Company's policy to establish environmental reserves for investigation and remediation activities when it is probable that a liability has been incurred and a reasonable estimate of the liability can be made. Estimated liabilities are determined based upon existing remediation laws and technologies. Inherent uncertainties exist in such evaluations due to unknown environmental conditions, changes in government laws and regulations, and changes in cleanup technologies. The environmental reserves are updated on a routine basis as remediation efforts progress and new information becomes available.
The Company is sometimes a party to environmental lawsuits and claims and has received notices of potential violations of environmental laws and regulations from the Environmental Protection Agency and similar state and international authorities. It has also been identified as a potentially responsible party (PRP) for cleanup costs associated with off-site waste disposal at federal Superfund and state remediation sites. In most instances at multi-party sites, the Company's share of the liability is not material.
In estimating its liability at multi-party sites, the Company has assumed it will not bear the entire cost of remediation of any site to the exclusion of other PRPs who may be jointly and severally liable. The ability of other PRPs to participate has been taken into account, based on the Company's understanding of the parties' financial condition and probable contributions on a per site basis.
Reserves for environmental matters are classified as Accrued expenses and other current liabilities or Other noncurrent liabilities based on their expected term. As of September 30, 2025 and December 31, 2024, the Company has recorded reserves
for environmental matters of $53.9 million and $52.4 million, respectively. Of these amounts, $41.6 million and $40.3 million, respectively, relate to investigation and remediation of properties and multi-waste disposal sites related to businesses formerly owned by the Company.
Warranty Liability
Standard product warranty accruals are recorded at the time of sale and are estimated based upon product warranty terms and historical experience. The Company assesses the adequacy of its liabilities and will make adjustments as necessary based on known or anticipated warranty claims, or as new information becomes available.
The changes in the standard product warranty liability for the nine months ended September 30 were as follows:
| | | | | |
| In millions | 2025 |
| Balance at beginning of period | $ | 414.6 | |
| Reductions for payments | (160.3) | |
| Accruals for warranties issued during the current period | 192.3 | |
| Changes to accruals related to preexisting warranties | (1.1) | |
Currency translation | 4.7 | |
| Balance at end of period | $ | 450.2 | |
Standard product warranty liabilities are classified as Accrued expenses and other current liabilities or Other noncurrent liabilities based on their expected term. The Company's total current standard product warranty reserve at September 30, 2025 and December 31, 2024 was $205.5 million and $185.3 million, respectively.
Warranty Deferred Revenue
The Company's extended warranty liability represents the deferred revenue associated with its extended warranty contracts and is amortized into Net revenues on a straight-line basis over the life of the contract, unless another method is more representative of the costs incurred. The Company assesses the adequacy of its liability by evaluating the expected costs under its existing contracts to ensure these expected costs do not exceed the extended warranty liability.
The changes in the extended warranty liability for the nine months ended September 30 were as follows:
| | | | | |
| In millions | 2025 |
| Balance at beginning of period | $ | 410.4 | |
| Amortization of deferred revenue for the period | (110.6) | |
| Additions for extended warranties issued during the period | 164.8 | |
| Changes to accruals related to preexisting warranties | 2.6 | |
Currency translation | 2.8 | |
| Balance at end of period | $ | 470.0 | |
The extended warranty liability is classified as Accrued expenses and other current liabilities or Other noncurrent liabilities based on the timing of when the deferred revenue is expected to be amortized into Net revenues. The Company's total current extended warranty liability at September 30, 2025 and December 31, 2024 was $155.5 million and $143.5 million, respectively.