IQVIA Holdings (IQV) 10-K risk factor changes: FY2021 vs FY2020
The 2021-12-31 10-K against the 2020-12-31 one, compared heading by heading and sentence by sentence.
Item 1A33 rewritten15 added17 removed596 unchanged
All filing items1,127 rewritten484 added524 removed2,008 unchanged
Summary
counted, not written
- Item 1A lists 56 risk factor headings: 2 new, 0 reworded and 54 unchanged since FY2020. 1 heading from FY2020 no longer appears.
- Sentence by sentence, 484 added, 524 removed, 1,127 rewritten and 2,008 unchanged across 20 items that differ.
- New this year: Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity; Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
New Item 1A headings (2)
- Climate change may have an impact on our business.
- If we lose the services of key personnel or experience sustained labor shortages and are unable to recruit additional qualified personnel, or we are required to substantially increase wage rates to attract or retain employees, our business could be adversely affected.
Removed Item 1A headings (1)
- If we lose the services of key personnel or are unable to recruit additional qualified personnel, our business could be adversely affected.
A heading is new when no FY2020 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2020. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
33 rewritten, 15 added, 17 removed, 596 unchanged
The [removed: outbreak of the novel coronavirus, or COVID-19,] [added: COVID-19 pandemic,] and the various governmental, industry and consumer actions related thereto, [removed: could have a material] [added: had,] and [added: may continue to have, an] adverse effect on our business, financial condition and results of operations.
These [removed: effects, which largely depend on future developments that cannot be accurately predicted] [added: effects have included,] and [removed: are uncertain, could] [added: may] include [added: in the future,] a negative impact on the availability of our key personnel, temporary closures of our facilities or the facilities of our business partners, customers, suppliers, third party service providers or other vendors, an increased risk of customer defaults or delays in payments or purchasing decisions, and the interruption of domestic and global supply chains, distribution channels, liquidity and capital or financial markets.
As [removed: COVID-19] [added: COVID-19, including any variants,] continues to spread, we have and may in the future experience disruptions that could severely impact our business, including:
- delays in receiving approval from local regulatory authorities to initiate our planned clinical trials; [removed: and]
- significant disruption in our businesses that rely on face-to-face interactions or are dependent on in-person gatherings, events or [removed: conferences.][added: conferences; and]
Having a significant portion of our workforce working from home [removed: could cause] [added: has caused] an increased risk of loss of productivity, greater cybersecurity risk, and increased risk to our system of internal controls over financial reporting.
Most of our Research & Development Solutions clients can terminate our contracts upon 30 to 90 [removed: days] [added: days'] notice.
[added: We may also face inquiry or] increased scrutiny from government agencies as a result of any such disruption or breach.
For example, we are expanding our services and technology offerings, such as the development of a cloud-based platform with a growing number of applications to support commercial and clinical operations for life sciences companies (e.g., multi-channel marketing, marketing campaign management, customer relationship management, incentive compensation management, targeting and segmentation, performance management, site engagement payments, trial master file, risk based monitoring, [added: in-home nursing and other services,] clinical trial management and decentralized trials and other applications).
These provisions apply to both “covered entities” (primarily health care [added: providers and health insurers) and their “business associates” or service providers.]
Failure to comply with these laws may result in, among other things, civil and criminal liability, negative publicity, damage to our [added: reputation and liability under contractual provisions.]
The revenue recognition on larger, more global projects could be slower than on smaller, less global projects for a variety of reasons, including but not limited to an extended period of negotiation between the time the project is awarded to us and the actual execution of the contract, as well as an [added: increased timeframe for obtaining the necessary regulatory approvals.]
Although we did not have any client that represented 10% or more of our revenues in [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018,] [added: 2019,] we derive the majority of our revenues from a number of large clients.
- required compliance with a variety of local laws and regulations which may be materially different than those to which we are subject in the United States or which may change unexpectedly; for example, conducting a single clinical trial across multiple countries is complex, and issues in one country, such as a failure to comply with local regulations or restrictions, may affect the progress of the clinical trial in the other countries, for example, by [added: limiting the amount of data necessary for a clinical trial to proceed, resulting in delays or potential cancellation of contracts, which in turn may result in loss of revenue;]
- natural disasters, [added: public health emergencies and] pandemics such as the [removed: COVID-19 (coronavirus),] [added: COVID-19, including any variants,] or international conflict, including terrorist acts, could interrupt our services, endanger our personnel, lower patient visits and increase patient drop-out rates, cause delays in recruitment of new patients, decrease the productivity of our clinical research associates, cause other project delays or loss of clinical trial materials or results.
[added: If we are unable to] succeed in developing new services, entering new markets or attracting a client base for our new services or in new markets, we will be unable to implement this element of our growth strategy, and our future business, reputation, results of operations and financial condition could be adversely affected.
If we lose the services of key personnel or [added: experience sustained labor shortages and] are unable to recruit additional qualified personnel, [added: or we are required to substantially increase wage rates to attract or retain employees,] our business could be adversely affected.
There is significant and increasing competition for qualified personnel, particularly those with higher educational degrees, such as a medical degree, a Ph.D. or an equivalent degree, or relevant experience in the [removed: industry] [added: industry, including highly technical specialties such as clinical research associates, project managers] and [added: technology developers, and] in the locations in which we operate.
[removed: In addition, the] [added: The] departure of our key employees, or our inability to continue to identify, attract and retain qualified personnel or replace [removed: any] departed personnel in a timely fashion, may impact our ability to grow our business and compete effectively in our industry and may negatively affect our ability to meet financial and operational goals.
[added: Any future acquisition could involve other risks, including, among others, the assumption of additional liabilities and expenses, difficulties and] expenses in connection with integrating the acquired companies and achieving the expected benefits, issuances of potentially dilutive securities or interest-bearing debt, loss of key employees of the acquired companies, transaction costs, diversion of management’s attention from other business concerns and, with respect to the acquisition of foreign companies, the inability to overcome differences in foreign business practices, language and customs.
[added: The biopharmaceutical services industry is highly] fragmented, with numerous smaller specialized companies and a handful of companies with global capabilities similar to certain of our own capabilities.
If regulatory cost containment efforts limit the profitability of new drugs, our clients may reduce their research [added: and development spending or promotional, marketing and sales expenditures, which could reduce the business they outsource to us.]
[added: If competition from generic products impacts our clients’] finances such that they decide to curtail our services, our revenues may decline and this could have a material adverse effect on our business.
In addition, the revolving credit facility and the term A and B loans under the [added: Fifth Amended and Restated] 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.
[added: In the event the] applicable lenders accelerate the repayment of our borrowings, we and our subsidiaries may not have sufficient assets to repay that indebtedness.
Any acceleration of amounts due under the [added: Fifth Amended and Restated] Credit Agreement governing the [removed: Senior Secured Credit Facilities] [added: senior secured credit facilities] or the exercise by the applicable lenders of their rights under the security documents would likely have a material adverse effect on us.
Although the [added: Fifth Amended and Restated] Credit Agreement, which governs the [removed: Senior Secured Credit Facilities] [added: senior secured credit facilities] of our wholly owned subsidiary through which we conduct our operations, IQVIA 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.
While the [added: Fifth Amended and Restated] Credit Agreement also contains restrictions on our and our restricted subsidiaries’ ability to make loans and investments, these restrictions are subject to a number of qualifications and exceptions, and the investments incurred in compliance with these restrictions could be substantial.
We attempt to minimize interest rate risk and lower our overall borrowing costs through the utilization of derivative financial instruments, primarily [removed: interest rate caps and] swaps.
We have entered into [removed: interest rate caps] and [added: will continue to enter into] swaps with financial institutions that have reset dates and critical terms that match those of our senior secured term loan credit facility.
Accordingly, any change in market value associated with the [removed: interest rate caps and] swaps [removed: is] [added: may be] offset by the opposite market impact on the related debt.
The interest rates under our credit facilities and related interest rate swaps may be impacted by the [removed: expected] discontinuation of [removed: LIBOR.][added: LIBOR for various currencies.]
In 2017, the United Kingdom's Financial Conduct Authority, which regulates LIBOR, announced that it intends to phase out [removed: LIBOR by the end of 2021.][added: LIBOR.]
- Climate change may have an impact on our business.
- significant and unpredictable reductions or increases in demand for certain of our offerings.
To the extent global conditions improve, the duration and sustainability of any such improvements will be uncertain and continuing adverse impacts and/or the degree of improvement may vary by geography.
The actions we take in response to any improvements in conditions, such as our return-to-office plans, may also vary by geography and by business and will likely be made with incomplete information.
There is a risk that such actions may prove to be premature, incorrect or insufficient and could have a material and adverse impact on our business and results of operations.
Climate change may have an impact on our business.
While we have determined that, at this time, climate change does not present a material risk to our business given the nature of our activities, we continue to evaluate and mitigate our business risks associated with climate change, and we recognize that there are inherent climate-related risks wherever business is conducted.
Any of our office or IT systems locations may be vulnerable to the adverse effects of climate change.
Furthermore, climate change may impact patients in our clinical trials and our employees, particularly where they work remotely.
Changing market dynamics, global policy developments, and the increasing frequency and impact of extreme weather events on critical infrastructure have the potential to disrupt our business, the business of our third-party suppliers, and the business of our customers, and may cause us to experience losses and additional costs to maintain or resume operations.
This increase in competition and shortage of qualified personnel in certain specialty areas may make it more difficult to hire and retain our key employees and could result in substantial increased costs, such as increased wage rates to attract and retain employees.
In March 2021, the ICE Benchmark Administration announced that it would cease to publish LIBOR for U.S. Dollar borrowings after June 30, 2023.
The Alternative Reference Rates Committee convened by the Board of Governors of the Federal Reserve System has recommended the use of the Secured Overnight Funding Rate (“SOFR”) as a replacement benchmark index for borrowings of U.S. Dollars.
Our credit facilities will need to be amended to give effect to SOFR as the benchmark rate with respect to our U.S. Dollar-denominated term B loans.
Market terms are still developing for loans and other products linked to SOFR, EURIBOR and other benchmark replacements and there can be no assurance that rates linked to SOFR, EURIBOR and other benchmark replacements or related administrative terms will be as favorable to us as those rates and terms under our existing credit facilities, derivatives and other contracts.
We may also face inquiry or
providers and health insurers) and their “business associates” or service providers.
reputation and liability under contractual provisions.
increased timeframe for obtaining the necessary regulatory approvals.
limiting the amount of data necessary for a clinical trial to proceed, resulting in delays or potential cancellation of contracts, which in turn may result in loss of revenue;
If we are unable to
Currently, regulations regarding Global Intangible Low-Taxed Income (“GILTI”) and the use of Foreign Tax Credits 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.
Any future acquisition could involve other risks, including, among others, the assumption of additional liabilities and expenses, difficulties and
The biopharmaceutical services industry is highly
and development spending or promotional, marketing and sales expenditures, which could reduce the business they outsource to us.
If competition from generic products impacts our clients’
In the event the
It is unclear if LIBOR will cease to exist at that time or if new methods of calculating LIBOR will be established such that it continues to exist after 2021.
The banking industry alongside regulators have taken steps to introduce alternative reference rates to LIBOR particularly in the US, the UK and Switzerland.
Whether or not alternative reference rates attain market traction as a LIBOR replacement tool remains in question.
If LIBOR ceases to exist or another indexed rate gains wide market acceptance as the successor to LIBOR, our lenders will select a replacement index that will be applied under our credit facilities and related interest rate swaps, and certain of the interest rates under our credit facilities may change.
The new rates may not be as favorable to us as those in effect prior to any LIBOR phase-out.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
129 rewritten, 76 added, 59 removed, 208 unchanged
With approximately [removed: 70,000] [added: 79,000] employees, we conduct operations in more than 100 countries.
Research & Development Solutions, which primarily serves [added: biopharmaceutical clients, is engaged in research and development and provides clinical research and clinical trial services.]
For information about the industry outlook and markets that we operate in, refer to Part I, Item I, “Our Market [removed: Outlook”.][added: Opportunity”.]
As of December 31, [removed: 2020,] [added: 2021,] cash and cash equivalents were [removed: $1,814] [added: $1,366] million and the Company had [removed: no amounts] [added: $100 million] drawn under its $1.5 billion revolving credit facility.
[removed: At] [added: As of] December 31, [removed: 2020,] [added: 2021,] the Company was in compliance with the financial covenants under its debt agreements in all material respects and does not have material uncertainty about ongoing ability to meet the covenants of our credit arrangements.
Business [removed: Combinations][added: Combinations and Goodwill]
We have completed and will continue to consider strategic business combinations to enhance our capabilities and offerings in certain areas, including various individually immaterial acquisitions during the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019.][added: 2020.]
In [removed: 2020,] [added: 2021,] approximately 35% of our revenues were denominated in currencies other than the United States dollar, which represents approximately 60 currencies.
Accordingly, exchange rate fluctuations will affect the translation of foreign results into United States dollars for purposes of reporting our [removed: condensed] consolidated results.
This constant currency information assumes the same foreign currency exchange rates that were in effect for the comparable prior-year period were used in translation of the current period [removed: results.][added: results]
For a discussion of our results of operations comparison for [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] refer to our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2019] [added: 2020] filed on February [removed: 18, 2020.][added: 12, 2021.]
| | | | | | | [removed: 2020] [added: 2021] vs. [removed: 2019] [added: 2020] | | | | | | | | | | | | [removed: 2019] [added: 2020] vs. [removed: 2018] [added: 2019] | | | | | | | | | | | | | | | | | | | | | | | |
| (dollars in millions) | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | | | | | $ | | | | | | % | | | | | | $ | | | | | | % | | |
| Revenues | | | [removed: $] [added: $] | [removed: 11,359] [added: 13,874] | | | | | $ | [removed: 11,088] [added: 11,359] | | | | | $ | [removed: 10,412] [added: 11,088] | | | | | [removed: $] [added: $] | [removed: 271] [added: 2,515] | | | | | [removed: 2.4] [added: 22.1] | | [removed: %] [added: %] | | | | $ | [removed: 676] [added: 271] | | | | | [removed: 6.5] [added: 2.4] | | % |
[removed: *2020] [added: *2021] compared to [removed: 2019*][added: 2020*]
This increase was comprised of constant currency revenue growth of approximately [removed: $252] [added: $2,398] million, or [removed: 2.3%,] [added: 21.1%,] reflecting a [removed: $365] [added: $604] million increase in Technology & Analytics Solutions, [removed: offset by] a [removed: $38] [added: $1,752] million [removed: decrease] [added: increase] in Research & Development [removed: Solutions] [added: Solutions,] and a [removed: $75] [added: $42] million [removed: decrease] [added: increase] in Contract Sales & Medical Solutions.
| (dollars in millions) | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |
| Costs of revenue, exclusive of depreciation and amortization | | | [removed: $] [added: $] | [removed: 7,500] [added: 9,233] | | | | | $ | [removed: 7,300] [added: 7,500] | | | | | $ | [removed: 6,746] [added: 7,300] | |
| % of revenues | | | [removed: 66.0] [added: 66.5] | | [removed: %] [added: %] | | | | [removed: 65.8] [added: 66.0] | | % | | | | [removed: 64.8] [added: 65.8] | | % |
When compared to [removed: 2019,] [added: 2020,] costs of revenue, exclusive of depreciation and amortization, in [removed: 2020] [added: 2021] increased [removed: $200] [added: $1,733] million, or [removed: 2.7%.][added: 23.1%.]
