IQVIA Holdings (IQV) 10-K risk factor changes: FY2023 vs FY2022
The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.
Item 1A20 rewritten44 added28 removed582 unchanged
All filing items1,009 rewritten463 added283 removed2,256 unchanged
Summary
counted, not written
- Item 1A lists 54 risk factor headings: 3 new, 0 reworded and 51 unchanged since FY2022. 4 headings from FY2022 no longer appear.
- Sentence by sentence, 463 added, 283 removed, 1,009 rewritten and 2,256 unchanged across 18 items that differ.
- New this year: Item 1C. Cybersecurity.
New Item 1A headings (3)
- Increasing focus on environmental sustainability and social initiatives could increase our costs, and inaction could harm our reputation and adversely impact our financial results.
- The biopharmaceutical services industry is highly competitive and our business could be materially impacted if we do not compete effectively or rapidly adapt to technological change.
- We may be affected by healthcare reform and potential additional reforms, which may adversely impact the biopharmaceutical industry and reduce demand for our services or negatively impact our profitability.
Removed Item 1A headings (4)
- Our business and operations have been and may in the future be adversely affected by the novel coronavirus (COVID-19) pandemic.
- The biopharmaceutical services industry is highly competitive.
- We may be affected by healthcare reform and potential additional reforms.
- If we do not keep pace with rapid technological changes, our services may become less competitive or obsolete.
A heading is new when no FY2022 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
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
20 rewritten, 44 added, 28 removed, 582 unchanged
[removed: Despite our efforts to ensure the integrity of our systems, as] [added: As] cyber threats evolve and become more difficult to detect and successfully defend against, one or more cyber threats might defeat the measures that we or our vendors take to anticipate, detect, avoid or mitigate such threats.
[removed: Although we take steps to manage and avoid these risks and to prevent their recurrence, our] [added: Our] preventive and remedial actions may not be successful.
We are both directly and indirectly affected by the privacy provisions surrounding individual authorizations because many investigators with whom we are involved in clinical trials are directly subject to them [removed: as a HIPAA “covered entity”] and because we obtain identifiable health information from third parties that are subject to such [removed: regulations.][added: various Privacy Laws.]
In addition, certain established programs have been (or are at risk of being) declared invalid (such as the EU-U.S. Privacy Shield framework that operated for several years but was struck down by the European Court of Justice in July, [removed: 2020), so that this area remains in a state of flux.][added: 2020).]
[removed: These] [added: Relevant] laws are subject to change at any time and certain agreements may not be fully enforceable, which could further restrict our ability to protect our innovations.
Due to the global nature of our business and our reliance on information systems to provide our services, we intend to increase our use of [removed: web-enabled] [added: cloud-based platforms] and other integrated information systems in delivering our services.
- disruption, impairment or failure of [added: cloud-based platforms,] data centers, telecommunications facilities or other key infrastructure platforms;
Although we did not have any client that represented 10% or more of our revenues in [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] 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, [removed: for example, by 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 revenues;
- the United States or foreign countries [added: have and] could [added: continue to] enact legislation or impose regulations or other restrictions, including unfavorable labor regulations, tax policies or economic sanctions, which could have an adverse effect on our ability to conduct business in or expatriate profits from the countries in which we operate, including hiring, retaining and overseeing qualified management personnel for managing operations in multiple countries, differing employment practices and labor issues, and tax-related risks, including the imposition of taxes and the lack of beneficial treaties, that result in a higher effective tax rate for us;
We may [added: aim to] limit these risks through exchange rate fluctuation provisions stated in our service contracts, or we may hedge our transaction risk with foreign currency exchange contracts or options.
In addition, we may be unable to identify suitable acquisition opportunities, obtain any necessary financing on commercially acceptable terms or receive regulatory [removed: approvals] [added: approvals, which have become increasingly more challenging, costly and time consuming,] to move forward with the transaction as contemplated in a timely manner or at all.
Any future acquisition could involve other risks, including, among others, the assumption of additional liabilities and expenses, [added: termination fees, litigation costs if a regulator decides to block a proposed transaction and we challenge the regulator's decision through an administrative or legal process,] 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.
We also compete with universities, teaching hospitals, [removed: governments] [added: government] agencies and others.
If regulatory cost containment efforts limit the profitability of new [removed: drugs,] [added: drugs by, for example, continuing to place downward pressure on pharmaceutical pricing and/or increasing regulatory burdens and operating costs of the biopharmaceutical industry,] our clients may reduce their research and development spending or promotional, marketing and sales expenditures, which could reduce the business they outsource to us.
Foreign and domestic government bodies [added: have adopted and] may [removed: also] [added: continue to] adopt [added: new] healthcare legislation or regulations that are more burdensome than existing regulations.
[removed: Our] [added: More broadly, our] current competitors or other businesses might develop technologies or services that are more effective or commercially attractive than, or render obsolete, our current or future technologies and services.
In the United States, [added: UK,] EU and Japan, political pressure to reduce spending on prescription drugs has led to legislation and other measures which encourages the use of generic products.
In [removed: 2022,] [added: 2023,] financial regulators in various jurisdictions, including where we have variable-rate indebtedness outstanding, increased interest rates on multiple occasions and [removed: in amounts greater than we have seen in recent years, and] signaled that [removed: additional] interest [removed: rate increases may occur in 2023 and beyond] [added: rates could remain higher compared to recent years for an extended period of time] in an effort to lower inflation.
- the division of the board of directors into three classes (subject to gradual declassification [removed: beginning] [added: which began] at the 2023 annual meeting of stockholders, such that our board of directors will be fully declassified and each director will be elected to a one-year term beginning at the 2025 annual meeting of stockholders);
- The biopharmaceutical services industry is highly competitive and our business could be materially impacted if we do not compete effectively or rapidly adapt to technological change.
For example, we must adhere to applicable regulatory requirements such as those required by the FDA, the EMA and the competent authorities of the member states of the EU, and the MHRA in the UK, and Good Laboratory Practice and GCP requirements, which govern, among other things, the design, conduct, performance, monitoring, auditing, recording, analysis, and reporting of clinical trials.
Once initiated, clinical trials must be conducted pursuant to and in accordance with the applicable investigational new drug/device application or clinical trial application, the requirements of the relevant institutional review boards or ethics committees, and GCP requirements.
For studies involving controlled substances, we are also typically subject to enhanced regulations, such as those required by the U.S. Drug Enforcement Administration (“DEA”) which regulates the distribution, recordkeeping, handling, security, and disposal of controlled substances.
This risk is heightened in a recessionary or weak funding environment for our customers, who may be unable to raise or expend funds necessary to complete a trial.
Failure of vendors to perform contractual obligations. In the course of a clinical trial, we regularly contract with third party providers on behalf of our clients to support execution of the trial.
If these third parties fail to perform their contractual obligations, we may incur additional costs or responsibilities in order to provide our clients with our contractually obligated deliverables, despite the failure of such third parties.
The size and complexity of our IT and information security systems, and those of our vendors (and the large amounts of confidential information that is present on them), make such systems potentially vulnerable to service interruptions or to security breaches from inadvertent or intentional actions by, but not limited to, our employees, contingent workers, service providers, business partners, customers or malicious attackers.
The risk of cyberattacks has increased in connection with geopolitical events and dynamics.
State-sponsored parties or their supporters may launch retaliatory cyberattacks, and may attempt to cause supply chain disruptions, or carry out other geopolitically motivated actions that may adversely disrupt or degrade our operations and may result in data compromise.
State-sponsored actors have carried out cyberattacks to accomplish their goals that may include espionage, monetary gain, disruption, and destruction.
While the replacement for the EU-U.S. Privacy Shield (the EU-U.S. Data Privacy Framework or “DPF”) has been approved for the transfer of personal data from the EU to certified companies in the U.S., the DPF is also subject to legal challenges and potential invalidation, thereby rendering data transfers from the EU to the US legally uncertain and keeping the area of data transfers in a state of flux.
We are building artificial intelligence (AI) technologies into internal applications and solutions we use with others, including clients; we expect the use of AI to grow.
Increasing focus on environmental sustainability and social initiatives could increase our costs, and inaction could harm our reputation and adversely impact our financial results.
There has been increasing public focus by investors, customers, environmental activists, the media, and governmental and nongovernmental organizations on a variety of environmental, social, and other sustainability matters.
In light of the importance of this to our internal and external stakeholders, if we are not effective in addressing environmental, social and other sustainability matters affecting our business, or setting and meeting relevant sustainability goals, our reputation and financial results may suffer.
We may experience increased costs in order to execute upon our sustainability goals and measure achievement of those goals, which could have an adverse impact on our business and financial condition.
In addition, this emphasis on environmental, social, and other sustainability matters has resulted and may result in the adoption of new laws and regulations, including new reporting requirements (including, but not limited to the EU Corporate Sustainability Reporting Directive, the EU Taxonomy, and the proposed EU Corporate Sustainability Due Diligence Directive).
Such rules may require us to incur significant additional costs to comply, including the implementation of significant additional internal controls processes and procedures regarding matters that have not been subject to such controls in the past, and impose increased oversight obligations on our management and Board.
If we fail to comply with new laws, regulations, or reporting requirements, our reputation and business could be adversely impacted.
In addition, compliance with new laws, regulations, and reporting requirements may increase our costs, result in disclosures of potentially competitively sensitive information, or may cause us to be targeted by activists, regulators, or others who want us to take a different approach to such matters or increase our disclosures or commitments.
Moreover, investor advocacy groups, investment funds, and influential investors are increasingly focused on these practices, especially as they relate to the environment, health and safety, diversity, labor conditions, and human rights.
Failure to adapt to or comply with regulatory requirements or investor or stakeholder expectations and standards could negatively impact our reputation, ability to do business with certain partners, and our stock price.
In addition, certain environmental and social disclosures and commitments we make may be reliant in part or in whole on third party information, which we cannot verify the quality of, and third party performance, which we cannot guarantee.
We may fail to meet our environmental and social commitments either entirely or on the schedule we commit to.
Unanticipated currency fluctuations have affected and could continue to affect our financial results and cause our results to differ from investor expectations or our own guidance in any future periods.
- Foreign Currency Risk from Differences in Customer Contract Currency and Operating Costs Currency. The majority of our Research & Development Solutions global contracts are denominated in U.S. dollars or Euros while our operating costs in foreign countries are denominated in various local currencies.
Fluctuations in the exchange rates of the currencies we use to contract with our customers and the currencies in which we incur cost to fulfill those contracts can have an adverse impact on our results of operations.
Social media platforms are increasingly being used to communicate about biopharmaceutical products and the diseases our customers’ medicines and drug candidates are designed to treat.
Social media practices in the biopharmaceutical industry continue to evolve and regulations relating to such use are not always clear and create uncertainty and risk of noncompliance with regulations applicable to our Research & Development Solutions business.
