IQVIA Holdings (IQV) 10-K risk factor changes: FY2018 vs FY2017

Each of our [removed: Commercial] [added: Technology & Analytics] Solutions information services is derived from data we collect from third parties.

Our services include monitoring clinical trials, data and laboratory analysis, electronic data capture, patient recruitment and other related [removed: services.][added: services, and we perform these services in a number of ways, including through physical and technology-enabled efforts.]

For example, we must adhere to regulatory requirements such as the FDA and current [removed: GCP, Good Laboratory Practice] [added: GCP] and Good [removed: Manufacturing] [added: Laboratory] Practice requirements.

These various initiatives may not yield their intended gains, [added: or be completed in timely manner,] which may impact our competitiveness and our ability to meet our growth objectives and, as a result, materially and adversely affect our business, operating results and financial condition.

We also continue to invest significantly in growth opportunities in emerging markets, such as the development, launch and enhancement of services in China, India, Russia, [removed: Turkey] [added: Turkey,] and other countries.

The United States, the EU and its member states, and other countries where we have operations, such as [added: China,] Japan, [removed: South Korea,] Malaysia, [removed: the] Philippines, [removed: Russia] [added: Russia, South Korea] and Singapore, continue to issue new privacy and data protection rules and regulations that relate to personal data and health information.

In addition, certain contracts with our suppliers or clients contain provisions whereby we indemnify, subject to certain limitations, the counterparty for damages suffered as a result of claims related to intellectual property infringement and the use of [removed: our] data.

Such a transfer could result in significant delays in our ability to deliver services to our [removed: clients,] [added: clients] and increase our costs.

We operate in businesses that require sophisticated computer systems and software for data collection, data processing, cloud-based platforms, analytics, cryptography, statistical projections and forecasting, mobile computing, social media analytics and other applications and technologies, particularly [added: in] our [removed: Commercial] [added: Technology & Analytics] Solutions [removed: business.][added: and Research & Development Solutions businesses.]

Although we did not have any client that represented 10% or more of our revenues in [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015,] [added: 2016,] we derive the majority of our revenues from a number of large clients.

Some of our [removed: Research & Development Solutions] services involve direct interaction with clinical trial subjects or volunteers and [removed: operation] [added: subcontracting into a network] of Phase I clinical facilities, which could create potential liability that may adversely affect our results of [removed: operations and] [added: operations,] financial [removed: condition.][added: condition and reputation.]

We [removed: operate] [added: subcontract into a network of] facilities where Phase I clinical trials are conducted, which ordinarily involve testing an investigational drug on a limited number of healthy individuals, typically 20 to 80 persons, to determine such drug’s basic safety.

Any professional malpractice or negligence by such investigators, nurses or other [added: subcontracted] employees could potentially result in liability to us in the event of personal injury to or death of a healthy volunteer in clinical [removed: trials.][added: trials, and could also cause us reputational harm.]

Our [removed: Integrated Engagement Services] [added: Contract Sales & Medical Solutions] business could result in liability to us if a drug causes harm to a patient.

| | • | changes in the [removed: valuation] [added: value] of deferred tax assets and liabilities; |

[removed: - Anti-base erosion] [added: | | • | Base Erosion] and [removed: profit shifting;][added: Anti-Abuse Tax (“BEAT”); |]

[removed: -] [added: | | • |] Global [removed: intangible low-taxed income;][added: Intangible Low-Taxed Income (“GILTI”); |]

[removed: -] [added: | | • |] Deduction for net business interest limited to 30% of adjusted taxable income; and [added: |]

[removed: -] [added: | | • |] Performance-based compensation and commissions now subject to $1 million limit. [added: |]

Additional information regarding our income taxes is presented in Note [removed: 18] [added: 16] to our audited consolidated financial statements included in this Annual Report on Form 10-K.

Such changes could result in a material adverse impact on our [removed: business,] results of operations and financial condition.

If our competitors introduce superior technologies or [removed: services] [added: services, including in the provision of clinical services,] and if we cannot make enhancements to remain competitive, our competitive position would be harmed.

The terms of the Senior Secured Credit Facilities [added: (as defined below)] restrict IQVIA and its restricted subsidiaries from engaging in specified types of transactions.

In addition, the revolving credit facility and the [removed: new] term [added: A and B] loans under our [removed: senior secured credit facility] [added: Credit Agreement (as defined below)] require IQVIA to comply with a quarterly maximum senior secured net leverage ratio test and minimum interest coverage ratio test.

Although our [removed: credit agreement,] [added: Credit Agreement,] which governs the [removed: senior credit facilities] [added: Senior Secured Credit Facilities] of our wholly owned subsidiary through which we conduct our operations, IQVIA [removed: Inc. (“OpCo”),] [added: Inc.,] contains restrictions on the incurrence of additional indebtedness, these restrictions are subject to a number of qualifications and exceptions and the indebtedness incurred in compliance with these restrictions could increase.

In addition, the receivables financing [removed: agreement] [added: facility] for our special purpose subsidiary, IQVIA Funding, LLC (“IQVIA Funding”) limits borrowing based on the amount of receivables purchased by IQVIA Funding from certain of our other subsidiaries, but when supported by the value of such purchased receivables, the debt under our receivables financing facility can increase.

[removed: In addition to the beneficial ownership of a large percentage of IQVIA common stock by the parties to the Shareholders Agreement, our] [added: Our] certificate of incorporation and Delaware bylaws and the General Corporation Law of Delaware (“DGCL”) contain provisions that could make it difficult for a third party to acquire IQVIA even if doing so might be beneficial to its stockholders, including:

| | • | subject to the Shareholders [removed: Agreement,] [added: Agreement dated May 3, 2016 (the “Shareholders Agreement”),] the sole ability of the board of directors to fill a vacancy created by the death or resignation of a director or the expansion of the board of directors; |

As of February 12, [removed: 2018,] [added: 2019,] there were [removed: 208,251,468] [added: 197,599,861] shares of common stock outstanding.

Approximately [removed: 24.9%] [added: 10.9%] of the outstanding shares of our common stock is held by parties to the Shareholders Agreement.

In [removed: 2017,] [added: 2018,] the parties to the Shareholders Agreement sold approximately [removed: 47.2] [added: 21.4] million shares of our common stock, of which we repurchased approximately [removed: 19.7] [added: 6.0] million shares.

For example, we are evaluating our site activation processes and procedures, including technology enablement platforms, and implementing changes to accelerate site start-up timelines and provide greater transparency to clients and investigator sites.

Currently regulations have been issued in proposed form, and if the application of these provisions are modified to change the interpretation to us it could have an adverse impact on our effective income tax rate:

| --- | --- | --- |

| --- | --- | --- |

For example, we are moving local standardizing and cleaning from countries around the world to Asia, and retiring local standardizing and cleaning systems.

Depending on the circumstances, we might need to grant a specific client greater rights in intellectual property developed in connection with a contract than we otherwise generally do.

In certain situations, we might forego all rights to the use of intellectual property we create, which would limit our ability to reuse that intellectual property for other clients.

Any limitation on our ability to provide a service or solution could cause us to lose revenue-generating opportunities and require us to incur additional expenses to develop or license new or modified solutions for future projects.

Occasionally, physicians employed at our Phase I clinical facilities act as principal investigators in later-phase clinical trials at those same facilities.

We also directly employ nurses and other trained employees who assist in implementing the testing involved in our clinical trials, such as drawing blood from healthy volunteers.

The following provisions of the Tax Act could have an adverse effect on our tax rate if it is determined that the provisions are applicable to us:

The parties to the Shareholders Agreement continue to have significant influence over us, including control over decisions that require the approval of stockholders, which could limit the ability of other stockholders to influence the outcome of matters submitted to stockholders for a vote.

As of February 12, 2018, certain parties to a Shareholders Agreement dated May 3, 2016 (the “Shareholders Agreement”) own approximately 24.9% of the outstanding shares of our common stock.

The parties to the Shareholders Agreement, other than Dr. Dennis Gillings and certain of his affiliates (the “DG Shareholders”) (who have agreed separately to vote in favor of the merger and the transactions contemplated thereby), have agreed to vote for individuals designated to the Company’s board of directors as follows:

| | • | Ari Bousbib (as our Chief Executive Officer); |

| | • | one individual designated by the TPG Shareholders (as defined in the Shareholders Agreement) (until the time at which the TPG Shareholders beneficially own, as a group, less than 5% of our outstanding common stock); |

| | • | another individual designated by the TPG Shareholders (until the earlier of (i) the seven year anniversary of completion of the Merger and (ii) time at which the TPG Shareholders beneficially own, as a group, 5% or more but less than 12% of our outstanding common stock); |

| | • | one individual designated by each of Bain Capital Investors, LLC (“Bain Capital”), the LGP Shareholders and the CPP Shareholder (each until the earlier of (i) the day after our 2018 annual meeting of stockholders or (ii) the time at which such stockholder group beneficially owns less than 2.5% of our outstanding common stock); |

| | • | four individuals who are non-stockholder, independent directors; and |

| | • | until the Company’s 2018 annual meeting of stockholders, one individual designated by remaining Quintiles Nominees (as defined in the Shareholders Agreement). |

The Shareholders Agreement provides that we will use our best efforts to cause Dr. Gillings to be elected as the Lead Director through our 2018 annual meeting of stockholders and to be elected as a director so that he may serve as a director until the day after our 2021 annual meeting of stockholders (provided that the DG Shareholders, as a group, continue to beneficially own at least 2.5% of our outstanding common stock), including using its best efforts to support his nomination for the slate of director nominees for a three-year term at our 2020 annual meetings of stockholders.

In 2017, the LGP Shareholders and the TPG Shareholders each ceased having the right to appoint one director to the Board.

Following the secondary offering that closed on September 19, 2017, the LGP Shareholders holdings of our outstanding common stock fell below 2.5%.

Following the secondary offering that closed on November 30, 2017, the TPG Shareholders holdings of our outstanding common stock fell below 12%.

As a result, pursuant to the Shareholders Agreement, Mr. Danhakl offered to tender his resignation and the TPG Shareholders offered to tender the resignation of one of its two representatives on the Board.

The TPG Shareholders continue to have the right to appoint one remaining director to the Board.

After review, the Nominating and Governance Committee of the Board declined the offers made by Mr. Danhakl and the TPG Shareholders.