This increase included a constant currency increase of approximately [removed: $223] [added: $1,606] million, or [removed: 3.1%,] [added: 21.4%,] comprised of a [removed: $232] [added: $314] million increase in Technology & Analytics Solutions, a [removed: $67] [added: $1,267] million increase in Research & Development Solutions, [removed: offset by] [added: and] a [removed: $76] [added: $25] million [removed: decrease] [added: increase] in Contract Sales & Medical Solutions.
| Selling, general and administrative expenses | | | [removed: $] [added: $] | [removed: 1,789] [added: 1,964] | | | | | $ | [removed: 1,734] [added: 1,789] | | | | | $ | [removed: 1,716] [added: 1,734] | |
| % of revenues | | | [removed: 15.7] [added: 14.2] | | [removed: %] [added: %] | | | | [removed: 15.6] [added: 15.7] | | % | | | | [removed: 16.5] [added: 15.6] | | % |
The [removed: $55] [added: $175] million increase in selling, general and administrative expenses in [removed: 2020] [added: 2021] as compared to [removed: 2019] [added: 2020] included a constant currency increase of approximately [removed: $62] [added: $151] million, or [removed: 3.6%,] [added: 8.4%,] comprised of a [removed: $23] [added: $42] million increase in Technology & Analytics Solutions, a [removed: $31] [added: $32] million increase in Research & Development Solutions, [added: a $(1) million decrease in Contract Sales & Medical Solutions,] and a [removed: $12] [added: $78] million increase in general corporate and unallocated expenses.
| Depreciation and amortization | | | [removed: $] [added: $] | [removed: 1,287] [added: 1,264] | | | | | $ | [removed: 1,202] [added: 1,287] | | | | | $ | [removed: 1,141] [added: 1,202] | |
| % of revenues | | | [removed: 11.3] [added: 9.1] | | [removed: %] [added: %] | | | | [removed: 10.8] [added: 11.3] | | % | | | | [removed: 11.0] [added: 10.8] | | % |
| (in millions) | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |
| Restructuring costs | | | [removed: $] [added: $] | [removed: 52] [added: 20] | | | | | $ | [removed: 75] [added: 52] | | | | | $ | [removed: 68] [added: 75] | |
The remaining actions under these plans are expected to occur throughout [removed: 2021] [added: 2022] and are expected to consist of consolidating functional activities, eliminating redundant positions, and aligning resources with customer requirements.
| Interest income | | | [removed: $] [added: $] | [removed: (6)] [added: (6)] | | | | | $ | [removed: (9)] [added: (6)] | | | | | $ | [removed: (8)] [added: (9)] | |
| Interest expense | | | [removed: $] [added: $] | [removed: 416] [added: 375] | | | | | $ | [removed: 447] [added: 416] | | | | | $ | [removed: 414] [added: 447] | |
Interest expense during [removed: 2020] [added: 2021] was lower than [removed: 2019] [added: 2020] due to lower interest rates attributed to lower LIBOR [removed: rates and] [added: rates,] the [removed: redemption] [added: refinancing] of [added: our existing term A loans and] the [removed: $800 million] [added: redemption] of [removed: 4.875%] [added: our 3.250%] senior notes due [removed: 2023, partially] [added: 2025, which was] offset by [removed: an increase in] the [removed: average debt outstanding.][added: interest expense on the issuance of our 1.750% senior notes due 2026 and 2.250% senior notes due 2029.]
| Loss on extinguishment of debt | | | [removed: $] [added: $] | [removed: 13] [added: 26] | | | | | $ | [removed: 24] [added: 13] | | | | | $ | [removed: 2] [added: 24] | |
During 2020, we recognized loss on extinguishment of debt of $13 million for fees and expenses [added: incurred] related to the refinancing of our 3.500% senior notes due 2024 as discussed further in Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
During [removed: 2019,] [added: 2021,] we recognized loss on extinguishment of debt of [removed: $24] [added: $26] million for fees and expenses [added: incurred] related to the [removed: redemption] [added: refinancing] of our [removed: 4.875%] [added: 3.250%] senior notes due [removed: 2023 in aggregate principal amount of $800 million] [added: 2025 and Prior Credit Agreement] as discussed further in Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
Other [removed: Expense (Income),] [added: Income,] Net
| Other [removed: (income) expense,] [added: income,] net | | | [removed: $] [added: $] | [removed: (65)] [added: (130)] | | | | | $ | [removed: (37)] [added: (65)] | | | | | $ | [removed: 5] [added: (37)] | |
Income Tax [removed: Expense (Benefit)][added: Expense]
| Income tax expense [removed: (benefit)] | | | [removed: $] [added: $] | [removed: 72] [added: 163] | | | | | $ | [removed: 116] [added: 72] | | | | | $ | [removed: 59] [added: 116] | |
| Effective income tax rate | | | [removed: 19.3] [added: 14.5] | | [removed: %] [added: %] | | | | [removed: 33.0] [added: 19.3] | | % | | | | [removed: 18.0] [added: 33.0] | | % |
During 2020, the COVID-19 pandemic disrupted the pace of our clinical trials and offerings that rely on face-to-face interactions, but, at the same time, it accelerated change in the industry and created demand for new services.
The pandemic resulted in the delay but not cancellation of a number of existing and planned clinical trials, both because many clinical trials were slowed or temporarily paused and because many planned clinical trials did not begin as scheduled as they were crowded out by clinical trials for COVID-19 vaccines and other therapies.
During 2021, we experienced an acceleration in business momentum as these delayed clinical trial activities began or restarted, which contributed to our financial results for the year.
Throughout the past year and into 2022, we have worked on a substantial number of COVID-related projects.
COVID-specific work currently does not represent a material amount of our backlog and is executed over shorter timelines than other therapeutic work, though we do anticipate that this work will continue through 2022 and potentially into 2023 and beyond.
There will be a need for vaccines for multiple manufacturers to meet global demand, new vaccines for emerging variants of the virus, alternative vaccines needed as a result of adverse safety events, quality issues, or manufacturing delays, novel treatment programs that are targeted at specific populations and conditions, and vaccine safety monitoring studies.
The pandemic has also affected our business strategy in a number of ways.
One of the most significant impacts on our Research & Development Solutions business, has been the acceleration of decentralized clinical trials.
Decentralized clinical trials combine the use of remote technologies and field-based services to enable portions of a clinical trial to be conducted away from an investigator site.
This approach reduces the burden on patients of having to travel to and from investigator sites frequently and allows trials to continue to be conducted even during periods of limited access to investigator sites.
While the decentralized clinical trial opportunity was identified before COVID-19, we saw how critical those capabilities were during the pandemic and accelerated their development accordingly.
We invested in the use of remote technologies, expanded our relationships with local laboratories and healthcare providers, and established a virtual network of investigators and care professionals.
We also took the opportunity presented by the pandemic to completely rethink and revolutionize our workplace and in 2021 we implemented the IQVIA Future of Work program.
This program was designed to address employee feedback for more flexibility, and it will facilitate approximately 80% of our employees working in flexible arrangements, reducing our physical footprint and the employee commute impact on the environment.
To facilitate this transition, we made investments in real estate to reconfigure our office space to install the most efficient work arrangements and in technology to support our employees and ensure that we can innovate, collaborate and grow successfully.
In 2021, our revenues increased $2,515 million, or 22.1%, as compared to 2020.
*2021 compared to 2020*
As a percent of revenues, costs of revenue, exclusive of depreciation and amortization in 2021 increased compared to 2020.
| (dollars in millions) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
*2021 compared to 2020*
| (dollars in millions) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
The $(23) million decrease in depreciation and amortization in 2021 as compared to 2020 was primarily due to certain intangible assets from the merger between Quintiles and IMS Health becoming fully amortized in 2021, offset by higher intangible asset balances as a result of acquisitions occurring in 2020 and 2021, increased amortization due to higher capitalized software balances, and accelerated amortization related to intangibles impacted by the Company's acquisition of Quest's non-controlling interest in Q2 Solutions.
See Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K for more information on these transactions.
| (in millions) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
Other income, net for 2021 increased compared to 2020 primarily due to foreign currency gain.
| (dollars in millions) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
In 2021, we recorded a benefit of $29 million related to a 2020 U.S. Federal tax return position associated with Foreign Derived Intangible Income (“FDII”) and Global Intangible Low-Taxed Income (“GILTI”) tax credits.
Also in 2021, we recorded a $9 million tax expense as a result of the U.S. Treasury Department issuing final regulations on Foreign Tax Credits.
The Tax Act is comprehensive legislation that includes provisions that lower the federal corporate income tax rate from 35% to 21% beginning in 2018 and imposes a one-time transition tax on undistributed foreign earnings.
| (in millions) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
Equity in earnings (losses) of unconsolidated affiliates remained relatively consistent in 2021 compared to 2020.
| (in millions) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
On April 1, 2021 the Company acquired the 40% non-controlling interest in Q2 Solutions from Quest which resulted in a decrease in the net income attributable to non-controlling interests in 2021 compared to 2020.
See Note 13 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K for additional details regarding this transaction.
| (in millions) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | | | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
*2021 compared to 2020*
This increase was comprised of constant currency revenue growth of approximately $604 million, or 12.4%, reflecting revenue growth across all regions.
*2021 compared to 2020*
*2021 compared to 2020*
| (dollars in millions) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | | | | | 2021 vs. 2020 | | | | | | | | | | | | 2020 vs. 2019 | | | | | | | | |
biopharmaceutical clients, is engaged in research and development and provides clinical research and clinical trial services.
As a result of the global spread of COVID-19 beginning in early March, we began to experience general business disruptions that impeded normal business activity including our ability to perform on-site monitoring and deliver offerings that rely on face-to-face interaction or in-person gatherings.
These disruptions have impacted all three of our reportable segments.
The Research & Development Solutions business responded quickly to support our clients with the development of vaccines and therapies for COVID-19.
We have been involved in clinical trials and studies for the virus, as well as patient recruitment for COVID-19 trials.
The pandemic has accelerated the need for remote and risk-based monitoring in clinical research, which in turn has accelerated the adoption of our virtual trial technology.
This technology was deployed to speed vaccine development and helped secure full-service COVID trials and new studies with top pharmaceutical clients.
We continue to see gradual improvement in the accessibility of clinical research sites in the Research & Development Solutions business.
We are seeing a return to on-site monitoring visits which exceeded the number of remote visits during the second half of the year.
In instances where sites remain physically inaccessible for clinical monitoring, remote monitoring and virtual solutions continue to be effective alternatives.
Site start-up activities continued to increase along with patient recruitment trends.
In our Technology & Analytics Solutions segment, our Real-World business has been relatively well insulated from the impacts of the virus and it had strong growth for the year.
The Real-World business is advanced in the use of secondary data, remote monitoring and virtual research approaches, which helped us pivot quickly to working in the new remote world at the onset of the pandemic.
However, the portion of our Real-World business that requires site monitoring activity also experienced limitations on site accessibility, which led to a reduction in the associated revenue.
Within our Technology & Analytics Solutions segment, we have had very little interruption in data supply and demand.
Our analytics and consulting businesses have performed well despite business development being hampered by lack of in-person interactions.
Our Technology & Analytics solutions offerings that rely on face-to-face interactions or are dependent on in-person gatherings, events or conferences continue to experience disruption, and where we were unable to execute on our commitments due to COVID-19, we were not able to recognize the associated revenue in the period.
Activity within the Contract Sales and Medical Solutions business continues to be more challenging due to a decline in sales rep visits, and physician attention diverted to the COVID-19 crisis.
We have accelerated and expanded a variety of cost containment actions to reduce the impact to profitability.
We have activated business continuity plans, including remote delivery capabilities in technology and analytics, remote monitoring and virtual trials in Research & Development Solutions and virtual commercial activity with clients wherever possible.
We anticipate an acceleration of business momentum when the crisis subsides as delayed trial activities will still need to be performed.
To help ensure the safety and well-being of our employees, customers, partners and the broader community and continuity of our business operations, we continue to monitor health authority guidance on mitigating the spread of COVID-19 and managing positive cases.
We manage our response to the pandemic through a combination of enterprise-wide and regional governance teams, with particular focus on the medical and scientific, information technology, human capital and financial impacts of the pandemic on our business.
These teams met, and continue to meet, regularly as necessary based on the status of the pandemic.
We closely monitor the impact of COVID-19 on our operations and report to our Board regularly on the progress of our response to the COVID-19 outbreak.
We have established global workplace protocols that govern the return of our employees to our offices.
Our reportable segment results of operations comparison for 2018 included below within this Annual Report on Form 10-K reflects the change in segment presentation that occurred during the first quarter of 2019.
In 2020, our revenues increased $271 million, or 2.4%, as compared to 2019.
As a percent of revenues, costs of revenue remained flat compared to 2019.
These increases were partially offset by a $4 million decrease in Contract Sales & Medical Solutions.
The $85 million increase in depreciation and amortization in 2020 as compared to 2019 was primarily due to higher intangible asset balances as a result of acquisitions occurring in 2019, increased amortization due to higher capitalized software balances, and accelerated depreciation on an internal-use software asset in the first quarter of 2020.
See “—Liquidity and Capital Resources” for more information on these transactions.
Other income, net for 2020 primarily consisted of a decrease in fair value of acquisition-related contingent consideration, mark-to-market gains on equity securities, a decrease in foreign currency losses, and a gain on investments in mutual funds.
Other income, net for 2019 primarily consisted of a gain related to the remeasurement of a previously held equity interest of an equity method investment upon acquiring the remaining interest as a result of a business combination.
Equity in earnings (losses) of unconsolidated affiliates increased in 2020 compared to 2019 primarily due to higher earnings from our investment in NovaQuest Pharma Opportunities Fund III.
Prior period segment results have been recast to conform to changes to management reporting in 2019.
The recast impacts the allocation of selling, general and administrative expenses for 2018.
See Part II—Item 7—“Overview of the Impact of COVID-19" included elsewhere in this Annual Report on Form 10-K for a discussion of the impact from COVID-19 on Technology & Analytics Solutions business activity.
2*020 compared to 2019*
Research & Development Solutions’ revenues were $5,760 million in 2020, a decrease of $28 million, or 0.5%, over 2019.
An excerpt. Shown here: 40 of 129 rewritten, 40 of 76 added and 40 of 59 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2021 filing and the FY2020 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
12 rewritten, 1 added, 2 removed, 26 unchanged
Accordingly, we enter into foreign currency forward contracts to hedge certain forecasted foreign currency cash flows related to service [removed: contracts and to hedge non-United States dollar anticipated intercompany reseller fees.][added: contracts.]
The contractual value of our foreign exchange derivative instruments, all of which were foreign exchange forward contracts, was approximately [removed: $70] [added: $110] million [removed: at] [added: as of] December 31, [removed: 2020.][added: 2021.]
The potential gain in fair value for foreign exchange forward contracts based on a hypothetical 10% decrease in the value of the United States dollar was [removed: $7] [added: $11] million [removed: at] [added: as of] December 31, [removed: 2020.][added: 2021.]
However, the change in the fair value of the foreign exchange forward contracts would likely be offset by a change in the value of the future service contract revenue [removed: or reseller fee] being [added: hedged caused by the currency exchange rate fluctuation.]
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: 2020] [added: 2021] by approximately [removed: $120] [added: $94] million.
As of December 31, [removed: 2020,] [added: 2021,] these borrowings (net of original issue discount) were [removed: €5,323] [added: €5,227] million [removed: ($6,529] [added: ($5,929] million).
A hypothetical 10% decrease in the value of the United States dollar would lead to a potential loss in fair value of [removed: $653] [added: $593] million.
As of December 31, [removed: 2020,] [added: 2021,] we had approximately [removed: $6.4] [added: $6.3] billion of variable rate indebtedness and interest rate swaps with a notional value of [removed: $2.2] [added: $1.8] 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: $3.5] [added: $5.8] million per year.
[removed: At] [added: As of] December 31, [removed: 2020,] [added: 2021,] we held investments in marketable equity securities.
As of December 31, [removed: 2020,] [added: 2021,] the fair value of these investments was [removed: $88] [added: $145] 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 [removed: $9] [added: $15] million [removed: at] [added: as of] December 31, [removed: 2020.][added: 2021.]
The principal currency hedged in 2021 was the British Pound.
The principal currencies hedged in 2020 were the British Pound and the Japanese Yen.
hedged caused by the currency exchange rate fluctuation.