For example, patients may use social media channels to comment on the effectiveness of a product or to report an alleged adverse event.
When such disclosures occur, there is a risk that we may fail to monitor and comply with applicable adverse event reporting obligations.
Investigators may be unwilling to participate for a variety of reasons, including the increasing complexity of clinical trials, inability to hire and retain qualified staff or perception that the fair market value for services rendered is inadequate.
The biopharmaceutical services industry is highly competitive and our business could be materially impacted if we do not compete effectively or rapidly adapt to technological change.
In addition, the emergence of the use of Real World Evidence and new approaches such as machine learning and artificial intelligence that capitalize on the availability of large data sets may reduce the time and costs of the discovery and development process, may allow our clients to more readily perform for themselves clinical development tasks and services that we have typically provided, may cause even greater price competition or may render certain data offerings less valuable or relevant.
We may also fail to fully leverage the technologies available to us or develop technologies quickly enough to be competitively useful.
Our failure to develop and offer competitive services that address these and other technological advances in a timely, cost-effective manner or to keep pace with rapid technological change could adversely affect our competitive position and our results of operations.
Our smaller biopharmaceutical company customers may rely on funding from venture capital and other sources to drive their business.
When this funding is reduced, these customers have been and may in the future be forced to reduce their outsourced R&D and commercialization expenditures or may be unable to pay for services rendered, which could have a material adverse effect on our business and results of operations.
Further, in the event that one of our customers combines with a company that is using the services of one of our competitors, the combined company could decide to use the services of that competitor or another provider.
- Our business and operations may be adversely affected by the COVID-19 pandemic.
- Our business depends on the continued effectiveness and availability of our information systems, including the information systems we use to provide our services to our clients.
- Changes in accounting standards issued by the Financial Accounting Standards Board (“FASB”) or other standard-setting bodies may adversely affect our financial statements.
- The biopharmaceutical services industry is highly competitive.
- If we do not keep pace with rapid technological changes, our services may become less competitive or obsolete.
- Restrictive covenants in our other indebtedness may limit our flexibility in our current and future operations.
- Our operating results and share price may be volatile, which could cause the value of our stockholders’ investments to decline.
The COVID-19 pandemic, or a similar global event, could also exacerbate many of the above situations and cause delays, changes in scope or cancellation of our contracts.
For example, we must adhere to regulatory requirements such as the FDA and current GCP and Good Laboratory Practice requirements.
- regulatory changes and economic conditions following the UK’s exit from the EU (“Brexit”), including uncertainties as to its effect on trade laws, tariffs, instability and volatility in the global financial and currency markets, conflicting or redundant regulatory regimes in Europe and political stability;
Our business and operations have been and may in the future be adversely affected by the novel coronavirus (COVID-19) pandemic.
The COVID-19 pandemic, and the various governmental, industry and consumer actions related thereto, had, and may continue to have, an adverse effect on our business, financial condition and results of operations.
These effects have included, and may include 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 COVID-19, including any variants, continues to spread, we have and may in the future experience disruptions that could severely impact our business, including:
- closure or inaccessibility of clinical site locations;
- delays or difficulties in enrolling patients in our clinical trials and starting new clinical trials;
- delays or difficulties in clinical site initiation, including difficulties in recruiting clinical site investigators and clinical site staff;
- interruption of key clinical trial activities, such as clinical trial site monitoring, due to limitations on travel imposed or recommended by federal or state governments, employers and others;
- delays in receiving approval from local regulatory authorities to initiate our planned clinical trials;
- significant disruption in our businesses that rely on face-to-face interactions or are dependent on in-person gatherings, events or conferences; and
- significant and unpredictable reductions or increases in demand for certain of our offerings.
Any of the foregoing could have a material and adverse effect on our business, operating results and financial condition.
The biopharmaceutical services industry is highly competitive.
We may be affected by healthcare reform and potential additional reforms.
If we do not keep pace with rapid technological changes, our services may become less competitive or obsolete.
The biopharmaceutical industry is subject to rapid technological changes.
If our competitors introduce superior technologies or services, including in the provision of clinical services, and if we cannot make enhancements to remain competitive, our competitive position would be harmed.
If we are unable to compete successfully, we may lose clients or be unable to attract new clients, which could lead to a decrease in our revenues and financial condition.
An excerpt. Shown here: all 20 rewritten, 40 of 44 added and all 28 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2023 filing and the FY2022 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
132 rewritten, 123 added, 32 removed, 213 unchanged
IQVIA creates intelligent connections across all aspects of healthcare through its analytics, transformative technology, big data [removed: resources and] [added: resources,] extensive domain [removed: expertise.][added: expertise and network of partners.]
IQVIA Connected [removed: Intelligence™] [added: Intelligence] delivers [removed: powerful] [added: actionable] insights [added: and powerful solutions] with speed and agility — enabling customers to accelerate the clinical development and commercialization of innovative medical treatments that improve healthcare outcomes for patients.
With approximately [removed: 86,000] [added: 87,000] employees, we conduct operations in more than 100 countries.
For a description of our service offerings within our segments, refer to Part I, Item 1, [removed: “Business”.][added: “Business.”]
As of December 31, [removed: 2022] [added: 2023,] COVID-19 related work did not represent a material amount of our remaining performance obligations.
[removed: The Company continues] [added: We continue] to maintain strong liquidity.
As of December 31, [removed: 2022,] [added: 2023,] cash and cash equivalents were [removed: $1,216] [added: $1,376] million and [removed: the Company] [added: we] had [removed: $425] [added: $100] million drawn under [removed: its $1.5 billion] [added: our $2,000 million] revolving credit facility.
As of December 31, [removed: 2022, the Company was] [added: 2023, we were] in compliance with the financial covenants under [removed: its] [added: our] debt agreements in all material respects and [removed: does] [added: do] not have material uncertainty about ongoing ability to meet the covenants of our credit arrangements.
For information about the industry outlook and markets that we operate in, refer to Part I, Item I, “Our Market [removed: Opportunity”.][added: Opportunity.”]
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: 2022] [added: 2023] and [removed: 2021.][added: 2022.]
These transactions were accounted for as business combinations and the acquired results of operations are included in our consolidated financial information since [removed: the acquisition date.][added: their respective closing dates.]
In [removed: 2022,] [added: 2023,] approximately 30% of our revenues were denominated in currencies other than the United States dollar, which represents approximately 60 currencies.
For a discussion of our results of operations comparison for [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] refer to our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2021] [added: 2022] filed on February [removed: 16, 2022.][added: 15, 2023.]
| | | | | | | | | | [removed: 2022] [added: 2023] vs. [removed: 2021] [added: 2022] | | | | | | | | | | | | [removed: 2021] [added: 2022] vs. [removed: 2020] [added: 2021] | | | | | | | | | | | | | | | | | | | | | | | |
| (dollars in millions) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | $ | | | | | | % | | | | | | $ | | | | | | % | | |
| Revenues | | | | | | $ | [removed: 14,410] [added: 14,984] | | | | | $ | [removed: 13,874] [added: 14,410] | | | | | $ | [removed: 11,359] [added: 13,874] | | | | | $ | [removed: 536] [added: 574] | | | | | [removed: 3.9] [added: 4.0] | | % | | | | $ | [removed: 2,515] [added: 536] | | | | | [removed: 22.1] [added: 3.9] | | % |
[removed: *2022] [added: *2023] compared to [removed: 2021*][added: 2022*]
This increase was comprised of constant currency revenue growth of approximately [removed: $1,084] [added: $596] million, or [removed: 7.8%,] [added: 4.1%,] reflecting a [removed: $483] [added: $121] million increase in Technology & Analytics Solutions, a [removed: $580] [added: $477] million increase in Research & Development Solutions, and a [removed: $21] [added: $2] million [removed: increase] [added: decrease] in Contract Sales & Medical Solutions.
| (dollars in millions) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |
| Cost of revenues, exclusive of depreciation and amortization | | | | | | $ | [removed: 9,382] [added: 9,745] | | | | | $ | [removed: 9,233] [added: 9,382] | | | | | $ | [removed: 7,500] [added: 9,233] | |
| % of revenues | | | | | | [removed: 65.1] [added: 65.0] | | % | | | | [removed: 66.5] [added: 65.1] | | % | | | | [removed: 66.0] [added: 66.5] | | % |
When compared to [removed: 2021,] [added: 2022,] cost of revenues, exclusive of depreciation and amortization increased [removed: $149] [added: $363] million in [removed: 2022,] [added: 2023,] or [removed: 1.6%.][added: 3.9%.]
This increase included a constant currency increase of approximately [removed: $674] [added: $550] million, or [removed: 7.3%,] [added: 5.9%,] comprised of a [removed: $228] [added: $163] million increase in Technology & Analytics Solutions, a [removed: $408] [added: $393] million increase in Research & Development Solutions, and a [removed: $38] [added: $6] million [removed: increase] [added: decrease] in Contract Sales & Medical Solutions.
[removed: As a percent of revenues,] [added: Contract Sales & Medical Solutions’] cost of revenues, exclusive of depreciation and [removed: amortization in 2022] [added: amortization,] decreased [added: $19 million, or 3.0%, in 2023 as] compared to [removed: 2021.][added: 2022.]
| Selling, general and administrative expenses | | | | | | $ | [removed: 2,071] [added: 2,053] | | | | | $ | [removed: 1,964] [added: 2,071] | | | | | $ | [removed: 1,789] [added: 1,964] | |
| % of revenues | | | | | | [removed: 14.4] [added: 13.7] | | % | | | | [removed: 14.2] [added: 14.4] | | % | | | | [removed: 15.7] [added: 14.2] | | % |
The [removed: $107] [added: $18] million [removed: increase] [added: decrease] in selling, general and administrative expenses in [removed: 2022] [added: 2023] as compared to [removed: 2021] [added: 2022] included a constant currency increase of approximately [removed: $211] [added: $8] million, or [removed: 10.7%,] [added: 0.4%,] comprised of a [removed: $107] [added: $40] million increase in Technology & Analytics Solutions, a [removed: $81] [added: $30] million increase in Research & Development Solutions, [added: offset by] a [removed: $8] [added: $4] million [removed: increase] [added: decrease] in Contract Sales & Medical [removed: Solutions,] [added: Solutions] and a [removed: $15] [added: $58] million [removed: increase] [added: decrease] in general corporate and unallocated expenses.