Even though the LGP Shareholders and the TPG Shareholders each lost the right to appoint one director to the Board, the parties to the Shareholders Agreement potentially still have the ability to influence decisions of our company to enter into any corporate transaction (and the terms thereof), any change in the composition of our board of directors and any transaction that requires stockholder approval regardless of whether others believe that such change or transaction is in the best interests of our company.

Additionally, the parties to the Shareholders Agreement are in the business of making investments in companies and may from time to time acquire and hold interests in businesses that compete directly or indirectly with us.

One or more of the parties to the Shareholders Agreement may also pursue acquisition opportunities that may be complementary to our businesses and, as a result, those acquisition opportunities may not be available to us.

So long as the parties to the Shareholders Agreement continue to own a significant amount of our equity, if they exercise their stockholder rights collectively, they will be able to significantly influence our decisions.

Formed through the Merger of IMS Health and Quintiles, [removed: we apply] [added: IQVIA applies] human data science – leveraging the analytic rigor and clarity of data science to the ever-expanding scope of human science – to enable companies to reimagine and develop new approaches to clinical development and commercialization, speed innovation, and accelerate improvements in healthcare outcomes.

With more than [removed: 55,000] [added: 58,000] employees, we conduct operations in more than 100 countries.

[removed: The Company is] [added: We are] managed through three reportable segments, [removed: Commercial] [added: Technology & Analytics] Solutions, Research & Development Solutions and [removed: Integrated Engagement Services.][added: Contract Sales & Medical Solutions.]

[removed: Commercial] [added: Technology & Analytics] Solutions provides critical information, technology solutions and real-world insights and services to our life science clients.

[removed: Integrated Engagement Services] [added: Contract Sales & Medical Solutions] provides contract sales to both biopharmaceutical clients and the broader healthcare market.

We have completed and will continue to consider strategic business combinations to enhance our capabilities and offerings in certain areas, including [removed: several] [added: various] individually immaterial acquisitions during the years ended December 31, [removed: 2017] [added: 2018] and [removed: 2016.][added: 2017.]

See Note [removed: 15] [added: 14] to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K for additional information with respect to these business combinations.

Total revenues are comprised of revenues from the provision of our [removed: services and revenues from reimbursed expenses that are incurred while providing our] services.

See Note [removed: 1] [added: 10] to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K for [added: additional] details regarding [removed: the new revenue recognition standard, which will be effective January 1, 2018.][added: our credit arrangements.]

Selling, general and administrative expenses include costs related to sales, marketing, and administrative functions (including human resources, legal, finance, quality assurance, compliance and general management) for compensation and benefits, travel, professional services, training and expenses for information [removed: technology (“IT”),] [added: technology,] facilities and depreciation and amortization.

In [removed: 2017,] [added: 2018,] approximately [removed: 41%] [added: 40%] of our revenues were denominated in currencies other than the United States dollar, which represents approximately 55 currencies.

For information regarding our results of operations for [removed: Commercial] [added: Technology & Analytics] Solutions, Research & Development Solutions and [removed: Integrated Engagement Services,] [added: Contract Sales & Medical Solutions,] refer to “Segment Results of Operations” later in this section.

| | | Year Ended December 31, | | | | | | | | | | | | [removed: 2017] [added: 2018] vs. [removed: 2016] [added: 2017] | | | | | | | | [removed: 2016] [added: 2017] vs. [removed: 2015] [added: 2016] | | | | | | |

| (dollars in millions) | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | $ | | | | % | | | | $ | | | | % | | |

In 2017, our revenues increased [removed: $2,696] [added: $2,887] million, or [removed: 50.3%,] [added: 42.4%,] as compared to [removed: the same period in] 2016.

This increase was comprised of constant currency revenue growth of approximately [removed: $2,678] [added: $2,869] million, or [removed: 49.9%,] [added: 42.1%,] and a positive impact of approximately $18 million from the effects of foreign currency fluctuations.

The constant currency revenue growth was comprised of a [removed: $2,515] [added: $2,508] million increase in [removed: Commercial] [added: Technology & Analytics] Solutions, which includes $2,557 million from the Merger, partially offset by lower revenue from Encore during the first half of 2017 and the sale of Encore at the beginning of the third quarter of 2017, a [removed: $172] [added: $371] million increase in Research & Development Solutions and a [removed: $9] [added: $10] million decrease in [removed: Integrated Engagement Services.][added: Contract Sales & Medical Solutions.]

This increase was comprised of constant currency [removed: revenue] growth of approximately [removed: $1,044] [added: $1,263] million, or [removed: 24.1%,] [added: 181.7%,] and a negative impact of approximately [removed: $6] [added: $9] million from the effects of foreign currency fluctuations.

| (dollars in millions) | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | |

| Costs of revenue, exclusive of depreciation and amortization | | $ | [removed: 4,622] [added: 6,746] | | | $ | [removed: 3,236] [added: 6,301] | | | $ | [removed: 2,705] [added: 4,748] | |

When compared to 2016, costs of revenue, exclusive of depreciation and amortization, in 2017 increased [removed: $1,386 million.][added: $1,553 million, or 32.7%.]

This increase [removed: includes] [added: included] a constant currency increase of approximately [removed: $1,388] [added: $1,555] million, or [removed: 42.9%,] [added: 32.8%,] partially offset by a positive impact of approximately $2 million from the effects of foreign currency fluctuations.

The constant currency growth was comprised of a [removed: $1,267] [added: $1,263] million increase in [removed: Commercial] [added: Technology & Analytics] Solutions, which [removed: includes] [added: included] $1,302 million from the Merger, partially offset by lower costs from Encore during the first half of 2017 and the sale of Encore at the beginning of the third quarter of 2017, a [removed: $119] [added: $290] million increase in Research & Development Solutions and a $2 million increase in [removed: Integrated Engagement Services.][added: Contract Sales & Medical Solutions.]

As a percent of revenues, costs of revenue declined in 2017 to [removed: 57.3%] [added: 64.9%] as compared to [removed: 60.3%] [added: 69.7%] in 2016.

This decline was primarily due to the fact that 2017 includes a lower proportion of revenues from the lower margin [removed: Integrated Engagement Services] [added: Contract Sales & Medical Solutions] segment, primarily as a result of the Merger.

When compared to [removed: 2015,] [added: 2017,] costs of revenue, exclusive of depreciation and amortization, in [removed: 2016] [added: 2018] increased [removed: $531 million.][added: $445 million, or 7.1%.]

This increase [removed: includes] [added: included] a constant currency increase of approximately [removed: $566] [added: $290] million, or [removed: 20.9%,] [added: 8.8%,] partially offset by a positive impact of approximately [removed: $35] [added: $7] million from the effects of foreign currency fluctuations.

| (dollars in millions) | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | |

| Selling, general and administrative expenses | | [removed: $] | [removed: 1,605] [added: 69] | | | [removed: $] | [removed: 1,011] [added: 73] | | | [removed: $] | [removed: 815] [added: 82] | | [added: | | (4 | ) | | | (5.5 | ) | | | (9 | ) | | | (11.0 | ) |]

The [removed: $594] [added: $94] million increase in selling, general and administrative expenses in [added: 2018 as compared to] 2017 [removed: includes] [added: included] a constant currency increase of [removed: $587] [added: approximately $86] million, or [removed: 58.1%,] [added: 5.3%,] and a negative impact of approximately [removed: $7] [added: $8] million from the effects of foreign currency fluctuations.

The constant currency growth primarily consisted of a [removed: $479] [added: $491] million increase in [removed: Commercial] [added: Technology & Analytics] Solutions, primarily from the [removed: Merger and] [added: Merger,] a $6 million increase in Research & Development [removed: Solutions.][added: Solutions and a $111 million increase in general corporate and unallocated expenses.]

[removed: The $196 million increase in] [added: Research & Development Solutions’] selling, general and administrative expenses [added: increased $3 million, or 0.5%,] in [removed: 2016 includes] [added: 2017 as compared to 2016, which included] a constant currency increase of [removed: $215] [added: approximately $6] million, or [removed: 26.4%,] [added: 1.0%,] partially offset by a positive impact of approximately [removed: $19] [added: $3] million from the effects of foreign currency fluctuations.

The constant currency increase [removed: in general corporate and unallocated expenses in 2016] was primarily due to [removed: higher stock-based] [added: an increase in reimbursed expenses and an increase in] compensation [removed: expense.][added: and related expenses as well as incremental costs from acquisitions.]

| (dollars in millions) | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | |

| Depreciation and amortization | | $ | [removed: 1,011] [added: 1,141] | | | $ | [removed: 289] [added: 1,011] | | | $ | [removed: 128] [added: 289] | |

The $722 million [removed: and $161 million increases] [added: increase] in depreciation and amortization in 2017 [removed: and 2016, respectively, were] [added: as compared to 2016 was] primarily due to the approximately $6.4 billion of intangible assets acquired in the Merger.

| (in millions) | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | |

| Restructuring costs | | $ | [removed: 63] [added: 68] | | | $ | [removed: 71] [added: 63] | | | $ | [removed: 30] [added: 71] | |

During [removed: 2017,] [added: 2017 and 2016,] we recognized $63 million [added: and $71 million] of restructuring charges, net of reversals for changes in estimates, [added: respectively,] under our existing restructuring plans.

The remaining actions under these plans, as well as actions associated with upcoming [removed: 2018] [added: 2019] plans, are expected to occur throughout [removed: 2018,] [added: 2019] and are expected to consist of severance, facility closure and other exit-related costs.

IQVIA is a leading global provider of advanced analytics, technology solutions and contract research services to the life sciences industry.

We renamed two of our reportable segments during the second quarter of 2018.

The reportable segment formerly known as Commercial Solutions is now named Technology & Analytics Solutions and the reportable segment formerly known as Integrated Engagement Services is now named Contract Sales & Medical Solutions.

This is a name change only and there are no changes to the composition of either segment.

Effective January 1, 2018, we adopted the requirements of Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”) and ASU 2017-07, “Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”) using the full retrospective method.

As a result of the adoption of ASU 2014-09 and ASU 2017-07, we retrospectively adjusted 2017 and 2016 related presentations in our consolidated financial statements and amounts and disclosures set forth in this Annual Report on Form 10-K reflect these changes.

| Revenues | | $ | 10,412 | | | $ | 9,702 | | | $ | 6,815 | | | $ | 710 | | | | 7.3 | % | | $ | 2,887 | | | | 42.4 | % |

2018 compared to 2017

In 2018, our revenues increased $710 million, or 7.3%, as compared to 2017.

