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November 11, 2025 PARKER HANNIFIN CORPORATION Announces the Acquisition of Filtration Group Corporation
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2 Forward-looking statements contained in this and other written and oral reports are made based on known events and circumstancesat the time of release, and as such, are subject in the future to unforeseen uncertainties and risks. Often but not always, these statements may be identified from the use of forward looking terminology such as “anticipates,” “believes,” “may,” “should,” “could,” “expects,” “targets,” “is likely,” “will,” or the negative of these terms and similar expressions,and may also include statementsregarding future performance,orders, earnings projections,events or developments. Parker cautions readers not to place undue reliance on these statements. It is possible that the future performancemay differ materiallyfrom expectations,including those based on past performance. The risks and uncertainties in connection with such forward-looking statements related to the proposed transaction include, but are not limited to, the occurrence of any event, change or other circumstance that could delay completionof the proposed transaction; the possibility of non-consummationof the proposed transactionand terminationof the merger agreement; the failure to satisfy any of the conditions to the proposed transactionset forth in the merger agreement; the possibility that a governmental entity may prohibit the consummation of the proposed transaction or may delay or refuse to grant a necessary regulatory approval in connection with the proposed transaction,or that in order for the parties to obtain any such regulatory approvals, conditions are imposed that adversely affect the anticipated benefits from the proposed transaction or cause the parties to abandon the proposed transaction; adverse effects on Parker’scommon shares because of the failure to completethe proposed transaction; Parker’sbusiness experiencingdisruptionsdue to transaction-related uncertaintyor other factors making it more difficult to maintain relationships with employees, business partners or governmental entities; the possibility that the expected synergies and value creation from the proposed transaction will not be realized or will not be realized within the expected time period; the parties being unable to successfullyimplementintegrationstrategies; and significanttransactioncosts related to the proposed transaction. Other factors that may affect future performance are: changes in business relationships with and orders by or from major customers, suppliers or distributors, including delays or cancellations in shipments; disputes regarding contract terms, changes in contract costs and revenue estimates for new development programs; changes in product mix; ability to identify acceptable strategic acquisition targets; uncertainties surrounding timing, successful completion or integration of acquisitions and similar transactions, including the integration of Curtis Instruments, Inc.; ability to successfully divest businesses planned for divestiture and realize the anticipated benefits of such divestitures; the determination and ability to successfully undertake business realignment activities and the expected costs, including cost savings, thereof; ability to implement successfully business and operating initiatives, including the timing, price and execution of share repurchases and other capital initiatives; availability, cost increases of or other limitations on our access to raw materials, component products and/or commodities if associated costs cannot be recovered in product pricing; ability to manage costs related to insurance and employee retirement and health care benefits; legal and regulatory developmentsand other government actions, including related to environmental protection, and associated compliance costs; supply chain and labor disruptions, including as a result of tariffs and labor shortages; threats associated with international conflicts and cybersecurity risks and risks associated with protecting our intellectualproperty; uncertaintiessurroundingthe ultimate resolution of outstandinglegal proceedings,including the outcome of any appeals; effects on market conditions,including sales and pricing, resulting from global reactions to U.S. trade policies; manufacturingactivity, air travel trends, currency exchange rates, difficultiesentering new markets and economic conditions such as inflation, deflation, interest rates and credit availability; inability to obtain, or meet conditions imposed for, required governmentaland regulatory approvals; changes in the tax laws in the United States and foreign jurisdictionsand judicial or regulatory interpretationsthereof; and large scale disasters,such as floods, earthquakes,hurricanes,industrialaccidentsand pandemics. Readers should also consider forward looking statements in light of risk factors discussed in Parker’s Annual Report on Form 10-K for the fiscal year ended June 30, 2025 and other periodic filings made with the Securities and Exchange Commission. This presentationcontains references to non-GAAP financial informationof Parker, including adjusted operating margin, adjusted EPS and free cash flow, and of Filtration Group Corporation(“FiltrationGroup”), including adjusted EBITDA, adjusted EBITDA margin, and synergized adjusted EBITDA. As used in this presentation, EBITDA is defined as earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA before business realignment, integration costs to achieve, acquisition related expenses, and other one-time items. Free cash flow is defined as cash flow from operations less capital expenditures. Although the above listed measures are not measures of performance calculated in accordance with GAAP, we believe that they are useful to an investor in evaluating Parker’s and Filtration Group’s performances for the periods presented. Detailed reconciliationsof these non-GAAP financialmeasuresto the comparableGAAP financialmeasureshave been included in the appendix to this presentation. Please visit investors.parker.com for more information. Forward-Looking Statements and Non-GAAP Financial Measures
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3 3 • Adds complementary and proprietary filtration technologies for critical applications • Expands presence in Life Sciences, HVAC/R, and In-Plant and Industrial market verticals • Creates one of the largest global industrial filtration businesses • Expected sales of $2 billion in CY2025 at 23.5% adjusted EBITDA margin1 • Increases Parker Filtration aftermarket sales by 500 bps • $220M cost synergies leveraging the power of The Win Strategy • Expected to be accretive to organic growth, synergized EBITDA margin, adjusted EPS and cash flow Strategic Capital Deployment Driving Shareholder Value Another Strategic Addition to Parker Acquisition of Filtration Group Corporation 1. Adjusted numbers include certain non-GAAP adjustments and financial measures. See Appendix for additional details and reconciliations.