| Depreciation and amortization | | | | | | $ | [removed: 1,130] [added: 1,125] | | | | | $ | [removed: 1,264] [added: 1,130] | | | | | $ | [removed: 1,287] [added: 1,264] | |
| % of revenues | | | | | | [removed: 7.8] [added: 7.5] | | % | | | | [removed: 9.1] [added: 7.8] | | % | | | | [removed: 11.3] [added: 9.1] | | % |
The [removed: $134] [added: $5] million decrease in depreciation and amortization in [removed: 2022] [added: 2023] as compared to [removed: 2021] [added: 2022] was primarily [removed: due to] [added: the result of less amortization from] certain intangible assets from the merger between Quintiles and IMS [removed: Health becoming fully amortized in 2021,] [added: Health,] offset by [removed: higher intangible asset balances as a result of acquisitions occurring] [added: an increase] in [removed: 2021 and 2022, increased] amortization [removed: due to higher] [added: of] capitalized software [removed: balances] and [removed: accelerated amortization related to the abandonment] of [removed: certain internally developed software assets.][added: intangible assets from acquisitions occurring in 2022 and 2023.]
| (in millions) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |
| Restructuring costs | | | | | | $ | [removed: 28] [added: 84] | | | | | $ | [removed: 20] [added: 28] | | | | | $ | [removed: 52] [added: 20] | |
[removed: The remaining] [added: These restructuring] actions [removed: under these plans] are expected to occur throughout [removed: 2023] [added: 2024] and are expected to consist of consolidating functional activities, eliminating redundant positions, and aligning resources with customer requirements.
| Interest income | | | | | | $ | [removed: (13)] [added: (36)] | | | | | $ | [removed: (6)] [added: (13)] | | | | | $ | (6) | |
| Interest expense | | | | | | $ | [removed: 416] [added: 672] | | | | | $ | [removed: 375] [added: 416] | | | | | $ | [removed: 416] [added: 375] | |
Interest expense during [removed: 2022] [added: 2023] was higher than [removed: 2021] [added: 2022] due primarily to higher base rate interest costs across the floating rate debt portfolio as well as from an increase in our net debt.
| Loss on extinguishment of debt | | | | | | $ | [removed: —] [added: 6] | | | | | $ | [removed: 26] [added: —] | | | | | $ | [removed: 13] [added: 26] | |
[removed: During 2021,] [added: In 2023,] we recognized a loss on extinguishment of debt of [removed: $26] [added: $6] million for fees and expenses incurred related to the refinancing of our [removed: 3.250% Senior Notes due 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) expense,] net
| Other [removed: expense (income),] [added: (income) expense,] net | | | | | | $ | [removed: 33] [added: (124)] | | | | | $ | [removed: (130)] [added: 33] | | | | | $ | [removed: (65)] [added: (130)] | |
Throughout 2023 we experienced strong demand and operational results for our Research & Development Solutions offerings.
Our Technology & Analytics Solutions offerings were relatively more impacted by a tougher macro environment, including more cautious spending by our clients on extended timelines than what we have experienced in the past.
We experienced growth in certain Technology & Analytics Solutions offerings, such as multi-channel marketing and real world solutions.
Our targeted productivity initiatives contributed to overall net income and earnings per share growth, and we ended the year with our highest ever remaining performance obligations of approximately $31.7 billion as of December 31, 2023.
While we experienced a decline in COVID-19 related work in 2023 versus 2022, overall COVID-19 related work was not material to operations.
In 2023, our revenues increased $574 million, or 4.0%, as compared to 2022.
*2023 compared to 2022*
As a percentage of revenues, cost of revenues, exclusive of depreciation and amortization in 2023 remained relatively consistent with 2022.
| (dollars in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
*2023 compared to 2022*
| (dollars in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
| (in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
| (in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
| (dollars in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
In 2023, we completed an internal legal entity restructuring that resulted in a benefit of $125 million.
Historically, we recorded deferred tax assets related to certain foreign tax credits, and a full valuation allowance in relation to these foreign tax credits was established as it was not expected the credits would be utilized prior to expiration.
We now believe it is reasonably possible that these foreign tax credits will be utilized and therefore we recorded a tax benefit of $64 million related to the valuation allowance release and establishing related uncertain tax positions.
Additionally, due to the restructuring we also reversed a deferred tax liability of $61 million due to a basis difference that was recovered in a tax-free manner.
The effective tax rate was also favorably impacted by a reversal of uncertain tax positions relating to tax credit carryforwards in the amount of $21 million due to an audit settlement.
Lastly, the effective tax rate was also impacted by changes in the geographical mix of earnings amongst foreign tax jurisdictions as well as state and local tax rates.
| (in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
| (in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
*2023 compared to 2022*
*2023 compared to 2022*
*2023 compared to 2022*
| (dollars in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | 2023 vs. 2022 | | | | | | | | | | | | 2022 vs. 2021 | | | | | | | | |
*2023 compared to 2022*
The constant currency revenue growth was impacted by a decrease in COVID-19 related work.
*2023 compared to 2022*
*2023 compared to 2022*
Research & Development Solutions’ selling, general and administrative expenses increased $20 million, or 2.4%, in 2023 as compared to 2022.
| (dollars in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | 2023 vs. 2022 | | | | | | | | | | | | 2022 vs. 2021 | | | | | | | | |
*2023 compared to 2022*
*2023 compared to 2022*
This decrease included a constant currency decrease of approximately $6 million, or 0.9%.
*2023 compared to 2022*
This decrease included a constant currency decrease of approximately $4 million, or 6.5%.
Pursuant to the Amendment, we borrowed $1,500 million in incremental Term B-4 Dollar Loans (as defined in the Credit Agreement) due January 2, 2031.
The net proceeds from the Term B-4 Dollar Loans were used to repay certain of the outstanding term loans due in 2024 and in 2025 under our senior secured credit facilities, and to pay fees and expenses related to the related to the Amendment and the offering of 2029 Senior Secured Notes (as defined below).
In connection with this Amendment, we recognized a $6 million loss on extinguishment of debt, which includes fees and expenses.
Throughout 2022 we experienced broad, robust demand for all our offerings as demonstrated by our results for the year ended December 31, 2022, and our remaining performance obligations of approximately $29.2 billion as of December 31, 2022.
We produced these results in the face of significant unforeseen challenges presented by the global macro environment including wage inflation and attrition, general inflation, staff shortages affecting investigator sites, along with the slow recovery of patient visits.
As a response to these challenges, we have decided to accelerate targeted productivity initiatives so we can mitigate the impact in 2023.
Overall, the life sciences industry that we serve is a long-cycle business and is well placed to weather uncertainties.
The COVID-19 pandemic continued to impact operations in 2022.
While we expanded our decentralized clinical trials capabilities and other more remote and technology-based offerings throughout 2022, due to the progression of the world’s overall response to the pandemic and specifically work related to clinical development of COVID-19 vaccines, we experienced a decline in revenues in 2022 from COVID-19 related work.
If current trends for the pandemic continue, we expect to see a continued decline in COVID-19 related work in 2023 compared to 2022.
In 2022, our revenues increased $536 million, or 3.9%, as compared to 2021.
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | |
In 2021, we recorded a benefit of $29 million related to a 2020 U.S. Federal tax return position associated with FDII and 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.
Net Income Attributable to Non-controlling Interests
| Net income attributable to non-controlling interests | | | | | | $ | — | | | | | $ | (5) | | | | | $ | (29) | |
Net income attributable to non-controlling interests included Quest Diagnostics Incorporated's ("Quest") interest in Q2 Solutions.
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 2022 compared to 2021.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Research & Development Solutions’ selling, general and administrative expenses increased $54 million, or 6.9%, in 2022 as compared to 2021, which included a constant currency increase of approximately $81 million, or 10.4%, reflecting an increase in compensation and related expenses.
Contract Sales & Medical Solutions’ cost of revenues, exclusive of depreciation and amortization, decreased $13 million, or 2.0%, in 2022 as compared to 2021.
This increase included a constant currency increase of approximately $8 million, or 14.0%, reflecting an increase in compensation and related expenses and IT-related expenses.
The proceeds from the Additional Term A Loans were used to repay approximately $950 million of outstanding revolving credit loans under the Company's senior secured credit facilities and for general corporate purposes.
On October 13, 2022, the Company elected to prepay $510 million, the entire outstanding balance, of its U.S. Dollar Term B Loan due 2024.
Cash used in investing activities decreased $97 million in 2022 as compared to 2021.
| Long-term debt, including interest (1) | | | | | | $ | 723 | | | | | $ | 5,514 | | | | | $ | 6,026 | | | | | $ | 2,596 | | | | | $ | 14,859 | |
| Operating leases | | | | | | 123 | | | | | | 173 | | | | | | 66 | | | | | | 38 | | | | | | 400 | | |
| Finance leases | | | | | | 11 | | | | | | 25 | | | | | | 26 | | | | | | 295 | | | | | | 357 | | |
| Data acquisition | | | | | | 609 | | | | | | 518 | | | | | | 204 | | | | | | 6 | | | | | | 1,337 | | |
| Purchase obligations (2) | | | | | | 79 | | | | | | 24 | | | | | | 9 | | | | | | 11 | | | | | | 123 | | |
| Total | | | | | | $ | 1,599 | | | | | $ | 6,302 | | | | | $ | 6,377 | | | | | $ | 3,027 | | | | | $ | 17,305 | |
We plan to continue to use an analysis that incorporates the selected reasonably similar publicly traded companies volatility information and the historical volatility of our common shares to measure expected volatility for future award grants;
In addition, retiree medical care cost trend rates are a key assumption used exclusively in determining costs for our postretirement health care and life insurance benefit plans.
An excerpt. Shown here: 40 of 132 rewritten, 40 of 123 added and all 32 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 FY2023 filing and the FY2022 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
11 rewritten, 10 added, 2 removed, 28 unchanged
The principal currency hedged in [removed: 2022] [added: 2023 with foreign currency forward contracts] was the British Pound.
The contractual value of our foreign exchange [removed: derivative instruments, all of which were foreign exchange] forward [removed: contracts,] [added: contracts] was approximately [removed: $122] [added: $121] million as of December 31, [removed: 2022.][added: 2023.]
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 $12 million as of December 31, [removed: 2022.][added: 2023.]
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: 2022] [added: 2023] by approximately [removed: $276] [added: $54] million.
[removed: Additionally, commencing] [added: Commencing] in [removed: 2016,] [added: 2016] we designated [removed: a portion of] our foreign currency denominated debt as a hedge of our net investment in [added: certain] foreign subsidiaries to reduce the volatility in stockholders’ equity caused by changes in the Euro exchange rate with respect to the United States dollar.
A hypothetical 10% decrease in the value of the United States dollar would lead to a potential loss in fair value of [removed: $558] [added: $453] million.
As of December 31, [removed: 2022,] [added: 2023,] we had approximately [removed: $7.1 billion] [added: $5,500 million] of variable rate indebtedness and interest rate swaps with a notional value of [removed: $1.8 billion.][added: $3,300 million.]
Excluding debt covered by hedges, [removed: including the swaps entered into on January 3, 2023,] 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: $14] [added: $5] million per year.
As of December 31, [removed: 2022,] [added: 2023,] we held investments in marketable equity securities.