The constant currency revenue growth was comprised of a $444 million increase in Technology & Analytics Solutions, a $332 million increase in Research & Development Solutions and a $112 million decrease in Contract Sales & Medical Solutions.

| % of revenues | | | 64.8 | % | | | 64.9 | % | | | 69.7 | % |

2018 compared to 2017

This increase included a constant currency increase of approximately $421 million, or 6.7%, and a negative impact of approximately $24 million from the effects of foreign currency fluctuations.

The constant currency growth was comprised of a $361 million increase in Technology & Analytics Solutions, a $151 million increase in Research & Development Solutions and a $91 million decrease in Contract Sales & Medical Solutions.

As a percent of revenues, costs of revenue remained flat compared to 2017.

| % of revenues | | | 16.5 | % | | | 16.7 | % | | | 14.9 | % |

2018 compared to 2017

The constant currency growth primarily consisted of a $47 million increase in Technology & Analytics Solutions, a $33 million increase in Research & Development Solutions and a $10 million increase in general corporate and unallocated expenses.

These increases were partially offset by a $4 million decrease in Contract Sales & Medical Solutions.

The $606 million increase in selling, general and administrative expenses in 2017 as compared to 2016 included a constant currency increase of approximately $599 million, or 59.0%, and a negative impact of approximately $7 million from the effects of foreign currency fluctuations.

These increases were partially offset by a $9 million decrease in Contract Sales & Medical Solutions.

| % of revenues | | | 11.0 | % | | | 10.4 | % | | | 4.2 | % |

The $130 million increase in depreciation and amortization in 2018 as compared to 2017 was primarily due to higher intangible asset balances as a result of acquisitions occurring in 2017 and 2018, increased amortization due to higher capitalized software balances and foreign currency fluctuations.

During 2018, we recognized a $2 million loss on extinguishment of debt for fees and expenses incurred related to the refinancing of our Senior Secured Credit Facilities as discussed further in Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

During the fourth quarter of 2018, we completed our accounting for SAB 118 that resulted in a full year benefit of $35 million related to the transition tax.

Additionally, in 2018 as a result of the new provisions of the Tax Act, we recorded a benefit of $25 million related to Foreign Derived Intangible Income (“FDII”) as well as a tax expense of $35 million related to GILTI.

Our effective income tax rate was also favorably impacted by a tax benefit of $188 million related to purchase accounting amortization of approximately $813 million as a result of the Merger.

In January of 2019, the U.S. Treasury Department issued final regulations regarding the transition tax.

We are in the process of reviewing these regulations to determine if there is an impact on our effective income tax rate.

Equity in earnings (losses) of unconsolidated affiliates primarily included earnings from our investment in NovaQuest Pharma Opportunities Fund III, L.P. See Note 4 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K for additional information with respect to this fund.

| Technology & Analytics Solutions | | $ | 4,137 | | | $ | 3,682 | | | $ | 1,148 | | | $ | 1,023 | | | $ | 996 | | | $ | 235 | |

| Research & Development Solutions | | | 5,465 | | | | 5,105 | | | | 4,737 | | | | 1,128 | | | | 957 | | | | 875 | |

| Contract Sales & Medical Solutions | | | 810 | | | | 915 | | | | 930 | | | | 59 | | | | 74 | | | | 78 | |

| Total | | | 10,412 | | | | 9,702 | | | | 6,815 | | | | 2,210 | | | | 2,027 | | | | 1,188 | |

| Consolidated | | $ | 10,412 | | | $ | 9,702 | | | $ | 6,815 | | | $ | 741 | | | $ | 665 | | | $ | 576 | |

Technology & Analytics Solutions

| Revenues | | $ | 4,137 | | | $ | 3,682 | | | $ | 1,148 | | | $ | 455 | | | | 12.4 | % | | $ | 2,534 | | | | 220.7 | % |

| Costs of revenue, exclusive of depreciation and amortization | | | 2,343 | | | | 1,967 | | | | 695 | | | | 376 | | | | 19.1 | | | | 1,272 | | | | 183.0 | |

| Selling, general and administrative expenses | | | 771 | | | | 719 | | | | 218 | | | | 52 | | | | 7.2 | | | | 501 | | | | 229.8 | |

| Segment profit | | $ | 1,023 | | | $ | 996 | | | $ | 235 | | | $ | 27 | | | | 2.7 | % | | $ | 761 | | | | 323.8 | % |

We are a leading global provider of information, innovative technology solutions and contract research services focused on helping healthcare clients find better solutions for patients.

In July 2015, we combined our global clinical trials laboratory operations in our Research & Development Solutions segment with the clinical trials laboratory operations of Quest with the resulting combined business referred to as Q2 Solutions.

We own 60% of Q2 Solutions and Quest owns the remaining 40%.

Our segment revenues expressed as a percent of 2017 revenues (excluding reimbursed expense revenue) are as follows:

| Commercial Solutions | | | 45.0 | % |

| --- | --- | --- | --- | --- |

| Research & Development Solutions | | | 45.3 | % |

| Integrated Engagement Services | | | 9.7 | % |

Reimbursed expenses are comprised primarily of payments to physicians (investigators) who oversee clinical trials and travel expenses for our clinical monitors principally within our Research & Development Solutions segment and travel expenses for our sales representatives within our Integrated Engagement Services segment.

Reimbursed expenses may fluctuate from period-to-period due, in part, to where we are in the lifecycle of the many contracts that are in progress at a particular point in time.

As reimbursed expenses are pass-through costs to our clients with little to no profit and we believe that the fluctuations from period-to-period are not meaningful to our underlying performance, we do not provide any analysis of the fluctuations in these items or their impact on our financial results.

We have collection risk on contractually reimbursable expenses, and, from time to time, are unable to obtain reimbursement from the client for costs incurred.

When such an expense is not reimbursed, it is classified as costs of revenue on the consolidated statements of income.

| Revenues | | $ | 8,060 | | | $ | 5,364 | | | $ | 4,326 | | | $ | 2,696 | | | | 50.3 | % | | $ | 1,038 | | | | 24.0 | % |

2016 compared to 2015

In 2016, our revenues increased $1,038 million, or 24.0%, as compared to the same period in 2015.

The constant currency revenue growth was comprised of a $769 million increase in Commercial Solutions, which includes $799 million from the Merger, partially offset by a decline in the legacy service offerings, a $341 million increase in Research & Development Solutions, which includes the incremental impact from the businesses that Quest contributed to Q2 Solutions, and a $66 million decrease in Integrated Engagement Services.

The revenue contributed by the Merger in 2016 was negatively impacted by approximately $55 million as a result of adjusting the acquired IMS Health unearned income to fair value as required by purchase accounting.

| % of revenues | | | 57.3 | % | | | 60.3 | % | | | 62.5 | % |

2016 compared to 2015

The constant currency growth was comprised of a $403 million increase in Commercial Solutions, which includes $435 million from the Merger, partially offset by a decline in the legacy service offerings, a $222 million increase in Research & Development Solutions, which includes the incremental impact from the businesses that Quest contributed to Q2 Solutions, and a $59 million decrease in Integrated Engagement Services.

| % of revenues | | | 19.9 | % | | | 18.8 | % | | | 18.8 | % |

Also contributing to the increase was a higher level of general corporate and unallocated expenses of $111 million, primarily due to higher stock-based compensation expense and acquisition and integration related costs, which was partially offset by a $9 million decrease in Integrated Engagement Services.

2016 compared to 2015

The constant currency growth was comprised of a $149 million increase in Commercial Solutions, which includes $156 million from the Merger, partially offset by a decline in legacy service offerings, a $34 million increase in Research & Development Solutions, which includes the incremental impact from the businesses that Quest contributed to Q2 Solutions, a $3 million increase in Integrated Engagement Services, and a $29 million increase in general corporate and unallocated expenses, which includes $37 million from the Merger.

| % of revenues | | | 12.5 | % | | | 5.4 | % | | | 3.0 | % |

During 2015, we recognized $30 million of restructuring charges, net of reversals for changes in estimates, associated with both the February 2015 restructuring plan and the Q2 Solutions restructuring plan.

During the fourth quarter of 2015, we exited a training facility in Japan, resulting in a $2 million impairment of the land and building.

In May 2015, we recognized an $8 million loss on extinguishment of debt related to the refinancing of our senior secured credit facilities.

The ultimate impact may differ from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes in interpretations and assumptions we have made, and additional interpretive regulatory guidance that may be issued.

The accounting is expected to be complete when the 2017 U.S. corporate income tax return is filed in 2018.

Additionally, due to the adoption of the new stock\-based compensation accounting standard on January 1, 2017, our effective income tax rate was favorably impacted by $26 million of excess tax benefits on equity compensation.

The increase in the 2016 effective income tax rate, as compared to 2015, was due to a change in our indefinite reinvestment assertion on the majority of our cumulative foreign earnings.

Equity in earnings (losses) of unconsolidated affiliates primarily includes earnings (losses) from our investment in NovaQuest Pharma Opportunities Funds.

| Commercial Solutions | | $ | 3,630 | | | $ | 1,089 | | | $ | 323 | | | $ | 1,010 | | | $ | 234 | | | $ | 19 | |

| Research & Development Solutions | | | 3,647 | | | | 3,478 | | | | 3,159 | | | | 997 | | | | 943 | | | | 824 | |

| Integrated Engagement Services | | | 783 | | | | 797 | | | | 844 | | | | 73 | | | | 76 | | | | 78 | |

| Total | | | 8,060 | | | | 5,364 | | | | 4,326 | | | | 2,080 | | | | 1,253 | | | | 921 | |

| Consolidated | | $ | 8,060 | | | $ | 5,364 | | | $ | 4,326 | | | $ | 719 | | | $ | 642 | | | $ | 646 | |

Prior period segment results have been recast to conform to immaterial changes to management reporting in 2017.

The contractual value of our foreign exchange derivative instruments, all of which were foreign exchange forward contracts, was approximately [removed: $282] [added: $202] million at December 31, [removed: 2017.][added: 2018.]

