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A Legislative Path to an Interoperable Internet

Mish Boyka

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It’s not enough to say that the Internet is built on interoperability. The Internet is interoperability. Billions of machines around the world use the same set of open protocols—like TCP/IP, HTTP, and TLS—to talk to one another. The first Internet-connected devices were only possible because phone lines provided interoperable communication ports, and scientists found a way to send data, rather than voice, over those phone lines.

In the early days of the Internet, protocols dictated the rules of the road. Because the Internet was a fundamentally decentralized, open system, services on the Internet defaulted to acting the same way. Companies may have tried to build their own proprietary networking protocols or maintain unilateral control over the content on the network, but they ultimately failed. The ecosystem was fast-moving, chaotic, and welcoming to new ideas.

Today, big platforms are ecosystems unto themselves. Companies create accounts on Twitter, Facebook, and YouTube in order to interact with consumers. Platforms maintain suites of business-facing APIs that let other companies build apps to work within the boundaries of those platforms. And since they control the infrastructure that others rely on, the platforms have unilateral authority to decide who gets to use it.

This is a problem for competition. It means that users of one platform have no easy way of interacting with friends on other services unless the platform’s owners decide to allow it. It means that network effects create enormous barriers to entry for upstart communications and social networking companies. And it means that the next generation of apps that would work on top of the new ecosystems can only exist at big tech’s pleasure.

That’s where interoperability can help. In this post, we’ll discuss how to bring about a more interoperable ecosystem in two ways: first, by creating minimum standards for interoperability that the tech giants must support; and second, by removing the legal moat that incumbents use to stave off innovative, competitive interoperators.

Interoperability is corporate entropy. It opens up space for chaotic, exciting new innovations, and erodes the high walls that monopolies build to protect themselves.

If Facebook and Twitter allowed anyone to fully and meaningfully interoperate with them, their size would not protect them from competition nearly as much as it does. But platforms have shown that they won’t choose to do so on their own. That’s where governments can step in: regulations could require that large platforms offer a baseline of interoperable interfaces that anyone, including competitors, can use. This would set a “floor” for how interoperable very large platforms must be. It would mean that once a walled garden becomes big enough, its owner needs to open up the gates and let others in.

Requiring big companies to open up specific interfaces would only win half the battle. There are always going to be upstarts who find new, unexpected, and innovative ways to interact with platforms—often against the platforms’ will. This is called “adversarial interoperability” or “competitive compatibility.” Currently, U.S. law gives incumbents legal tools to shut down those who would interoperate without the big companies’ consent. This limits the agency that users have within the services that are supposed to serve them, and it creates an artificial “ceiling” on innovation in markets dominated by monopolists.

It’s not enough to create new legal duties for monopolists without dismantling the legal tools they themselves use to stave off competition. Likewise, it’s not enough to legalize competitive compatibility, since the platforms have such an advantage in technical resources that serious competitors’ attempts to interoperate face enormous engineering challenges. To break out of the big platforms’ suffocating hold on the market, we need both approaches.

Mandating Access to Monopolist Platforms: Building a Floor

This post will look at one possible set of regulations, proposed in the bipartisan ACCESS Act, that would require platforms to interoperate with everyone else. At a high level, the ACCESS Act provides a good template for ensuring upstart competitors are able to interoperate and compete with monopolists. It won’t level the playing field, but it will ensure smaller companies have the right to play at all.

We’ll present three specific kinds of interoperability mandate, borrowed from the ACCESS Act’s framing. These are data portability, back-end interoperability, and delegability. Each one provides a piece of the puzzle: portability allows users to take their data and move to another platform; back-end interoperability lets users of upstart competitors interact with users of large platforms; and delegability allows users to interact with content from the big platforms through an interface of their choosing. All three address different ways that large platforms consolidate and guard their power. We’ll break these concepts down one at a time.

Data Portability

Data portability is the idea that users can take their data from one service and do what they want with it elsewhere. Portability is the “low-hanging fruit” of interoperability policy. Many services, Facebook and Google included, already offer relatively robust data portability tools. Furthermore, data portability mandates have been included in several recent data privacy laws, including the General Data Privacy Regulation (GDPR) and the California Consumer Privacy Act (CCPA). 

Portability is relatively uncontroversial, even for the companies subject to regulation. In 2019, Facebook published a whitepaper supporting some legal portability mandates. For its part, Google has repeatedly led the way with user-friendly portability tools. And Google, Facebook, Microsoft, Twitter, and Apple have all poured resources into the Data Transfer Project, a set of technical standards to make data portability easier to implement.

The devil is in the details. Portability is hard at the edges, because assigning “ownership” to data is often hard. Who should have access to a photo that one person takes of another’s face, then uploads to a company’s server? Who should be able to download a person’s phone number: just the owner, or everyone they’re friends with on Facebook? It is extremely difficult for a single law to draw a bright line between what data a user is entitled to and what constitutes an invasion of another’s privacy. While creating portability mandates, regulators should avoid overly prescriptive orders that could end up hurting privacy.

Users should have a right to data portability, but that alone won’t be enough to loosen the tech giants’ grip. That’s because portability helps users leave a platform but doesn’t help them communicate with others who still use it.

Back-end Interoperability

The second, more impactful concept is back-end interoperability. Specifically, this means enabling users to interact with one another across the boundaries of large platforms. Right now, you can create an account on any number of small social networks, like diaspora or mastodon. But until your friends also move off of Facebook or Twitter, it’s extremely difficult to interact with them. Network effects prevent upstart competitors from taking off. Mandatory interoperability would force Facebook to maintain APIs that let users on other platforms exchange messages and content with Facebook users. For example, Facebook would have to let users of other networks post, like, comment, and send messages to users on Facebook without a Facebook account. This would enable true federation in the social media space.

Imagine a world where social media isn’t controlled by a monopoly. There are dozens of smaller services that look kind of like Facebook, but each has its own policies and priorities. Some services maintain tight control over what kind of content is posted. Others allow pseudonymous members to post freely with minimal interference. Some are designed for, and moderated by, specific cultural or political communities. Some are designed to share and comment on images; others lend themselves better to microblogs; others still to long textual exchanges.

Now imagine that a user on one platform can interact with any of the other platforms through a single interface. Users on one service can engage freely with content hosted on other services, subject to the moderation policies of the hosting servers. They don’t need to sign up for accounts with each service if they don’t want to (though they are more than free to do so). Facebook doesn’t have an obligation to host or promote content that violates its rules, but it does have a duty to connect its users to people and pages of their choosing on other networks. If users don’t like how the moderators of one community run things, they can move somewhere else. That’s the promise of federation.