As of December 31, [removed: 2022,] [added: 2023,] the fair value of these investments was [removed: $122] [added: $146] 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: $12] [added: $15] million as of December 31, [removed: 2022.][added: 2023.]
During the year ended December 31, 2023, we designated the cross-currency swaps that we entered into in connection with the issuance of our 2029 Senior Secured Notes and Term B-4 Dollar Loans as a hedge of our net investment in certain foreign subsidiaries to reduce the volatility in stockholders’ equity caused by changes in the Euro exchange rate with respect to the United States dollar.
We do not enter into cross-currency swaps for investment or speculative purposes.
The contractual value of our cross-currency swaps was approximately $2,750 million as of December 31, 2023.
The fair value of these cross-currency swaps is subject to change as a result of potential changes in foreign exchange rates.
We assess our market risk based on changes in foreign exchange rates utilizing a sensitivity analysis.
The sensitivity analysis measures the potential gain or loss in fair values based on a hypothetical 10% change in foreign currency exchange rates.
The potential loss in fair value for cross-currency swaps based on a hypothetical 10% decrease in the value of the United States dollar was $327 million as of December 31, 2023.
We have continued to designate a portion of new issuances of foreign currency denominated debt as a hedge of our net investment in certain foreign subsidiaries.
As of December 31, 2023, our total foreign currency denominated debt was €4,101 million ($4,526 million), with approximately 60% being designated as a hedge.
However, approximately 60% of this change in fair value would be offset by the change in value of the hedged portion of our net investment in foreign subsidiaries caused by the currency exchange rate fluctuation.
As of December 31, 2022, these borrowings (net of original issue discount) were €5,211 million ($5,580 million).
On January 3, 2023, the Company entered into three interest rate swaps with a combined notional value of $1 billion.
Item 1. Business
68 rewritten, 23 added, 39 removed, 262 unchanged
IQVIA creates intelligent connections across all aspects of healthcare through its analytics, transformative technology, big data [removed: resources and] [added: resources,] extensive domain [removed: expertise.][added: expertise and network of partners.]
IQVIA Connected [removed: Intelligence™] [added: Intelligence] delivers [removed: powerful] [added: actionable] insights [added: and powerful solutions] with speed and agility — enabling customers to accelerate the clinical development and commercialization of innovative medical treatments that improve healthcare outcomes for patients.
With approximately [removed: 86,000] [added: 87,000] employees, we conduct operations in more than 100 countries.
Our scaled and growing information set contains approximately [removed: 60] [added: 61] petabytes of [added: unique] 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 [removed: 85%] [added: 90%] of the world’s pharmaceuticals, as measured by [removed: 2021] [added: 2022] sales.
We receive approximately [removed: 100] [added: 120] billion healthcare records annually, and our infrastructure then connects complex healthcare data while applying a wide range of privacy, security, operational, legal and contractual protections for data in response to local law, supplier requirements and industry leading practices;
- Analytics-driven clinical development, which improves clinical trial design, site identification and patient recruitment by empowering therapeutic, scientific, and domain experts with expansive levels of information, including product level tracking in [removed: 93] [added: 94] markets, and information about treatments and outcomes on more than 1.2 billion unique non-identified patient records globally;
- Integration of information, analytics, technology, and domain expertise through [added: IQVIA] Connected Intelligence, which enables us to provide our clients with more effective options to address their needs from [removed: Research] [added: research] and [removed: Development] [added: development] through commercialization as well as truly innovative breakthroughs such as decentralized trials and global real-world evidence networks; and
- A staff of approximately [removed: 86,000] [added: 87,000] employees across the globe, including over [removed: 29,000] [added: 30,000] Technology & Analytics Solutions employees, approximately [removed: 46,000] [added: 48,000] Research & Development Solutions employees and approximately 7,000 Contract Sales & Medical Solutions employees.
We compete in a market of greater than [removed: $300] [added: $330] 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: $160] [added: $184] billion in [removed: 2022.][added: 2023.]
Of that amount, we estimate that our addressable opportunity (clinical development spending excluding preclinical spending) was approximately [removed: $84] [added: $99] billion.
The portion of this addressable opportunity that was outsourced in [removed: 2022,] [added: 2023,] based on our estimates, was approximately [removed: $43] [added: $50] billion.
- Real-World Evidence and connected health: Total addressable market of approximately [removed: $62] [added: $70] billion [removed: based on 2022 sales] [added: in 2023] that consists of tightly coupled life sciences and healthcare markets.
First, the life sciences market for Real-World Evidence of approximately [removed: $22] [added: $30] billion includes post-launch evidence generation, market access, and [removed: patient engagement services.][added: medical affairs.]
Second, the [removed: market] [added: addressable opportunity] for connected healthcare [removed: of] [added: is] approximately $40 [removed: billion] [added: billion, and] includes areas such as revenue cycle management, payer [added: & provider] analytics and clinical decision support services.
- Technology enabled commercial operations: Total addressable market of approximately [removed: $78] [added: $80] billion [removed: based on 2022 sales] [added: in 2023] that includes information, data warehousing, IT outsourcing, software applications and other services in the broader market for IT services.
This addressable [removed: market] [added: opportunity] also includes commercial services such as recruiting, training, deploying and managing global sales forces, channel management, patient engagement services, market access consulting, brand communication, advisory services, and health information analytics and technology consulting.
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: $1.48] [added: $1.63] trillion in revenues in [removed: 2022.][added: 2023.]
According to the IQVIA Institute, it is estimated that spending on pharmaceuticals in emerging markets will expand at a 5% to 8% compound annual growth rate (“CAGR”) through [removed: 2027.][added: 2028.]
The IQVIA Institute also estimates that approximately [removed: 300] [added: 350] new molecular entities (“NMEs”) are expected to be approved between [removed: 2023] [added: 2024] and [removed: 2027,] [added: 2028,] or [removed: 60] [added: 70] per year compared to [removed: 58] [added: 61] per year on average during the past decade.
For example, [added: IQVIA] Connected Intelligence helps us validate protocols to ensure studies in new disease areas have greater accuracy and also enables us, through innovations such as predictive analytics, to find patients who may not have been diagnosed.
Continue to innovate through our [added: IQVIA] 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: 93] [added: 94] markets and information about treatments and outcomes on more than 1.2 billion unique non-identified 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: $300] [added: $330] billion in [removed: 2022.][added: 2023.]
Analytics and consulting services. We provide a broad set of strategic and implementation consulting services, including advanced analytics and commercial processes outsourcing services to help the commercial operations of life sciences companies successfully transform their commercial models, engage more effectively with [removed: the] healthcare stakeholders and reduce their operating costs.
Our widely used reference database tracks over [removed: 23] [added: 25] 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.
No single client accounted for 10% or more of our total Company revenues in [removed: 2022, 2021] [added: 2023, 2022] or [removed: 2020.][added: 2021.]
For the year ended December 31, [removed: 2022] [added: 2023] the largest client based on its percentage of total Company revenues contributed approximately [removed: 7%.][added: 5%.]
While we believe no competitor provides the combination of geographical reach and breadth of [removed: its] [added: our] services, we generally compete in the countries in which we operate with other information, analytics, technology, services and consulting companies, as well as with the in-house capabilities of our clients.
Our offerings compete with various firms, including Accenture, Aetion, Panalgo [removed: (part of Norstella),] [added: (a Norstella company),] Cognizant Technology Solutions, [removed: Labcorp Drug Development,] [added: Fortrea,] Deloitte, [removed: Evidera] [added: Pharmaceutical Product Development, Inc.] (now part of Thermo Fisher Scientific Inc.), [removed: LexisNexis Risk Solutions,] [added: Relx,] IBM, Infosys, Cerner [removed: Enviza,] [added: (an Oracle company),] McKinsey, NielsenIQ, [removed: OptumInsight,] [added: Optum Insight,] Parexel International Corporation, Press Ganey, RTI Health Solutions, ICON plc, [added: Definitive Healthcare, Cegedim,] Tempus, Merative, CompuGroup Medical, Medidata, Clarivate, Veeva, and ZS Associates.
Our primary competitors include [removed: Labcorp Drug Development,] ICON plc, Parexel International Corporation, Pharmaceutical Product Development, [removed: Inc. (now part of Thermo Fisher Scientific Inc.), and] [added: Inc.,] Syneos Health, [added: and Fortrea,] among others.
Contract Sales & Medical Solutions’ primary competitors in the United States are Syneos Health, [added: Amplity Health,] Eversana and Inizio.
We are committed to sustainable environmental, social and governance ("ESG") practices that further our corporate purpose of [removed: helping our clients improve healthcare outcomes] [added: accelerating innovation] for [removed: patients.][added: a healthier world.]
For further information on our ESG program, achievements, and goals, see our [removed: 2022] [added: 2023] Environmental, Social, and Governance Report (the [removed: "2022] [added: "2023] ESG Report"), which will be available on our website at https://www.iqvia.com/about-us/corporate-responsibility.
Information in the [removed: 2022] [added: 2023] 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 [removed: 2022] [added: 2023] 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 [removed: 2022] [added: 2023] ESG Report also discusses our climate-related risks and opportunities in accordance with the recommended disclosures of the Task Force on Climate-related Financial Disclosures ("TCFD").
The Federal Food, Drug, and Cosmetic Act [removed: (“FDC Act”),] [added: (FDC Act),] the Public Health Service Act [removed: (“PHS Act”),] [added: (PHS Act),] and other federal and state statutes and regulations govern, among other things, the research, development, testing, manufacture, storage, recordkeeping, approval, labeling, promotion and marketing, distribution, post-approval monitoring and reporting, sampling, and import and export of pharmaceutical, biological and medical device products.
Failure to comply with applicable United States requirements may subject a company to a variety of administrative or judicial sanctions, such as FDA refusal to approve a pending new drug application [removed: (“NDA”)] [added: (NDA)] for a new drug, a biologics license application [removed: (“BLA”)] [added: (BLA)] for a new biological product, pre-market approval [removed: (“PMA”)] [added: (PMA)] or clearance for a new medical device, warning or untitled letters, clinical holds, product recalls, product seizures, total or partial suspension of production or distribution, injunctions, fines, civil penalties, and criminal prosecution.
In addition, our Global Privacy team liaises with our Legal, IT, Information Security and other teams so that privacy requirements are addressed in [removed: technology,] [added: technology development,] contracting, offerings and other business activities.
We have developed a comprehensive portfolio of intelligent, actionable information offerings over a period of many years through innovation, expertise and hard work that differentiates our capabilities to support customers throughout the world.
Our scaled information networks include more than 1.2 billion unique non-identified patient records globally, as well as access to profiles of over 3,400 real world data assets in more than 100 countries uniquely facilitating data discoverability for healthcare research via the IQVIA Health Data Catalog.