The potential loss in fair value for foreign exchange forward contracts based on a hypothetical 10% decrease in the value of the United States dollar or, in the case of non-United States dollar related contracts, the currency being purchased, was [removed: $12] [added: $5] million at December 31, [removed: 2017.][added: 2018.]

Excluding the impacts from any outstanding or future hedging transactions, a hypothetical 10% change in average exchange rates used to translate all foreign currencies to the United States dollar would have impacted income before income taxes for [removed: 2017] [added: 2018] by approximately [removed: $112] [added: $125] million.

As of December 31, [removed: 2017,] [added: 2018,] these borrowings (net of original issue discount) were [removed: €4,036] [added: €4,590] million [removed: ($4,835] [added: ($5,253] million).

A hypothetical 10% decrease in the value of the United States dollar would lead to a potential loss in fair value of [removed: $484] [added: $525] million.

As of December 31, [removed: 2017,] [added: 2018,] we had approximately [removed: $5.5] [added: $6.4] billion of variable rate indebtedness and interest rate caps and swaps with a notional value of [removed: $1.6] [added: $2.0] billion.

Excluding debt covered by hedges, each quarter-point increase or decrease in the interest rate on our variable rate debt would result in our interest expense changing by approximately [removed: $10] [added: $12] million per year.

At December 31, [removed: 2017,] [added: 2018,] we held investments in marketable equity securities.

As of December 31, [removed: 2017,] [added: 2018,] the fair value of these investments was [removed: $46] [added: $47] million based on the quoted market value of the securities.

The potential loss in fair value resulting from a hypothetical decrease of 10% in quoted market values was approximately $5 million at December 31, [removed: 2017.][added: 2018.]

Formed through the Merger of IMS Health and Quintiles, [removed: we apply] [added: IQVIA applies] human data science – leveraging the analytic rigor and clarity of data science to the ever-expanding scope of human science – to enable companies to reimagine and develop new approaches to clinical development and commercialization, speed innovation, and accelerate improvements in healthcare outcomes.

Powered by the IQVIA CORE™, we deliver unique and actionable insights at the intersection of large scale analytics, transformative technology and extensive domain [removed: expertise,] [added: expertise] as well as execution capabilities to help biotech, medical device, and pharmaceutical companies, medical researchers, government agencies, payers and other healthcare stakeholders tap into a deeper understanding of diseases, human behaviors and scientific advances, in an effort to advance their path toward cures.

With more than [removed: 55,000] [added: 58,000] employees, we conduct operations in more than 100 countries.

We have one of the largest and most comprehensive collections of healthcare information in the world, which includes more than [removed: 530] [added: 600] million comprehensive, longitudinal, non-identified patient records spanning sales, prescription and promotional data, medical claims, electronic medical [removed: records] [added: records, genomics,] and social media.

Our scaled and growing data set contains [removed: approximately] [added: over] 30 petabytes of proprietary data sourced from more than [removed: 120,000] [added: 140,000] data suppliers and covering [removed: over 900,000] [added: approximately one million] data feeds globally.

Based on this data, we deliver information and insights on over 85% of the world’s pharmaceuticals, as measured by [removed: 2016] [added: 2017] sales.

We standardize, [removed: organize,] [added: curate,] structure and integrate this data by applying our sophisticated analytics and leveraging our global technology infrastructure.

We [removed: leverage] [added: combine] our proprietary information assets [added: with advanced analytics, transformative technology and domain expertise] to develop clinical and commercial capabilities [removed: with a talented healthcare-focused workforce] that [removed: enables] [added: enable] us to grow our relationships with healthcare stakeholders throughout the life science’s value chain.

| | • | A leading healthcare-specific global IT infrastructure, representing what we believe is one of the largest and most sophisticated information technology [added: (“IT”)] infrastructures in healthcare. We receive over 70 billion healthcare records annually, our infrastructure then connects complex healthcare data while applying a wide range of privacy, security, operational, legal and contractual protections for data in response to local law, supplier requirements and industry leading practices; |

| | • | Analytics-driven clinical development, which improves clinical trial design, site identification and patient recruitment by empowering therapeutic, scientific, and domain experts with expansive levels of information, including product level tracking in 90 markets, and information about treatments and outcomes on more than [removed: 530] [added: 600] million non-identified [removed: patients;] [added: patients globally;] |

| | • | A growing set of proprietary clinical and commercial applications, which helps our clients increase their clinical operations [removed: performance and] [added: performance,] supports their [added: regulatory and compliance needs and orchestrates their] sales operations, sales management, multi-channel marketing and performance management; and |

| | • | A staff of more than [removed: 55,000] [added: 58,000] employees across the globe, including approximately [removed: 19,000 Commercial Services] [added: 21,000 Technology & Analytics Solutions] employees, approximately [removed: 29,000] [added: 31,000] Research & Development Solutions employees and approximately [removed: 7,000 Integrated Engagement Services] [added: 6,000 Contract Sales & Medical Solutions] employees. |

[removed: ][added: |  | | | |]

| [removed: •Market] [added: • Market] opportunity assessment | [removed: •Drug] [added: • Drug] pricing optimization | [removed: •Market] [added: • Market] access | [removed: •Commercial] [added: • Commercial] operations |

| [removed: •Project] [added: • Project] management and clinical monitoring | [removed: •Launch] [added: • Launch] readiness | [removed: •Health] [added: • Health] technology assessment | [removed: •Sales] [added: • Sales] force effectiveness |

| [removed: •Clinical] [added: • Clinical] trial support services | [removed: •Commercial] [added: • Commercial] planning | [removed: •Commercial] [added: • Commercial] readiness | [removed: •Sales] [added: • Sales] force alignment |

| [removed: •Patient] [added: • Patient] recruitment | [removed: •Brand] [added: • Brand] positioning | [removed: •Forecasting] [added: • Forecasting] | [removed: •Multi-channel] [added: • Multi-channel] marketing |

| [removed: •Clinical] [added: • Clinical] trial laboratory services | [removed: •Message] [added: • Message] testing | [removed: •Resource] [added: • Resource] allocation | [removed: •Client] [added: • Client] relationship management |

| [removed: •Strategic] [added: • Strategic] clinical trial planning and design | [removed: •Influence] [added: • Influence] networks | [removed: •Contract] [added: • Contract] sales force | [removed: •Lifecycle] [added: • Lifecycle] management |

| | [removed: •Territory] [added: • Territory] design | [removed: •Observational] [added: • Observational] studies | |

| | | [removed: •Stakeholder] [added: • Stakeholder] engagement | |

| Research & Development | Which study [removed: centers] [added: sites] have the target patients? | Are there enough patients for my clinical trial? | How long will trial enrollment take to hit target patient volumes? |

We compete in a market of greater than $230 billion consisting of outsourced research and development, real-world evidence and connected health and technology enabled commercial operations markets for [removed: the] life sciences companies and the broader healthcare industry.

| | • | Outsourced research and development: Biopharmaceutical spending on drug development totaled [removed: approximately] [added: over] $100 billion in [removed: 2017.] [added: 2018.] Of that amount, we estimate that our addressable opportunity (clinical development spending excluding preclinical spending) was approximately [removed: $59] [added: $66] billion. The portion of this addressable opportunity that was outsourced in [removed: 2017,] [added: 2018,] based on our estimates, was approximately [removed: $26] [added: $32] billion; |

| | • | Real-World Evidence and connected health: Total addressable market of approximately $80 billion based on [removed: 2017] [added: 2018] sales that consists of two relatively equal parts. First, the market for Real-World Evidence of approximately $40 billion includes traditionally defined analytic platforms and implementation, medical and scientific analytic services, observation studies and market access. Second, the market for connected healthcare of approximately $40 billion includes areas such as revenue cycle management, payer analytics and clinical decision support services; and |

| | • | Technology enabled commercial operations: Total addressable market of approximately $50 billion based on [removed: 2017] [added: 2018] sales that includes information, data warehousing, IT outsourcing, software applications and other services in the broader market for IT services. This addressable market also includes commercial services such as recruiting, training, deploying and managing global sales forces, channel management, patient engagement services, market access consulting, brand communication, advisory services, and health information analytics and technology consulting. |

We believe there are six key trends affecting our end markets that will create increasing demand for research and development services and [removed: commercial] [added: technology & analytics] solutions:

The life sciences industry is a large and critical part of the global healthcare system, and, according to the latest information available from the IQVIA Market Prognosis service, is estimated to have generated approximately [removed: $1.1] [added: $1.2] trillion in revenue in [removed: 2017.][added: 2018.]

According to our research, revenue growth in the life sciences industry globally is expected to range from 3% to 6% between [removed: 2018] [added: 2019] and [removed: 2022.][added: 2023.]

According to the IQVIA Institute, it is estimated that spending on pharmaceuticals in emerging markets will expand at a [removed: 6%] [added: 5%] to [removed: 9%] [added: 8%] compound annual growth rate (“CAGR”) through [removed: 2022.][added: 2023.]

The IQVIA Institute also estimates that approximately [removed: 225] [added: 270] new molecular entities (“NMEs”) are expected to be approved between [removed: 2018] [added: 2019] and [removed: 2022,] [added: 2023,] compared to [removed: 208] [added: 230] between [removed: 2012] [added: 2014] and [removed: 2016,] [added: 2018,] and [removed: 149] [added: 182] between [removed: 2007] [added: 2009] and [removed: 2011.][added: 2013.]

Many new drugs that are being approved are more expensive than existing [removed: therapies,] [added: therapies] and will likely receive heightened scrutiny by regulators and payers to determine whether the existing treatment options would be sufficient.

Continue to innovate by leveraging our information, advanced analytics, [added: transformative] technology and [added: significant] domain expertise.

As a leader in the development and commercialization of new pharmaceutical therapies, we can empower our therapeutic, scientific and domain experts with expansive levels of information including product level tracking in 90 markets and information about treatments and outcomes on more than [removed: 530] [added: 600] million non-identified patients.

[removed: Further,] [added: By integrating these capabilities in the IQVIA CORE™,] we have the ability to optimize the clinical trial process and enable our clients to reduce costs and get their products to market more quickly by running their clinical trials more efficiently and effectively through more informed site selection and faster patient recruitment [removed: practices.][added: practices as well as through new innovations such as synthetic control arms to better leverage existing data to support future treatments and virtual trials to improve patient centricity.]

