TT PLC 2020 Consolidated Statutory Financials
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TRANE TECHNOLOGIES plc Directors’ Report and Financial Statements Financial Year Ended 31 December 2020 TRANE TECHNOLOGIES PLC TABLE OF CONTENTS Page Directors and Other Information 3 Directors' Report 4 Statement of Director's Responsibilities 37 Independent Auditors' Report (Group and Parent Company) 38 Consolidated Profit and Loss Account 45 Consolidated Statement of Comprehensive Income 46 Consolidated Balance Sheet 47 Consolidated Statement of Changes in Equity 48 Consolidated Statement of Cash Flows 49 Notes to the Consolidated Financial Statements 50 Parent Company Balance Sheet 111 Parent Company Statement of Changes in Equity 112 Parent Company Statement of Comprehensive Income 113 Notes to the Parent Company Financial Statements 114 2 DIRECTORS AND OTHER INFORMATION Board of Directors at 7 April 2021 Kirk E. Arnold Ann C. Berzin John Bruton Jared L. Cohon Gary D. Forsee Linda P. Hudson Michael W. Lamach Myles P. Lee April Miller Boise Karen B. Peetz John P. Surma Richard J. Swift Tony L. White Company Secretaries Evan M. Turtz (Company Secretary) Sara Walden Brown (Assistant Secretary) Computershare Inc. (Assistant Secretary) Registered Office 170-175 Lakeview Drive Airside Business Park Swords Co. Dublin Registered Number 469272 Solicitor Arthur Cox Ten Earlsfort Terrace Dublin 2 Auditors PricewaterhouseCoopers One Spencer Dock North Wall Quay Dublin 1 Principal Bankers JP Morgan Chase Bank, 125 London Wall London EC2Y 5AJ England 3 DIRECTORS’ REPORT Directors’ report for the year ended 31 December 2020. The directors present their report and the Financial Statements and related Notes of Trane Technologies plc for the financial year ended 31 December 2020. Principal Activities Trane Technologies plc (Plc, Parent Company or Company), a public limited company, listed on the New York Stock Exchange, incorporated in Ireland in 2009, and its consolidated subsidiaries (collectively, we, our, the Group) is a global climate innovator that brings efficient and sustainable climate solutions to buildings, homes and transportation driven by strategic brands Trane® and Thermo King® and an environmentally responsible portfolio of products and services. We generate turnover and cash primarily through the design, manufacture, sale and service of a diverse portfolio of climate control products and services for Heating, Ventilation and Air Conditioning (HVAC) and transport solutions. To achieve our mission of being a world leader in creating comfortable, sustainable and efficient environments, we continue to focus on growth by increasing our recurring turnover stream from parts, service, controls, used equipment and rentals; and to continuously improve efficiencies and capabilities of our operations and products and services for our customers. We also continue to focus on operational excellence strategies as a central theme to improving our earnings and cash flow. Separation of Industrial Segment Businesses On 29 February 2020 (Distribution Date), we completed our Reverse Morris Trust transaction (the Transaction) with Gardner Denver Holdings, Inc. (Gardner Denver, which changed its name to Ingersoll Rand Inc. after the Transaction) whereby we distributed Ingersoll-Rand U.S. HoldCo, Inc., which contained our former Industrial segment (Ingersoll Rand Industrial), through a pro rata distribution (the Distribution) to our shareholders of record as of 24 February 2020. Ingersoll Rand Industrial then merged into a wholly-owned subsidiary of Gardner Denver. Upon close of the Transaction, our existing shareholders received approximately 50.1% of the shares of Gardner Denver common stock on a fully-diluted basis and Gardner Denver stockholders retained approximately 49.9% of the shares of Gardner Denver on a fully diluted basis. As a result, our shareholders received .8824 shares of Gardner Denver common stock with respect to each share owned as of 24 February 2020. In connection with the Transaction, Ingersoll-Rand Services Company, an affiliate of Ingersoll Rand Industrial, borrowed an aggregate principal amount of $1.9 billion under a senior secured first lien term loan facility (Term Loan), the proceeds of which were used to make a special cash payment of $1.9 billion to a subsidiary of ours. The obligations under the Term Loan were retained by Ingersoll-Rand Services Company, which following the Transaction is a wholly-owned subsidiary of Gardner Denver. In connection with the Transaction, we entered into several agreements covering supply, administrative and tax matters to provide or obtain services on a transitional basis for varying periods after the Distribution Date. The agreements cover services such as manufacturing, information technology, human resources and