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4 Transaction Summary Overview • Acquisition of Filtration Group Corporation, a global filtration innovator serving high value, performance critical applications1 • $2.0B CY25E sales • 23.5% CY25E adjusted EBITDA margin 2 • Anticipated transaction closing within six to twelve months Consideration • Transaction consideration of $9.25B on a cash-free, debt-free basis • 19.6x EV / CY25E adjusted EBITDA 2 • 13.4x EV / CY25E adjusted EBITDA, including expected cost synergies 2 • Funded with new debt & cash on hand Expected Financial Benefits • Accretive to growth, synergized EBITDA margin, adjusted EPS, and cash flow • Accretive to adjusted EPS in the first year • $220M of cost synergies by end of year three • T argeting >30% adjusted EBITDA margin expected by end of year three • Track record of rapid deleveraging • High single-digit ROIC in year five with continued expansion 1. Source: Filtration Group Corporation, Transaction excludes Filtration Group’s Facet Filtration business, which will be distributed to Filtration Group stockholders prior to closing. 2. Includes certain non-GAAP adjustments and financial measures. See Appendix for additional details and reconciliations.
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5 5 Increases Parker’s Filtration Aftermarket Sales by 500 bps Expands Global Presence in Key Market Verticals Sales by Market Vertical Sales by Region Sales Mix Other 12% APAC 8% Aftermarket 85% Filtration Group CY25E Sales Transportation 17% In-Plant & Industrial 20% HVAC/R 23% Life Sciences 28% EMEA 32% Americas 60% OEM 15% Source: Filtration Group Corporation
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6 Serving High Value, Performance Critical Applications Life Sciences Solutions in medical, diagnostic & test applications HVAC/R Complementary products & advanced media capabilities In-Plant & Industrial Liquid, air & gas filtration increasing safety & productivity Transportation Transmission filters & desiccants increasing cleanliness & efficiency Consumable Separation Technologies Hospital HVAC Filters Proprietary Filtration Media Automotive Filtration Technologies Source: Filtration Group Corporation
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7 Applications Combined Food Protection Biopharma and Beverage Healthcare Industrial Process & Water HVAC Filtration Engine Filtration Hydraulic Air & Gas Treatment Note: This chart is an estimated view of high-level complementary capabilities. This chart does not illustrate or address revenue, segment shares or competing / overlapping businesses. Complementary Technologies Increases Customer Value
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8 • Safety, Engagement & Ownership • Entrepreneurial culture • Decentralized structure • Great Generators & Deployers of Cash • Enabling engineering breakthroughs that lead to a better tomorrow Strong Cultural Alignment • Committed talent with a bias for action • Entrepreneurial: An owner’s mindset • Decentralized structure • Create Cash, Invest Right • We are making the world safer, healthier and more productive A Foundation for a Successful Integration
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9 Significant Synergy Opportunity Enabled by The Win StrategyTM Leveraging our Proven Playbook • $220M of pre-tax cost synergies • Approximately 11% of sales • Cost to achieve of ~$100M • Focus areas: • Simplification • Supply chain • Lean & productivity • Clear path to margin accretion
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10 Flow & Process Control 20% A Different Parker Motion Systems 28% Filtration & Engineered Materials 22% Aerospace Systems 18% Flow & Process Control 32% Motion Systems 28% Motion Systems 16% Filtration & Engineered Materials 34% Aerospace Systems 30% Motion Systems 16% FY26G + Filtration Group ~$23B Proforma1 FY15 $12.7B Powerhouse of Interconnected Technologies 1. Includes Parker Hannifin FY26 Guidance as of November 6th, 2025, and Filtration Group Corporation CY25 estimated sales.