We have a diversified base of over 8,000 clients in over 100 [removed: countries,] [added: countries] and have expanded our client value proposition to address a broader market for research and development and commercial operations which we estimate to be more than $230 billion in [removed: 2017.][added: 2018.]

We offer hundreds of distinct services, [removed: applications] [added: applications, technology platforms] and solutions to help our clients make critical decisions and perform better.

We have three operating segments: [removed: Commercial] [added: Technology & Analytics] Solutions, Research & Development Solutions and [removed: Integrated Engagement Services.][added: Contract Sales & Medical Solutions.]

Our [removed: Commercial] [added: Technology & Analytics] Solutions offerings include:

Software as a Service (“SaaS”) solutions that support a wide range of clinical and commercial processes, including clinical trial design and planning, site start-up, patient consent, site payments, content management, multi-channel marketing, [added: real-world evidence generation,] customer relationship management (“CRM”), performance management, incentive compensation, territory alignment, roster management, call planning, compliance [added: and safety] reporting and master data management.

IQVIA is a leading global provider of advanced analytics, technology solutions and contract research services to the life sciences industry.

| | • | Integration of information, analytics, technology, and domain expertise through the IQVIA CORE™, which enables us to provide our clients with more effective options to address their needs from Research and Development through commercialization as well as truly innovative breakthroughs such as virtual trials and global real-world evidence networks. |

| | | | |

| --- | --- | --- |

For example, the IQVIA CORE™ helps us validate protocols to ensure studies in new disease areas have greater accuracy and also enables us, through innovations such as predictive analytics, to find patients who may not have been diagnosed.

We help healthcare stakeholders meet their increasing demand for faster insights and evidence by applying digital technology, scientific expertise, and machine learning to ever-expanding rich clinical data.

We use proprietary patient privacy and security safeguards to protect non-identified patient-level medical claims, prescriptions, electronic medical records, genomics, and social media data.

We help our global customers across payers, providers, governments, and biopharmaceuticals to answer critical questions about healthcare interventions related to safety, efficacy, and value.

We also bring together stakeholders across healthcare to collaborate in efforts to develop new information sources, more effective reimbursement models, and better patient outcomes.

By infusing technology into field-based monitoring, we are able to reduce data collection steps and time.

Virtual Trials.

Utilizing our proprietary information assets and transformative technology, we bring trials directly to patients, with the objective of increasing participation and improving cycle times.

Combining this with purpose-built processes and industry-leading clinical capabilities, we help clients reach diverse and difficult to recruit patient populations.

Our principal Contract Sales & Medical Solutions offerings include:

Contract Sales & Medical Solutions’ primary competitor in the United States is Syneos Health, Publicis and United Drug plc.

We are a leading global provider of information, innovative technology solutions and contract research services focused on helping healthcare clients find better solutions for patients.

For financial information regarding our segments, see Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Consolidated Results of Operations-Segment Results of Operations and Note 22 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Please refer to Note 21 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details regarding our foreign and domestic operations in 2017, 2016 and 2015.

For a discussion of risks attendant to our foreign operations, see “Risk Factors — Our business is subject to international economic, political and other risks that could negatively affect our results of operations and financial condition.”

We enable clients to use non-identified patient-level data to understand treatments, outcomes, and costs to inform and advance healthcare decision making.

With patient privacy and security safeguards, we offer data assets that integrate medical claims, prescriptions, electronic medical records, biomarkers and government statistics as needed for research requirements.

Our proprietary technologies and advanced analytic skills enable us to help payer, government, and biopharmaceutical clients manage and use this information to understand the effectiveness and economic efficiency of drugs in real-world use.

Our principal Integrated Engagement Services (“IES”) offerings include:

Integrated Engagement Services’ primary competitor in the United States is Syneos Health.

Our SEC filings are also available for reading and copying at the SEC’s Public Reference Room at 100 F Street, NE, Washington, D.C. 20549.

Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330.

Upon discovery of the potential noncompliance, we began remediation efforts, promptly disclosed the potential noncompliance to the United States [removed: government,] [added: government] and were accepted into the Department of Defense Voluntary Disclosure Program.

For additional information, see Note [removed: 13] [added: 12] to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

10-K 1 [removed: iqv-10k_20171231.htm] [added: iqv-10k_20181231.htm] 10-K

For the fiscal year ended December 31, [removed: 2017][added: 2018]

[removed: ][added: ]

Indicate by check mark whether the registrant has submitted electronically [removed: and posted on its corporate Web site, if any,] every Interactive Data File required to be submitted [removed: and posted] pursuant to Rule 405 of Regulation S-T [added: (§232.405 of this chapter)] during the preceding 12 months (or for such shorter period that the registrant was required to submit [removed: and post] such files).

| Large accelerated filer | ☒ | | [added: |] Accelerated filer | [added: | |] ☐ |

| Non-accelerated filer | ☐ | [removed: (Do not check if a smaller reporting company)] | [added: |] Smaller reporting company | [added: | |] ☐ |

| [removed: | | |] Emerging growth company | ☐ | [added: | | | | | |]

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant, based upon the closing sale price as reported on the New York Stock Exchange on June [removed: 30, 2017,] [added: 29, 2018,] the last business day of the registrant’s most recently completed second quarter, was approximately [removed: $12,189,011,444.][added: $16.1 billion.]

| Common Stock $0.01 par value | [removed: 208,251,468] [added: 197,599,861] shares outstanding as of February 12, [removed: 2018] [added: 2019] |

Portions of the registrant’s Proxy Statement for the [removed: 2018] [added: 2019] Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein.

Such proxy statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended December 31, [removed: 2017.][added: 2018.]

| 1B. | [Unresolved Staff Comments](#ITEM_1B_UNRESOLVED_STAFF_COMMENTS) | [removed: 38] [added: 37] |

| 2. | [Properties](#ITEM_2_PROPERTIES) | [removed: 38] [added: 37] |

| 3. | [Legal Proceedings](#ITEM_3_LEGAL_PROCEEDINGS) | [removed: 39] [added: 37] |

| 4. | [Mine Safety Disclosures](#ITEM_4_MINE_SAFETY_DISCLOSURES) | [removed: 40] [added: 38] |

| 5. | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](#ITEM_5_MARKET_FOR_REGISTRANTS) | [removed: 41] [added: 39] |

| 6. | [Selected Financial Data](#ITEM_6_SELECTED_FINANCIAL_DATA) | [removed: 44] [added: 42] |

| 7. | [Management’s Discussion and Analysis of Financial Condition and Results of Operations](#ITEM_7_MDA) | [removed: 46] [added: 44] |

| 7A. | [Quantitative and Qualitative Disclosures About Market Risk](#ITEM_7A_QUANTITATIVE) | [removed: 68] [added: 64] |

| 8. | [Financial Statements and Supplementary Data](#ITEM_8_FINANCIAL_STATEMENTS_AND_SUPP) | [removed: 70] [added: 66] |

| 9. | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#ITEM_9_CHANGES_IN_AND_DISAGREEMENTS) | [removed: 127] [added: 122] |

| 9A. | [Controls and Procedures](#ITEM_9A_CONTROLS_AND_PROCEDURES) | [removed: 127] [added: 122] |

| 9B. | [Other Information](#ITEM_9B_OTHER_INFORMATION) | [removed: 127] [added: 122] |

| 10. | [Directors, Executive Officers and Corporate Governance](#ITEM_10_DIRECTORS_EXECUTIVE) | [removed: 128] [added: 123] |

| 11. | [Executive Compensation](#ITEM_11_Exec_Comp) | [removed: 129] [added: 124] |

| 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#ITEM_12_SECURITY_OWNERSHIP) | [removed: 129] [added: 125] |

| 13. | [Certain Relationships and Related Transactions and Director Independence](#ITEM_13_CERTAIN_RELATIONSHIPS) | [removed: 130] [added: 125] |

| 14. | [Principal Accountant Fees and Services](#ITEM_14_PRINCIPAL_ACCOUNTANT_FEES) | [removed: 130] [added: 125] |

| 15. | [Exhibits and Financial Statement Schedules](#ITEM_15_EXHIBITS) | [removed: 131] [added: 126] |

| [added: |] [Exhibit Index](#EXHIBIT_INDEX) | [removed: | 132] [added: 127] |

| 16. | [Form 10-K [removed: Summary](#ITEM_16_NEW)] [added: Summary](#ITEM_16_FORM_10K_SUMMARY)] | [removed: 136] [added: 131] |

[removed: Pursuant] [added: Effective October 3, 2016, pursuant] to the [removed: terms of the merger agreement dated as of May 3, 2016 between Quintiles and IMS Health (the “Merger Agreement”),] [added: Merger Agreement,] IMS Health [removed: was] merged with and into Quintiles, [added: with Quintiles continuing as the surviving corporation,] and the separate corporate existence of IMS Health [removed: ceased, with Quintiles continuing as the surviving corporation.][added: ceased (the “Merger”).]

All trademarks, trade names, product names, graphics and logos of [removed: QuintilesIMS, Quintiles, IMS Health or] IQVIA contained herein are trademarks or registered trademarks of IQVIA Holdings Inc. or its subsidiaries, as applicable, in the United States and/or other countries.

| | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | |

| | [Signatures](#SIGNATURES) | 132 |

On May 3, 2016, Quintiles Transnational Holdings Inc. (“Quintiles”) and IMS Health Holdings, Inc. (“IMS Health”) entered into an Agreement and Plan of Merger (the “Merger Agreement”).

Quintiles was incorporated under the laws of the State of North Carolina on November 10, 2009, and immediately prior to the completion of the Merger, Quintiles converted to a Delaware corporation and changed its name to QuintilesIMS Holdings, Inc. On November 6, 2017, we changed our name to IQVIA Holdings Inc.

We renamed two of our reportable segments during the second quarter of 2018.

The reportable segment formerly known as Commercial Solutions is now named Technology & Analytics Solutions and the reportable segment formerly known as Integrated Engagement Services is now named Contract Sales & Medical Solutions.

This is a name change only and there are no changes to the composition of either segment.

| | | | | |

| --- | --- | --- | --- | --- |

| | | | | |

| | | | | |

| | | | | |

| [Signatures](#SIGNATURES) | | 137 |

On October 3, 2016, Quintiles Transnational Holdings Inc. (“Quintiles”) completed its previously announced merger of equals transaction (the “Merger”) with IMS Health Holdings, Inc. (“IMS Health”).