Item 1. Business
47 rewritten, 93 added, 31 removed, 218 unchanged
With approximately [removed: 70,000] [added: 79,000] 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: one] [added: 1.2] billion comprehensive, longitudinal, non-identified patient records spanning sales, prescription and promotional data, medical claims, electronic medical records, genomics, and social media.
Our scaled and growing information set contains approximately [removed: 45] [added: 56] petabytes of proprietary data sourced from approximately 150,000 data suppliers and covering over 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: 2019] [added: 2020] sales.
- 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 [removed: 90] [added: 93] markets, and information about treatments and outcomes on more than [removed: one] [added: 1.2] billion [added: unique] non-identified [removed: patients] [added: patient records] globally;
- A staff of approximately [removed: 70,000] [added: 79,000] employees across the globe, including over [removed: 24,000] [added: 28,000] Technology & Analytics Solutions employees, approximately [removed: 38,000] [added: 42,000] Research & Development Solutions employees and approximately 6,000 Contract Sales & Medical Solutions employees.
We compete in a market of greater than [removed: $260] [added: $285] billion consisting of outsourced research and development, real-world evidence and connected health and technology enabled clinical and commercial operations markets for life sciences companies and the broader healthcare industry.
- Outsourced research and development: Biopharmaceutical spending on drug development totaled approximately [removed: $130] [added: $150] billion in [removed: 2020.][added: 2021.]
Of that amount, we estimate that our addressable opportunity (clinical development spending excluding preclinical spending) was approximately [removed: $75] [added: $81] billion.
The portion of this addressable opportunity that was outsourced in [removed: 2020,] [added: 2021,] based on our estimates, was approximately [removed: $36] [added: $39] billion;
- Real-World Evidence and connected health: Total addressable market of approximately [removed: $80] [added: $60] billion based on [removed: 2020] [added: 2021] sales that consists of [removed: two relatively equal parts.][added: tightly coupled life sciences and healthcare markets.]
- Technology enabled commercial operations: Total addressable market of approximately [removed: $50] [added: $75] billion based on [removed: 2020] [added: 2021] sales that includes information, data warehousing, IT outsourcing, software applications and other services in the broader market for IT services.
Growth and innovation in the life sciences industry. 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: $1.27] [added: $1.42] trillion in revenue in [removed: 2020.][added: 2021.]
According to our research, revenue growth in the life sciences industry globally is expected to range from 3% to 6% between [removed: 2021] [added: 2022] and [removed: 2025.][added: 2026.]
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: 2025.][added: 2026.]
The IQVIA Institute also estimates that approximately [removed: 270] [added: 300] new molecular entities (“NMEs”) are expected to be approved between [removed: 2021] [added: 2022] and [removed: 2025,] [added: 2026, or 60 per year] compared to [removed: 234 between 2016 and 2020, and 220 between 2011 and 2015.][added: 53 per year on average during the past decade.]
[added: We believe that further research] and development spending, combined with the continued need for cost efficiency across the healthcare landscape, will continue to create opportunities for biopharmaceutical services companies, particularly those with a global reach and broad service offerings, to help biopharmaceutical companies with their pre- and post-launch solutions development and commercialization needs.
Continue to innovate through our Connected Intelligence by leveraging our information, advanced analytics, transformative technology and 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 [removed: 90] [added: 93] markets and information about treatments and outcomes on more than [removed: one] [added: 1.2] billion [added: unique] non-identified [removed: patients.][added: patient records.]
Build upon our extensive client relationships and leverage our global presence. We have a diversified base of over 10,000 clients in over 100 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 [removed: $260] [added: $285] billion in [removed: 2020.][added: 2021.]
Software as a Service (“SaaS”) solutions that support a wide range of [removed: clinical and] commercial [added: and clinical] processes, including [removed: clinical trial design] [added: customer relationship management (“CRM”), performance management, real-world evidence generation, compliance] and [removed: planning, site start-up, patient consent, site payments, content] [added: safety reporting, incentive compensation, territory alignment, roster] management, [added: call planning,] multi-channel marketing, [removed: real-world evidence][added: and master data management.]
Our scaled information networks include more than [removed: one] [added: 1.2] billion [added: unique] non-identified [removed: patients] [added: patient records] globally.
Our widely used reference database [removed: that] tracks over [removed: 22] [added: 23] million healthcare professionals in over 100 countries, providing a comprehensive view of health care practitioners that is critical for the commercial success of our clients’ marketing and sales initiatives.
Clinical Laboratory Services. We provide our clients globally scaled end-to-end clinical trial laboratory and research [removed: services through our majority-owned joint venture with Quest Diagnostics Incorporated (“Quest”), which was formed on July 1, 2015.][added: services.]
[removed: We offer] [added: Our offerings include] the full range of central laboratory, genomic, bioanalytical, ADME, discovery, vaccine and biomarker laboratory services along with sample and consent tracking services supporting clinical trials [removed: offerings within the joint venture, which is referred to as Q2 Solutions.][added: offerings.]
[removed: Virtual] [added: Decentralized Clinical] 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.
No single client accounted for 10% or more of our total company revenues in [added: 2021,] 2020, [removed: 2019,] or [removed: 2018.][added: 2019.]
[removed: As of] [added: For the year ended] December 31, [removed: 2020] [added: 2021] the largest client based on its percentage of total company revenue contributed approximately [removed: 5%.][added: 7%.]
In addition to [removed: country- by-country] [added: country-by-country] competition, we have a number of regional and global competitors in the marketplace as well.
Our offerings compete with various firms, including Accenture, Aetion, Panalgo, Cognizant Technology Solutions, Covance Inc., Deloitte, Evidera (now part of [removed: PPD),] [added: Thermo Fisher Scientific Inc.),] GfK, LexisNexis Risk Solutions, IBM, Infosys, Kantar Health (now part of Cerner Corporation), McKinsey, Nielsen, OptumInsight, PAREXEL International Corporation, Press Ganey, RTI Health Solutions, PRA Health [removed: Sciences,] [added: Sciences (now part of ICON plc),] Tempus, Veeva, and ZS Associates.
Our primary competitors include Covance Inc., ICON plc, PAREXEL International Corporation, Pharmaceutical Product Development, [removed: Inc.,] [added: Inc. (now part of Thermo Fisher Scientific Inc.),] PRA Health [removed: Sciences,] [added: Sciences (now part of ICON plc),] and Syneos Health, among others.
The United States Food and Drug Administration (“FDA”), the European Medicines Agency (“EMA”), Japan’s Ministry of Health, [removed: Labour] [added: Labor] and Welfare and most other global regulatory authorities expect that study results and data submitted to such authorities be based on clinical trials conducted in accordance with GCP provisions.
Overview. Our approximately [removed: 70,000] [added: 79,000] employees help us drive our business success and achieve our ambition to advance human health.
In [removed: 2020, responses increased for this] [added: the latest] survey, [removed: and 81%] [added: 85%] of respondents indicated a favorable view of the Company's employee engagement, which [removed: was a 13 percentage point increase from our last company-wide employee survey in 2018,] [added: is] 4 points [removed: higher] [added: better] than [removed: the Fortune 500 benchmark] [added: our prior year survey,] and [removed: 5] [added: 4] points [removed: higher than] [added: above] the [removed: broader survey] [added: Fortune 500 company] benchmark.
Other areas where we saw favorable scores were: Employees [added: feeling they are] acquiring the knowledge and skills needed to be effective in their jobs [removed: (84%); employees feeling part of a team (84%); and] [added: (85%);] employees [removed: who] would recommend IQVIA as a great place to work [removed: (81%).][added: (84%); and employees feeling they are part of a team (85%).]
Diversity and Inclusion. Our commitment to diversity and inclusion [added: ("D&I")] is reflected in the various policies, programs, training and support we offer, including our Employee Resource Groups, manager diversity and inclusion training and our highly diverse global workforce.
Our global workforce operates in over 100 countries and represents approximately [removed: 80] [added: 90] different ethnicities.
In the United States, approximately [removed: 63%] [added: 62%] of our employees identify as white and approximately [removed: 37% and] [added: 38% identify as Non-White, including] 11% [added: who] identify as [removed: non-White and] Black or African [removed: American, respectively.][added: American.]
Approximately [removed: 59%] [added: 60%] of our employees globally are female and approximately 51% of employees worldwide at a manager level are female.
[removed: There are five global ERGs—all] [added: All] are employee-led, voluntary, and open to every employee.
In [removed: 2020,] [added: 2021,] we grew our ERG membership to more than [removed: 2,500] [added: 4,000] participants worldwide, [added: a 60% increase in membership over the past year,] with multiple chapters being established across the globe.
First, the life sciences market for Real-World Evidence of approximately $20 billion includes post-launch evidence generation, market access, and patient engagement services.
The growth of emerging markets demonstrates their strategic importance to global life sciences organizations along with the emergence of local and regional companies with similar operational and informational needs.
We expect all of these organizations to apply a high degree of sophistication to their commercial operations in these countries, especially as some begin to emerge as sources of original innovative products.
Sustainability
We are committed to sustainable environmental, social and governance ("ESG") practices that further our corporate purpose of helping our clients improve healthcare outcomes for patients.
Our sustainable business practices are organized under three pillars — People, Public and Planet.
For further information on our ESG program, achievements, and goals, see our 2021 Environmental, Social, and Governance Report (the "2021 ESG Report"), which will be available on our website at https://www.iqvia.com/about-us/corporate-responsibility.
Information in the 2021 ESG Report is not incorporated by reference in, and does not form part of, this Annual Report on Form 10-K.
To facilitate the disclosure of comparable, consistent, and reliable ESG information, the 2021 ESG Report will be aligned with the Sustainability Accounting Standards Board ("SASB") and the Global Reporting Initiative ("GRI") reporting frameworks by including therein and reporting against their respective reporting standards indexes.
The 2021 ESG Report also discusses our climate-related risks and opportunities in accordance with the recommended disclosures of Task Force on Climate-related Financial Disclosures ("TCFD").
Data Privacy
Patient health information is among the most sensitive of personal information, and it is critically important that information about an individual’s healthcare is properly protected from inappropriate access, use and disclosure.
Real world evidence -- information that allows us to examine actual practices and outcomes -- is essential to increase access to care, improve outcomes, and lower costs.
IQVIA uses a wide variety of privacy-enhancing technologies and safeguards to protect individual privacy while generating and analyzing information on a scale that helps healthcare stakeholders identify disease patterns and correlate with the precise treatment path and therapy needed for better outcomes.
We employ a wide variety of methods to manage privacy requirements, including:
- governance, frameworks, models and training to promote good decision making and accountability;
- a layered approach to privacy and security management to avoid a single point of failure;
- ongoing evaluation of privacy and security practices to promote continuous improvement;
- use of technical, administrative, physical and organizational safeguards and controls;
- collaboration with data suppliers and trusted third parties for our syndicated market research and analytics offerings to remove identifiable information or employ effective encryption or other techniques to render information non-identified before data is delivered to us; and
- work with leading researchers, policy makers, thought leaders and others in a variety of fields relevant to the application of effective privacy and security practices, including statistical, epidemiological and cryptographic sciences, legal, information security and compliance, and privacy.
We are an industry leader in de-identifying data.
Our capabilities allow us to render data non-identified while still maintaining data utility, thus protecting privacy while still advancing innovation.
Not only do we make use of de-identification techniques with respect to the data we hold, but we also share our expertise in this area with policymakers, regulators and others to help them understand de-identification methodologies and practical considerations to avoid re-identification risk.
We operate in more than 100 countries around the world, many of which have data protection and privacy laws and regulations based on similar core principles, (e.g., openness, accountability, security safeguards, etc.).
We apply those principles globally and augment our practices to address local laws, contractual obligations and other data privacy requirements.
Our Global Privacy team, led by our Global Chief Privacy Officer, is comprised of privacy professionals and privacy law experts who drive our strategy and develop and manage our policies and standards.
The Global Privacy team provides subject matter expertise related to the proper management of all data types.
In addition, our Global Privacy team liaises with our Legal, IT, Information Security and other teams so that privacy requirements are addressed in technology, contracting, offerings and other business activities.
The IQVIA Privacy Policy (the "Privacy Policy") is our foundational privacy policy.
It explains how, when applicable, we collect, hold, use and disclose personal information, including that of our personnel, consumers, healthcare professionals, patients, medical research subjects, clinical investigators, customers, suppliers, vendors, business partners and investors.
You can find the Privacy Policy on our website at https://www.iqvia.com/about-us/privacy/privacy-policy.
Information in the Privacy Policy is not incorporated by reference in, and does not form part of, this Annual Report on Form 10-K.
Cybersecurity
We employ an array of data security technologies, processes and methods across our infrastructure to protect systems and sensitive information from unauthorized access.
IQVIA maintains comprehensive identity and access management practices (e.g., roles and access privileges for each user; multi-factor authentication, privileged user accounts, single sign-on, user lifecycle management) and employs a variety of security information and event management tools.
We developed, maintain and utilize a global integrated information security framework to guide our practices, based on relevant industry frameworks and laws, including, but not limited to NIST, GxP, HITRUST, the ISO 27000 family, COBIT, GDPR, and HIPAA.
The framework consists of policies, standards, procedures, work instructions and documentation.
Information is classified into four categories to help individuals apply the right level of controls and safeguards to information, applications and systems.
Our cybersecurity program focuses on all areas of our business, including cloud-based environments, data centers, devices used by employees and contractors, facilities, networks, applications, vendors, disaster recovery / business continuity and controls and safeguards enabled through business processes and tools.
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.
The growth of emerging markets is making these geographies strategically important to life sciences organizations and, consistent with their approach in the developed markets, we expect these organizations to apply a high degree of sophistication to their commercial operations in these countries.
We believe that further research
generation, customer relationship management (“CRM”), performance management, incentive compensation, territory alignment, roster management, call planning, compliance and safety reporting and master data management.
Employee Engagement. In 2020, we completed our second company-wide employee survey since the Merger between Quintiles and IMS Health in 2016.
The survey provided a valuable opportunity to hear the perspectives of our workforce around the world.
The survey results indicate the actions we have taken over the past two years have had a positive impact.
Protection and Support of our Employees During the COVID-19 Pandemic.
As a company, we did our best to support our employees, preserve employment and maintain base compensation throughout the year.
We accepted that our financial performance would be affected by the pandemic, but declined to make dramatic cuts that would impact the lives of our employees.
We also launched the IQVIA Cares program to provide over $1 million of financial assistance to approximately 2,200 employees facing financial hardship resulting from the crisis.
This program was entirely funded by our directors, senior leaders and other employees from around the world voluntarily forgoing a portion of their pay for a period of time.
We continued to build a strong supportive culture around values of mutual respect and pride in the important work we do.
This will endure far beyond the crisis.
The safety of employees, patients, healthcare professionals, customers and suppliers with whom we frequently interact was our highest priority as COVID-19 spread across the globe.
To limit exposure, we substantially restricted travel, supplied personal protective equipment to field-based employees, closed facilities and asked most of our staff to work remotely.
On short notice, we added bandwidth and VPN capacity to our advanced infrastructure to enable 95% of our employees at the peak of the pandemic to work remotely and avoid service disruptions.
At the same time, we continued to maintain and enhance our cybersecurity protections, which included completing the global roll-out of our core Endpoint Detection & Response solution to all workstations, thus protecting them from cyber threats regardless of location and network status (on or off VPN), and accelerating the deployment of an Advance Response tool to enable bulk remediation of vulnerabilities on remote workstations.
- Black, Asian, and Minority Ethnic Network Group (BAME): connects employees to provide a sense of community to support in the professional and personal development of Black, Asian and minority ethnic group employees across the organization.
- Emerging Professionals Group (EPG): fosters ambition and builds community among our leadership and talent pipeline for emerging professionals through networking, personal development, and volunteerism.