Open technical standards to federate social networking already exist, and Facebook already maintains interfaces that do most of what the bill would require. But Facebook controls who can access its interfaces, and reserves the right to restrict or revoke access for any reason. Furthermore, Facebook requires that all of its APIs be accessed on behalf of a Facebook user, not a user of another service. It offers “interoperability” in one direction—flowing into Facebook—and it has no incentive to respect users who host their data elsewhere. An interoperability mandate, and appropriate enforcement, could solve both of these problems.

Delegability

The third and final piece of the legislative framework is delegability. This is the idea that a user can delegate a third-party company, or a piece of third-party software, to interact with a platform on their behalf. Imagine if you could read your Facebook feed as curated by a third party that you trust. You could see things in raw chronological order, or see your friends’ posts in a separate feed from the news and content companies that you follow. You could calibrate your own filters for hate speech and misinformation, if you chose. And you could assign a trusted third party to navigate Facebook’s twisted labyrinth of privacy settings for you, making sure you got the most privacy-protective experience by default.

A great deal of the problems caused by monopolistic platforms are due to their interfaces. Ad-driven tech companies use dark patterns and the power of defaults to get users’ “consent” for much of their rampant data collection. In addition, ad-driven platforms often curate information in ways that benefit advertisers, not users. The ways Facebook, Twitter, and Youtube present content are designed to maximize engagement and drive up quarterly earnings. This frequently comes at the expense of user well-being.

A legal mandate for delegability would require platforms to allow third-party software to interface with their systems in the same way users do. In other words, they would have to expose interfaces for common user interactions—sending messages, liking and commenting on posts, reading content, and changing settings—so that users could delegate a piece of software to do those things for them. At a minimum, it would mean that platforms can leave their tech the way it is—after all, these functions are already exposed through a user interface, and so may be automated—and stop suing companies that try to build on top of it. A more interventionist regulation could require platforms to maintain stable, usable APIs to serve this purpose.

This is probably the most interventionist of the three avenues of regulation. It also has the most potential to cause harm. If platforms are forced to create new interfaces and given only limited authority to moderate their use, Facebook and Twitter could become even more overrun with bots. In addition, any company that is able to act on a user’s behalf will have access to all of that person’s information. Safeguards need to be created to ensure that user privacy is not harmed by this kind of mandate.

Security, Privacy, Interoperability: Choose All Three

Interoperability mandates are a heavy-duty regulatory tool. They need to be implemented carefully to avoid creating new problems with data privacy and security.

Mandates for interoperability and delegability have the potential to exacerbate the privacy problems of existing platforms. Cambridge Analytica acquired its hoard of user data through Facebook’s existing APIs. If we require Facebook to open those APIs to everyone, we need to make sure that the new data flows don’t lead to new data abuses. This will be difficult, but not impossible. The key is to make sure users have control. Under a new mandate, Facebook would have to open up APIs for competing companies to use, but no data should flow across company boundaries until users give explicit, informed consent. Users must be able to withdraw that consent easily, at any time. The data shared should be minimized to what is actually necessary to achieve interoperability. And companies that collect data through these new interoperable interfaces should not be allowed to monetize that data in any way, including using it to profile users for ads.

Interoperability may also clash with security. Back-end interoperability will mean that big platforms need to keep their public-facing APIs stable, because changing them frequently or without notice could break the connections to other services. However, once a service becomes federated, it can be extremely difficult to change the way it works at all. Consider email, the archetypal federated messaging service. While end-to-end encryption has taken off on centralized messaging services like iMessage and WhatsApp, email servers have been slow to adopt even basic, point-to-point encryption with STARTTLS. It’s proven frustratingly difficult to get stakeholders on the same page, so inertia wins, and many messages are sent using the same technology we used in the ‘90s. Some encryption experts have stated, credibly, that they believe federation makes it too “slow” to build a competitive encrypted messaging service.

But security doesn’t have to take a backseat to interoperability. In a world with interoperability mandates, standards don’t have to be decided by committee: the large platform that is subject to regulation can dictate how its services evolve, as long as it continues to grant fair access to everyone. If Facebook is to make its encrypted chat services interoperable with third parties, it must reserve the right to aggressively fix bugs and patch vulnerabilities. Sometimes, this will make it difficult for competitors to keep up, but protocol security is not something we can afford to sacrifice. Anyone who wants to be in the business of providing secure communications must be ready to tackle vulnerabilities quickly and according to industry best practices.

Interoperability mandates will present new challenges that we must take seriously. That doesn’t mean interoperability has to destroy privacy or undermine security. Lawmakers must be careful when writing new mandates, but they should diligently pursue a path that gives us interoperability without creating new risks for users.

Unlocking Competitive Compatibility: Removing the Ceiling

Interoperability mandates could make a great floor for interoperability. By their nature, mandates are backward-looking, seeking to establish competitive ecosystems instead of incumbent monopolies. No matter how the designers of these systems strain their imaginations, they can never plan for the interoperability needs of all the future use-cases, technologies, and circumstances.

Enter “competitive compatibility,” or ComCom, which will remove the artificial ceiling on innovation imposed by the big platforms. A glance through the origin stories of technologies as diverse as cable TV, modems, the Web, operating systems, social media services, networks, printers, and even cigarette-lighter chargers for cellphones reveals that the technologies we rely on today were not established as full-blown, standalone products, but rather, they started as adjuncts to the incumbent technologies that they eventually grew to eclipse. When these giants were mere upstarts, they shouldered their way rudely into the market by adding features to existing, widely used products, without permission from the companies whose products they were piggybacking on.

Today, this kind of bold action is hard to find, though when it’s tried, it’s a source of tremendous value for users and a real challenge to the very biggest of the Big Tech giants.

Competitive compatibility was never rendered obsolete. Rather, the companies that climbed up the ComCom ladder kicked that ladder away once they had comfortably situated themselves at the peak of their markets.

They have accomplished this by distorting existing laws into anti-competitive doomsday devices. Whether it’s turning terms of service violations into felonies, making independent repair into a criminal copyright violation, banning compatibility altogether, or turning troll with a portfolio of low-grade patents, it seems dominant firms are never more innovative than when they’re finding ways to abuse the law to make it illegal to compete with them.

Big Tech’s largely successful war on competitive compatibility reveals one of the greatest dangers presented by market concentration: its monopoly rents produce so much surplus that firms can afford to pursue the maintenance of their monopolies through the legal system, rather than by making the best products at the best prices.