Immediately prior to the completion of the Merger, Quintiles reincorporated as a Delaware corporation.

Quintiles changed its name to Quintiles IMS Holdings, Inc. At the effective time of the Merger, each issued and outstanding share of IMS Health common stock was automatically converted into 0.3840 of a share of the Company’s common stock.

On November 6, 2017, IQVIA Holdings Inc. (the “Company”) filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) to effect a change of the Company’s name from “Quintiles IMS Holdings, Inc.” to “IQVIA Holdings Inc.,” effective as of November 6, 2017 (the “Name Change”).

On November 15, 2017, shares of the Company commenced trading under an updated New York Stock Exchange ticker symbol, “IQV,” and a new CUSIP number, 46266C 105.

We do not intend our use or display of other companies’ trademarks or service marks to imply an endorsement or sponsorship of us by such other companies.

As of December 31, [removed: 2017,] [added: 2018,] we had approximately [removed: 282] [added: 307] offices located in approximately [removed: 83] [added: 84] countries.

Our executive headquarters are located adjacent to Research Triangle Park, North [removed: Carolina,] [added: Carolina] and in Danbury, Connecticut.

We own facilities in Barcelona, Spain; Buenos Aires, Argentina; Caracas, Venezuela; Los Ruices, Venezuela; Lisbon, [removed: Portugal] [added: Portugal;] and Bangalore, India.

On February 12, [removed: 2018,] [added: 2019,] we had approximately [removed: 46] [added: 40] stockholders of record as reported by our transfer agent.

We do not currently intend to pay dividends on our common stock, and no dividends were declared or paid in [removed: 2017] [added: 2018] or [removed: 2016.][added: 2017.]

For additional information regarding these restrictive covenants, see Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” and Note [removed: 11] [added: 10] to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

We did not sell any unregistered equity securities in [removed: 2017.][added: 2018.]

On October 30, 2013, our Board [added: of Directors (the “Board”)] approved [removed: the] [added: an equity] repurchase program [added: (the “Repurchase Program”)] authorizing the repurchase of up to [removed: $125.0] [added: $125] million of either our common stock or vested in-the-money employee stock options, or a combination [removed: thereof (the “Repurchase Program”).][added: thereof.]

Our Board increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of our common stock by [removed: $600.0] [added: $600] million, $1.5 billion, [removed: $1.0] [added: $2] billion and [removed: $1.0] [added: $1.5] billion in 2015, [removed: November] 2016, [removed: February] 2017 and [removed: May 2017,] [added: 2018,] respectively, which increased the total amount that has been authorized under the Repurchase Program to [removed: $4.225] [added: $5.725] billion.

The Repurchase Program does not obligate us to repurchase any particular amount of common stock or vested in-the-money employee stock options, and it may be modified, [added: extended,] suspended or discontinued at any time.

Since the Merger, we [added: have] repurchased [removed: 43.7] [added: 56.4] million shares of our common stock at an average market price per share of [removed: $82.76] [added: $89.12] for an aggregate purchase price of [removed: $3,620 million both under and outside of the Repurchase Program.][added: $5,026 million.]

These amounts include [removed: 9,677,420 shares of our common stock which we repurchased from certain of our principal stockholders in a private transaction for approximately $750] [added: 6] million [removed: and 10,071,003] shares of our common stock [removed: which] [added: that] we repurchased directly from underwriters in connection with [removed: three separate underwritten,] [added: two] secondary public offerings of shares of our common stock held by certain of our [removed: principal stockholders] [added: sponsors] for [removed: approximately $935 million in the] [added: an] aggregate [removed: in May, September and November 2017.][added: purchase price of $659 million.]

For additional information regarding our equity repurchases, see Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” and Note [removed: 14] [added: 13] to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

From inception of the Repurchase Program through December 31, [removed: 2017,] [added: 2018,] we have repurchased a total of [removed: $4,043] [added: $5,440] million of our securities under the Repurchase [removed: Program consisting of $59 million of stock options and $3,984 million of common stock.][added: Program.]

As of December 31, [removed: 2017,] [added: 2018,] we [removed: have] [added: had] remaining authorization to repurchase up to [removed: $182] [added: $285] million of our common stock under the Repurchase Program.

On February [removed: 14, 2018, the] [added: 13, 2019, our] Board authorized an increase in the post-merger share repurchase authorization by [removed: $1.5 billion to a total of $5.0] [added: $2.0] billion, [removed: with $1.7] [added: resulting in approximately $2.3] billion [removed: authorization remaining.][added: remaining authorization.]

The following table summarizes the monthly equity repurchase [removed: program] activity for the three months ended December 31, [removed: 2017] [added: 2018] and the approximate dollar value of shares that may yet be purchased pursuant to the Repurchase Program.

[removed: In addition, the table] [added: This] includes shares [removed: repurchased outside the Repurchase Program and shares] withheld from employees to satisfy certain tax obligations due in connection with grants of stock under the Quintiles IMS Holdings, Inc. 2017 Incentive and Stock Award Plan [removed: (“the Plan”).][added: (the “Plan”).]

| Period | | Total Number of Shares [removed: Purchased(1)] [added: Purchased] | | | | Average Price Paid per Share | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | | Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs | | |

During the year ended December 31, [removed: 2017,] [added: 2018,] we repurchased [removed: 30.9] [added: 12.6] million shares of our common stock at an average market price per share of [removed: $84.80] [added: $111.23] for an aggregate purchase price of [removed: $2,620] [added: $1,396] million [removed: both] under [removed: and outside of] the Repurchase [removed: Program, which includes approximately 19.7 million shares from our sponsors.][added: Program.]

This performance graph shall not be deemed “filed” for purposes of Section 18 of the Exchange [removed: Act,] [added: Act] or incorporated by reference into any filing of IQVIA Holdings Inc. under the Exchange Act or under the Securities Act, except as shall be expressly set forth by specific reference in such filing.

The following graph shows a comparison from [removed: May 9,] [added: December 31,] 2013 [removed: (the date our common stock commenced trading on the NYSE)] through December 31, [removed: 2017] [added: 2018] of the cumulative total return for our common stock, the Standard & Poor’s 500 Stock Index (“S&P 500”) and a select peer group.

The graph assumes that $100 was invested in IQVIA, the S&P 500 and the peer group as of the close of market on [removed: May 9,] [added: December 31,] 2013, assumes the reinvestments of dividends, if any.

[removed: ][added: ]

| | | [removed: 5/9/2013 | | | |] 12/31/2013 | | | | 12/31/2014 | | | | 12/31/2015 | | | | 12/31/2016 | | | | 12/31/2017 | | | [added: | 12/31/2018 | | |]

Our common stock trades on the NYSE under the symbol “IQV.”

| October 1, 2018 – October 31, 2018 | | | 1.4 | | | $ | 120.53 | | | | 1.4 | | | $ | 719 | |

| November 1, 2018 – November 30, 2018 | | | 2.9 | | | $ | 122.09 | | | | 2.9 | | | $ | 362 | |

| December 1, 2018 – December 31, 2018 | | | 0.7 | | | $ | 110.45 | | | | 0.7 | | | $ | 285 | |

| | | | 5.0 | | | | | | | | 5.0 | | | | | |

| IQVIA | | $ | 100 | | | $ | 127 | | | $ | 148 | | | $ | 164 | | | $ | 211 | | | $ | 251 | |

| Peer Group | | $ | 100 | | | $ | 111 | | | $ | 121 | | | $ | 124 | | | $ | 142 | | | $ | 132 | |

| S&P 500 | | $ | 100 | | | $ | 111 | | | $ | 111 | | | $ | 121 | | | $ | 145 | | | $ | 136 | |

Our common stock trades on the NYSE under the symbol “IQV.” The following table sets forth the high and low sales prices per share of our common stock as reported by the NYSE for the periods indicated.

| | | High | | | | Low | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Fiscal Year 2016 | | | | | | | | |

| First Quarter | | $ | 67.92 | | | $ | 55.01 | |

| Second Quarter | | $ | 71.44 | | | $ | 61.21 | |

| Third Quarter | | $ | 81.26 | | | $ | 65.01 | |

| Fourth Quarter | | $ | 81.45 | | | $ | 70.10 | |

| | | High | | | | Low | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Fiscal Year 2017 | | | | | | | | |

| First Quarter | | $ | 83.04 | | | $ | 74.80 | |

| Second Quarter | | $ | 91.81 | | | $ | 78.07 | |

| Third Quarter | | $ | 99.95 | | | $ | 87.45 | |

| Fourth Quarter | | $ | 110.67 | | | $ | 94.28 | |

| October 1, 2017 – October 31, 2017 | | | — | | | $ | — | | | | — | | | $ | 295 | |

| November 1, 2017 – November 30, 2017 | | | 3.6 | | | $ | 102.39 | | | | 1.1 | | | $ | 187 | |

| December 1, 2017 – December 31, 2017 | | | 0.1 | | | $ | 99.06 | | | | — | | | $ | 182 | |

| | | | 3.7 | | | | | | | | 1.1 | | | | | |

(1) During the three months ended December 31, 2017, the Company repurchased 2.5 million shares outside the Repurchase program which were retired and approximately 0.1 million shares were withheld from employees to satisfy certain tax obligations due in connection with grants of stock under the Plan.

| IQVIA | | $ | 100 | | | $ | 110 | | | $ | 140 | | | $ | 163 | | | $ | 181 | | | $ | 233 | |

| Peer Group | | $ | 100 | | | $ | 115 | | | $ | 127 | | | $ | 139 | | | $ | 143 | | | $ | 163 | |

| S&P 500 | | $ | 100 | | | $ | 114 | | | $ | 127 | | | $ | 126 | | | $ | 138 | | | $ | 164 | |

We have derived the following consolidated statements of income data for [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015] [added: 2016] and consolidated balance sheet data as of December 31, [removed: 2017] [added: 2018] and [removed: 2016] [added: 2017] from our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

We have derived the following consolidated statements of income data for [removed: 2014] [added: 2015] and [removed: 2013] [added: 2014] and consolidated balance sheet data as of December 31, [removed: 2015, 2014] [added: 2016, 2015] and [removed: 2013] [added: 2014] from our audited consolidated financial statements not included in this Annual Report on Form 10-K.