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11 Portfolio Transformation Continues Expanding Longer Cycle, Secular and Aftermarket Revenue Mix FY15 FY29 Illustration Industrial Aftermarket Industrial Aftermarket Longer Cycle + Secular Trends Shorter Cycle Longer Cycle + Secular Trends Shorter Cycle
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12 People, Strategy & Portfolio Drive Top Quartile Performance Adjusted Operating Margin1 Revenue Adjusted EPS1 Free Cash Flow 1 $11.4B $21.0B 15.7% $6.99 27.0% $30.00 $1.3B $3.3B FY16 FY26G +6% Revenue CAGR +1,130 bps Adjusted Operating Margin1 Expansion +16% Adjusted EPS1 CAGR +10% Free Cash Flow1 CAGR 1. Adjusted numbers include certain non-GAAP adjustments and financial measures. See Appendix for additional details and reconciliations. Note: FY16 As reported: Operating Margin of 15.9%, EPS of $5.89, Cash Flow from Operations: $1.2B. FY26G As reported: Operating Margin of 23.8%, EPS of $25.93, Cash Flow from Operations: $3.8B. Note: FY26 guidance numbers are as of November 6th, 2025, and do not include Filtration Group Corporation FY16 FY26G FY16 FY26G FY16 FY26G
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13 13 $6.99 $13.10 $18.72 $27.33 $30.00 FY16 FY19 FY22 FY25 FY26G Continuing Our Track Record of Accretive Acquisitions Compounding EPS Growth with The Win Strategy Adjusted EPS1 1. Adjusted numbers include certain non-GAAP adjustments and financial measures. See Appendix for additional details and reconciliations. $5.89 $11.57 $10.09 $27.12 $25.93 As Reported EPS
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14 14 • Adds complementary and proprietary filtration technologies for critical applications • Expands presence in Life Sciences, HVAC/R, and In-Plant and Industrial market verticals • Creates one of the largest global industrial filtration businesses • Expected sales of $2 billion in CY2025 at 23.5% adjusted EBITDA margin1 • Increases Parker Filtration aftermarket sales by 500 bps • $220M cost synergies leveraging the power of The Win Strategy • Expected to be accretive to organic growth, synergized EBITDA margin, adjusted EPS and cash flow Strategic Capital Deployment Driving Shareholder Value Another Strategic Addition to Parker Acquisition of Filtration Group Corporation 1. Adjusted numbers include certain non-GAAP adjustments and financial measures. See Appendix for additional details and reconciliations.
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15 • Safety, Engagement, Ownership • Living up to Our Purpose • Top Quartile Performance • Great Generators & Deployers of Cash What Drives Parker
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17 Reconciliation of Forecasted EBITDA to Adjusted EBITDA Filtration Group (Dollars in Millions) (Unaudited) Forecasted 12 Months Ending 12/31/25 Net sales $2,009 Net income $63 Income taxes 58 Depreciation and amortization 104 Interest expense 185 EBITDA $410 EBITDA Margin 20.5% Adjustments: Business realignment charges1 18 Management company fees 21 Other non-recurring income and expenses, net2 24 Adjusted EBITDA $473 Adjusted EBITDA Margin 23.5% Expected cost synergies by end of year three 220 Adjusted EBITDA, including expected cost synergies by end of year three $693 1. Business realignment charges primarily includes severance related expenses 2. Other non-recurring income and expenses, net includes adjustments for gain/loss on foreign exchange, equity compensation expenses net, and other one-time events Source: Filtration Group Corporation
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18 Reconciliation of Earnings Per Diluted Share to Adjusted Earnings Per Diluted Share FY16 – FY25 (Amounts in dollars) (Unaudited) 12 Months Ended 6/30/16 12 Months Ended 6/30/19 12 Months Ended 6/30/22 12 Months Ended 6/30/25 Earnings per diluted share $5.89 $11.57 $10.09 $27.12 Adjustments: Acquisition-related intangible asset amortization expense 0.74 1.51 2.41 4.25 Business realignment charges 0.80 0.12 0.11 0.43 Acquisition related expenses and costs to achieve -- 0.23 0.78 0.17 Tax expense related to U.S. tax reform 0.11 -- -- Loss on deal-contingent forward contracts -- -- 7.79 -- Russia liquidation -- -- 0.15 -- Gain on sale of buildings -- -- -- (0.18) Gain on divestitures -- -- -- (1.94) Saegertown incident -- -- -- 0.06 Tax effect of adjustments1 (0.44) (0.44) (2.61) (0.93) Discrete tax benefits -- -- -- (1.65) Adjusted earnings per diluted share $6.99 $13.10 $18.72 $27.33 1.This line item reflects the aggregate tax effect of all non-tax adjustments reflected in the preceding line items of the table. We estimate the tax effect of each adjustments item by applying our overall effective tax rate for continuing operations to the pre-tax amount, unless the nature of the item and/or the tax jurisdiction in which the item has been recorded requires application of specific tax rate or tax treatment, in which case the tax effect of such item is estimated by applying such specific tax rate or tax treatment.