EFF has long advocated for reforms to software patents, anti-circumvention rules, cybersecurity law, and other laws and policies that harm users and undermine fundamental liberties. But the legal innovations on display in the war on competitive compatibility show that fixing every defective tech law is not guaranteed to restore a level playing field. The lesson of legal wars like Oracle v. Google is that any ambiguity in any statute can be pressed into service to block competitors.

After all, patents, copyrights, cybersecurity laws, and other weapons in the monopolist’s arsenal were never intended to establish and maintain industrial monopolies. Their use as anti-competitive weapons is a warning that a myriad of laws can be used in this way.

The barriers to competitive compatibility are many and various: there are explicitly enumerated laws, like section 1201 of the DMCA; then there are interpretations of those laws, like the claims that software patents cover very obvious “inventions” if the words “with a computer” are added to them; and then there are lawsuits to expand existing laws, like Oracle’s bid to stretch copyright to cover APIs and other functional, non-copyrightable works.

There are several ways to clear the path for would-be interoperators. These bad laws can be worked around or struck down, one at a time, through legislation or litigation. Legislators could also enshrine an affirmative right to interoperate in law that would future-proof against new legal threats. Furthermore, regulators could require that entities receiving government contracts, settling claims of anticompetitive conduct, or receiving permission to undertake mergers make binding covenants not to attack interoperators under any legal theory.

Comprehensively addressing threats to competitive compatibility will be a long and arduous process, but the issue is urgent. It’s time we got started.

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Graphics in Qt 6.0: QRhi, Qt Quick, Qt Quick 3D

Mish Boyka

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Last year we had a three part blog series about Qt’s new approach to working with 3D graphics APIs and shading languages: part 1, part 2, part 3. For Qt Quick, an early, opt-in preview of the new rendering architecture was shipped in Qt 5.14, with some improvements in Qt 5.15. With the release of Qt 6.0 upcoming, let’s see what has happened since Qt 5.15. It will not be possible to cover every detail of the graphics stack improvements for Qt Quick here, let alone dive into the vast amount of Qt Quick 3D features, many of which are new or improved in Qt 6.0. Rather, the aim is just to give an overview of what can be expected from the graphics stack perspective when Qt 6.0 ships later this year.

Note that the documentation links refer to the Qt 6 snapshot documentation. This allows seeing the latest C++ and QML API pages, including all changed and new functions, but the content is also not final. These links may also break later on.

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DTE Energy announces intent to spin-off Midstream business

becker blake

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Unlocking significant shareholder value through spin-off of Midstream

Higher combined dividend compared to DTE’s current, pre-transaction dividend

Increased utility capex plan by $2 billion to $17 billion

Both companies to maintain commitments to Michigan and local communities

Separately announced Q3 2020 results; increased 2020 guidance, provided 2021 EPS early outlook and increased 2021 dividend by 7%1

DETROIT, Oct. 27, 2020 (GLOBE NEWSWIRE) — DTE Energy (NYSE: DTE) (“DTE Energy” or “the Company”) today announced that the Company’s Board of Directors has unanimously authorized management to pursue a plan to spin-off the DTE Midstream business (“Midstream”) from DTE Energy. Midstream is the Company’s non-utility natural gas pipeline, storage and gathering business. The transaction would transform DTE Energy into a predominantly pure-play regulated electric and natural gas utility. Midstream would become an independent, publicly traded company well positioned for sustainable growth. The separation transaction is not expected to have any adverse impact on DTE Energy’s utility operations, customers or customer rates.

“DTE Energy has earned a reputation as a premier company in our industry because the Board and management team have a track record of value creation through disciplined planning and strong execution. Today’s announcement is a result of a series of strategic discussions that began in the summer of 2019 to identify opportunities that enable us to unlock the significant value we have created as our utility and non-utility businesses have grown,” said Jerry Norcia, DTE Energy president and CEO.

“Through a combination of greenfield development and acquisitions, we have meaningfully increased Midstream’s scale, diversification and market reach. As a result, Midstream is now an energy industry leader with the assets, resources and capabilities to stand on its own. Separating Midstream from DTE Energy sharpens both companies’ focus on their respective strategic priorities and stakeholder needs. We believe DTE Energy and Midstream will be even better positioned to grow, thrive and deliver superior returns with this transaction,” Norcia continued.

“As a result of our employees’ hard work and accomplishments, we are able to take this step and position DTE Energy and Midstream for an even stronger future,” Norcia stated. “As we conducted our review, serving the best interest of all stakeholders was a key consideration.”

Under the separation plan, DTE Energy shareholders will retain their current shares of DTE Energy stock and receive a pro-rata dividend of shares of the new Midstream company stock in a transaction that is expected to be tax-free to DTE Energy and its shareholders for U.S. federal income tax purposes. The actual number of Midstream shares to be distributed to DTE Energy shareholders will be determined prior to closing. DTE Energy is targeting to complete the spin-off by mid-year 2021.

Benefits of the separation transaction

The separation is expected to create numerous benefits for both DTE Energy and Midstream, including:

  • Transforms DTE Energy into a high growth, predominantly pure-play, regulated, Michigan-based utility;
  • Positions Midstream as a premier independent, natural gas midstream company with assets in premium basins connected to major demand markets;
  • Empowers Midstream to pursue growth opportunities and fully capitalize on its go-forward growth platform as an independent company;
  • Aligns the companies’ respective business mix with investor preferences and overall market trends, leading to expected enhanced valuations for both DTE Energy and Midstream;
  • Enables each business to pursue separate and distinct strategies led by proven boards and management teams who have skillsets and experience directly linked to each company’s unique strategic and financial objectives;
  • Provides capital allocation flexibility and capital structures that support distinct business models and growth objectives;
  • Generates a combined dividend that is expected to be higher than DTE’s current, pre-transaction dividend. Upon closing, DTE Energy plans to continue a payout ratio and dividend growth target consistent with pure-play utility companies. Upon closing, Midstream expects to establish a growing dividend with an initial level competitive with its midstream peers. Until the planned separation has been completed, DTE Energy expects to continue to pay its regular quarterly dividend. All dividends will be subject to approval by the respective Board of Directors following the completion of the separation; and
  • Enhances opportunities for employees, including providing many new career opportunities for Midstream employees as part of an independent, publicly traded company.