finance. Income and expenses under these agreements were not material. In accordance with several customary transaction-related agreements between us and Gardner Denver, the parties are in a process to determine final adjustments to working capital, cash and indebtedness amounts as of the Distribution Date, as well as another process to determine funding levels related to pension plans, non-qualified deferred compensation plans and retiree health benefits. As of 31 December 2020, both are ongoing in accordance with the transaction-related agreements. Upon finalization of these agreements, any adjustments will be recognized within Profit and loss account reserve. Reportable Segments Prior to the separation of our Industrial segment on 29 February 2020, we announced a new organizational model and business segment structure designed to enhance our regional go-to-market capabilities, aligning the structure with our strategy and increased focus on climate innovation. Under the revised structure, we created three new regional operating segments from the former climate segment, which also serve as our reportable segments. • Our Americas segment innovates for customers in the North America and Latin America regions. The Americas segment encompasses commercial heating and cooling systems, building controls, and energy services and solutions; residential heating and cooling; and transport refrigeration systems and solutions. This segment had 2020 turnover of $9.7 billion. • Our EMEA segment innovates for customers in the Europe, Middle East and Africa region. The EMEA segment encompasses heating and cooling systems, services and solutions for commercial buildings, and transport refrigeration systems and solutions. This segment had 2020 turnover of $1.6 billion. • Our Asia Pacific segment innovates for customers throughout the Asia Pacific region. The Asia Pacific segment encompasses heating and cooling systems, services and solutions for commercial buildings and transport refrigeration systems and solutions. This segment had 2020 turnover of $1.1 billion. 4 DIRECTORS’ REPORT (continued) This model is designed to create deep customer focus and relevance in markets around the world. Each segment reports through separate management teams and regularly reviews their operating results with the Chief Executive Officer, the Company's Chief Operating Decision Maker (CODM) determined in accordance with applicable accounting guidance. All prior period comparative segment information has been recast to reflect the current reportable segments. Products and Services Our principal products and services include the following: Aftermarket and OEM parts and supplies Hybrid-powered trailer refrigeration Air conditioners Ice energy storage solutions Air exchangers Indoor air quality assessments and related products for HVAC and Transport solutions Air handlers Industrial refrigeration Airside and terminal devices Installation contracting Auxiliary power units Large commercial unitary Building management systems Light commercial unitary Bus and rail HVAC systems Motor replacements Chillers Multi-pipe HVAC systems Coils and condensers Package heating and cooling systems Container refrigeration systems and gensets Performance contracting Control systems Rail refrigeration systems Cryogenic refrigeration systems Refrigerant reclamation Diesel-powered refrigeration systems Repair and maintenance services Ductless systems Rental services Electric-powered trailer refrigeration systems Self-powered truck refrigeration systems Electric-powered truck refrigeration systems Service agreements Energy management services Temporary heating and cooling systems Facility management services Thermostats/controls Furnaces Trailer refrigeration systems Geothermal systems Transport heater products Heat pumps Unitary systems (light and large) Home automation Variable Refrigerant Flow Humidifiers Vehicle-powered truck refrigeration systems Hybrid and non-diesel transport refrigeration solutions Water source heat pumps These products are sold primarily under our name and under our tradenames including Trane®, Thermo King® and American Standard®. Competitive Conditions Our products and services are sold in highly competitive markets throughout the world. Due to the diversity of these products and services and the variety of markets served, we encounter a wide variety of competitors that vary by product line and services. They include well-established regional or specialized competitors, as well as larger U.S. and non-U.S. corporations or divisions of larger companies. The principal methods of competition in these markets relate to price, quality, delivery, service and support, technology and innovation. We believe that we are one of the leading manufacturers in the world of HVAC systems and services and transport temperature