In response to COVID-19, the ERGs quickly pivoted and moved much of their engagement efforts online, hosting multiple virtual events and meet-ups to ensure the sense of community they provide to was not lost amid the pandemic.
Our Employee Assistance Program (EAP) is available to approximately 70% of our workforce worldwide.
Our EAP is a free and voluntary program that offers confidential mental and emotional well-being support, including assessments, counseling, and follow-up services.
In 2020, employees were faced with new and difficult burdens as the COVID-19 pandemic upended nearly everyone’s life.
As the year unfolded, we saw an urgent need to address and assist all employees in helping them build resilience in response to the ongoing pandemic.
As a result, we accelerated our plans to roll out our EAP to the remainder of our workforce.
This acceleration will make support available to our entire global workforce in the second quarter of 2021 through a network of existing and new EAP programs and programs included in local benefit packages.
In addition, we are exploring a training program for all managers on how to support team members who may be affected by the pandemic.
More than 60 attendees from 18 countries were chosen to take part in this four-month program.
In light of COVID-19, we rapidly adapted the program design to make it a fully virtual experience.
Feedback was positive, and we will bring together two more cohorts in 2021, targeting nearly 100 more participants from around the world.
An excerpt. Shown here: 40 of 47 rewritten, 40 of 93 added and all 31 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2021 filing and the FY2020 filing.
Cover and table of contents
27 rewritten, 13 added, 15 removed, 76 unchanged
For the fiscal year ended December 31, [removed: 2020][added: 2021]
[removed: ][added: ]
(Address of principal executive [removed: offices] [added: office] and Zip Code)
(919) [removed: 998-2000 and (203) 448-4600][added: 998-2000]
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 30, [removed: 2020,] [added: 2021,] the last business day of the registrant’s most recently completed second quarter, was approximately [removed: $26.3] [added: $45.7] billion.
As of February [removed: 1, 2021,] [added: 7, 2022,] there were approximately [removed: 191,281,286] [added: 190,485,264] shares of the registrant’s common stock outstanding.
Portions of the registrant’s Proxy Statement for the [removed: 2021] [added: 2022] 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: 2020.][added: 2021.]
| 1A. | | | [Risk [removed: Factors](#i3f72ae6eff524489b973dad9ca03b0ce_19)] [added: Factors](#i656f56cabb364401a7bed88169b09c9c_19)] | | | [removed: [13](#i3f72ae6eff524489b973dad9ca03b0ce_19)] [added: [19](#i656f56cabb364401a7bed88169b09c9c_19)] | | |
| 1B. | | | [Unresolved Staff [removed: Comments](#i3f72ae6eff524489b973dad9ca03b0ce_22)] [added: Comments](#i656f56cabb364401a7bed88169b09c9c_22)] | | | [removed: [34](#i3f72ae6eff524489b973dad9ca03b0ce_22)] [added: [44](#i656f56cabb364401a7bed88169b09c9c_22)] | | |
| 3. | | | [Legal [removed: Proceedings](#i3f72ae6eff524489b973dad9ca03b0ce_28)] [added: Proceedings](#i656f56cabb364401a7bed88169b09c9c_28)] | | | [removed: [35](#i3f72ae6eff524489b973dad9ca03b0ce_28)] [added: [44](#i656f56cabb364401a7bed88169b09c9c_28)] | | |
| 4. | | | [Mine Safety [removed: Disclosures](#i3f72ae6eff524489b973dad9ca03b0ce_31)] [added: Disclosures](#i656f56cabb364401a7bed88169b09c9c_31)] | | | [removed: [35](#i3f72ae6eff524489b973dad9ca03b0ce_31)] [added: [44](#i656f56cabb364401a7bed88169b09c9c_31)] | | |
| 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i3f72ae6eff524489b973dad9ca03b0ce_37)] [added: Securities](#i656f56cabb364401a7bed88169b09c9c_37)] | | | [removed: [36](#i3f72ae6eff524489b973dad9ca03b0ce_37)] [added: [45](#i656f56cabb364401a7bed88169b09c9c_37)] | | |
| 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i3f72ae6eff524489b973dad9ca03b0ce_43)] [added: Operations](#i656f56cabb364401a7bed88169b09c9c_43)] | | | [removed: [41](#i3f72ae6eff524489b973dad9ca03b0ce_43)] [added: [47](#i656f56cabb364401a7bed88169b09c9c_43)] | | |
| 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i3f72ae6eff524489b973dad9ca03b0ce_46)] [added: Risk](#i656f56cabb364401a7bed88169b09c9c_46)] | | | [removed: [54](#i3f72ae6eff524489b973dad9ca03b0ce_46)] [added: [61](#i656f56cabb364401a7bed88169b09c9c_46)] | | |
| 8. | | | [Financial Statements and Supplementary [removed: Data](#i3f72ae6eff524489b973dad9ca03b0ce_49)] [added: Data](#i656f56cabb364401a7bed88169b09c9c_49)] | | | [removed: [55](#i3f72ae6eff524489b973dad9ca03b0ce_49)] [added: [63](#i656f56cabb364401a7bed88169b09c9c_49)] | | |
| 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i3f72ae6eff524489b973dad9ca03b0ce_184)] [added: Disclosure](#i656f56cabb364401a7bed88169b09c9c_145)] | | | [removed: [104](#i3f72ae6eff524489b973dad9ca03b0ce_184)] [added: [110](#i656f56cabb364401a7bed88169b09c9c_145)] | | |
| 9A. | | | [Controls and [removed: Procedures](#i3f72ae6eff524489b973dad9ca03b0ce_187)] [added: Procedures](#i656f56cabb364401a7bed88169b09c9c_148)] | | | [removed: [104](#i3f72ae6eff524489b973dad9ca03b0ce_187)] [added: [110](#i656f56cabb364401a7bed88169b09c9c_148)] | | |
| 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i3f72ae6eff524489b973dad9ca03b0ce_196)] [added: Governance](#i656f56cabb364401a7bed88169b09c9c_157)] | | | [removed: [105](#i3f72ae6eff524489b973dad9ca03b0ce_196)] [added: [111](#i656f56cabb364401a7bed88169b09c9c_157)] | | |
| 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i3f72ae6eff524489b973dad9ca03b0ce_202)] [added: Matters](#i656f56cabb364401a7bed88169b09c9c_163)] | | | [removed: [107](#i3f72ae6eff524489b973dad9ca03b0ce_202)] [added: [112](#i656f56cabb364401a7bed88169b09c9c_163)] | | |
| 13. | | | [Certain Relationships and Related Transactions and Director [removed: Independence](#i3f72ae6eff524489b973dad9ca03b0ce_205)] [added: Independence](#i656f56cabb364401a7bed88169b09c9c_166)] | | | [removed: [107](#i3f72ae6eff524489b973dad9ca03b0ce_205)] [added: [113](#i656f56cabb364401a7bed88169b09c9c_166)] | | |
| 14. | | | [Principal Accountant Fees and [removed: Services](#i3f72ae6eff524489b973dad9ca03b0ce_208)] [added: Services](#i656f56cabb364401a7bed88169b09c9c_169)] | | | [removed: [107](#i3f72ae6eff524489b973dad9ca03b0ce_208)] [added: [113](#i656f56cabb364401a7bed88169b09c9c_169)] | | |
| 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i3f72ae6eff524489b973dad9ca03b0ce_214)] [added: Schedules](#i656f56cabb364401a7bed88169b09c9c_175)] | | | [removed: [108](#i3f72ae6eff524489b973dad9ca03b0ce_214)] [added: [114](#i656f56cabb364401a7bed88169b09c9c_175)] | | |
Without limiting the foregoing, the words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” [added: "forecasts,"] “plans,” “projects,” “should,” “targets,” “will” and [removed: the negative thereof and] similar words and [removed: expressions] [added: expressions, and variations and negatives of these words] are intended to identify forward-looking [removed: statements.][added: statements, although not all forward-looking statements contain these identifying words.]
We caution you that any such forward-looking statements are further qualified by important factors that could cause our actual operating results to differ materially from those in the forward-looking statements, including without limitation, that business disruptions caused by natural disasters, pandemics such as the COVID-19 (coronavirus) [removed: outbreak or] [added: outbreak, including any variants, and the public health policy responses to the outbreak,] international conflict or other disruptions outside of our control; our ability to accurately model or forecast the impact of the spread and/or containment of COVID-19, [added: including any variants,] among other sources of business interruption, on our operations and financial results; most of our contracts may be terminated on short notice, and we may lose or experience delays with large client contracts or be unable to enter into new contracts; the market for our services may not grow as we expect; we may be unable to successfully develop and market new services or enter new markets; imposition of restrictions on our use of data by data suppliers or their refusal to license data to us; any failure by us to comply with contractual, regulatory or ethical requirements under our contracts, including current or [added: future] changes to data protection and privacy laws; breaches or misuse of our or our outsourcing partners’ security or communications systems; failure to meet our productivity or business transformation objectives; failure to successfully invest in growth opportunities; our ability to protect our intellectual property rights and our susceptibility to claims by others that we are infringing on their intellectual property rights; the expiration or inability to acquire third party licenses for technology or intellectual property; any failure by us to accurately and timely price and formulate cost estimates for contracts, or to document change orders; hardware and software failures, delays in the operation of our computer and communications systems or the failure to implement system enhancements; the rate at which our backlog converts to revenue; our ability to acquire, develop and implement technology necessary for our business; consolidation in the industries in which our clients operate; risks related to client or therapeutic concentration; government regulators or our customers may limit the scope of prescription or withdraw products from the market, and government regulators may impose new regulatory requirements or may adopt new regulations affecting the biopharmaceutical industry; the risks associated with operating on a global basis, including currency or exchange rate fluctuations and legal compliance, including anti-corruption laws; risks related to changes in accounting standards; general economic conditions in the markets in which we operate, including financial market conditions and risks related to sales to government entities; the impact of changes in tax laws and regulations; and our ability to successfully integrate, and achieve expected benefits from, our acquired businesses.
Given these uncertainties, users of the information included or incorporated by reference in this [added: Annual Report on] Form 10-K, including investors and prospective investors, are cautioned not to place undue reliance on such forward-looking statements.
[added: However, we] have not independently verified data from industry analyses and cannot guarantee their accuracy or completeness.
| | | | [PART I](#i656f56cabb364401a7bed88169b09c9c_13) | | | | | |
| 1. | | | [Business](#i656f56cabb364401a7bed88169b09c9c_16) | | | [5](#i656f56cabb364401a7bed88169b09c9c_16) | | |
| 2. | | | [Properties](#i656f56cabb364401a7bed88169b09c9c_25) | | | [44](#i656f56cabb364401a7bed88169b09c9c_25) | | |
| | | | [PART II](#i656f56cabb364401a7bed88169b09c9c_34) | | | [45](#i656f56cabb364401a7bed88169b09c9c_34) | | |
| 6. | | | [\[Reserved\]](#i656f56cabb364401a7bed88169b09c9c_40) | | | [47](#i656f56cabb364401a7bed88169b09c9c_40) | | |
| 9B. | | | [Other Information](#i656f56cabb364401a7bed88169b09c9c_151) | | | [110](#i656f56cabb364401a7bed88169b09c9c_151) | | |
| 9C. | | | [Disclosure](#i656f56cabb364401a7bed88169b09c9c_1665) [Regarding Foreign Jurisdictions that Prevent Inspections](#i656f56cabb364401a7bed88169b09c9c_1665) | | | [110](#i656f56cabb364401a7bed88169b09c9c_1665) | | |
| | | | [PART III](#i656f56cabb364401a7bed88169b09c9c_154) | | | [111](#i656f56cabb364401a7bed88169b09c9c_154) | | |
| 11. | | | [Executive Compensation](#i656f56cabb364401a7bed88169b09c9c_160) | | | [112](#i656f56cabb364401a7bed88169b09c9c_160) | | |
| | | | [PART IV](#i656f56cabb364401a7bed88169b09c9c_172) | | | [114](#i656f56cabb364401a7bed88169b09c9c_172) | | |
| | | | [Exhibit Index](#i656f56cabb364401a7bed88169b09c9c_178) | | | [115](#i656f56cabb364401a7bed88169b09c9c_178) | | |
| 16. | | | [Form 10-K Summary](#i656f56cabb364401a7bed88169b09c9c_181) | | | [119](#i656f56cabb364401a7bed88169b09c9c_181) | | |
| | | | [Signatures](#i656f56cabb364401a7bed88169b09c9c_184) | | | [119](#i656f56cabb364401a7bed88169b09c9c_184) | | |
and
83 Wooster Heights Road, Danbury, Connecticut 06810
| | | | [PART I](#i3f72ae6eff524489b973dad9ca03b0ce_13) | | | | | |
| 1. | | | [Business](#i3f72ae6eff524489b973dad9ca03b0ce_16) | | | [5](#i3f72ae6eff524489b973dad9ca03b0ce_16) | | |
| 2. | | | [Properties](#i3f72ae6eff524489b973dad9ca03b0ce_25) | | | [35](#i3f72ae6eff524489b973dad9ca03b0ce_25) | | |
| | | | [PART II](#i3f72ae6eff524489b973dad9ca03b0ce_34) | | | [36](#i3f72ae6eff524489b973dad9ca03b0ce_34) | | |
| 6. | | | [Selected Financial Data](#i3f72ae6eff524489b973dad9ca03b0ce_40) | | | [39](#i3f72ae6eff524489b973dad9ca03b0ce_40) | | |
| 9B. | | | [Other Information](#i3f72ae6eff524489b973dad9ca03b0ce_190) | | | [104](#i3f72ae6eff524489b973dad9ca03b0ce_190) | | |
| | | | [PART III](#i3f72ae6eff524489b973dad9ca03b0ce_193) | | | [105](#i3f72ae6eff524489b973dad9ca03b0ce_193) | | |
| 11. | | | [Executive Compensation](#i3f72ae6eff524489b973dad9ca03b0ce_199) | | | [106](#i3f72ae6eff524489b973dad9ca03b0ce_199) | | |
| | | | [PART IV](#i3f72ae6eff524489b973dad9ca03b0ce_211) | | | [108](#i3f72ae6eff524489b973dad9ca03b0ce_211) | | |
| | | | [Exhibit Index](#i3f72ae6eff524489b973dad9ca03b0ce_217) | | | [109](#i3f72ae6eff524489b973dad9ca03b0ce_217) | | |
| 16. | | | [Form 10-K Summary](#i3f72ae6eff524489b973dad9ca03b0ce_220) | | | [113](#i3f72ae6eff524489b973dad9ca03b0ce_220) | | |
| | | | [Signatures](#i3f72ae6eff524489b973dad9ca03b0ce_223) | | | [114](#i3f72ae6eff524489b973dad9ca03b0ce_223) | | |
However, we
Item 2. Properties
2 rewritten, 0 added, 0 removed, 5 unchanged
As of December 31, [removed: 2020,] [added: 2021,] we had approximately [removed: 262] [added: 250] offices located in approximately [removed: 82] [added: 84] countries.
Our executive headquarters are located adjacent to Research Triangle Park, North [removed: Carolina and in Danbury, Connecticut.][added: Carolina.]
Item 4. Mine Safety Disclosures
0 rewritten, 0 added, 57 removed, 2 unchanged
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information for Common Stock
Our common stock trades on the NYSE under the symbol “IQV.”
Holders of Record
On February 1, 2021, we had approximately 25 stockholders of record as reported by our transfer agent.
Holders of record are defined as those stockholders whose shares are registered in their names in our stock records and do not include beneficial owners of common stock whose shares are held in the names of brokers, dealers or clearing agencies.
Dividend Policy
We do not currently intend to pay dividends on our common stock, and no dividends were declared or paid in 2020 or 2019.
However, we expect to reevaluate our dividend policy on a regular basis and may, subject to compliance with the covenants contained in our Senior Secured Credit Facilities and long-term debt arrangements and other considerations, determine to pay dividends in the future.