DTE Energy: a best-in-class predominantly pure-play regulated electric and natural gas utility with superior earnings growth, a strong capital investment plan and a proven record of cost management

With the completion of the separation, DTE Energy’s utility operating earnings would be in-line with its pure-play peers. Approximately 90% of DTE Energy’s operating earnings would be generated by its regulated utility business compared to 70% today. Approximately 92% of capital investments would be devoted to DTE Energy’s utility operations.

The Company is targeting a long-term operating EPS growth rate of 5% to 7% off its 2020 original guidance. This includes 7% to 8% long-term operating earnings growth for its regulated electric business and approximately 9% for its regulated natural gas business.

This growth is supported by $17 billion of planned utility capital investments over the next five years – a $2 billion, or 13%, increase over DTE Energy’s prior plan. These investments will continue to drive the Company’s commitment to cleaner, safe, reliable and affordable energy.

DTE Energy has an undisputed track record of cost management, far outperforming peer averages. The Company has consistently earned its authorized return on equity, reflecting both its operational excellence and constructive regulatory relationships, which will remain priorities following the separation. DTE Energy remains committed to a strong investment grade balance sheet.

DTE Energy will continue to be led by Jerry Norcia, president and CEO, and its current management team. Gerry Anderson will continue to serve as executive chairman, and Ruth Shaw will continue to serve as the Company’s lead independent director.

The new Midstream company: a premier natural gas pipeline, storage and gathering provider with significant growth and value creation opportunities as a standalone, publicly traded company

Midstream is a regulated natural gas pipeline, regulated storage, and gathering business that serves producers, gas and electric utilities, marketers, power plants and large industrial customers. It is recognized as a best-in-class provider of safe, reliable and economic midstream services in the top tier supply basins of North America. Midstream’s proven, experienced leadership and highly engaged employees have enabled among the best safety and reliability rankings in the industry.

Midstream owns 900 miles of FERC regulated gas transmission lines and 1,450 miles of gathering lines connected to high quality markets. It also owns and operates 91 Bcf of regulated gas storage capacity in Michigan serving local distribution companies, power generators and other end-user markets in major demand regions across the Midwest, the Northeast and Canada.

Midstream’s 2020 adjusted EBITDA is estimated to be approximately $700 million. This performance reflects the resource quality, the strategic location of its assets and the strong, long-term contracts underpinning the business. The business has generated over $3 billion of cash since 2008 and is expected to drive strong future EBITDA growth.

Midstream expects to maintain a competitive capital structure, initially targeting approximately 4.0x debt / adjusted EBITDA and approximately 2x dividend coverage ratio in 2021. It will target a credit rating that is in alignment with its peers.

The new Midstream company would be the only independent, mid-cap, C-Corp, gas-focused midstream investment opportunity with exposure to the Marcellus, Utica and Haynesville shales with connection to major demand markets.

Upon completion of the separation, David Slater, currently president and COO of DTE Midstream, will become president and CEO of the new Midstream company. Slater brings over 30 years of experience in the energy industry where he has worked in both commercial business development and operational roles. He joined DTE Energy in 2011 as DTE Gas Storage & Pipelines senior vice president and has led DTE Midstream since 2014.

Robert Skaggs Jr., a member of the DTE Energy Board, will serve as executive chairman of the new Midstream Board and will continue to serve as a member of the DTE Energy Board. Skaggs has over 35 years of experience in the energy industry, including leading companies in the midstream, pipeline and regulated utility sectors. He served as president and CEO of NiSource, Inc. from 2005 to 2015 and executed its successful spin-off of Columbia Pipeline Group, Inc. in mid-2015.

Additional members of Midstream’s management team and Board of Directors will be announced prior to the separation.

Timing / approvals

DTE Energy is targeting to complete the spin-off by mid-year 2021, subject to final approval by the Company’s Board of Directors, a Form 10 registration statement being declared effective by the Securities and Exchange Commission, regulatory approvals and satisfaction of other conditions. DTE Energy shareholder approval is not required to effect the separation transaction. There can be no assurance that any separation transaction will ultimately occur or, if one does occur, of its terms or timing.

A force for growth and prosperity in our communities

DTE Energy will remain headquartered in Detroit. Midstream will also establish its headquarters in Detroit. Both companies are committed to being a force for growth and prosperity in the communities they serve.

DTE Energy has a long record of corporate citizenship throughout its 450 Michigan communities, including through volunteerism, education and employment initiatives, philanthropy and economic progress. Among other initiatives, DTE Energy has spent more than $11.4 billion with Michigan companies since 2010, supporting 34,000 Michigan jobs. The Company also actively supports its communities through the DTE Energy Foundation, among the state’s largest foundations committed to Michigan-focused giving. The DTE Foundation this year invested more than $40 million nationwide with specific focus on COVID-19 support to first responders, basic needs, and economic recovery for small businesses.

Strong third quarter 2020 results, increased guidance for 2020, continued growth in 2021

DTE Energy separately reported today strong third quarter 2020 results across its businesses and increased the midpoint of its 2020 operating earnings guidance by 14% from the Company’s original 2019 guidance. DTE Energy also provided 2021 EPS early outlook and announced a 7% dividend increase.

Advisors

Barclays and Lazard are serving as financial advisors and Cravath, Swaine & Moore LLP is acting as legal advisor to DTE Energy.

Conference call and webcast

DTE Energy will host a conference call today at 9 a.m. ET to discuss today’s announcement and its third quarter results. The associated press releases and presentation slides are available at dteenergy.com/investors.

Investors, the news media and the public may listen to a live internet broadcast of the call at dteenergy.com/investors. The telephone dial-in numbers in the U.S. and Canada are toll free: (833) 968-2209 or international: (778) 560-2895. The passcode is 8965118. The webcast will be archived on the DTE Energy website at dteenergy.com/investors.

About Robert Skaggs Jr.

Skaggs has over 35 years of experience in the energy industry, including leading companies in the midstream, pipeline and regulated utility sectors.

From 2005 through 2015, Skaggs served as president and CEO of NiSource, Inc., a Fortune 500 energy holding company engaged in natural gas and electric utilities and the gas storage and pipeline business. In this role, he executed NiSource’s successful spin-off of Columbia Pipeline Group, Inc., a gas pipeline, storage, gathering and processing business, in mid-2015. Earlier in 2015, Skaggs executed the successful IPO of Columbia Gas Pipeline Partners MLP. Skaggs served as chairman and CEO of Columbia Pipeline Group and Columbia Gas Pipeline Partners from 2015 through 2016.