Patient and Site Centric Solutions. A comprehensive suite of technology and site support services which create custom strategies to engage and retain patients.
Included is our site management organization Avacare Clinical Research Network, which orchestrates the activities of over 200 investigators and extends solutions to patients across more than 20 therapeutic indications in nearly 50 locations.
Additionally, our decentralized approaches and technologies support sites and sponsors through direct-to-patient recruitment, remote nursing, data entry, and study coordinator resources.
Our solutions reduce study burden and foster a supportive, patient-centric journey.
Across our surveys, on average 80% of respondents say they feel engaged.
The employee engagement index has been stable across our surveys in 2023.
Three items saw significant improvement in 2023 as compared to 2022: The number of employees indicating they can see a clear link between their work and IQVIA's vision to drive healthcare forward increased 5 points in 2023 to 87% compared with the prior year, the number of employees indicating their manager supports their efforts to balance their work and personal life increased 2 points in 2023 to 86% compared with the prior year, and the number of employees indicating they are energized by their work increased 2 points in 2023 to 71% compared with the prior year.
We aim to create a work culture that provides flexibility, autonomy, and recognition, and supports personal and organizational growth.
In 2023, we worked closely with our employees to launch One IQVIA Multiple Careers, an initiative to facilitate upskilling and internal movement in line with IQVIA’s growth strategy and our employees career aspirations.
Employees are empowered to shape their careers through extensive resources and tools, aligning with their aspirations, interests, and opportunities.
Additionally in 2023, we launched the IQVIA Learning Academy, which helps inform employees about in-demand skills within IQVIA, providing transparency about the talent and expertise needed to meet future growth objectives.
The academy defines and delivers learning pathways for employees of all levels to build those skills and democratizes access to enable all employees to explore future opportunities.
Since launching in May 2023, there have been over 230,000 visits to the academy.
Our digital Talent and Learning Hub gives employees access to training resources on a large variety of future skills.
In 2021, we piloted our Emerging Leaders Program, which is specifically designed for high-potential employees at the managerial level and offers comprehensive training to shape our future leaders.
In 2022, we launched the Leader of the Future Portal (LOFT) to help our managers shift their mindsets to the hybrid work environment.
The solution allows managers to find learning courses, short videos, live trainings and quick reads from easy-to-navigate categories focused on being a remote leader, maintaining productivity virtually and leading hybrid teams.
In 2023, the portal had 34,000 visits and completed 19,973 hours of training.
In 2023, we launched our New Manager program to support employees who are new to managing people and those who are experienced managers but new to IQVIA.
The program is a guided learning path that helps managers navigate the available resources and prioritize the most relevant tools during the managers’ first 12 months.
Since the June launch, there were 4,300 visits.
The breadth of the intelligent, actionable information we provide is not comprehensively available from any other source and our scope of information would be difficult and costly for another party to replicate.
According to our research, revenue growth in the life sciences industry globally is expected to range from 3% to 6% between 2023 and 2027.
Our scaled information networks include more than 1.2 billion unique non-identified patient records globally.
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.
Combining this with purpose-built processes and industry-leading clinical capabilities, we help clients reach diverse and difficult to recruit patient populations.
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.
We continuously monitor for threats and unauthorized access.
We draw on the knowledge and insight of external cybersecurity experts and vendors, and employ an array of third party tools to secure IQVIA information infrastructure and protect systems and information from unauthorized access.
Non-technical safeguards also play an important role in our cybersecurity program.
We provide various training programs and tools to employees so they can avoid risky practices and help us promptly identify potential or actual issues.
We also have global incident response procedures, global service tools to log incidents and issues for investigation, and an ethics line to report concerns and follow-up on matters already reported.
The Global Information Security team, led by our Chief Information Security Officer ("CISO"), develops and implements our strategy, as well as monitors systems and devices for risks and threats.
Our global data centers and IT controls are included in an annual SOC2 Type II attestation program carried out by an independent audit firm who performs control testing and issue reports.
Our set of SOC2 controls is aligned with ISO27001 specification and therefore provide equivalent level of assurance on a global level.
The Audit Committee of the Company's Board of Director's (the "Board") has full oversight of any cybersecurity risks and threats to our business.
The Audit Committee receives regular updates on any developments from our CISO, including quarterly reports of plans and actions.
In 2022, we established a Business Information Security Office to help facilitate communications and the exchange of information between our IT function and various business units.
This restructuring has increased our effectiveness by strengthening links between security functions and business units, in addition to clarifying role scopes.
Across both surveys, an average of 81% of respondents say they feel engaged, and 78% of respondents indicated they feel they can achieve their career goals at IQVIA, which is 4 points better than our prior year survey, and 7 points above the Fortune 500 company benchmark.
Other areas where we saw favorable scores were: Employees feeling they are acquiring the knowledge and skills needed to be effective in their jobs (89% and up 3 points from 2021); employees feeling they are part of a team (87% and up 2 points from 2021); and employees agreeing their manager supports their skill and career development (85%).
There are eight global ERGs, including one new ERG we added in 2022: the Disabilities and Carers Network.
As a leading global provider of advanced analytics, technology solutions, and clinical research services to the life sciences industry, we also use our own in-house technical expertise to develop online tools to enable our employees to access resources quickly and seamlessly.
In 2022, we launched a new U.S. EAP, Resources for Living.
In addition to counseling services, the program provides digital tools to self-manage a variety of mental health needs.
In the U.K., we partnered with AXA to give employees access to the AXA health app and other online well-being programs via our EAP.
In 2021, we centralized all of our learning opportunities and provided access to all trainings to every employee worldwide through our Talent and Learning hub.
Democratizing our training has given all employees a common, one-stop shop for all their talent and learning needs.
In 2021, we piloted our Emerging Leaders Program, targeted to employees at the manager level.
In 2022, we switched from 100% virtual trainings for the program to a blended format, including in-person kick-off events for cohorts.
We also moved to an approach that combines global and regional business unit participation, to promote cross functional collaboration and networking.
In 2022, we introduced the Leader of the Future initiative to identify and build the skills needed across the organization to lead in a hybrid environment.
The initiative was launched in June to all people managers.
Since its inception, nearly 4,600 leaders have participated in the initiative and taken advantage of the various resources provided to develop their skills.
An excerpt. Shown here: 40 of 68 rewritten, all 23 added and all 39 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2023 filing and the FY2022 filing.
Cover and table of contents
24 rewritten, 13 added, 13 removed, 81 unchanged
For the fiscal year ended December 31, [removed: 2022][added: 2023]
[removed: ][added: ]
The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant, based upon the closing sale price as reported on the New York Stock Exchange on June 30, [removed: 2022,] [added: 2023,] the last business day of the registrant’s most recently completed second quarter, was approximately [removed: $40.2] [added: $40.8] billion.
As of February [removed: 6, 2023,] [added: 5, 2024,] there were approximately [removed: 185,722,621] [added: 181.5 million] shares of the registrant’s common stock outstanding.
Portions of the registrant’s Proxy Statement for the [removed: 2023] [added: 2024] 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: 2022.][added: 2023.]
| 1A. | | | [Risk [removed: Factors](#ia42b081934074f68ad60c85da7c7747c_19)] [added: Factors](#id8f6afbc818a473e9457574f682bd619_19)] | | | [removed: [19](#ia42b081934074f68ad60c85da7c7747c_19)] [added: [18](#id8f6afbc818a473e9457574f682bd619_19)] | | |
| 1B. | | | [Unresolved Staff [removed: Comments](#ia42b081934074f68ad60c85da7c7747c_22)] [added: Comments](#id8f6afbc818a473e9457574f682bd619_22)] | | | [removed: [43](#ia42b081934074f68ad60c85da7c7747c_22)] [added: [44](#id8f6afbc818a473e9457574f682bd619_22)] | | |
| 3. | | | [Legal [removed: Proceedings](#ia42b081934074f68ad60c85da7c7747c_28)] [added: Proceedings](#id8f6afbc818a473e9457574f682bd619_28)] | | | [removed: [43](#ia42b081934074f68ad60c85da7c7747c_28)] [added: [46](#id8f6afbc818a473e9457574f682bd619_28)] | | |
| 4. | | | [Mine Safety [removed: Disclosures](#ia42b081934074f68ad60c85da7c7747c_31)] [added: Disclosures](#id8f6afbc818a473e9457574f682bd619_31)] | | | [removed: [43](#ia42b081934074f68ad60c85da7c7747c_31)] [added: [46](#id8f6afbc818a473e9457574f682bd619_31)] | | |
| 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ia42b081934074f68ad60c85da7c7747c_37)] [added: Securities](#id8f6afbc818a473e9457574f682bd619_37)] | | | [removed: [44](#ia42b081934074f68ad60c85da7c7747c_37)] [added: [47](#id8f6afbc818a473e9457574f682bd619_37)] | | |
| 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ia42b081934074f68ad60c85da7c7747c_46)] [added: Operations](#id8f6afbc818a473e9457574f682bd619_46)] | | | [removed: [46](#ia42b081934074f68ad60c85da7c7747c_46)] [added: [49](#id8f6afbc818a473e9457574f682bd619_46)] | | |
| 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ia42b081934074f68ad60c85da7c7747c_49)] [added: Risk](#id8f6afbc818a473e9457574f682bd619_70)] | | | [removed: [60](#ia42b081934074f68ad60c85da7c7747c_49)] [added: [65](#id8f6afbc818a473e9457574f682bd619_70)] | | |
| 8. | | | [Financial Statements and Supplementary [removed: Data](#ia42b081934074f68ad60c85da7c7747c_52)] [added: Data](#id8f6afbc818a473e9457574f682bd619_82)] | | | [removed: [62](#ia42b081934074f68ad60c85da7c7747c_52)] [added: [68](#id8f6afbc818a473e9457574f682bd619_82)] | | |
| 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ia42b081934074f68ad60c85da7c7747c_157)] [added: Disclosure](#id8f6afbc818a473e9457574f682bd619_193)] | | | [removed: [110](#ia42b081934074f68ad60c85da7c7747c_157)] [added: [115](#id8f6afbc818a473e9457574f682bd619_193)] | | |
| 9A. | | | [Controls and [removed: Procedures](#ia42b081934074f68ad60c85da7c7747c_160)] [added: Procedures](#id8f6afbc818a473e9457574f682bd619_196)] | | | [removed: [110](#ia42b081934074f68ad60c85da7c7747c_160)] [added: [116](#id8f6afbc818a473e9457574f682bd619_196)] | | |
| 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ia42b081934074f68ad60c85da7c7747c_166)] [added: Inspections](#id8f6afbc818a473e9457574f682bd619_202)] | | | [removed: [110](#ia42b081934074f68ad60c85da7c7747c_166)] [added: [116](#id8f6afbc818a473e9457574f682bd619_202)] | | |
| 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#ia42b081934074f68ad60c85da7c7747c_172)] [added: Governance](#id8f6afbc818a473e9457574f682bd619_208)] | | | [removed: [111](#ia42b081934074f68ad60c85da7c7747c_172)] [added: [117](#id8f6afbc818a473e9457574f682bd619_208)] | | |
| 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ia42b081934074f68ad60c85da7c7747c_178)] [added: Matters](#id8f6afbc818a473e9457574f682bd619_214)] | | | [removed: [112](#ia42b081934074f68ad60c85da7c7747c_178)] [added: [118](#id8f6afbc818a473e9457574f682bd619_214)] | | |
| 13. | | | [Certain Relationships and Related Transactions and Director [removed: Independence](#ia42b081934074f68ad60c85da7c7747c_181)] [added: Independence](#id8f6afbc818a473e9457574f682bd619_217)] | | | [removed: [113](#ia42b081934074f68ad60c85da7c7747c_181)] [added: [119](#id8f6afbc818a473e9457574f682bd619_217)] | | |
| 14. | | | [Principal Accountant Fees and [removed: Services](#ia42b081934074f68ad60c85da7c7747c_184)] [added: Services](#id8f6afbc818a473e9457574f682bd619_220)] | | | [removed: [113](#ia42b081934074f68ad60c85da7c7747c_184)] [added: [119](#id8f6afbc818a473e9457574f682bd619_220)] | | |
| 15. | | | [Exhibits and Financial Statement [removed: Schedules](#ia42b081934074f68ad60c85da7c7747c_190)] [added: Schedules](#id8f6afbc818a473e9457574f682bd619_226)] | | | [removed: [114](#ia42b081934074f68ad60c85da7c7747c_190)] [added: [120](#id8f6afbc818a473e9457574f682bd619_226)] | | |
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) outbreak, including any variants, and the public health policy responses to the outbreak, international conflict or other disruptions outside of our control such as the current situation in Ukraine and Russia; [removed: our ability to accurately model or forecast the impact of the spread and/or containment of COVID-19, 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 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 revenues; 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 number or scope of indications for medicines and treatments 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, inflation 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.