You should read the consolidated financial data set forth below in conjunction with our consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K and the information under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” [removed: On October 3, 2016,] [added: Effective January 1, 2018,] we [removed: completed a merger] [added: adopted the requirements] of [removed: equals transaction] [added: Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts] with [removed: IMS Health.][added: Customers (Topic 606) (“ASU 2014-09”) and ASU 2017-07, “Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”) using the full retrospective method.]

We have included the results of operations of [removed: acquired businesses, including] IMS [removed: Health,] [added: Health] from the date of [added: the Merger and of acquired businesses from the respective date of] acquisition.

| (in millions, except per share data) | | [removed: 2017] [added: 2018] | | | | [removed: 2016(4)] [added: 2017(4)] | | | | [removed: 2015] [added: 2016(4)(5)] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

| Selling, general and administrative expenses | | | [removed: 1,605] [added: 1,716] | | | | [removed: 1,011] [added: 1,622] | | | | [removed: 815] [added: 1,016] | | | | [removed: 781] [added: 815] | | | | [removed: 772] [added: 781] | |

| Depreciation and amortization | | | [removed: 1,011] [added: 1,141] | | | | [removed: 289] [added: 1,011] | | | | [removed: 128] [added: 289] | | | | [removed: 121] [added: 128] | | | | [removed: 108] [added: 121] | |

| Restructuring costs | | | [removed: 63] [added: 68] | | | | [removed: 71] [added: 63] | | | | [removed: 30] [added: 71] | | | | [removed: 9] [added: 30] | | | | [removed: 14] [added: 9] | |

| Merger related [removed: costs(1)] [added: costs(2)] | | | — | | | | [removed: 87] [added: —] | | | | [removed: —] [added: 87] | | | | — | | | | — | |

| Impairment [removed: charges(2)] [added: charges(1)] | | | [removed: 40] [added: —] | | | | [removed: 28] [added: 40] | | | | [removed: 2] [added: 28] | | | | [removed: —] [added: 2] | | | | — | |

| Income from operations | | | [removed: 719] [added: 741] | | | | [removed: 642] [added: 665] | | | | [removed: 646] [added: 576] | | | | [removed: 590] [added: 646] | | | | [removed: 462] [added: 590] | |

| Interest expense, net | | | [removed: 339] [added: 406] | | | | [removed: 140] [added: 339] | | | | [removed: 97] [added: 140] | | | | 97 | | | | [removed: 119] [added: 97] | |

| Loss on extinguishment of debt | | | [removed: 19] [added: 2] | | | | [removed: 31] [added: 19] | | | | [removed: 8] [added: 31] | | | | [removed: —] [added: 8] | | | | [removed: 20] [added: —] | |

| Other expense (income), net | | | [removed: 30] [added: 5] | | | | [removed: (8] [added: 13] | [removed: )] | | | [removed: 2] [added: (11] | [added: )] | | | [removed: (8] [added: 2] | [removed: )] | | | [removed: —] [added: (8] | [added: )] |

| Income before income taxes and equity in earnings (losses) of unconsolidated affiliates | | | [removed: 331] [added: 328] | | | | [removed: 479] [added: 294] | | | | [removed: 539] [added: 416] | | | | [removed: 501] [added: 539] | | | | [removed: 323] [added: 501] | |

| Income tax [removed: (benefit) expense(3)] [added: expense (benefit)(3)] | | | [removed: (987] [added: 59] | [removed: )] | | | [removed: 345] [added: (992] | [added: )] | | | [removed: 159] [added: 325] | | | | [removed: 149] [added: 159] | | | | [removed: 96] [added: 149] | |

| Income before equity in earnings (losses) of unconsolidated affiliates | | | [removed: 1,318] [added: 269] | | | | [removed: 134] [added: 1,286] | | | | [removed: 380] [added: 91] | | | | [removed: 352] [added: 380] | | | | [removed: 227] [added: 352] | |

| Equity in earnings (losses) of unconsolidated affiliates | | | [added: 15 | | | |] 10 | | | | (4 | ) | | | 8 | | | | 5 | | [removed: | | (1 | ) |]

| Net income | | | [removed: 1,328] [added: 284] | | | | [removed: 130] [added: 1,296] | | | | [removed: 388] [added: 87] | | | | [removed: 357] [added: 388] | | | | [removed: 226] [added: 357] | |

| Net [removed: (income) loss] [added: income] attributable to non-controlling interests | | | [removed: (19] [added: (25] | ) | | | [removed: (15] [added: (19] | ) | | | [removed: (1] [added: (15] | ) | | | [removed: —] [added: (1] | [added: )] | | | [removed: 1] [added: —] | |

| Net income attributable to IQVIA Holdings Inc. | | $ | [removed: 1,309] [added: 259] | | | $ | [removed: 115] [added: 1,277] | | | $ | [removed: 387] [added: 72] | | | $ | [removed: 357] [added: 387] | | | $ | [removed: 227] [added: 357] | |

| (in millions, except per share data) | | [removed: 2017] [added: 2018] | | | | [removed: 2016(4)] [added: 2017(4)] | | | | [removed: 2015] [added: 2016(4)(5)] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

| Basic | | | [removed: 217.8] [added: 203.7] | | | | [removed: 149.1] [added: 217.8] | | | | [removed: 123.0] [added: 149.1] | | | | [removed: 128.0] [added: 123.0] | | | | [removed: 124.1] [added: 128.0] | |

| Diluted | | | [removed: 222.6] [added: 208.2] | | | | [removed: 152.0] [added: 222.6] | | | | [removed: 125.6] [added: 152.0] | | | | [removed: 131.1] [added: 125.6] | | | | [removed: 127.9] [added: 131.1] | |

| (in millions) | | [removed: 2017] [added: 2018] | | | | [removed: 2016(4)] [added: 2017(4)] | | | | [removed: 2015] [added: 2016(4)(5)] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

| Operating activities | | $ | [removed: 970] [added: 1,254] | | | $ | [removed: 860] [added: 970] | | | $ | [removed: 476] [added: 860] | | | $ | [removed: 433] [added: 476] | | | $ | [removed: 393] [added: 433] | |

| Investing activities | | | [removed: (1,190] [added: (810] | ) | | | [removed: 1,731] [added: (1,190] | [added: )] | | | [removed: (67] [added: 1,731] | [removed: )] | | | [removed: (173] [added: (67] | ) | | | [removed: (236] [added: (173] | ) |

| Financing activities | | | [removed: (72] [added: (452] | ) | | | [removed: (2,284] [added: (72] | ) | | | [removed: (249] [added: (2,284] | ) | | | [removed: (130] [added: (249] | ) | | | [removed: 71] [added: (130] | [added: )] |

| Capital expenditures | | $ | [removed: (369] [added: (459] | ) | | $ | [removed: (164] [added: (369] | ) | | $ | [removed: (78] [added: (164] | ) | | $ | [removed: (83] [added: (78] | ) | | $ | [removed: (88] [added: (83] | ) |

| (in millions) | | [removed: 2017] [added: 2018] | | | | [removed: 2016(4)] [added: 2017(4)] | | | | [removed: 2015] [added: 2016(4)(5)] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

| Cash and cash equivalents | | $ | [removed: 959] [added: 891] | | | $ | [removed: 1,198] [added: 959] | | | $ | [removed: 977] [added: 1,198] | | | $ | [removed: 867] [added: 977] | | | $ | [removed: 777] [added: 867] | |

| Investments in debt, equity and other securities | | | [removed: 54] [added: 88] | | | | [removed: 53] [added: 54] | | | | [removed: 33] [added: 53] | | | | [removed: 35] [added: 33] | | | | [removed: 40] [added: 35] | |

| Trade accounts receivable and unbilled services, net | | | [removed: 1,993] [added: 2,394] | | | | [removed: 1,707] [added: 2,097] | | | | [removed: 1,166] [added: 1,816] | | | | [removed: 975] [added: 1,166] | | | | [removed: 924] [added: 975] | |

| Property and equipment, net | | | [removed: 440] [added: 434] | | | | [removed: 406] [added: 440] | | | | [removed: 188] [added: 406] | | | | [removed: 190] [added: 188] | | | | [removed: 200] [added: 190] | |

| Total assets | | | [removed: 22,742] [added: 22,549] | | | | [removed: 21,208] [added: 22,857] | | | | [removed: 3,926] [added: 21,312] | | | | [removed: 3,296] [added: 3,926] | | | | [removed: 3,054] [added: 3,296] | |

| Total long-term liabilities | | | [removed: 11,480] [added: 12,061] | | | | [removed: 9,643] [added: 11,457] | | | | [removed: 2,668] [added: 9,609] | | | | [removed: 2,528] [added: 2,668] | | | | [removed: 2,239] [added: 2,528] | |

| Total [removed: debt(5)] [added: debt(6)] | | | [removed: 10,269] [added: 11,056] | | | | [removed: 7,219] [added: 10,269] | | | | [removed: 2,501] [added: 7,219] | | | | [removed: 2,306] [added: 2,501] | | | | [removed: 2,061] [added: 2,306] | |

| Total stockholders’ equity (deficit) | | | [removed: 8,358] [added: 6,954] | | | | [removed: 8,860] [added: 8,244] | | | | [removed: (336] [added: 8,781] | [removed: )] | | | [removed: (704] [added: (336] | ) | | | [removed: (667] [added: (704] | ) |

| [removed: (1)] | [added: (2) |] Merger related costs include the direct and incremental costs associated with [removed: our merger with IMS Health Holdings, Inc., on October 3, 2016 (the “Merger”).] [added: the Merger.] |

| [removed: (2)] | [added: (1) |] In 2017, we recognized $40 million of impairment losses for declines in fair value of goodwill [removed: ($39.6 million)] and identifiable intangible assets [removed: ($0.4 million)] in Encore, which we sold in the third quarter of 2017. In 2016, we recognized $28 million of impairment losses for declines in fair value of goodwill ($23 million) and identifiable intangible assets ($5 million) in Encore. In 2015, we wrote down $2 million related to long-lived assets. |

As a result of the adoption of ASU 2014-09 and ASU 2017-07, the Company retrospectively adjusted related presentations.