Prior to serving as president of NiSource from 2004 to 2005, Skaggs was executive vice president, regulated revenue, for NiSource, responsible for developing regulatory strategies and leading external relations across all of the corporation’s energy distribution markets as well as its extensive interstate pipeline system. He also led regulated commercial activities, including large customer and marketer relations and energy supply services, as well as federal governmental relations.

Skaggs has served as director of DTE Energy since 2017. Skaggs also serves as a director of Team, Inc. He also is past chairman of the American Gas Association’s board of directors and has served in leadership roles for a variety of charitable, community and civic efforts.

Skaggs earned a bachelor’s degree in economics from Davidson College, a law degree from West Virginia University and a master’s degree in business administration from Tulane University.

About David Slater

Slater has over 30 years of experience in the energy industry, where he has worked in both commercial business development and operational roles.

Currently, Slater is president and COO of DTE Midstream and has been a member of DTE Energy’s executive leadership team since 2015. Slater joined DTE Energy in 2011 as senior vice president of DTE Gas Storage & Pipelines Company and DTE Pipeline Company and was promoted to executive vice president of DTE Midstream/GS&P in 2014.

Prior to joining DTE Energy, Slater held various senior management positions at Goldman Sachs and Nexen Marketing, a top-10 North American Energy merchant.

Slater is a member of the board of directors for Millennium Pipeline, Vector Pipeline, Nexus Gas Transmission and the elected chair of INGAA (Interstate Natural Gas Association of America). He is the elected board chairman of a local faith-based organization and director of a charitable faith-based foundation.

Slater earned a master’s degree in Business Administration and an honors degree in Business Commerce from the University of Windsor.

About DTE Energy

DTE Energy (NYSE: DTE) is a Detroit-based diversified energy company involved in the development and management of energy-related businesses and services nationwide. Its operating units include an electric company serving 2.2 million customers in Southeast Michigan and a natural gas company serving 1.3 million customers in Michigan. The DTE portfolio includes energy businesses focused on power and industrial projects; renewable natural gas; natural gas pipelines, gathering and storage; and energy marketing and trading. As an environmental leader, DTE utility operations will reduce carbon dioxide and methane emissions by more than 80 percent by 2040 to produce cleaner energy while keeping it safe, reliable and affordable. DTE Electric and Gas aspire to achieve net zero carbon and greenhouse gas emissions by 2050. DTE is committed to serving with its energy through volunteerism, education and employment initiatives, philanthropy and economic progress. Information about DTE is available at dteenergy.com, empoweringmichigan.com, twitter.com/dte_energy and facebook.com.

Forward looking statements
The information contained herein is as of the date of this release. DTE Energy expressly disclaims any current intention to update any forward-looking statements contained in this release as a result of new information or future events or developments. Words such as “anticipate,” “believe,” “expect,” “may,” “could,” “would,” “projected,” “aspiration,” “plans” and “goals” signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various assumptions, risks and uncertainties. This release contains forward-looking statements about DTE Energy’s and DTE Midstream’s financial results and estimates of future prospects, and actual results may differ materially. This release contains forward-looking statements about DTE Energy’s intent to spin-off DTE Midstream and DTE Energy’s preliminary strategic, operational and financial considerations related thereto. The statements with respect to the separation transaction are preliminary in nature and subject to change as additional information becomes available. The separation transaction will be subject to the satisfaction of a number of conditions, including the final approval of DTE Energy’s Board of Directors, and there is no assurance that such separation transaction will in fact occur. Many factors impact forward-looking statements including, but not limited to, the following: risks related to the separation transaction, including that the process of exploring the transaction and potentially completing the transaction could disrupt or adversely affect the consolidated or separate businesses, results of operations and financial condition, that the transaction may not achieve some or all of any anticipated benefits with respect to either business, and that the transaction may not be completed in accordance with DTE Energy’s expected plans or anticipated timelines, or at all; the duration and impact of the COVID-19 pandemic on DTE Energy and customers, impact of regulation by the EPA, the FERC, the MPSC, the NRC, and for DTE Energy, the CFTC and CARB, as well as other applicable governmental proceedings and regulations, including any associated impact on rate structures; the amount and timing of cost recovery allowed as a result of regulatory proceedings, related appeals, or new legislation, including legislative amendments and retail access programs; economic conditions and population changes in our geographic area resulting in changes in demand, customer conservation, and thefts of electricity and, for DTE Energy, natural gas; the operational failure of electric or gas distribution systems or infrastructure; impact of volatility of prices in the oil and gas markets on DTE Energy’s gas storage and pipelines operations and the volatility in the short-term natural gas storage markets impacting third-party storage revenues related to DTE Energy; impact of volatility in prices in the international steel markets on DTE Energy’s power and industrial projects operations; the risk of a major safety incident; environmental issues, laws, regulations, and the increasing costs of remediation and compliance, including actual and potential new federal and state requirements; the cost of protecting assets against, or damage due to, cyber incidents and terrorism; health, safety, financial, environmental, and regulatory risks associated with ownership and operation of nuclear facilities; volatility in commodity markets, deviations in weather, and related risks impacting the results of DTE Energy’s energy trading operations; changes in the cost and availability of coal and other raw materials, purchased power, and natural gas; advances in technology that produce power, store power or reduce power consumption; changes in the financial condition of significant customers and strategic partners; the potential for losses on investments, including nuclear decommissioning and benefit plan assets and the related increases in future expense and contributions; access to capital markets and the results of other financing efforts which can be affected by credit agency ratings; instability in capital markets which could impact availability of short and long-term financing; the timing and extent of changes in interest rates; the level of borrowings; the potential for increased costs or delays in completion of significant capital projects; changes in, and application of, federal, state, and local tax laws and their interpretations, including the Internal Revenue Code, regulations, rulings, court proceedings, and audits; the effects of weather and other natural phenomena on operations and sales to customers, and purchases from suppliers; unplanned outages; employee relations and the impact of collective bargaining agreements; the availability, cost, coverage, and terms of insurance and stability of insurance providers; cost reduction efforts and the maximization of plant and distribution system performance; the effects of competition; changes in and application of accounting standards and financial reporting regulations; changes in federal or state laws and their interpretation with respect to regulation, energy policy, and other business issues; contract disputes, binding arbitration, litigation, and related appeals; and the risks discussed in DTE Energy’s public filings with the Securities and Exchange Commission.

Use of Operating Earnings Information – Operating earnings exclude non-recurring items, certain mark-to-market adjustments and discontinued operations. DTE Energy management believes that operating earnings provide a more meaningful representation of the Company’s earnings from ongoing operations and uses operating earnings as the primary performance measurement for external communications with analysts and investors. Internally, DTE Energy uses operating earnings to measure performance against budget and to report to the Board of Directors.