Our estimates and assumptions involve risks and uncertainties and are subject to change based on various factors, including those discussed in Part I, Item IA, “Risk [removed: Factors”.][added: Factors.” These and other factors could cause results to differ materially from those expressed in the estimates and assumptions.]
| | | | [PART I](#id8f6afbc818a473e9457574f682bd619_13) | | | | | |
| 1. | | | [Business](#id8f6afbc818a473e9457574f682bd619_16) | | | [5](#id8f6afbc818a473e9457574f682bd619_16) | | |
| 1C. | | | [Cybersecurity](#id8f6afbc818a473e9457574f682bd619_1932) | | | [45](#id8f6afbc818a473e9457574f682bd619_1932) | | |
| 2. | | | [Properties](#id8f6afbc818a473e9457574f682bd619_25) | | | [46](#id8f6afbc818a473e9457574f682bd619_25) | | |
| | | | [PART II](#id8f6afbc818a473e9457574f682bd619_34) | | | [47](#id8f6afbc818a473e9457574f682bd619_34) | | |
| 6. | | | [\[Reserved\]](#id8f6afbc818a473e9457574f682bd619_40) | | | [49](#id8f6afbc818a473e9457574f682bd619_40) | | |
| 9B. | | | [Other Information](#id8f6afbc818a473e9457574f682bd619_199) | | | [116](#id8f6afbc818a473e9457574f682bd619_199) | | |
| | | | [PART III](#id8f6afbc818a473e9457574f682bd619_205) | | | [117](#id8f6afbc818a473e9457574f682bd619_205) | | |
| 11. | | | [Executive Compensation](#id8f6afbc818a473e9457574f682bd619_211) | | | [118](#id8f6afbc818a473e9457574f682bd619_211) | | |
| | | | [PART IV](#id8f6afbc818a473e9457574f682bd619_223) | | | [120](#id8f6afbc818a473e9457574f682bd619_223) | | |
| | | | [Exhibit Index](#id8f6afbc818a473e9457574f682bd619_229) | | | [121](#id8f6afbc818a473e9457574f682bd619_229) | | |
| 16. | | | [Form 10-K Summary](#id8f6afbc818a473e9457574f682bd619_232) | | | [124](#id8f6afbc818a473e9457574f682bd619_232) | | |
| | | | [Signatures](#id8f6afbc818a473e9457574f682bd619_235) | | | [124](#id8f6afbc818a473e9457574f682bd619_235) | | |
| | | | [PART I](#ia42b081934074f68ad60c85da7c7747c_13) | | | | | |
| 1. | | | [Business](#ia42b081934074f68ad60c85da7c7747c_16) | | | [5](#ia42b081934074f68ad60c85da7c7747c_16) | | |
| 2. | | | [Properties](#ia42b081934074f68ad60c85da7c7747c_25) | | | [43](#ia42b081934074f68ad60c85da7c7747c_25) | | |
| | | | [PART II](#ia42b081934074f68ad60c85da7c7747c_34) | | | [44](#ia42b081934074f68ad60c85da7c7747c_34) | | |
| 6. | | | [\[Reserved\]](#ia42b081934074f68ad60c85da7c7747c_40) | | | [46](#ia42b081934074f68ad60c85da7c7747c_40) | | |
| 9B. | | | [Other Information](#ia42b081934074f68ad60c85da7c7747c_163) | | | [110](#ia42b081934074f68ad60c85da7c7747c_163) | | |
| | | | [PART III](#ia42b081934074f68ad60c85da7c7747c_169) | | | [111](#ia42b081934074f68ad60c85da7c7747c_169) | | |
| 11. | | | [Executive Compensation](#ia42b081934074f68ad60c85da7c7747c_175) | | | [112](#ia42b081934074f68ad60c85da7c7747c_175) | | |
| | | | [PART IV](#ia42b081934074f68ad60c85da7c7747c_187) | | | [114](#ia42b081934074f68ad60c85da7c7747c_187) | | |
| | | | [Exhibit Index](#ia42b081934074f68ad60c85da7c7747c_193) | | | [115](#ia42b081934074f68ad60c85da7c7747c_193) | | |
| 16. | | | [Form 10-K Summary](#ia42b081934074f68ad60c85da7c7747c_196) | | | [119](#ia42b081934074f68ad60c85da7c7747c_196) | | |
| | | | [Signatures](#ia42b081934074f68ad60c85da7c7747c_199) | | | [119](#ia42b081934074f68ad60c85da7c7747c_199) | | |
These and other factors could cause results to differ materially from those expressed in the estimates and assumptions.
Item 1C. Cybersecurity
0 rewritten, 31 added, 0 removed, 0 unchanged
New section this year
Our Board actively oversees our enterprise risk management program.
Our Board’s role in risk oversight is consistent with our overall leadership structure: management is responsible for assessing and managing our short- and long-term risk exposures, and our Board and its committees provide effective oversight through independent monitoring of strategic risks and regularly scheduled meetings with management to discuss in-depth the strategic objectives of the Company and associated risks.
In order to maintain effective Board oversight across the entire enterprise risk management program, the Board delegates to the individual committees certain elements of its oversight function.
The Audit Committee of the Board has oversight of cybersecurity risk and receives regular updates on any developments from our Chief Information Security Officer (“CISO”), including biannual updates on strategies and action plans, with periodic reports provided to our full Board.
We have an Enterprise Risk Council made up of leaders from our principal functional areas and business units that meets on a quarterly basis to update our enterprise risk framework used to identify and manage our key risks, including cybersecurity.
Cybersecurity is a standing item on our Enterprise Risk Council agenda and our cybersecurity team regularly presents its work to the Enterprise Risk Council to enable evolving risks to be integrated into our management processes.
All cybersecurity processes and frameworks are created by the Global Information Security team, led by our CISO.
Our CISO has a Systems Engineer degree in Computer Science from St. Petersburg University of Information Technology and gained experience in the manufacturing, consultancy, and energy industries prior to joining the Company in 2012.
Our CISO is a Certified Information Systems Auditor (CISA), Certified Information Security Manager (CISM), Information Technology Infrastructure Library (ITIL) v3 Expert, and Certified in Risk and Information Systems Control (CRISC).
Our Integrated Information Security Framework ("IISF") defines the policies and processes we have in place to safeguard proprietary and confidential information.
Our IISF is based on relevant industry frameworks and laws, including, but not limited to National Institute of Standards and Technology ("NIST"), Good Practices Quality Guidelines (GxP), Health Information Trust Alliance (HITRUST), the ISMS Family of Standards (ISO 27000 family), Control Objectives for Information Technologies (COBIT), the EU General Data Protection Regulation (GDPR), and the Health Insurance Portability and Accountability Act of 1996 (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.
In 2023, we conducted a mapping with the NIST to align our procedures with industry standards in an effort to create a first-in-class approach.
Our global data centers and IT controls are included in an annual SOC2 Type II attestation program carried out by an independent audit firm who performs control testing and issue reports.
Our set of SOC2 controls is aligned with ISO27001 specification and therefore provides an equivalent level of assurance on a global level.
Additionally, our cybersecurity controls are regularly assessed as part of our global Internal Audit plan, and the maturity of our Information Security program is also regularly assessed on at least an annual basis with the help of independent consultants.
Our internal Business Information Security Office ("BISO"), established in 2022, continues to streamline communications between our IT function and business units.
The BISO connects several key functions, including Chief Information Officer Business Partnership, business continuity, governance, risk, and compliance.
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.
We continuously monitor for threats and unauthorized access.
We learn of security threats through automated detection solutions as well as reports from users and business partners.
We draw on the knowledge and insight of external cybersecurity experts and vendors and employ an array of third party tools to secure IQVIA information infrastructure and protect systems and information from unauthorized access.
We manage risk in our supply chain through engagement with suppliers and vendors, including vendor on-boarding risk assessments, ongoing oversight, and independent cyber-reputation score monitoring for key suppliers.
Our business strategy, results of operations and financial condition have not been materially affected by risks from cybersecurity threats, including as a result of previously identified cybersecurity incidents, but we cannot provide assurance that they will not be materially affected in the future by such risks or any future material incidents.
To protect against such threats, we employ an array of data security technologies, processes and methods across our infrastructure to protect systems and sensitive information from unauthorized access.
We maintain 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 employ a variety of security information and event management tools.
Non-technical safeguards also play an important role in our cybersecurity program.
We provide various training programs and tools to employees so they can avoid risky practices and help us promptly identify potential or actual issues.
We also have global incident response procedures, global service tools to log incidents and issues for investigation, and an ethics line to report concerns and follow-up on matters already reported.
For more information on our cybersecurity related risks, see Item 1A Risk Factors in this Annual Report on Form 10-K.