On October 3, 2016, we completed the Merger.

| Revenues | | $ | 10,412 | | | $ | 9,702 | | | $ | 6,815 | | | $ | 5,737 | | | $ | 5,460 | |

| Costs of revenue, exclusive of depreciation and amortization | | | 6,746 | | | | 6,301 | | | | 4,748 | | | | 4,116 | | | | 3,959 | |

| Basic | | $ | 1.27 | | | $ | 5.86 | | | $ | 0.48 | | | $ | 3.15 | | | $ | 2.78 | |

| Diluted | | $ | 1.24 | | | $ | 5.74 | | | $ | 0.47 | | | $ | 3.08 | | | $ | 2.72 | |

| --- | --- | --- |

| --- | --- | --- |

| --- | --- | --- |

| | (4) | As a result of the adoption of ASU 2014-09, we retrospectively adjusted 2017 and 2016 related presentations. |

| --- | --- | --- |

| --- | --- | --- |

| --- | --- | --- |

Pursuant to the terms of the merger agreement dated as of May 3, 2016 between Quintiles and IMS Health, IMS Health was merged with and into Quintiles, and the separate corporate existence of IMS Health ceased, with Quintiles continuing as the surviving corporation.

| Revenues | | $ | 8,060 | | | $ | 5,364 | | | $ | 4,326 | | | $ | 4,165 | | | $ | 3,808 | |

| Reimbursed expenses | | | 1,679 | | | | 1,514 | | | | 1,411 | | | | 1,295 | | | | 1,291 | |

| Total revenues | | | 9,739 | | | | 6,878 | | | | 5,737 | | | | 5,460 | | | | 5,099 | |

| Costs of revenue, exclusive of depreciation and amortization | | | 4,622 | | | | 3,236 | | | | 2,705 | | | | 2,664 | | | | 2,452 | |

| Costs of revenue, reimbursed expenses | | | 1,679 | | | | 1,514 | | | | 1,411 | | | | 1,295 | | | | 1,291 | |

| Basic | | $ | 6.01 | | | $ | 0.77 | | | $ | 3.15 | | | $ | 2.78 | | | $ | 1.83 | |

| Diluted | | $ | 5.88 | | | $ | 0.76 | | | $ | 3.08 | | | $ | 2.72 | | | $ | 1.77 | |

| --- | --- |

| --- | --- |

| --- | --- |

| --- | --- |

| --- | --- |

Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2017.][added: 2018.]

As a result of this assessment and based on the criteria in the COSO framework, management has concluded that, as of December 31, [removed: 2017,] [added: 2018,] the Company’s internal control over financial reporting was effective.

The effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2017] [added: 2018] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.

We have audited the accompanying consolidated balance sheets of IQVIA Holdings Inc. and its subsidiaries [added: (the “Company”)] as of December 31, [removed: 2017] [added: 2018] and [removed: 2016,] [added: 2017,] and the related consolidated statements of income, comprehensive [added: (loss)] income, [removed: cash flows and] stockholders’ equity (deficit) [added: and cash flows] for each of the three years in the period ended December 31, [removed: 2017,] [added: 2018,] including the related notes and financial statement schedules listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).

We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2017,] [added: 2018,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2017] [added: 2018] and [removed: 2016,] [added: 2017,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2017] [added: 2018] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2017,] [added: 2018,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

| | | Year Ended December 31, | | | | | | | | | | | [added: | | | |]

| (in millions, except per share data) | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | |

| Total revenues | | [added: $] | 9,739 | | | [added: $] | [added: 9,702 | | | $ |] 6,878 | | | [added: $] | [removed: 5,737] [added: 6,815] | |

| Costs of revenue, exclusive of depreciation and amortization | | | [removed: 4,622] [added: 6,746] | | | | [removed: 3,236] [added: 6,301] | | | | [removed: 2,705] [added: 4,748] | |

| Selling, general and administrative expenses | | | 1,605 | | | | [added: 1,622 | | | |] 1,011 | | | | [removed: 815] [added: 1,016] | |

| Depreciation and amortization | | | [removed: 1,011] [added: 1,141] | | | | [removed: 289] [added: 1,011] | | | | [removed: 128] [added: 289] | |

| Restructuring costs | | | [removed: 63] [added: 68] | | | | [removed: 71] [added: 63] | | | | [removed: 30] [added: 71] | |

| Merger related costs | | | — | | | | [removed: 87] [added: —] | | | | [removed: —] [added: 87] | |

| Impairment charges | | | [removed: 40] [added: —] | | | | [removed: 28] [added: 40] | | | | [removed: 2] [added: 28] | |

| Income from operations | | | 719 | | | | [added: 665 | | | |] 642 | | | | [removed: 646] [added: 576] | |

| Interest income | | | [removed: (7] [added: (8] | ) | | | [removed: (4] [added: (7] | ) | | | (4 | ) |

| Interest expense | | | [removed: 346] [added: 414] | | | | [removed: 144] [added: 346] | | | | [removed: 101] [added: 144] | |

| Loss on extinguishment of debt | | | [removed: 19] [added: 2] | | | | [removed: 31] [added: 19] | | | | [removed: 8] [added: 31] | |

| Other expense (income), net | | | [removed: 30] [added: 5] | | | | [removed: (8] [added: 13] | [removed: )] | | | [removed: 2] [added: (11] | [added: )] |

| Income before income taxes and equity in earnings [removed: (losses)] of unconsolidated affiliates | | | 331 | | | | [added: 294 | | | |] 479 | | | | [removed: 539] [added: 416] | |

| Income tax (benefit) expense | | | (987 | ) | | | [added: (992 | ) | | |] 345 | | | | [removed: 159] [added: 325] | |

| Income before equity in earnings [removed: (losses)] of unconsolidated affiliates | | | 1,318 | | | | [added: 1,286 | | | |] 134 | | | | [removed: 380] [added: 91] | |

| Equity in earnings (losses) of unconsolidated affiliates | | | [removed: 10] [added: 15] | | | | [removed: (4] [added: 10] | [removed: )] | | | [removed: 8] [added: (4] | [added: )] |

| Net income | | | 1,328 | | | | [added: 1,296 | | | |] 130 | | | | [removed: 388] [added: 87] | |

| Net income attributable to non-controlling interests | | | [removed: (19] [added: (25] | ) | | | [removed: (15] [added: (19] | ) | | | [removed: (1] [added: (15] | ) |

| Net income attributable to IQVIA Holdings Inc. | | [removed: $] | 1,309 | | | [removed: $] | [added: 1,277 | | | |] 115 | | | [removed: $] | [removed: 387] [added: 72] | |

| Basic | | $ | 6.01 | | | $ | [added: 5.86 | | | $ |] 0.77 | | | $ | [removed: 3.15] [added: 0.48] | |

| Diluted | | $ | 5.88 | | | $ | [added: 5.74 | | | $ |] 0.76 | | | $ | [removed: 3.08] [added: 0.47] | |

| Basic | | | [removed: 217.8] [added: 203.7] | | | | [removed: 149.1] [added: 217.8] | | | | [removed: 123.0] [added: 149.1] | |

| Diluted | | | [removed: 222.6] [added: 208.2] | | | | [removed: 152.0] [added: 222.6] | | | | [removed: 125.6] [added: 152.0] | |

CONSOLIDATED STATEMENTS OF COMPREHENSIVE [added: (LOSS)] INCOME

| | | Year Ended December 31, | | | | | | | | | | | [added: | | | | | | | | | | | |]

| (in millions) | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | |

| Net income | | [removed: $] | [removed: 1,328] [added: —] | | | [removed: $] | [removed: 130] [added: —] | | | [removed: $] | [removed: 388] [added: —] | | [added: | | — | | | | 72 | | | | — | | | | — | | | | 15 | | | | 87 | |]

| Comprehensive [removed: income] (loss) [added: income] adjustments: | | | | | | | | | | | | |

| Unrealized gains (losses) on derivative instruments, net of income tax [removed: expense] (benefit) [added: expense] of [removed: $1, $3] [added: ($5), $1] and [removed: ($4)] [added: $3] | | | [removed: 4] [added: 1] | | | | [removed: (7] [added: 4] | [removed: )] | | | [removed: (9] [added: (7] | ) |

| Defined benefit plan adjustments, net of income tax [added: (benefit)] expense of [removed: $3, $11] [added: ($4), $3] and [removed: $—] [added: $11] | | | [removed: 5] [added: (8] | [added: )] | | | [removed: 23] [added: 5] | | | | [removed: —] [added: 23] | |

| Foreign currency translation, net of income tax [removed: benefit] [added: expense (benefit)] of [removed: ($201), ($9)] [added: $50, ($201)] and [removed: ($5)] [added: ($9)] | | | [removed: 614] [added: (258] | [added: )] | | | [removed: (513] [added: 611] | [removed: )] | | | [removed: (60] [added: (508] | ) |

February 19, 2019

| Revenues | | $ | 10,412 | | | $ | 9,702 | | | $ | 6,815 | |

| Selling, general and administrative expenses | | | 1,716 | | | | 1,622 | | | | 1,016 | |

| Income from operations | | | 741 | | | | 665 | | | | 576 | |

| Income before income taxes and equity in earnings (losses) of unconsolidated affiliates | | | 328 | | | | 294 | | | | 416 | |

| Income tax expense (benefit) | | | 59 | | | | (992 | ) | | | 325 | |

| Income before equity in earnings (losses) of unconsolidated affiliates | | | 269 | | | | 1,286 | | | | 91 | |

| Basic | | $ | 1.27 | | | $ | 5.86 | | | $ | 0.48 | |

| Diluted | | $ | 1.24 | | | $ | 5.74 | | | $ | 0.47 | |

| Net income | | $ | 284 | | | $ | 1,296 | | | $ | 87 | |

| Comprehensive income (loss) | | | 8 | | | | 1,916 | | | | (383 | ) |

| (in millions, except per share data) | | 2018 | | | | 2017 | | |

| Total current assets | | | 3,874 | | | | 3,554 | |

| Total assets | | $ | 22,549 | | | $ | 22,857 | |

| Unearned income | | | 1,007 | | | | 985 | |

| Total current liabilities | | | 3,534 | | | | 3,156 | |

| Deferred income taxes | | | 736 | | | | 895 | |

| Total liabilities | | | 15,595 | | | | 14,613 | |

| Retained earnings | | | 807 | | | | 538 | |

| Equity attributable to IQVIA Holdings Inc.’s stockholders | | | 6,714 | | | | 7,995 | |

| Total stockholders’ equity | | | 6,954 | | | | 8,244 | |