In this release, DTE Energy discusses 2020 and 2021 operating earnings guidance. It is likely that certain items that impact the Company’s 2020 and 2021 reported results will be excluded from operating results. Reconciliations to the comparable 2020 and 2021 reported earnings guidance are not provided because it is not possible to provide a reliable forecast of specific line items (i.e., future non-recurring items, certain mark-to-market adjustments and discontinued operations). These items may fluctuate significantly from period to period and may have a significant impact on reported earnings.

DTE Energy also discusses adjusted EBITDA in this release. The reconciliation of net income to adjusted EBITDA as projected for full-year 2020 is not provided. DTE Energy does not forecast net income as it cannot, without unreasonable efforts, estimate or predict with certainty the components of net income. These components, net of tax, may include, but are not limited to, impairments of assets and other charges, divesture costs, acquisition costs, or changes in accounting principles. All of these components could significantly impact such financial measures. At this time, DTE Energy is not able to estimate the aggregate impact, if any, of these items on future period reported earnings. Accordingly, DTE Energy is not able to provide a corresponding GAAP equivalent for adjusted EBITDA.

For further information, members of the media may call:
Paula Silver, DTE Energy, 313.235.5555
Pete Ternes, DTE Energy, 313.235.5555

For further information, analysts may call:
Barbara Tuckfield, DTE Energy, 313.235.1018
John Dermody, DTE Energy, 313.235.8750

1 Reconciliation of operating earnings (non-GAAP) to reported earnings included in the appendix; does not reflect strategic separation impacts and any post-transaction guidance is expected to be revisited later in the process

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Roper Technologies Announces Third Quarter Results

Mish Boyka

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on

 

SARASOTA, Fla., Oct. 27, 2020 (GLOBE NEWSWIRE) — Roper Technologies, Inc. (NYSE: ROP), a leading diversified technology company, reported financial results for the third quarter ended September 30, 2020.

Third quarter GAAP and adjusted revenue increased 1% to $1.37 billion and organic revenue decreased 3%. GAAP gross margin was 64.1% while adjusted gross margin was 64.2%. GAAP diluted earnings per share (“DEPS”) was $2.21 and adjusted DEPS was $3.17.

EBITDA increased 1% to $501 million and EBITDA margin decreased 10 basis points to 36.6%. GAAP operating cash flow decreased 66% to $138 million. Adjusted operating cash flow increased 12% to $454 million and adjusted free cash flow increased 14% to $442 million.

“We are very pleased with the continued strong execution by our business leaders this quarter,” said Neil Hunn, Roper’s President and CEO. “We once again benefited from our diverse and resilient portfolio, and saw improvement across many businesses. Importantly, we have seen an accelerated shift towards SaaS solutions and an expansion of our software networks. Notably, our laboratory software businesses and Verathon’s video intubation solutions have been on the front lines of the battle against COVID-19.”

“We successfully deployed $5.8 billion over the past few months, led by our acquisition of Vertafore last month. These niche software acquisitions continue Roper’s long-term transformation by enhancing the quality and resilience of our portfolio, increasing our mix of recurring revenue, and further strengthening our ability to consistently compound cash flow. We are well positioned for a strong fourth quarter and a great 2021,” concluded Mr. Hunn.

Increasing 2020 Guidance

The Company now expects full year adjusted DEPS of $12.55 – $12.65, compared to previous guidance of $11.90 – $12.40.

For the fourth quarter of 2020, the Company expects adjusted DEPS of $3.39 – $3.49.

The Company’s guidance excludes the impact of unannounced future acquisitions or divestitures.

Conference Call to be Held at 8:00 AM (ET) Today

A conference call to discuss these results has been scheduled for 8:00 AM ET on Tuesday, October 27, 2020.  The call can be accessed via webcast or by dialing +1 844-750-4898 (US/Canada) or +1 412-317-5294 and referencing Roper Technologies.  Webcast information and conference call materials will be made available in the Investors section of Roper’s website (www.ropertech.com) prior to the start of the call. The webcast can also be accessed directly by using the following URL https://event.webcast.  Telephonic replays will be available for up to two weeks and can be accessed by dialing +1 412-317-0088 with access code 10148216.

Use of Non-GAAP Financial Information

The Company supplements its consolidated financial statements presented on a GAAP basis with certain non-GAAP financial information to provide investors with greater insight, increase transparency and allow for a more comprehensive understanding of the information used by management in its financial and operational decision-making. Reconciliation of non-GAAP measures to their most directly comparable GAAP measures are included in the accompanying financial schedules or tables. The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures prepared in accordance with GAAP, and the financial results prepared in accordance with GAAP and reconciliations from these results should be carefully evaluated.