Item 2. Properties
2 rewritten, 0 added, 0 removed, 5 unchanged
As of December 31, [removed: 2022,] [added: 2023,] we had approximately [removed: 260] [added: 291] offices and laboratories located in approximately 85 countries.
We continue to assess the impacts of [removed: COVID-19] [added: the current working environment] on the suitability, adequacy, productive capacity and utilization of our existing principal physical properties, and we are in the process of evaluating the future state of our workforce practices, which may result in changes to our physical property needs.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
19 rewritten, 9 added, 8 removed, 30 unchanged
On February [removed: 6, 2023,] [added: 5, 2024,] we had approximately [removed: 20] [added: 15] stockholders of record as reported by our transfer agent.
We do not currently intend to pay dividends on our common stock, and no dividends were declared or paid in [removed: 2022] [added: 2023] or [removed: 2021.][added: 2022.]
The declaration, amount and payment of any future dividends on shares of our common stock will be at the sole discretion of our [removed: Board,] [added: Board of Directors (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.
We did not sell any unregistered equity securities in [removed: 2022.][added: 2023.]
On October 30, 2013, [removed: the] [added: our] Board approved an equity repurchase program (the “Repurchase Program”) authorizing the repurchase of up to $125 million of [removed: either] our common [removed: stock or vested in-the-money employee stock options, or a combination thereof.][added: stock.]
[removed: The] [added: Our] Board increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of [removed: the Company's] [added: our] common stock by $600 million, $1.5 billion, $2.0 billion, $1.5 billion, [removed: and] $2.0 billion, [added: and $2.0 billion] in 2015, 2016, 2017, 2018, [added: 2019,] and [removed: 2019] [added: 2022,] respectively.
On [removed: February 10, 2022, the] [added: July 31, 2023, our] Board increased the stock repurchase authorization under the Repurchase Program [removed: with respect to the repurchase of the Company's common stock] by an additional [removed: $2.0 billion,] [added: $2,000 million,] which increased the total amount that has been authorized under the Repurchase Program to [removed: $9.725 billion.][added: $11,725 million.]
The Repurchase Program does not obligate us to repurchase any particular amount of common [removed: stock or vested in-the-money employee stock options,] [added: stock,] and it may be modified, extended, suspended or discontinued at any time.
From inception of the Repurchase Program through December 31, [removed: 2022,] [added: 2023,] we have repurchased a total of [removed: $8.37 billion] [added: $9,362 million] of our securities under the Repurchase Program.
During the year ended December 31, [removed: 2022,] [added: 2023,] we repurchased [removed: 5.5] [added: 5.0] million shares of our common stock for approximately [removed: $1,168] [added: $992] million under the Repurchase Program.
As of December 31, [removed: 2022,] [added: 2023,] we had remaining authorization to repurchase up to approximately [removed: $1.36 billion] [added: $2,363 million] of our common stock under the Repurchase Program.
Since the Merger between Quintiles and IMS health in October 2016, we have repurchased [removed: 73.1] [added: 78.1] million shares of our common stock at an average market price per share of [removed: $109.38] [added: $115.02] for an aggregate purchase price of [removed: $8.00 billion] [added: $8,988 million] 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 [removed: Quintiles IMS Holdings,] [added: IQVIA Holdings] Inc. 2017 Incentive and Stock Award Plan (the “Plan”).
The following table summarizes the monthly equity repurchase activity for the three months ended December 31, [removed: 2022] [added: 2023] and the approximate dollar value of shares that may yet be purchased pursuant to the Repurchase Program.
The following graph shows a comparison from December 31, [removed: 2017] [added: 2018] through December 31, [removed: 2022] [added: 2023] of the cumulative total return for our common stock, the Standard & Poor’s 500 Stock Index (“S&P 500”), our new peer group set forth below ("New Peer Group"), and our old peer group set forth below ("Old Peer Group").
The New Peer Group consists of Charles River Laboratories, Inc., [removed: Equifax] [added: Fortrea Holdings] Inc., ICON plc, [removed: Laboratory Corporation of America Holdings, Syneos Health (formerly INC Research Holdings), Thomson Reuters] [added: Medpace Holdings Inc., S&P Global Inc., Danaher] Corporation and [removed: Verisk Analytics,] [added: Thermo Fisher Scientific] Inc. The difference between the New Peer Group and the Old Peer Group is that [removed: Nielsen N.V., Cerner] [added: Laboratory] Corporation [added: of America Holdings, Syneos Health, Equifax Inc., Thomson Reuters Corporation] and [removed: IHS Markit Ltd.] [added: Verisk Analytics, Inc.] have been removed from the New Peer Group as these companies were [added: either spun-off,] acquired by a private equity [removed: consortium, Oracle Corporation and S&P Global Inc., respectively,] [added: consortium or not relevant anymore] during the year ended December 31, [removed: 2022.][added: 2023.]
The graph assumes that $100 was invested in IQVIA, the S&P 500, the New Peer Group, and the Old Peer Group as of the close of market on December 31, [removed: 2017,] [added: 2018,] and assumes the reinvestments of dividends, if any.
[removed: ][added: ]
| | | | | | | [removed: 12/31/2017] [added: 12/31/2018] | | | | | | [removed: 12/31/2018] [added: 12/31/2019] | | | | | | [removed: 12/31/2019] [added: 12/31/2020] | | | | | | [removed: 12/31/2020] [added: 12/31/2021] | | | | | | [removed: 12/31/2021] [added: 12/31/2022] | | | | | | [removed: 12/31/2022] [added: 12/31/2023] | | |
| October 1, 2023 – October 31, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 2,592 | |
| November 1, 2023 – November 30, 2023 | | | | | | 1.2 | | | | | | $ | 195.06 | | | | | 1.2 | | | | | | $ | 2,363 | |
| December 1, 2023 – December 31, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 2,363 | |
| | | | | | | 1.2 | | | | | | | | | | | | 1.2 | | | | | | | | |
Simultaneously, Fortrea Holdings Inc., Medpace Holdings Inc., S&P Global Inc., Danaher Corporation and Thermo Fisher Scientific Inc. were added to the New Peer Group during the year ended December 31, 2023.
| IQVIA | | | | | | $ | 100 | | | | | $ | 133 | | | | | $ | 154 | | | | | $ | 243 | | | | | $ | 176 | | | | | $ | 199 | |
| S&P 500 | | | | | | $ | 100 | | | | | $ | 131 | | | | | $ | 156 | | | | | $ | 200 | | | | | $ | 164 | | | | | $ | 207 | |
| New Peer Group | | | | | | $ | 100 | | | | | $ | 150 | | | | | $ | 209 | | | | | $ | 305 | | | | | $ | 241 | | | | | $ | 257 | |
| Old Peer Group | | | | | | $ | 100 | | | | | $ | 143 | | | | | $ | 183 | | | | | $ | 261 | | | | | $ | 196 | | | | | $ | 256 | |
| October 1, 2022 – October 31, 2022 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | — | |
| November 1, 2022 – November 30, 2022 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | — | |
| December 1, 2022 – December 31, 2022 | | | | | | 0.1 | | | | | | $ | 201.61 | | | | | 0.1 | | | | | | $ | 1,355 | |
| | | | | | | 0.1 | | | | | | | | | | | | 0.1 | | | | | | | | |
| IQVIA | | | | | | $ | 100 | | | | | $ | 119 | | | | | $ | 158 | | | | | $ | 183 | | | | | $ | 288 | | | | | $ | 209 | |
| S&P 500 | | | | | | $ | 100 | | | | | $ | 96 | | | | | $ | 126 | | | | | $ | 149 | | | | | $ | 192 | | | | | $ | 157 | |
| New Peer Group | | | | | | $ | 100 | | | | | $ | 99 | | | | | $ | 142 | | | | | $ | 182 | | | | | $ | 260 | | | | | $ | 196 | |
| Old Peer Group | | | | | | $ | 100 | | | | | $ | 94 | | | | | $ | 133 | | | | | $ | 164 | | | | | $ | 229 | | | | | $ | 184 | |
Item 8. Financial Statements and Supplementary Data
612 rewritten, 176 added, 108 removed, 858 unchanged
Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2022.][added: 2023.]
As a result of this assessment and based on the criteria in the COSO framework, management has concluded that, as of December 31, [removed: 2022,] [added: 2023,] 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: 2022] [added: 2023] 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: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] 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: 2022,] [added: 2023,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated [removed: Framework] [added: Framework*] (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022] [added: 2023] 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: 2022,] [added: 2023,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated [removed: Framework] [added: Framework*] (2013) issued by the COSO.
*Revenue Recognition – Estimating [removed: Measure of Progress] [added: Costs to Complete] for Clinical Research Services*
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: 2022,] [added: 2023,] is [removed: $7,921] [added: $8,395] million, the majority of which relates to service contracts for clinical research that represent a single performance obligation.
The principal considerations for our determination that performing procedures relating to revenue recognition - estimating [removed: measure of progress] [added: costs to complete] for clinical research services is a critical audit matter are [removed: the] [added: a] high degree of auditor effort in performing audit procedures and evaluating audit evidence related to the cost estimates made by [removed: management, due to the judgments by] management when determining the total expected costs to complete its contracts, specifically the estimation of direct labor and third-party costs.
These procedures included testing the effectiveness of controls relating to the revenue recognition process, including controls over the estimation of the total costs to complete [added: for] clinical research service contracts.