The declaration, amount and payment of any future dividends on shares of our common stock will be at the sole discretion of our Board, which may take into account general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions, the implications of the payment of dividends by us to our stockholders or by our subsidiaries to us, and any other factors that our Board may deem relevant.
Our long-term debt arrangements contain usual and customary restrictive covenants that, among other things, place limitations on our ability to declare dividends.
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 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
Recent Sales of Unregistered Securities
We did not sell any unregistered equity securities in 2020.
Purchases of Equity Securities by the Issuer
On October 30, 2013, our Board of Directors (the “Board”) approved an equity repurchase program (the “Repurchase Program”) authorizing the repurchase of up to $125.0 million of either our common stock or vested in-the-money employee stock options, or a combination thereof.
Our Board increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of our common stock by $600 million, $1.5 billion, $2 billion, $1.5 billion, and $2.0 billion in 2015, 2016, 2017, 2018, and 2019, respectively, which increased the total amount that has been authorized under the Repurchase Program to $7.725 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, extended, suspended or discontinued at any time.
The timing and amount of repurchases are determined by our management based on a variety of factors such as the market price of our common stock, our corporate requirements, and overall market conditions.
Purchases of our common stock may be made in open market transactions effected through a broker-dealer at prevailing market prices, in block trades, or in privately negotiated transactions.
The Repurchase Program for common stock does not have an expiration date.
In addition, from time to time, we have repurchased and may continue to repurchase common stock through private or other transactions outside of the Repurchase Program.
From inception of the Repurchase Program through December 31, 2020, we have repurchased a total of $6.4 billion of our securities under the Repurchase Program.
During the year ended December 31, 2020, we repurchased 2,718,447 shares of our common stock for approximately $423.1 million under the Repurchase Program.
These amounts include 1,000,000 shares of our common stock repurchased from certain Selling Stockholders in a private transaction for an aggregate purchase price of approximately $164.3 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 13 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
As of December 31, 2020, we had remaining authorization to repurchase up to $0.9 billion of our common stock under the Repurchase Program.
Since the Merger between Quintiles and IMS health, we have repurchased 65.6 million shares of our common stock at an average market price per share of $97.29 for an aggregate purchase price of $6.4 billion both under and outside of the Repurchase Program.
This includes 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 (the “Plan”).
The Plan provides for the withholding of shares to satisfy tax obligations.
It does not specify a maximum number of shares that can be withheld for this purpose.
The shares of common stock withheld to satisfy tax withholding obligations may be deemed to be “issuer purchases” of shares that are required to be disclosed pursuant to this Item.
The following table summarizes the monthly equity repurchase activity for the three months ended December 31, 2020 and the approximate dollar value of shares that may yet be purchased pursuant to the Repurchase Program.
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Period | | | | | | Total Number of Shares 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 | | |
| | | | | | | (in millions, except per share data) | | | | | | | | | | | | | | | | | | | | |
| October 1, 2020 – October 31, 2020 | | | | | | 0.1 | | | | | | $ | 156.83 | | | | | 0.1 | | | | | | $ | 999 | |
| November 1, 2020 – November 30, 2020 | | | | | | 0.0 | | | | | | $ | — | | | | | 0.0 | | | | | | $ | 999 | |
An excerpt. Shown here: all 0 rewritten, all 0 added and 40 of 57 removed. The counts are complete. For every sentence, read Item 4. Mine Safety Disclosures in the FY2021 filing and the FY2020 filing.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
0 rewritten, 58 added, 0 removed, 0 unchanged
New section this year
Securities Market Information for Common Stock
Our common stock trades on the NYSE under the symbol “IQV.”
Holders of Record
On February 7, 2022, we had approximately 20 stockholders of record as reported by our transfer agent.
Holders of record are defined as those stockholders whose shares are registered in their names in our stock records and do not include beneficial owners of common stock whose shares are held in the names of brokers, dealers or clearing agencies.
Dividend Policy
We do not currently intend to pay dividends on our common stock, and no dividends were declared or paid in 2021 or 2020.
However, we expect to reevaluate our dividend policy on a regular basis and may, subject to compliance with the covenants contained in our Senior Secured Credit Facilities and long-term debt arrangements and other considerations, determine to pay dividends in the future.
The declaration, amount and payment of any future dividends on shares of our common stock will be at the sole discretion of our Board, which may take into account general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions, the implications of the payment of dividends by us to our stockholders or by our subsidiaries to us, and any other factors that our Board may deem relevant.
Our long-term debt arrangements contain usual and customary restrictive covenants that, among other things, place limitations on our ability to declare dividends.
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 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
Recent Sales of Unregistered Securities
We did not sell any unregistered equity securities in 2021.
Purchases of Equity Securities by the Issuer
On October 30, 2013, the Board approved an equity repurchase program (the “Repurchase Program”) authorizing the repurchase of up to $125.0 million of either our common stock or vested in-the-money employee stock options, or a combination thereof.
The Board increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of the Company's common stock by $600 million, $1.5 billion, $2.0 billion, $1.5 billion, and $2.0 billion, in 2015, 2016, 2017, 2018, and 2019 respectively.
On February 10, 2022, the Board increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of the Company's common stock by an additional $2.0 billion, which increased the total amount that has been authorized under the Repurchase Program to $9.725 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, extended, suspended or discontinued at any time.
The timing and amount of repurchases are determined by our management based on a variety of factors such as the market price of our common stock, our corporate requirements, and overall market conditions.
Purchases of our common stock may be made in open market transactions effected through a broker-dealer at prevailing market prices, in block trades, or in privately negotiated transactions.
The Repurchase Program for common stock does not have an expiration date.
In addition, from time to time, we have repurchased and may continue to repurchase common stock through private or other transactions outside of the Repurchase Program.
From inception of the Repurchase Program through December 31, 2021, we have repurchased a total of $6.8 billion of our securities under the Repurchase Program.
During the year ended December 31, 2021, we repurchased 1.7 million shares of our common stock for approximately $395 million under the Repurchase Program.
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 13 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
As of December 31, 2021, we had remaining authorization to repurchase up to approximately $0.5 billion of our common stock under the Repurchase Program.
The February 10, 2022 $2.0 billion increase in the stock repurchase authorization, increased the remaining authorization to repurchase common stock under the Repurchase Program up to approximately $2.5 billion.
Since the Merger between Quintiles and IMS health, we have repurchased 67.4 million shares of our common stock at an average market price per share of $100.95 for an aggregate purchase price of $6.8 billion both under and outside of the Repurchase Program.
This includes 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 (the “Plan”).
The Plan provides for the withholding of shares to satisfy tax obligations.
It does not specify a maximum number of shares that can be withheld for this purpose.
The shares of common stock withheld to satisfy tax withholding obligations may be deemed to be “issuer purchases” of shares that are required to be disclosed pursuant to this Item.
The following table summarizes the monthly equity repurchase activity for the three months ended December 31, 2021 and the approximate dollar value of shares that may yet be purchased pursuant to the Repurchase Program.
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Period | | | | | | Total Number of Shares 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 | | |
| | | | | | | (in millions, except per share data) | | | | | | | | | | | | | | | | | | | | |
| October 1, 2021 – October 31, 2021 | | | | | | 0.1 | | | | | | $ | 238.82 | | | | | 0.1 | | | | | | $ | 667 | |
| November 1, 2021 – November 30, 2021 | | | | | | 0.4 | | | | | | $ | 254.38 | | | | | 0.4 | | | | | | $ | 568 | |
| December 1, 2021 – December 31, 2021 | | | | | | 0.2 | | | | | | $ | 265.16 | | | | | 0.2 | | | | | | $ | 523 | |
An excerpt. Shown here: all 0 rewritten, 40 of 58 added and all 0 removed. The counts are complete. For every sentence, read Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity in the FY2021 filing.
Item 6. [Reserved]
0 rewritten, 0 added, 73 removed, 0 unchanged
We have derived the following consolidated statements of income data and cash flows for 2020, 2019 and 2018 and consolidated balance sheet data as of December 31, 2020 and 2019 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 2017 and 2016 and consolidated balance sheet data as of December 31, 2018, 2017 and 2016 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.” 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, the Company retrospectively adjusted related presentations.
We have included the results of operations of acquired businesses from the respective date of acquisition.
As a result, our period to period results of operations vary depending on the dates and sizes of the acquisitions.
Effective January 1, 2019, we adopted the requirements of ASU 2016-02, Leases (Topic 842): Amendments to the FASB Accounting Standards Codification and elected the transition method which allows for disclosures to be updated prospectively and prior periods to be presented in accordance with previous guidance.
Accordingly, this selected financial data is not necessarily comparable or indicative of our future results.
You should read this selected consolidated financial data in conjunction with our audited consolidated financial statements and related footnotes included elsewhere in this Annual Report on Form 10-K.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (in millions, except per share data) | | | | | | 2020 | | | 2019 | | | | | | 2018 | | | | | | 2017(4) | | | | | | 2016(4)(5) | | | | | | | | |
| Statement of Income Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenues | | | | | | $ | 11,359 | | $ | 11,088 | | | | | $ | 10,412 | | | | | $ | 9,702 | | | | | $ | 6,815 | | | | | | | |
| Costs of revenue, exclusive of depreciation and amortization | | | | | | 7,500 | | | 7,300 | | | | | | 6,746 | | | | | | 6,301 | | | | | | 4,748 | | | | | | | | |
| Selling, general and administrative expenses | | | | | | 1,789 | | | 1,734 | | | | | | 1,716 | | | | | | 1,622 | | | | | | 1,016 | | | | | | | | |
| Depreciation and amortization | | | | | | 1,287 | | | 1,202 | | | | | | 1,141 | | | | | | 1,011 | | | | | | 289 | | | | | | | | |
| Impairment charges(1) | | | | | | — | | | — | | | | | | — | | | | | | 40 | | | | | | 28 | | | | | | | | |
| Restructuring costs | | | | | | 52 | | | 75 | | | | | | 68 | | | | | | 63 | | | | | | 71 | | | | | | | | |
| Merger related costs(2) | | | | | | — | | | — | | | | | | — | | | | | | — | | | | | | 87 | | | | | | | | |
| Income from operations | | | | | | 731 | | | 777 | | | | | | 741 | | | | | | 665 | | | | | | 576 | | | | | | | | |
| Interest expense, net | | | | | | 410 | | | 438 | | | | | | 406 | | | | | | 339 | | | | | | 140 | | | | | | | | |
| Loss on extinguishment of debt | | | | | | 13 | | | 24 | | | | | | 2 | | | | | | 19 | | | | | | 31 | | | | | | | | |
| Other expense (income), net | | | | | | (65) | | | (37) | | | | | | 5 | | | | | | 13 | | | | | | (11) | | | | | | | | |
| Income before income taxes and equity in earnings (losses) of unconsolidated affiliates | | | | | | 373 | | | 352 | | | | | | 328 | | | | | | 294 | | | | | | 416 | | | | | | | | |
| Income tax expense (benefit)(3) | | | | | | 72 | | | 116 | | | | | | 59 | | | | | | (992) | | | | | | 325 | | | | | | | | |
| Income before equity in earnings (losses) of unconsolidated affiliates | | | | | | 301 | | | 236 | | | | | | 269 | | | | | | 1,286 | | | | | | 91 | | | | | | | | |
| Equity in earnings (losses) of unconsolidated affiliates | | | | | | 7 | | | (9) | | | | | | 15 | | | | | | 10 | | | | | | (4) | | | | | | | | |
| Net income | | | | | | 308 | | | 227 | | | | | | 284 | | | | | | 1,296 | | | | | | 87 | | | | | | | | |
| Net income attributable to non-controlling interests | | | | | | (29) | | | (36) | | | | | | (25) | | | | | | (19) | | | | | | (15) | | | | | | | | |
| Net income attributable to IQVIA Holdings Inc. | | | | | | 279 | | | 191 | | | | | | 259 | | | | | | 1,277 | | | | | | 72 | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | As of December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (in millions, except per share data) | | | | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017(4) | | | | | | 2016(4)(5) | | | | | | | | |
| Earnings per share attributable to common stockholders: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Basic | | | | | | $ | 1.46 | | | | | $ | 0.98 | | | | | $ | 1.27 | | | | | $ | 5.86 | | | | | $ | 0.48 | | | | | | | |
| Diluted | | | | | | $ | 1.43 | | | | | $ | 0.96 | | | | | $ | 1.24 | | | | | $ | 5.74 | | | | | $ | 0.47 | | | | | | | |
| Weighted average common shares outstanding: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
An excerpt. Shown here: all 0 rewritten, all 0 added and 40 of 73 removed. The counts are complete. For every sentence, read Item 6. [Reserved] in the FY2021 filing and the FY2020 filing.
Item 8. Financial Statements and Supplementary Data
711 rewritten, 209 added, 217 removed, 693 unchanged
Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]
As a result of this assessment and based on the criteria in the COSO framework, management has concluded that, as of December 31, [removed: 2020,] [added: 2021,] 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: 2020] [added: 2021] 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 (the “Company”) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the related consolidated statements of income, comprehensive [removed: income (loss),] [added: income,] stockholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] 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: 2020,] [added: 2021,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated Framework [removed: (2013)] [added: (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: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020] [added: 2021] 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: 2020,] [added: 2021,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated Framework [removed: (2013)] [added: (2013)*] issued by the COSO.
A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in [added: accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.]
As described in Notes 1 and 20 to the consolidated financial statements, revenue of the Research & Development Solutions segment for the year ended December 31, [removed: 2020,] [added: 2021,] is [removed: $5,760] [added: $7,556] million, the majority of which relates to service contracts for clinical research that represent a single performance obligation.