Table 1: Adjusted Revenue, Gross Profit and EBITDA Reconciliation ($M)
Q3 2019 Q3 2020 V %
Adjusted Revenue Reconciliation
GAAP Revenue $ 1,354 $ 1,366 1 %
Purchase accounting adjustment to acquired deferred revenue 3 3 A
Adjusted Revenue $ 1,358 $ 1,369 1 %
Components of Adjusted Revenue Growth
Organic (3 ) %
Acquisitions/Divestitures 3 %
Foreign Exchange %
Rounding 1 %
Total Adjusted Revenue Growth 1 %
Adjusted Gross Profit Reconciliation
GAAP Gross Profit $ 874 $ 876
Purchase accounting adjustment to acquired deferred revenue 3 3 A
Adjusted Gross Profit $ 877 $ 879 %
GAAP Gross Margin 64.5 % 64.1 % (40 bps)
Adjusted Gross Margin 64.6 % 64.2 % (40 bps)
Adjusted EBITDA Reconciliation
GAAP Net Earnings $ 278 $ 234
Taxes 60 69
Interest Expense 49 62
Depreciation 12 13
Amortization 94 117
EBITDA $ 493 $ 495 %
Purchase accounting adjustment to acquired deferred revenue and commission expense 3 3 A
Transaction-related expenses for completed acquisitions and divestiture 2 3 B
Adjusted EBITDA $ 498 $ 501 1 %
% of Adjusted Revenue 36.7 % 36.6 % (10 bps)
Table 2: Adjusted DEPS Reconciliation C
Q3 2019 Q3 2020 V %
GAAP DEPS $ 2.64 $ 2.21 (16 ) %
Purchase accounting adjustment to acquired deferred revenue and commission expense 0.02 0.02 A
Transaction-related expenses for completed acquisitions and divestiture 0.02 0.08 B
Amortization of acquisition-related intangible assets D 0.70 0.86
Adjustment to income tax expense related to the gain on sale of Scientific Imaging businesses 0.01
Adjustment to previously recognized deferred tax expense related to new deal structure for divestiture of Gatan (0.10 )
Adjusted DEPS $ 3.29 $ 3.17 (4 ) %
Table 3: Adjusted Cash Flow Reconciliation ($M)
Q3 2019 Q3 2020 V %
Operating Cash Flow $ 404 $ 138 (66 ) %
Cash taxes paid on sale of Gatan 192
Deferred tax payments E 124
Adjusted Operating Cash Flow 404 454 12 %
Capital Expenditures (14 ) (8 )
Capitalized Software Expenditures (3 ) (5 )
Adjusted Free Cash Flow $ 387 $ 442 14 %
Table 4: Forecasted Adjusted DEPS Reconciliation C
Q4 2020 FY 2020
Low End High End Low End High End
GAAP DEPS $ 2.36 $ 2.46 $ 8.92 $ 9.02
Purchase accounting adjustment to acquired deferred revenue and commission expense A 0.03 0.03 0.07 0.07
Restructuring charge associated with certain Process Technologies businesses 0.10 0.10
Transaction-related expenses for completed acquisitions B 0.09 0.09
Amortization of acquisition-related intangible assets D 1.00 1.00 3.37 3.37
Adjusted DEPS $ 3.39 $ 3.49 $ 12.55 $ 12.65
A. 2020 actual results and forecast of estimated acquisition-related fair value adjustments to deferred revenue and commission expense related to the acquisitions of Foundry, iPipeline, and Vertafore as shown below ($M, except per share data).
Q3 2019A Q3 2020A Q4 2020E FY 2020E
Pretax $ 3 $ 3 $ 3 $ 10
After-tax $ 2 $ 2 $ 3 $ 8
Per Share $ 0.02 $ 0.02 $ 0.03 $ 0.07
B. Transaction-related expenses for the Vertafore, IFS, and WELIS acquisitions ($3M pretax, $2M after-tax), and associated bridge financing origination fee ($7M pretax, $6M after-tax).
C. All Q3’19 and 2020 adjustments taxed at 21%.
D. Actual results and forecast of estimated amortization of acquisition-related intangible assets ($M, except per share data); for comparison purposes, prior period amounts are also shown below. Tax rate of 21% applied to amortization.
Q3 2019A Q3 2020A Q4 2020E FY 2020E
Pretax $ 93 $ 116 $ 134 $ 450
After-tax $ 73 $ 91 $ 106 $ 356
Per share $ 0.70 $ 0.86 $ 1.00 $ 3.37
E. $124M of income tax payments that were deferred into the third quarter of 2020.

Note: Numbers may not foot due to rounding.

About Roper Technologies

Roper Technologies is a constituent of the S&P 500, Fortune 1000, and the Russell 1000 indices. Roper operates businesses that design and develop software (both license and software-as-a-service) and engineered products and solutions for a variety of niche end markets. Additional information about Roper is available on the Company’s website at www.ropertech.com.

The information provided in this press release contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements may include, among others, statements regarding operating results, the success of our internal operating plans, the prospects for newly acquired businesses to be integrated and contribute to future growth, and profit and cash flow expectations. Forward-looking statements may be indicated by words or phrases such as “anticipate,” “estimate,” “plans,” “expects,” “projects,” “should,” “will,” “believes,” “intends” and similar words and phrases. These statements reflect management’s current beliefs and are not guarantees of future performance. They involve risks and uncertainties that could cause actual results to differ materially from those contained in any forward-looking statement. Such risks and uncertainties include the effects of the COVID-19 pandemic on our business, operations, financial results and liquidity, including the duration and magnitude of such effects, which will depend on numerous evolving factors which we cannot accurately predict or assess, including: the duration and scope of the pandemic; the negative impact on global and regional markets, economies and economic activity; actions governments, businesses and individuals take in response to the pandemic; the effects of the pandemic, including all of the foregoing, on our customers, suppliers, and business partners, and how quickly economies and demand for our products and services recover after the pandemic subsides.  Such risks and uncertainties also include our ability to identify and complete acquisitions consistent with our business strategies, integrate acquisitions that have been completed, realize expected benefits and synergies from, and manage other risks associated with, the newly acquired businesses. We also face other general risks, including our ability to realize cost savings from our operating initiatives, general economic conditions and the conditions of the specific markets in which we operate, changes in foreign exchange rates, difficulties associated with exports, risks associated with our international operations, cybersecurity and data privacy risks, risks related to political instability, armed hostilities, incidents of terrorism, public health crisis (such as the COVID-19 pandemic) or natural disasters, increased product liability and insurance costs, increased warranty exposure, future competition, changes in the supply of, or price for, parts and components, environmental compliance costs and liabilities, risks and cost associated with litigation, including asbestos related litigation, potential write-offs of our substantial intangible assets, and risks associated with obtaining governmental approvals and maintaining regulatory compliance for new and existing products. Important risks may be discussed in current and subsequent filings with the SEC. You should not place undue reliance on any forward-looking statements. These statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.