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19 Adjusted Amounts Reconciliation FY16 Segment Operating Margin and Free Cash Flow RECONCILIATION OF OPERATING MARGIN TO ADJUSTED OPERATING MARGIN (Amounts in percentages) (Unaudited) 12 Months Ended 6/30/16 Total segment operating margin 13.9% Adjustments: Acquisition-related intangible asset amortization 0.9% Business realignment charges 0.9% Adjusted total segment operating margin 15.7% RECONCILIATION OF FREE CASH FLOW (Dollars in Millions) (Unaudited) 12 Months Ended 6/30/16 Cash provided by Operating Activities – As Reported $1,211 Capital expenditures (149) Free cash flow 1,061 Discretionary pension contribution 200 Free cash flow – adjusted for discretionary pension $1,261
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20 Reconciliation of FY26 Guidance Fiscal Year 2026 Forecasted earnings per diluted share $25.53 to $26.33 Adjustments: Business realignment charges 0.54 Amortization of acquired intangibles 4.55 Acquisition related expenses 0.19 Costs to achieve 0.13 Gain on insurance recoveries (0.16) Tax effect of adjustments 1 (1.18) Adjusted forecasted earnings per diluted share $29.60 to $30.40 RECONCILIATION OF FORECASTED EARNINGS PER DILUTED SHARE TO ADJUSTED FORECASTED EARNINGS PER DILUTED SHARE (Unaudited) (Amounts in percentages) 1. This line reflects the aggregate tax effect of all non-tax adjustments reflected in the preceding line items of the table. We estimate the tax effect of each adjustment item by applying our overall effective tax rate for continuing operations to the pre-tax amount, unless the nature of the item and/or the tax jurisdiction in which the item has been recorded requires application of a specific tax rate or tax treatment, in which cast the tax effect of such item is estimated by applying such specific tax rate or tax treatment. * Totals may not foot due to rounding RECONCILIATION OF FORECASTED CASH FLOW FROM OPERATIONS TO FREE CASH FLOW (Unaudited) (Dollars in millions) Fiscal Year 2026 Cash flow from operations $3,625 to $4,025 Less: Capital Expenditures ~(525) Free cash flow $3,100 to $3,500 RECONCILIATION OF FORECASTED OPERATING MARGIN TO ADJUSTED OPERATING MARGIN (Unaudited) Fiscal Year 2026 (Amounts in percentages) Forecasted Segment Operating Margin Business Realignment Charges Costs to Achieve Acquisition-Related Intangible Asset Amortization Expense Acquisition Related Expenses Adjusted Forecasted Segment Operating Margin* Diversified Industrial North America Businesses 23.7% to 24.1% ~0.1% ~0.1% ~2.3% ~0.1% 26.3% to 26.7% International Businesses 22.0% to 22.4% ~1.0% ~0.1% ~1.6% ~0.1% 24.8% to 25.2% Aerospace Systems 24.7% to 25.1% ~0.0% ~0.1% ~4.4% ~0.0% 29.3% to 29.7% Parker 23.6% to 24.0% ~0.3% ~0.1% ~2.8% ~0.1% 26.8% to 27.2%