| (in millions, except per share data) | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |
| Revenues | | | | | | $ | [removed: 11,359] [added: 13,874] | | | | | $ | [removed: 11,088] [added: 11,359] | | | | | $ | [removed: 10,412] [added: 11,088] | |
| Costs of revenue, exclusive of depreciation and amortization | | | | | | [removed: 7,500] [added: 9,233] | | | | | | [removed: 7,300] [added: 7,500] | | | | | | [removed: 6,746] [added: 7,300] | | |
| Selling, general and administrative expenses | | | | | | [removed: 1,789] [added: 1,964] | | | | | | [removed: 1,734] [added: 1,789] | | | | | | [removed: 1,716] [added: 1,734] | | |
| Depreciation and amortization | | | | | | [removed: 1,287] [added: 1,264] | | | | | | [removed: 1,202] [added: 1,287] | | | | | | [removed: 1,141] [added: 1,202] | | |
| Restructuring costs | | | | | | [removed: 52] [added: 20] | | | | | | [removed: 75] [added: 52] | | | | | | [removed: 68] [added: 75] | | |
| Income from operations | | | | | | [removed: 731] [added: 1,393] | | | | | | [removed: 777] [added: 731] | | | | | | [removed: 741] [added: 777] | | |
| Interest income | | | | | | (6) | | | | | | [removed: (9)] [added: (6)] | | | | | | [removed: (8)] [added: (9)] | | |
| Interest expense | | | | | | [removed: 416] [added: 375] | | | | | | [removed: 447] [added: 416] | | | | | | [removed: 414] [added: 447] | | |
| Loss on extinguishment of debt | | | | | | [removed: 13] [added: 26] | | | | | | [removed: 24] [added: 13] | | | | | | [removed: 2] [added: 24] | | |
| Other [removed: (income) expense,] [added: income,] net | | | | | | [removed: (65)] [added: (130)] | | | | | | [removed: (37)] [added: (65)] | | | | | | [removed: 5] [added: (37)] | | |
| Income before income taxes and equity in earnings [added: (losses)] of unconsolidated affiliates | | | | | | [removed: 373] [added: 1,128] | | | | | | [removed: 352] [added: 373] | | | | | | [removed: 328] [added: 352] | | |
| Income tax expense | | | | | | [removed: 72] [added: 163] | | | | | | [removed: 116] [added: 72] | | | | | | [removed: 59] [added: 116] | | |
| Income before equity in earnings (losses) of unconsolidated affiliates | | | | | | [removed: 301] [added: 965] | | | | | | [removed: 236] [added: 301] | | | | | | [removed: 269] [added: 236] | | |
| Equity in earnings (losses) of unconsolidated affiliates | | | | | | [removed: 7] [added: 6] | | | | | | [removed: (9)] [added: 7] | | | | | | [removed: 15] [added: (9)] | | |
| Net income | | | | | | [removed: 308] [added: 971] | | | | | | [removed: 227] [added: 308] | | | | | | [removed: 284] [added: 227] | | |
| Net income attributable to non-controlling interests | | | | | | [removed: (29)] [added: (5)] | | | | | | [removed: (36)] [added: (29)] | | | | | | [removed: (25)] [added: (36)] | | |
| Net income attributable to IQVIA Holdings Inc. | | | | | | [removed: 279] [added: $] | [added: 966] | | | | | [removed: 191] [added: $] | [added: 279] | | | | | [removed: 259] [added: $] | [added: 191] | |
| Basic | | | | | | $ | [removed: 1.46] [added: 5.05] | | | | | $ | [removed: 0.98] [added: 1.46] | | | | | $ | [removed: 1.27] [added: 0.98] | |
| Diluted | | | | | | $ | [removed: 1.43] [added: 4.95] | | | | | $ | [removed: 0.96] [added: 1.43] | | | | | $ | [removed: 1.24] [added: 0.96] | |
| Basic | | | | | | [removed: 191.3] [added: 191.4] | | | | | | [removed: 195.1] [added: 191.3] | | | | | | [removed: 203.7] [added: 195.1] | | |
| Diluted | | | | | | 195.0 | | | | | | [removed: 199.6] [added: 195.0] | | | | | | [removed: 208.2] [added: 199.6] | | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE [removed: INCOME (LOSS)][added: INCOME]
| (in millions) | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |
| Net income | | | | | | $ | [removed: 308] [added: 971] | | | | | $ | [removed: 227] [added: 308] | | | | | $ | [removed: 284] [added: 227] | |
| Unrealized [removed: (losses)] gains [added: (losses)] on derivative instruments, net of income tax expense (benefit) of [removed: $(10), $4] [added: $2, $(10)] and [removed: $(5)] [added: $4] | | | | | | [removed: (30)] [added: 9] | | | | | | [removed: (15)] [added: (30)] | | | | | | [removed: 1] [added: (15)] | | |
| Defined benefit plan adjustments, net of income tax [removed: (benefit)] expense [added: (benefit)] of [removed: $(15), $5] [added: $21, $(15)] and [removed: $(4)] [added: $5] | | | | | | [removed: (54)] [added: 69] | | | | | | [removed: (30)] [added: (54)] | | | | | | [removed: (8)] [added: (30)] | | |
| Foreign currency translation, net of income tax expense (benefit) of [removed: $(145), $(30)] [added: $116, $(145)] and [removed: $50] [added: $(30)] | | | | | | [removed: 183] [added: (281)] | | | | | | [removed: (39)] [added: 183] | | | | | | [removed: (258)] [added: (39)] | | |
| Losses (gains) on derivative instruments included in net income, net of income tax benefit of [removed: $3, $—] [added: $4, $3] and [removed: $1] [added: $—] | | | | | | [removed: 10] [added: 12] | | | | | | [removed: (1)] [added: 10] | | | | | | [removed: (12)] [added: (1)] | | |
| Comprehensive income | | | | | | [removed: 417] [added: 780] | | | | | | [removed: 142] [added: 417] | | | | | | [removed: 8] [added: 142] | | |
| Comprehensive income attributable to non-controlling interests | | | | | | [removed: (32)] [added: (5)] | | | | | | [removed: (38)] [added: (32)] | | | | | | [removed: (22)] [added: (38)] | | |
February 16, 2022
| Acquisition of Quest's non-controlling interest | | | | | | (758) | | | | | | — | | | | | | — | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| Acquisition of Quest's non-controlling interest, net of tax | | | | | | — | | | | | | — | | | | | | — | | | | | | (416) | | | | | | — | | | | | | — | | | | | | (10) | | | | | | (284) | | | | | | (710) | | |
| Balance, December 31, 2021 | | | | | | 255.8 | | | | | | (65.2) | | | | | | $ | 3 | | | | | $ | 10,774 | | | | | $ | 2,243 | | | | | $ | (6,572) | | | | | $ | (406) | | | | | $ | — | | | | | $ | 6,042 | |
The provision for income taxes includes federal, state, local and foreign taxes.
Income taxes are accounted for under the asset and liability method.
Deferred tax assets and liabilities are recognized for the estimated future tax consequences of temporary differences between the financial statement carrying amounts and their respective tax bases.
Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which the temporary differences are expected to be recovered or settled.
The Company records U.S. deferred taxes based on the Federal corporate income tax rate of 21%.
The Company accounts for tax related to Global Intangible Low-Taxed Income (“GILTI”) as a period cost when incurred.
Finance leases are included in deposits and other assets, other current liabilities, and other liabilities on our consolidated balance sheets.
Investments in Unconsolidated Affiliates
The Company adopted this new accounting guidance on January 1, 2021.
In October 2021, the FASB issued new accounting guidance that requires contract assets and contract liabilities (i.e., deferred revenue) acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers.
Under current GAAP, an acquirer generally recognizes assets acquired and liabilities assumed in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers and other similar contracts that are accounted for in accordance with ASC 606, at fair value on the acquisition date.
Generally, this new guidance will result in the acquirer recognizing contract assets and contract liabilities at the same amounts recorded by the acquiree.
The Company plans on adopting this new accounting guidance effective January 1, 2022.
The impact of this guidance on the Company's consolidated financial statements will depend on the size and nature of future acquisitions.
| Americas | | | | | | $ | 2,610 | | | | | $ | 3,887 | | | | | $ | 351 | | | | | $ | 6,848 | |
| Europe and Africa | | | | | | 2,282 | | | | | | 1,899 | | | | | | 176 | | | | | | 4,357 | | |
| Asia-Pacific | | | | | | 642 | | | | | | 1,770 | | | | | | 257 | | | | | | 2,669 | | |
| Total revenues | | | | | | $ | 5,534 | | | | | $ | 7,556 | | | | | $ | 784 | | | | | $ | 13,874 | |
| (in millions) | | | | | | Technology & Analytics Solutions | | | | | | Research & Development Solutions | | | | | | Contract Sales & Medical Solutions | | | | | | Total | | |
| Revenues: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (in millions) | | | | | | Technology & Analytics Solutions | | | | | | Research & Development Solutions | | | | | | Contract Sales & Medical Solutions | | | | | | Total | | |
| Revenues: | | | | | | | | | | | | | | | | | | | | | | | | | | |
No individual country, except for the United States, accounted for 10% or more of total revenues for the year ended December 31, 2021.
| (in millions) | | | | | | 2021 | | | | | | 2020 | | |
| Net balance | | | | | | $ | (516) | | | | | $ | 11 | | | | | $ | (527) | |
| (in millions) | | | | | | 2021 | | | | | | 2020 | | |
| | | | | | | $ | 88 | | | | | $ | 84 | |
The principal currency hedged in 2021 was the British Pound.
As of December 31, 2021, the Company's foreign currency denominated debt balance (net of original issue discount) designated as a hedge of its net investment in certain foreign subsidiaries totaled €5,227 million ($5,929 million).
| Total | | | | | | $ | 145 | | | | | $ | 4 | | | | | $ | — | | | | | $ | 149 | |
| (in millions) | | | | | | Level 1 | | | | | | Level 2 | | | | | | Level 3 | | | | | | Total | | |
| Liabilities: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Based on the assessments of the probability of achieving specific targets, as of December 31, 2021 the Company has accrued approximately 72% of the maximum contingent consideration payments that could potentially become payable.
If the reporting unit calculated fair value is less than the carrying amount, the Company would record an impairment charge for the difference, with the impairment charge not to exceed the carrying amount of Goodwill.
February 12, 2021
*Change in Accounting Principle*
As discussed in Note 1 to the consolidated financial statements, the Company changed the manner in which it accounts for leases in 2019.
accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
| Amortization of actuarial losses and prior service costs included in net income | | | | | | — | | | | | | — | | | | | | 1 | | |
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| Balance, December 31, 2017 | | | 249.5 | | | | | | (41.4) | | | | | | 2 | | | | | | 10,780 | | | | | | 538 | | | | | | (3,374) | | | | | | 49 | | | | | | 249 | | | | | | 8,244 | | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 259 | | | | | | — | | | | | | — | | | | | | 25 | | | | | | 284 | | |
| Distributions to non-controlling interests, net | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (13) | | | | | | (13) | | |
assumptions related to these estimates.
Certain items of income and expense are not recognized on the Company’s income tax returns and financial statements in the same year, which creates timing differences.
The income tax effect of these timing differences results in (1) deferred income tax assets that create a reduction in future income taxes and (2) deferred income tax liabilities that create an increase in future income taxes.
Changes in the distribution of profits and losses
The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option.
On January 1, 2019, the Company adopted ASC 842 using the modified retrospective transition method as of the beginning of the period of adoption.
Therefore, on January 1, 2019, the Company recognized and measured leases without revising the historical comparative period information or disclosures.
Employee equity share options, restricted stock units, restricted stock, performance awards and similar equity instruments granted by the Company are treated as potential common shares outstanding in computing diluted earnings per share.
Under the treasury stock method, the amount the employee must pay for
Equity Method Investments
In August 2018, the FASB issued new accounting guidance that clarifies and aligns the accounting for implementation costs for hosting arrangements with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software.
In August 2018, the FASB issued new accounting guidance that modifies the disclosure requirements in Topic 820, Fair Value Measurement, by removing certain disclosure requirements related to the fair value hierarchy, modifying existing disclosure requirements related to measurement uncertainty and adding new disclosure requirements, such as disclosing the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and disclosing the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements.
This new accounting guidance also modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans.
In January 2017, the FASB issued new accounting guidance that simplifies the measurement of goodwill by eliminating the step two impairment test.
Step two measures a goodwill impairment loss by comparing the implied fair value of goodwill with the carrying amount of that goodwill.
The new guidance requires a comparison of the Company’s fair value of a reporting unit with the carrying amount and the Company is required to recognize an impairment charge for the amount by which the carrying amount exceeds the fair value.
In June 2016, the FASB issued a new accounting standard intended to provide financial statement users with more decision-useful information about expected credit losses and other commitments to extend credit held by the reporting entity.
The standard replaces the incurred loss impairment methodology in current GAAP with one that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates.
The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.
This is based on factors including the Company's assessment of historical losses, client's creditworthiness and the fact that the Company's trade receivables are short term in duration.
The Company is currently evaluating the impact of this new accounting guidance on its credit arrangements and derivatives that reference LIBOR.
The Company does not expect the new accounting guidance to have a material effect on the Company’s consolidated financial statements.
Early adoption is permitted.
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| Americas | | | $ | 2,087 | | | | | $ | 2,553 | | | | | $ | 358 | | | | | $ | 4,998 | |
An excerpt. Shown here: 40 of 711 rewritten, 40 of 209 added and 40 of 217 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2021 filing and the FY2020 filing.
Item 9A. Controls and Procedures
2 rewritten, 0 added, 1 removed, 7 unchanged
Based upon our evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, as amended, is recorded, processed, summarized and reported within the time periods specified in the [added: applicable rules and forms, and that it is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.]
There were no changes in our internal control over financial reporting during the quarter ended December 31, [removed: 2020] [added: 2021] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
applicable rules and forms, and that it is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.
Item 9B. Other Information
0 rewritten, 1 added, 4 removed, 0 unchanged
None.
On February 11, 2020, the Board of the Company amended the Company’s Amended and Restated Bylaws (the “Bylaws”) to implement a proxy access provision.
The Bylaws include a new Section 1.3, which permits a stockholder, or a group of up to 20 stockholders, owning 3% or more of the Company’s outstanding common stock continuously for at least three years to nominate and include in the Company’s proxy materials director candidates constituting up to the greater of 2 nominees or 20% of the Board, subject to the terms and conditions set forth in the Bylaws.
The foregoing description of the amendments to the Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, a copy of which is attached hereto as Exhibit 3.2 and is incorporated herein by reference.
PART III
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
0 rewritten, 2 added, 0 removed, 0 unchanged
New section this year
Not applicable.
PART III
Item 10. Directors, Executive Officers and Corporate Governance
8 rewritten, 0 added, 1 removed, 41 unchanged
Information required by this Item, other than the information regarding the executive officers of the Company set forth below, is incorporated by reference to the sections of our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Stockholders (the [removed: “2021] [added: “2022] Proxy Statement”) entitled “Proposal No. 1: Election of Directors”, [removed: “IQVIA’s Corporate] [added: “Corporate] Governance—Documents Establishing our Corporate Governance” and [removed: “IQVIA’s Corporate] [added: “Corporate] Governance—Committees of the Board.”
| Ari Bousbib | | | | | | [removed: 59] [added: 60] | | | | | | Chairman and Chief Executive Officer | | |
| Ronald E. Bruehlman | | | | | | [removed: 60] [added: 61] | | | | | | Executive Vice President and Chief Financial Officer | | |
| W. Richard Staub, III | | | | | | [removed: 58] [added: 59] | | | | | | President, Research & Development Solutions | | |
| Kevin C. Knightly | | | | | | [removed: 60] [added: 61] | | | | | | President, Technology & Commercial Solutions | | |
| Eric Sherbet | | | | | | [removed: 56] [added: 57] | | | | | | Executive Vice President, General Counsel and Secretary | | |
Prior to joining IMS Health, Mr. Bruehlman worked for 23 years at UTC, advancing through finance positions of increasing responsibility, culminating in his appointment as Vice President, Business Development, which he held from June 2009 to April 2011, where he led the company’s global strategy and [added: corporate] development activities.
Mr. Bruehlman [removed: has] served as a director of The Connecticut Forum [removed: since 2005.][added: from 2005 to 2015.]
Mr. Bruehlman also currently serves as Chairman of the Board of Directors at Q2 Solutions, an IQVIA and Quest Diagnostics joint venture.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this item is set forth under the headings “Director Compensation,” “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Compensation of Named Executive Officers,” and “Other Relevant Information—Compensation Committee Interlocks and Insider Participation” in the [removed: 2021] [added: 2022] Proxy Statement and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
8 rewritten, 2 added, 2 removed, 8 unchanged
Information in response to this Item, other than Securities Authorized for Issuance Under Equity Compensation Plans, will be set forth in the section entitled “Security Ownership of Certain Beneficial Owners and Management” in the Company’s [removed: 2021] [added: 2022] Proxy Statement, which information is incorporated herein by reference.
The following table provides certain information with respect to all of our equity compensation plans in effect as of December 31, [removed: 2020:][added: 2021:]
| Plan Category | | | | | | Number of [removed: Securities to] [added: Securities to] be issued Upon Exercise of Outstanding Options, Warrants and [removed: Rights (a)] [added: Rights (a)] | | | | | | Weighted Average Exercise Price of Outstanding [removed: Options,Warrants] [added: Options, Warrants] and [removed: Rights (b)] [added: Rights (b)] | | | | | | Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (excluding securities reflected in column (a) (c) | | | | | |
| Equity compensation plans [added: not] approved by security holders | | | | | | [removed: 6,133,224] [added: 26,727] | | | [removed: (1)] [added: (2)] | | | [removed: $] [added: —] | [removed: 105.50] | | [removed: (3)] | | | [removed: 10,700,716] [added: —] | | | [removed: (4)] | | |
| Equity compensation plans [removed: not] approved by security holders | | | | | | [removed: 26,727] [added: 5,817,500] | | | [removed: (2)] [added: (1)] | | | [removed: —] [added: $] | [added: 116.45] | | [added: (3)] | | | [removed: —] [added: 10,013,585] | | | [added: (4)] | | |
[removed: (1) Consists of: (i) 4,773,969 shares] of [removed: common stock issuable upon the exercise of] outstanding [removed: time-based stock options and underlying outstanding time-based SARs; (ii) 571,506 shares of common stock issuable in settlement of outstanding] restricted stock units awarded; (iii) [removed: 786,165] [added: 670,160] shares of common stock issuable in settlement of outstanding performance units awarded; and (iv) [removed: 1,584] [added: 2,601] shares of deferred common stock outstanding under the Director Deferral Plan.