Roper Technologies, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets (unaudited)
(Amounts in millions)
September 30, 2020 December 31, 2019
ASSETS:
Cash and cash equivalents $ 302.1 $ 709.7
Accounts receivable, net 773.4 791.6
Inventories, net 214.9 198.6
Income taxes receivable 43.1 18.5
Unbilled receivables 249.9 183.5
Other current assets 122.8 97.6
Total current assets 1,706.2 1,999.5
Property, plant and equipment, net 146.6 139.9
Goodwill 14,158.6 10,815.4
Other intangible assets, net 7,122.5 4,667.7
Deferred taxes 95.1 95.6
Other assets 423.0 390.8
Total assets $ 23,652.0 $ 18,108.9
LIABILITIES AND STOCKHOLDERS’ EQUITY:
Accounts payable $ 173.1 $ 162.0
Accrued compensation 251.5 240.1
Deferred revenue 868.1 831.8
Other accrued liabilities 409.3 346.2
Income taxes payable 35.1 215.1
Current portion of long-term debt, net 602.8 602.2
Total current liabilities 2,339.9 2,397.4
Long-term debt, net of current portion 9,101.2 4,673.1
Deferred taxes 1,563.9 1,108.1
Other liabilities 486.1 438.4
Total liabilities 13,491.1 8,617.0
Common stock 1.1 1.1
Additional paid-in capital 2,069.9 1,903.9
Retained earnings 8,349.4 7,818.0
Accumulated other comprehensive loss (241.4 ) (212.8 )
Treasury stock (18.1 ) (18.3 )
Total stockholders’ equity 10,160.9 9,491.9
Total liabilities and stockholders’ equity $ 23,652.0 $ 18,108.9
Roper Technologies, Inc. and Subsidiaries
Condensed Consolidated Statements of Earnings (unaudited)
(Amounts in millions, except per share data)
Three months ended
September 30,
Nine months ended
September 30,
2020 2019 2020 2019
Net revenues $ 1,366.1 $ 1,354.5 $ 4,021.8 $ 3,972.0
Cost of sales 490.2 480.9 1,445.4 1,437.8
Gross profit 875.9 873.6 2,576.4 2,534.2
Selling, general and administrative expenses 508.3 488.4 1,526.0 1,434.2
Income from operations 367.6 385.2 1,050.4 1,100.0
Interest expense, net 62.3 48.8 155.2 137.6
Other income (expense), net (2.2 ) 1.5 (3.4 ) (2.6 )
Gain on disposal of business 119.6
Earnings before income taxes 303.1 337.9 891.8 1,079.4
Income taxes 68.7 60.4 197.9 182.6
Net earnings $ 234.4 $ 277.5 $ 693.9 $ 896.8
Net earnings per share:
Basic $ 2.24 $ 2.67 $ 6.64 $ 8.64
Diluted $ 2.21 $ 2.64 $ 6.57 $ 8.54
Weighted average common shares outstanding:
Basic 104.7 104.0 104.5 103.8
Diluted 105.9 105.2 105.6 105.0
Roper Technologies, Inc. and Subsidiaries
Selected Segment Financial Data (unaudited)
(Amounts in millions; percentages of net revenues)
Three Months Ended September 30, Nine Months Ended September 30,
2020 2019 2020 2019
Amount % Amount % Amount % Amount %
Net revenues:
Application Software $ 447.9 $ 405.4 $ 1,251.4 $ 1,177.2
Network Software & Systems 430.2 391.2 1,290.4 1,103.7
Measurement & Analytical Solutions 367.9 398.3 1,097.0 1,208.5
Process Technologies 120.1 159.6 383.0 482.6
Total $ 1,366.1 $ 1,354.5 $ 4,021.8 $ 3,972.0
Gross profit:
Application Software $ 307.6 68.7 % $ 275.4 67.9 % $ 851.8 68.1 % $ 791.5 67.2 %
Network Software & Systems 287.1 66.7 % 271.9 69.5 % 865.1 67.0 % 763.6 69.2 %
Measurement & Analytical Solutions 218.4 59.4 % 234.7 58.9 % 654.5 59.7 % 706.1 58.4 %
Process Technologies 62.8 52.3 % 91.6 57.4 % 205.0 53.5 % 273.0 56.6 %
Total $ 875.9 64.1 % $ 873.6 64.5 % $ 2,576.4 64.1 % $ 2,534.2 63.8 %
Operating profit*:
Application Software $ 125.6 28.0 % $ 110.1 27.2 % $ 336.6 26.9 % $ 299.9 25.5 %
Network Software & Systems 134.3 31.2 % 137.5 35.1 % 403.6 31.3 % 392.0 35.5 %
Measurement & Analytical Solutions 122.5 33.3 % 127.0 31.9 % 359.5 32.8 % 375.4 31.1 %
Process Technologies 31.5 26.2 % 55.5 34.8 % 91.7 23.9 % 162.8 33.7 %
Total $ 413.9 30.3 % $ 430.1 31.8 % $ 1,191.4 29.6 % $ 1,230.1 31.0 %
*Segment operating profit is before unallocated corporate general and administrative expenses; these expenses were $46.3 and $44.9 for the three months ended September 30, 2020 and 2019, respectively, and $141.0 and $130.1 for the nine months ended September 30, 2020 and 2019, respectively.
Roper Technologies, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (unaudited)
(Amounts in millions)
Nine months ended September 30,
2020 2019
Cash flows from operating activities:
Net earnings $ 693.9 $ 896.8
Adjustments to reconcile net earnings to cash flows from operating activities:
Depreciation and amortization of property, plant and equipment 38.3 35.9
Amortization of intangible assets 319.8 263.2
Amortization of deferred financing costs 7.4 5.2
Non-cash stock compensation 88.4 80.4
Gain on disposal of business, net of associated income tax (87.4 )
Income tax provision, excluding tax associated with gain on disposal of
businesses
197.9 150.4
Changes in operating assets and liabilities, net of acquired businesses:
      Accounts receivable 126.1 52.1
      Unbilled receivables (49.1 ) (26.6 )
      Inventories (15.2 ) (25.2 )
      Accounts payable and accrued liabilities 53.3 (59.2 )
      Deferred revenue (57.5 ) 26.5
   Cash tax paid for gain on disposal of businesses (201.9 ) (39.4 )
   Cash income taxes paid, excluding tax associated with gain on disposal
of businesses
(236.1 ) (255.0 )
Other, net (14.4 ) (22.1 )
            Cash provided by operating activities 950.9 995.6
Cash flows from (used in) investing activities:
Acquisitions of businesses, net of cash acquired (5,653.3 ) (2,351.9 )
Capital expenditures (23.0 ) (42.2 )
Capitalized software expenditures (9.8 ) (7.7 )
Proceeds from (used in) disposal of businesses (4.2 ) 220.5
Other, net (2.7 ) (2.5 )
            Cash used in investing activities (5,693.0 ) (2,183.8 )
Cash flows from (used in) financing activities:
Proceeds from senior notes 3,300.0 1,200.0
Borrowings (payments) under revolving line of credit, net 1,160.0 60.0
Debt issuance costs (42.0 ) (12.0 )
Cash dividends to stockholders (160.0 ) (143.5 )
Proceeds from stock-based compensation, net 72.5 38.8
Treasury stock sales 7.3 5.2
Other (1.4 ) 3.6
            Cash flows from financing activities 4,336.4 1,152.1
Effect of foreign currency exchange rate changes on cash (1.9 ) (5.3 )
Net decrease in cash and cash equivalents (407.6 ) (41.4 )
Cash and cash equivalents, beginning of period 709.7 364.4
Cash and cash equivalents, end of period $ 302.1 $ 323.0

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