(3) The weighted-average exercise price includes all outstanding stock options and SARs but does not include restricted stock units, [removed: restricted stock,] performance [removed: units or performance stock,] [added: units,] deferred stock or IMS Health DCERP awards, all of which do not have an exercise price.
If restricted stock units, performance units and other awards that constitute “rights” were included in this calculation, treating such awards as having an exercise price of $0, the weighted average exercise price of outstanding options, warrants and rights would be [removed: $82.12.][added: $86.61.]
| Total | | | | | | 5,844,227 | | | | | | $ | 116.45 | | (3) | | | 10,013,585 | | | | | |
(1) Consists of: (i) 4,326,554 shares of common stock issuable upon the exercise of outstanding time-based stock options and underlying outstanding time-based SARs; (ii) 818,185 shares of common stock issuable in settlement
| Total | | | | | | 6,159,951 | | | | | | $ | 105.50 | | (3) | | | 10,700,716 | | | | | |
Excludes (i) 127,292 shares of common stock subject to outstanding awards of restricted stock.
Item 13. Certain Relationships and Related Transactions and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is set forth under the headings [removed: “IQVIA’s Corporate] [added: “Corporate] Governance,” and “Certain Relationships and Related Party Transactions” in the [removed: 2021] [added: 2022] Proxy Statement and is incorporated herein by reference.
Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this item is set forth under the headings “Audit—Fees Paid to Independent Registered Public Accounting Firm” in the [removed: 2021] [added: 2022] Proxy Statement and is incorporated herein by reference.
Item 15. Exhibits and Financial Statement Schedules
85 rewritten, 0 added, 10 removed, 32 unchanged
| Management’s Report on Internal Control over Financial Reporting | | | [removed: 55] [added: [63](#i656f56cabb364401a7bed88169b09c9c_49)] | | |
| Report of Independent Registered Public Accounting Firm [added: (PCAOB ID: 238)] | | | [removed: 56] [added: [63](#i656f56cabb364401a7bed88169b09c9c_49)] | | |
| Consolidated Statements of Income | | | [removed: 58] [added: [66](#i656f56cabb364401a7bed88169b09c9c_52)] | | |
| Consolidated Statements of Comprehensive [removed: (Loss)] Income | | | [removed: 59] [added: [67](#i656f56cabb364401a7bed88169b09c9c_55)] | | |
| Consolidated Balance Sheets | | | [removed: 60] [added: [68](#i656f56cabb364401a7bed88169b09c9c_58)] | | |
| Consolidated Statements of Cash Flows | | | [removed: 61] [added: [69](#i656f56cabb364401a7bed88169b09c9c_61)] | | |
| Consolidated Statements of Stockholders’ Equity [removed: (Deficit)] | | | [removed: 62] [added: [70](#i656f56cabb364401a7bed88169b09c9c_64)] | | |
| Notes to Consolidated Financial Statements | | | [removed: 63] [added: [71](#i656f56cabb364401a7bed88169b09c9c_67)] | | |
(2) Financial Statement Schedules for the Years Ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]
| Schedule I—Condensed Financial Information of Registrant (Parent Company Only) | | | [removed: 115] [added: [121](#i656f56cabb364401a7bed88169b09c9c_190)] | | |
| Schedule II—Valuation and Qualifying Accounts | | | [removed: 120] [added: [125](#i656f56cabb364401a7bed88169b09c9c_193)] | | |
| 2.1* | | | | | | [removed: Agreement] [added: [Agreement] and Plan of Merger, dated as of May 3, 2016, by and between [removed: Quintiles] [added: Quintiles](https://www.sec.gov/Archives/edgar/data/1478242/000119312516574119/d161975dex21.htm)] Transnational Holdings Inc. and IMS Health Holdings, Inc. (which includes the Plan of Conversion dated as of May 3, 2016 as Exhibit A thereto). | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 2.1 | | | | | | May 3, 2016 | | |
| 3.1 | | | | | | [removed: Amended] [added: [Amended] and Restated Certificate of Incorporation of IQVIA Holdings Inc., [removed: effective November 6, 2017 (as amended through November 6, 2017).] [added: effective](https://www.sec.gov/Archives/edgar/data/0001478242/000156459018002340/iqv-ex31_1304.htm) [April](https://www.sec.gov/Archives/edgar/data/0001478242/000156459018002340/iqv-ex31_1304.htm) [13,](https://www.sec.gov/Archives/edgar/data/0001478242/000156459018002340/iqv-ex31_1304.htm) [2021](https://www.sec.gov/Archives/edgar/data/0001478242/000156459018002340/iqv-ex31_1304.htm).] | | | | | | | | | | | | [removed: 10-K] [added: 8-K] | | | | | | 001-35907 | | | | | | 3.1 | | | | | | [removed: February] [added: April] 16, [removed: 2018] [added: 2021] | | |
| 3.2 | | | | | | [removed: Amended] [added: [Amended] and Restated Bylaws of IQVIA Holdings Inc., effective February 11, [removed: 2020.] [added: 2020](https://www.sec.gov/Archives/edgar/data/0001478242/000156459020004901/iqv-ex32_308.htm).] | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 3.2 | | | | | | February 18, 2020 | | |
| 4.1 | | | | | | [removed: Specimen] [added: [Specimen] Common Stock Certificate of Quintiles Transnational Holdings [removed: Inc.] [added: Inc](https://www.sec.gov/Archives/edgar/data/1478242/000119312513175430/d483912dex41.htm).] | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | 4.1 | | | | | | April 26, 2013 | | |
| [removed: 4.5] [added: 4.2] | | | | | | [removed: Indenture,] [added: [Indenture,] dated as of September 28, 2016, among Quintiles IMS Incorporated, [removed: the] [added: the](https://www.sec.gov/Archives/edgar/data/1478242/000119312516728752/d266940dex41.htm)] Guarantors listed therein and U.S. Bank National Association, as Trustee. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 4.1 | | | | | | October 3, 2016 | | |
| [removed: 4.8] [added: 4.3] | | | | | | [removed: Indenture,] [added: [Indenture,] dated [removed: February 28,] [added: September 14,] 2017, among Quintiles IMS Incorporated, as Issuer, U.S. Bank National Association, as trustee of the Notes, and certain subsidiaries of the Issuer as [added: guarantors](https://www.sec.gov/Archives/edgar/data/0001478242/000119312517288374/d457354dex41.htm) U.S. Bank National Association, as trustee of the Notes, and certain subsidiaries of the Issuer as] guarantors. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 4.1 | | | | | | [removed: February 28,] [added: September 19,] 2017 | | |
| [removed: 4.9] [added: 4.6] | | | | | | [removed: Indenture,] [added: [Indenture,] dated [removed: September 14, 2017,] [added: June 24, 2020,] among [removed: Quintiles IMS Incorporated,] [added: IQVIA Inc.,] as Issuer, U.S. Bank [removed: National] [added: National](https://www.sec.gov/Archives/edgar/data/0001478242/000147824220000039/exhibit41indenture.htm)] Association, as trustee of the [removed: Notes,] [added: Notes] and certain subsidiaries of the [removed: Issuer] [added: Issuer,] as guarantors. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 4.1 | | | | | | [removed: September 19, 2017] [added: June 24, 2020] | | |
| [removed: 4.10] [added: 4.4] | | | | | | [removed: Indenture,] [added: [Indenture,] dated May 10, 2019, among IQVIA Inc., as Issuer, U.S. Bank National Association, as trustee of the Notes and certain subsidiaries of the Issuer, as [added: guarantors](https://www.sec.gov/Archives/edgar/data/0001478242/000119312519144333/d745990dex41.htm) Association, as trustee of the Notes and certain subsidiaries of the Issuer, as] guarantors. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 4.1 | | | | | | May 10, 2019 | | |
| [removed: 4.11] [added: 4.5] | | | | | | [removed: Indenture,] [added: [Indenture,] dated August 13, 2019, among IQVIA Inc., as Issuer, U.S. Bank National Association, as trustee of the Notes and certain subsidiaries of the Issuer, as [added: guarantors](https://www.sec.gov/Archives/edgar/data/0001478242/000119312519219979/d789837dex41.htm) Association, as trustee of the Notes and certain subsidiaries of the Issuer, as] guarantors. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 4.1 | | | | | | August 13, 2019 | | |
| [removed: 4.12] [added: 4.7] | | | | | | [removed: Indenture, dated June 24, 2020,] [added: [Indenture, dated](https://www.sec.gov/Archives/edgar/data/1478242/000147824221000026/indenturedatedmarch32021.htm) [March](https://www.sec.gov/Archives/edgar/data/1478242/000147824221000026/indenturedatedmarch32021.htm) [3](https://www.sec.gov/Archives/edgar/data/1478242/000147824221000026/indenturedatedmarch32021.htm)[, 202](https://www.sec.gov/Archives/edgar/data/1478242/000147824221000026/indenturedatedmarch32021.htm)[1](https://www.sec.gov/Archives/edgar/data/1478242/000147824221000026/indenturedatedmarch32021.htm)[,] among IQVIA Inc., as Issuer, U.S. Bank [removed: National] [added: National](https://www.sec.gov/Archives/edgar/data/1478242/000147824221000026/indenturedatedmarch32021.htm)] Association, as trustee of the Notes and certain subsidiaries of the Issuer, as guarantors. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 4.1 | | | | | | [removed: June 24, 2020] [added: March 3, 2021] | | |
| 10.1 | | | | | | [removed: Fourth] [added: Fifth] Amended and Restated Credit Agreement, dated as of [removed: October 3, 2016,] [added: August 25, 2021,] by and [removed: among Quintiles IMS Incorporated, Quintiles IMS Holdings,] [added: [among](https://www.sec.gov/Archives/edgar/data/1478242/000119312521256375/d204827dex101.htm) IQVIA] Inc., [added: IQVIA RDS Inc., IQVIA AG, IQVIA Solutions Japan K.K., IQVIA Holdings Inc.,] the Guarantors party thereto and the Lenders party thereto (Annex [removed: B] [added: A] to Exhibit [removed: 10.9] [added: 10.1] filed [removed: October 3, 2016).] [added: August 25, 2021).] | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | [removed: 10.9] [added: 10.1] | | | | | | [removed: October 3, 2016] [added: August 25, 2021] | | |
| [removed: 10.10] [added: 10.2] | | | | | | [Amended and Restated Pledge and Security Agreement, dated as of March 17, 2014, among Healthcare Technology Intermediate Holdings, Inc., IMS Health Incorporated, each of the grantors party thereto, and Bank of America, N.A., as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/1595262/000119312514111498/d628679dex1033.htm) | | | | | | | | | | | | IMS Health S-1/A | | | | | | 333-193159 | | | | | | [removed: 10.33] [added: 10.3] | | | | | | March 24, 2014 | | |
| [removed: 10.11] [added: 10.3] | | | | | | [U.S. Guaranty, dated as of March 17, 2014, among Healthcare Technology Intermediate](http://www.sec.gov/Archives/edgar/data/1595262/000119312514111498/d628679dex1034.htm) Holdings, Inc., as Holdings, IMS Health Incorporated, as Parent Borrower, [the other Guarantors party thereto from time to time, and Bank of America, N.A., as Administrative](http://www.sec.gov/Archives/edgar/data/1595262/000119312514111498/d628679dex1034.htm) Agent. | | | | | | | | | | | | IMS Health S-1/A | | | | | | 333-193159 | | | | | | [removed: 10.34] [added: 10.3] | | | | | | March 24, 2014 | | |
| [removed: 10.12] [added: 10.4] | | | | | | [Stockholders](http://www.sec.gov/Archives/edgar/data/1478242/000119312516574119/d161975dex104.htm) Agreement, dated May 3, 2016, among Quintiles Transnational Holdings [Inc. and the stockholders identified](http://www.sec.gov/Archives/edgar/data/1478242/000119312516574119/d161975dex104.htm) therein. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.4 | | | | | | May 3, 2016 | | |
| [removed: 10.13†] [added: 10.5†] | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1013.htm) of Director Indemnification Agreement. | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | [removed: 10.13] [added: 10.1] | | | | | | April 19, 2013 | | |
| [removed: 10.14] [added: 10.6] | | | | | | [Form of Indemnification Agreement with each of the non-management directors of Quintiles IMS Holdings](http://www.sec.gov/Archives/edgar/data/1478242/000119312516728752/d266940dex108.htm) Inc. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.8 | | | | | | October 3, 2016 | | |
| [removed: 10.15†] [added: 10.7†] | | | | | | [Description](http://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1027.htm) of Non-Employee Director Compensation, effective as of January 1, 2017. | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 10.27 | | | | | | February 16, 2017 | | |
| [removed: 10.16†] [added: 10.8†] | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1478242/000119312515347049/d84484dex102.htm) of Non-Competition, Non-Solicitation, Confidentiality and IP Agreement. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.2 | | | | | | October 19, 2015 | | |
| [removed: 10.17†] [added: 10.9†] | | | | | | [Quintiles](http://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1057.htm) Transnational Holdings Inc. Annual Management Incentive Plan. | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | 10.57 | | | | | | April 19, 2013 | | |
| [removed: 10.18†] [added: 10.10†] | | | | | | [Quintiles](http://www.sec.gov/Archives/edgar/data/1478242/000119312513062656/d483912dex1017.htm) Transnational Holdings Inc. 2008 Stock Incentive Plan. | | | | | | | | | | | | S-1 | | | | | | 333-186708 | | | | | | 10.17 | | | | | | February 15, 2013 | | |
| [removed: 10.19†] [added: 10.11†] | | | | | | [Form of Stock Option Award Agreement for Senior Executives under the Quintiles Transnational Holdings Inc. 2008 Stock Incentive](http://www.sec.gov/Archives/edgar/data/1478242/000119312513062656/d483912dex1018.htm) Plan. | | | | | | | | | | | | S-1 | | | | | | 333-186708 | | | | | | 10.18 | | | | | | February 15, 2013 | | |
| [removed: 10.20†] [added: 10.12†] | | | | | | [Form of Stock Option Award Agreement for Non-Employee Directors under the Quintiles Transnational Holdings Inc. 2008 Stock Incentive](http://www.sec.gov/Archives/edgar/data/1478242/000119312513062656/d483912dex1019.htm) Plan. | | | | | | | | | | | | S-1 | | | | | | 333-186708 | | | | | | 10.19 | | | | | | February 15, 2013 | | |
| [removed: 10.21†] [added: 10.13†] | | | | | | [Quintiles](http://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1022.htm) Transnational Holdings Inc. 2013 Stock Incentive Plan. | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | 10.22 | | | | | | April 19, 2013 | | |
| [removed: 10.22†] [added: 10.14†] | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1023.htm) of Award Agreement Awarding Nonqualified Stock Options to Employees under [the Quintiles Transnational Holdings Inc. 2013 Stock Incentive](http://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1023.htm) Plan. | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | 10.23 | | | | | | April 19, 2013 | | |
| [removed: 10.23†] [added: 10.15†] | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1478242/000119312514174986/d690912dex102.htm) of Award Agreement Awarding Incentive Stock Options to Employees under the [Quintiles Transnational Holdings Inc. 2013 Stock Incentive](http://www.sec.gov/Archives/edgar/data/1478242/000119312514174986/d690912dex102.htm) Plan. | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.2 | | | | | | May 1, 2014 | | |
| [removed: 10.24†] [added: 10.16†] | | | | | | [Form of Award Agreement Awarding Nonqualified Stock Options to Non-Employee Directors](http://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1024.htm) under the Quintiles Transnational Holdings Inc. 2013 Stock Incentive Plan. | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | 10.24 | | | | | | April 19, 2013 | | |
| [removed: 10.25†] [added: 10.17†] | | | | | | [Form of Award Agreement Awarding Stock Appreciation Rights under the Quintiles Transnational Holdings Inc. 2013 Stock Incentive](http://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1056.htm) Plan. | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | 10.56 | | | | | | April 19, 2013 | | |
| [removed: 10.26†] [added: 10.18†] | | | | | | [Form of Award Agreement Awarding Stock Appreciation Rights under the Quintiles IMS](http://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1041.htm) Holdings, Inc. 2013 Stock Incentive Plan effective February 2017. | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 10.41 | | | | | | February 16, 2017 | | |
| [removed: 10.27†] [added: 10.19†] | | | | | | [Form of Award Agreement Awarding Restricted Stock Units under the Quintiles Transnational](http://www.sec.gov/Archives/edgar/data/1478242/000119312513455035/d631973dex101.htm) Holdings Inc. 2013 Stock Incentive Plan prior to February 2015. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.1 | | | | | | November 26, 2013 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| 10.2 | | | | | | Amendment No. 1, dated March 7, 2017, to Fourth Amended and Restated Credit Agreement, dated October 3, 2016, among Quintiles IMS Incorporated, Quintiles IMS Holdings, Inc., the Guarantors party thereto, Bank of America N.A., as administrative agent and collateral agent, the Incremental Term B-1 Euro Lenders party thereto and the other Lenders party thereto. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.1 | | | | | | March 8, 2017 | | |
| 10.3 | | | | | | Amendment No. 2, dated September 18, 2017, to Fourth Amended and Restated Credit Agreement, by and among Quintiles IMS Incorporated, Quintiles IMS Holdings, Inc., the Guarantors party thereto, Bank of America N.A., as administrative agent and collateral agent, the Incremental Term B-2 Dollar Lenders party thereto and the other Lenders party thereto. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.1 | | | | | | September 19, 2017 | | |
| 10.4 | | | | | | Amendment No. 3, dated April 6, 2018, to Fourth Amended and Restated Credit Agreement, dated October 3, 2016, by and among IQVIA Inc., IQVIA Holdings Inc., the other Borrowers party thereto, the other Guarantors party thereto, Bank of America, N.A., as administrative agent and collateral agent, and the Incremental Revolving Credit Lenders party thereto. | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.1 | | | | | | May 4, 2018 | | |
| 10.5 | | | | | | Amendment No. 4, dated June 11, 2018, to Fourth Amended and Restated Credit Agreement, dated October 3, 2016, among IQVIA Inc., IQVIA Holdings Inc., IQVIA AG, IQVIA Solutions Japan K.K., the other guarantors party thereto, Bank of America, N.A. as administrative agent and as collateral agent, the Lenders party thereto, the Incremental Term B-3 Dollar Lenders party thereto and the Incremental Term B-2 Euro Lenders party thereto. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.1 | | | | | | June 12, 2018 | | |
| 10.6 | | | | | | Amendment No. 5 to Fourth Amended and Restated Credit Agreement, dated August 9, 2019, among IQVIA Inc., IQVIA Holdings Inc., the other guarantors party thereto, Bank of America, N.A. as administrative agent and collateral agent, the Term B-1 Euro Lenders, the Term B-2 Euro Lenders and Goldman Sachs Bank USA, as Replacement Lender. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.1 | | | | | | August 13, 2019 | | |
| 10.7 | | | | | | [Amendment No. 6 to Fourth Amended and Restated Credit Agreement, dated December 18, 2019, among IQVIA Inc., IQVIA Holdings Inc., the other guarantors party thereto, Bank of America, N.A. as administrative agent and collateral agent, the Term](http://www.sec.gov/Archives/edgar/data/1478242/000119312519317600/d848816dex101.htm) B-2 Dollar Lenders and Bank of America N.A., as Replacement Lender. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.1 | | | | | | December 18, 2019 | | |
| 10.8 | | | | | | [Amendment No.](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) [7](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) [to Fourth Amended and Restated Credit Agreement, dated](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) [March 11](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm)[, 20](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm)[20](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm)[, among IQVIA Inc., IQVIA Holdings Inc., the other guarantors party thereto, Bank of America, N.A. as administrative agent and collateral agent,](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) [and](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) [the](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) [Incremental](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) [Term](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) [](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm)[A](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm)[\-2 Dollar Lenders](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit101.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.1 | | | | | | April 30, 2020 | | |
| 10.9 | | | | | | [Amendment No.](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit102.htm) [8](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit102.htm) [to Fourth Amended and Restated Credit Agreement, dated March](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit102.htm) [30](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit102.htm)[, 2020, among IQVIA Inc., IQVIA Holdings Inc., the other guarantors party thereto, Bank of America, N.A. as administrative agent and collateral agent, and the Incremental Term A-2 Dollar Lenders](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000029/exhibit102.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.2 | | | | | | April 30, 2020 | | |
An excerpt. Shown here: 40 of 85 rewritten, all 0 added and all 10 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2021 filing and the FY2020 filing.
Item 16. Form 10-K Summary
60 rewritten, 14 added, 35 removed, 91 unchanged
Date: February [removed: 12, 2021][added: 16, 2022]
| /s/ Ari Bousbib | | | | | | Chairman, and Chief Executive Officer; Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ Ronald E. Bruehlman | | | | | | Executive Vice President and Chief Financial Officer | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ Emmanuel N. Korakis | | | | | | Senior Vice President, [added: Chief Accounting Officer,] Corporate Controller [added: and Treasurer] | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ Carol J. Burt | | | | | | Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ John P. Connaughton | | | | | | Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ John G. Danhakl | | | | | | Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ James A. Fasano | | | | | | Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ Colleen A. Goggins | | | | | | Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ John M. Leonard, M.D. | | | | | | Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ Ronald A. Rittenmeyer | | | | | | Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
| /s/ Todd B. Sisitsky | | | | | | Director | | | | | | February [removed: 12, 2021] [added: 16, 2022] | | |
CONDENSED STATEMENTS OF [added: INCOME AND COMPREHENSIVE] INCOME
| (in millions) | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |
| Equity in earnings of subsidiary | | | | | | [removed: 279] [added: (966)] | | | | | | [removed: 191] [added: (279)] | | | | | | [removed: 260] [added: (191)] | | |
| Net income | | | | | | [removed: $] [added: 966] | [removed: 279] | | | | | [removed: $] [added: 279] | [removed: 191] | | | | | [removed: $] [added: 191] | [removed: 259] | |
| Comprehensive income [removed: (loss)] | | | | | | $ | [removed: 385] [added: 775] | | | | | $ | [removed: 104] [added: 385] | | | | | $ | [removed: (14)] [added: 104] | |
| (in millions, except per share data) | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |
| Cash and cash equivalents | | | | | | $ | [removed: 1] [added: 2] | | | | | [removed: $] [added: $] | [removed: 3] [added: 1] | |
| Other [removed: current] [added: operating] assets and [removed: receivables] [added: liabilities] | | | | | | [removed: —] [added: (1)] | | | | | | [removed: —] [added: —] | | | [added: | | | — | | |]
| Total current assets | | | | | | [removed: 1] [added: 2] | | | | | | [removed: 3] [added: 1] | | |
| Investment in subsidiary | | | | | | [removed: 9,666] [added: 9,667] | | | | | | [removed: 9,667] [added: 9,666] | | |
| Total assets | | | | | | $ | [removed: 9,667] [added: 9,669] | | | | | [removed: $] [added: $] | [removed: 9,670] [added: 9,667] | |
| [removed: Current liabilities:] [added: Liabilities:] | | | | | | | | | | | | | | |
| Total [removed: current] liabilities | | | | | | [removed: —] [added: 3,627] | | | | | | [removed: —] [added: 3,666] | | |
| Investment in subsidiary | | | | | | [removed: 3,664] [added: $] | [added: 3,625] | | | | | [removed: 3,664] [added: $] | [added: 3,664] | |
| Payable to subsidiary | | | | | | 2 | | | | | | [removed: 3] [added: 2] | | |
| Common stock and additional paid-in capital, 400.0 shares authorized [removed: at] [added: as of] December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] $0.01 par value, [removed: 254.7] [added: 255.8] shares issued and [removed: 191.2] [added: 190.6] shares outstanding [removed: at] [added: as of] December 31, [removed: 2020; 253.0] [added: 2021; 254.7] shares issued and [removed: 192.3] [added: 191.2] shares outstanding [removed: at] [added: as of] December 31, [removed: 2019] [added: 2020] | | | | | | [removed: 11,095] [added: 10,777] | | | | | | [removed: 11,049] [added: 11,095] | | |
| Retained earnings | | | | | | [removed: 1,277] [added: 2,243] | | | | | | [removed: 998] [added: 1,277] | | |
| Treasury stock, at cost, [removed: 63.5] [added: 65.2] and [removed: 60.7] [added: 63.5] shares [removed: at] [added: as of] December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively | | | | | | [removed: (6,166)] [added: (6,572)] | | | | | | [removed: (5,733)] [added: (6,166)] | | |
| Accumulated other comprehensive [removed: (loss) income] [added: loss] | | | | | | [removed: (205)] [added: (406)] | | | | | | [removed: (311)] [added: (205)] | | |
| Total stockholders’ equity | | | | | | [removed: 6,001] [added: 6,042] | | | | | | [removed: 6,003] [added: 6,001] | | |
| Total liabilities and stockholders’ equity | | | | | | $ | [removed: 9,667] [added: 9,669] | | | | | [removed: $] [added: $] | [removed: 9,670] [added: 9,667] | |
| Net Income | | | | | | $ | [removed: 279] [added: 966] | | | | | $ | [removed: 191] [added: 279] | | | | | $ | [removed: 259] [added: 191] | |
| Net cash [added: (used in)] provided by operating activities | | | [removed: 191 404] | | | [removed: $] [added: (1)] | [removed: —] | | | | | [removed: $] [added: —] | [removed: 191] | | | | | [removed: $] [added: —] | [removed: 404] | |
| Investment in subsidiary, net of dividends received | | | | | | [removed: 477] [added: 467] | | | | | | [removed: 760] [added: 477] | | | | | | [removed: 983] [added: 951] | | |
| Net cash provided by investing activities | | | | | | [removed: 477] [added: 467] | | | | | | [removed: 760] [added: 477] | | | | | | [removed: 983] [added: 951] | | |
| [removed: Proceeds] [added: (Payments) proceeds] related to employee stock [removed: purchase and] option plans | | | | | | [removed: —] [added: (59)] | | | | | | [removed: —] [added: (44)] | | | | | | [removed: 15] [added: 11] | | |
| Repurchase of common stock | | | | | | [removed: (434)] [added: (406)] | | | | | | [removed: (963)] [added: (434)] | | | | | | [removed: (1,405)] [added: (963)] | | |
| Intercompany with subsidiary | | | | | | [removed: (1)] [added: —] | | | | | | [removed: 3] [added: (1)] | | | | | | 3 | | |
| /s/ Sheila A. Stamps | | | | | | Director | | | | | | February 16, 2022 | | |
| Sheila A. Stamps | | | | | | | | | | | | | | |
| /s/ Leslie Wims Morris | | | | | | Director | | | | | | February 16, 2022 | | |
| Leslie Wims Morris | | | | | | | | | | | | | | |
| Equity in earnings of subsidiary, net of tax | | | | | | $ | 966 | | | | | $ | 279 | | | | | $ | 191 | |
| Equity in other comprehensive (loss) income of subsidiary, net of tax | | | | | | (191) | | | | | | 106 | | | | | | (87) | | |
| (in millions) | | | | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |
These condensed parent company financial statements are not the general-purpose financial statement of the reporting entity.
The 2019 statement of cash flow presentation has been revised to conform with current period presentation.
| Paid in August 2021 | | | | | | 35 | | |
| Paid in July 2021 | | | | | | 25 | | |
| Paid in April 2021 | | | | | | 4 | | |
| Total paid in 2021 | | | | | | $ | 470 | |
| December 31, 2021 | | | | | | $ | 306 | | | | | $ | 1 | | | | | $ | — | | | | | $ | (13) | | | | | $ | 294 | |
| | | | | | | | | | | | | | | |
IQVIA HOLDINGS INC. (PARENT COMPANY ONLY)
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | |
| Selling, general and administrative expenses | | | | | | $ | — | | | | | $ | — | | | | | $ | 2 | |
| Loss from operations | | | | | | — | | | | | | — | | | | | | (2) | | |
| Interest income | | | | | | — | | | | | | — | | | | | | — | | |
| Other expense, net | | | | | | — | | | | | | — | | | | | | — | | |
| Loss before income taxes and equity in earnings of subsidiary | | | | | | — | | | | | | — | | | | | | (2) | | |
| Income tax benefit | | | | | | — | | | | | | — | | | | | | (1) | | |
| (Loss) income before equity in earnings of subsidiary | | | | | | — | | | | | | — | | | | | | (1) | | |
CONDENSED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
| Comprehensive income (loss) adjustments: | | | | | | | | | | | | | | | | | | | | |
| Unrealized (losses) gains on derivative instruments, net of income tax expense (benefit) of $(10), $4 and $(5) | | | | | | (30) | | | | | | (15) | | | | | | 1 | | |
| Defined benefit plan adjustments, net of income tax (benefit) expense of $(15), $5 and $(4) | | | | | | (54) | | | | | | (30) | | | | | | (8) | | |
| Foreign currency translation, net of income tax (benefit) expense of $(145), $(30) and $50 | | | | | | 180 | | | | | | (41) | | | | | | (255) | | |
| Reclassification adjustments: | | | | | | | | | | | | | | | | | | | | |
| Losses (gains) on derivative instruments included in net income, net of income tax expense of $3, $— and $1 | | | | | | 10 | | | | | | (1) | | | | | | (12) | | |
| Amortization of actuarial losses and prior service costs included in net income | | | | | | — | | | | | | — | | | | | | 1 | | |
| Income taxes receivable | | | | | | — | | | | | | — | | |
| Receivable from parent company | | | | | | — | | | | | | — | | |
| Accounts payable | | | | | | $ | — | | | | | $ | — | |
| Income taxes payable | | | | | | — | | | | | | — | | |
| Total liabilities | | | | | | 3,666 | | | | | | 3,667 | | |
| Subsidiary loss | | | | | | (279) | | | | | | — | | | | | | 143 | | |
| Accounts payable and accrued expenses | | | | | | — | | | | | | — | | | | | | 2 | | |
| Income taxes payable and other liabilities | | | — — | | | — | | | | | | — | | | | | | — | | |
| Issuance of common stock | | | | | | (44) | | | | | | 11 | | | | | | — | | |
| Effect of foreign currency exchange rate changes on cash | | | | | | — | | | | | | — | | | | | | — | | |
Since the Parent is part of a group that files a consolidated income tax return, in accordance with ASC 740, a portion of the consolidated amount of current and deferred income tax expense of the Company has been allocated to the Parent.
The income tax benefit of $0 million, $0 million and $1 million in 2020, 2019 and 2018, respectively, represents the income tax benefit that will be or were already utilized in the Company’s consolidated United States federal and state income tax returns.
If the Parent was not part of these consolidated income tax returns, it would not be able to recognize any income tax benefit, as it generates no revenue against which the losses could be used on a separate filer basis.
| Total paid in 2018 | | | | | | $ | 1,394 | |
| December 31, 2018 | | | | | | $ | 200 | | | | | $ | 23 | | | | | $ | — | | | | | $ | 3 | | | | | $ | 226 | |
An excerpt. Shown here: 40 of 60 rewritten, all 14 added and all 35 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2021 filing and the FY2020 filing.