These procedures also included, among others, testing management’s process for determining the estimate of total costs to complete [removed: its contracts, which included] [added: for a sample of clinical research contracts by] evaluating the reasonableness of significant assumptions made by management [removed: including] [added: related to] direct labor and third-party costs, evaluating the appropriateness of changes to management’s estimate of total costs to complete [removed: throughout] the [removed: duration of] contracts, testing actual direct costs incurred, [removed: and] evaluating management’s ability to reasonably estimate the total expected costs to complete [removed: contracts, which included] [added: contracts by] performing a comparison of management’s prior period cost estimates to [removed: final] actual [removed: costs.][added: costs, and testing the completeness and accuracy of underlying data used by management.]
| (in millions, except per share data) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |
| Revenues | | | | | | $ | [removed: 14,410] [added: 14,984] | | | | | $ | [removed: 13,874] [added: 14,410] | | | | | $ | [removed: 11,359] [added: 13,874] | |
| Cost of revenues, exclusive of depreciation and amortization | | | | | | [removed: 9,382] [added: 9,745] | | | | | | [removed: 9,233] [added: 9,382] | | | | | | [removed: 7,500] [added: 9,233] | | |
| Selling, general and administrative expenses | | | | | | [removed: 2,071] [added: 2,053] | | | | | | [removed: 1,964] [added: 2,071] | | | | | | [removed: 1,789] [added: 1,964] | | |
| Depreciation and amortization | | | | | | [removed: 1,130] [added: 1,125] | | | | | | [removed: 1,264] [added: 1,130] | | | | | | [removed: 1,287] [added: 1,264] | | |
| Restructuring costs | | | | | | [removed: 28] [added: 84] | | | | | | [removed: 20] [added: 28] | | | | | | [removed: 52] [added: 20] | | |
| Income from operations | | | | | | [removed: 1,799] [added: 1,977] | | | | | | [removed: 1,393] [added: 1,799] | | | | | | [removed: 731] [added: 1,393] | | |
| Interest income | | | | | | [removed: (13)] [added: (36)] | | | | | | [removed: (6)] [added: (13)] | | | | | | (6) | | |
| Interest expense | | | | | | [removed: 416] [added: 672] | | | | | | [removed: 375] [added: 416] | | | | | | [removed: 416] [added: 375] | | |
| Loss on extinguishment of debt | | | | | | [removed: —] [added: 6] | | | | | | [removed: 26] [added: —] | | | | | | [removed: 13] [added: 26] | | |
| Other [removed: expense (income),] [added: (income) expense,] net | | | | | | [removed: 33] [added: (124)] | | | | | | [removed: (130)] [added: 33] | | | | | | [removed: (65)] [added: (130)] | | |
| Income before income taxes and equity in (losses) earnings of unconsolidated affiliates | | | | | | [removed: 1,363] [added: 1,459] | | | | | | [removed: 1,128] [added: 1,363] | | | | | | [removed: 373] [added: 1,128] | | |
| Income tax expense | | | | | | [removed: 260] [added: 101] | | | | | | [removed: 163] [added: 260] | | | | | | [removed: 72] [added: 163] | | |
| Income before equity in (losses) earnings of unconsolidated affiliates | | | | | | [removed: 1,103] [added: 1,358] | | | | | | [removed: 965] [added: 1,103] | | | | | | [removed: 301] [added: 965] | | |
| Equity in (losses) earnings of unconsolidated affiliates | | | | | | [removed: (12)] [added: —] | | | | | | [removed: 6] [added: (12)] | | | | | | [removed: 7] [added: 6] | | |
| Net income | | | | | | [removed: 1,091] [added: 1,358] | | | | | | [removed: 971] [added: 1,091] | | | | | | [removed: 308] [added: 971] | | |
| Net income attributable to non-controlling interests | | | | | | — | | | | | | [removed: (5)] [added: —] | | | | | | [removed: (29)] [added: (5)] | | |
| Net income attributable to IQVIA Holdings Inc. | | | | | | $ | [removed: 1,091] [added: 1,358] | | | | | $ | [removed: 966] [added: 1,091] | | | | | $ | [removed: 279] [added: 966] | |
| Basic | | | | | | $ | [removed: 5.82] [added: 7.39] | | | | | $ | [removed: 5.05] [added: 5.82] | | | | | $ | [removed: 1.46] [added: 5.05] | |
| Diluted | | | | | | $ | [removed: 5.72] [added: 7.29] | | | | | $ | [removed: 4.95] [added: 5.72] | | | | | $ | [removed: 1.43] [added: 4.95] | |
| Basic | | | | | | [removed: 187.6] [added: 183.8] | | | | | | [removed: 191.4] [added: 187.6] | | | | | | [removed: 191.3] [added: 191.4] | | |
| Diluted | | | | | | [removed: 190.6] [added: 186.3] | | | | | | [removed: 195.0] [added: 190.6] | | | | | | 195.0 | | |
| (in millions) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |
| Net income | | | | | | $ | [removed: 1,091] [added: 1,358] | | | | | $ | [removed: 971] [added: 1,091] | | | | | $ | [removed: 308] [added: 971] | |
| Unrealized [removed: gains] (losses) [added: gains] on derivative instruments, net of income tax [removed: expense] (benefit) [added: expense] of [removed: $13, $2] [added: $(3), $13] and [removed: $(10)] [added: $2] | | | | | | [removed: 40] [added: (7)] | | | | | | [removed: 9] [added: 40] | | | | | | [removed: (30)] [added: 9] | | |
| Defined benefit plan adjustments, net of income tax [removed: (benefit)] expense [added: (benefit)] of [removed: $(3), $21] [added: $4, $(3)] and [removed: $(15)] [added: $21] | | | | | | [removed: (10)] [added: 7] | | | | | | [removed: 69] [added: (10)] | | | | | | [removed: (54)] [added: 69] | | |
| Foreign currency translation, net of income tax [removed: expense] (benefit) [added: expense] of [removed: $106, $116] [added: $(55), $106] and [removed: $(145)] [added: $116] | | | | | | [removed: (361)] [added: (89)] | | | | | | [removed: (281)] [added: (361)] | | | | | | [removed: 183] [added: (281)] | | |
| Reclassifications on derivative instruments included in net income, net of income tax [added: (expense)] benefit of [removed: $2, $4] [added: $(17), $2] and [removed: $3] [added: $4] | | | | | | [removed: 10] [added: (51)] | | | | | | [removed: 12] [added: 10] | | | | | | [removed: 10] [added: 12] | | |
| (in millions, except per share data) | | | | | | 2023 | | | | | | 2022 | | |
| Repurchase of common stock, net of tax | | | | | | — | | | | | | (5.0) | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,001) | | | | | | — | | | | | | — | | | | | | (1,001) | | |
| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,358 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,358 | | |
| Balance, December 31, 2023 | | | | | | 257.2 | | | | | | (75.7) | | | | | | $ | 3 | | | | | $ | 11,025 | | | | | $ | 4,692 | | | | | $ | (8,741) | | | | | $ | (867) | | | | | $ | — | | | | | $ | 6,112 | |
The change in fair value of the cross-currency swaps are also recognized in the cumulative translation adjustment component of AOCI and would be reclassified from AOCI to earnings upon the sale or substantial liquidation of the net investments.
The interest rate component of the cross-currency swaps is excluded from the assessment of hedge effectiveness and, thus, is recognized as a reduction to interest expense over the life of the cross-currency swaps.
The Company may also choose to bypass the qualitative assessment for any or all reporting units and proceed directly to a quantitative assessment, which involves estimating the fair value of the Company's reporting units and comparing to the carrying value of the reporting units.
In November 2023, the FASB issued ASU 2023-07, *Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures*, to improve reportable segment disclosure requirements.
The new guidance requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included in the reported measure of segment profit or loss.
It does not change the definition of a segment or the guidance for determining reportable segments.
The new guidance will be effective for the Company in the annual period beginning January 1, 2024 and in 2025 for interim periods.
In December 2023, the FASB issued ASU 2023-09, *Income Taxes (Topic 740): Improvements to Income Tax Disclosures*, to enhance the transparency and decision usefulness of income tax disclosures.
The amendments in this ASU require additional disclosures about income taxes, primarily focused on the disclosure of income taxes paid and the rate reconciliation table.
| Americas | | | | | | $ | 3,091 | | | | | $ | 4,157 | | | | | $ | 304 | | | | | $ | 7,552 | |
| Europe and Africa | | | | | | 2,156 | | | | | | 2,103 | | | | | | 200 | | | | | | 4,459 | | |
| Asia-Pacific | | | | | | 615 | | | | | | 2,135 | | | | | | 223 | | | | | | 2,973 | | |
| Total revenues | | | | | | $ | 5,862 | | | | | $ | 8,395 | | | | | $ | 727 | | | | | $ | 14,984 | |
| (in millions) | | | | | | 2023 | | | | | | 2022 | | |
| (in millions) | | | | | | 2023 | | | | | | 2022 | | |
| RxWare (formerly "Helparound") | | | | | | 2 | | | | | | 2 | | |
| | | | | | | $ | 134 | | | | | $ | 94 | |
| | | | | | | $ | 107 | | | | | $ | 371 | |
On November 17, 2023, the Company entered into interest rate swaps with a combined notional value of $1,500 million in an effort to limit its exposure to changes in the variable interest rate on its Senior Secured Credit Facilities (see Note 10 for additional information).
Interest on the swaps began accruing on November 28, 2023 and the swaps expire on January 2, 2031.
The Company pays a fixed rate of 6.11% and receives a variable rate of interest equal to three-month Term SOFR plus 2.00% on the swaps.
Net Investment Risk Management, Cross-Currency Swaps
On November 15, 2023, in connection with the issuance of the 2029 Senior Secured Notes (see Note 10 for additional information), the Company entered into cross-currency swaps with a combined notional value of $1,250 million to effectively convert $1,250 million of the 2029 Senior Secured Notes into euro-denominated borrowings at prevailing euro interest rates through February 2029.
The Company designated these agreements as a hedge of its net investment in certain foreign subsidiaries.
These cross-currency swaps expire in February 2029.
The Company will receive semiannual interest payments on February 1 and August 1 from the counterparties based on a fixed interest rate until maturity of these agreements.
The effective net borrowing rate to the Company is approximately 4.8555%, inclusive of the yield on the notes and the beneficial impact of the cross-currency swaps.
On November 17, 2023, in connection with the allocation of the Term B-4 Dollar Loans (see Note 10 for additional information), the Company entered into cross-currency swaps with a combined notional value of $1,500 million to effectively convert $1,500 million of the Term B-4 Dollar Loans into euro-denominated borrowings at prevailing euro interest rates through January 2031.
These cross-currency swaps expire in January 2031.
The Company will receive quarterly interest payments from the counterparties based on a fixed interest rate until maturity of these agreements.
The effective net borrowing rate to the Company is approximately 4.9015%, inclusive of the yield on the loans, the beneficial impact of the cross-currency swaps and of the interest rate swaps entered on November 17, 2023 as noted above.
The Company does not enter into cross-currency swaps for investment or speculative purposes.
For the year ended December 31, 2023, the Company recorded a loss of $108 million within AOCI as a result of these cross-currency swaps.
The Company recognized approximately $3 million related to the excluded component as a reduction of interest expense for the year ended December 31, 2023.
| Cross-currency swaps | | | | | | Other current liabilities | | | | | | — | | | | | | 108 | | | | | | 2,750 | | | | | | — | | | | | | — | | | | | | — | | |
The total amount, net of income taxes, of the cash flow hedge effect on the accompanying consolidated statements of income was $51 million, $(10) million, and $(12) million for the years ended December 31, 2023, 2022 and 2021, respectively.
February 15, 2023
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Distributions to non-controlling interest, net | | | | | | — | | | | | | — | | | | | | (13) | | |
| Balance, December 31, 2019 | | | | | | 253 | | | | | | (60.7) | | | | | | $ | 3 | | | | | $ | 11,046 | | | | | $ | 998 | | | | | $ | (5,733) | | | | | $ | (311) | | | | | $ | 260 | | | | | $ | 6,263 | |
| Distributions to non-controlling interest, net | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (13) | | | | | | (13) | | |
| Repurchase of common stock | | | | | | — | | | | | | (5.5) | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,168) | | | | | | — | | | | | | — | | | | | | (1,168) | | |
In addition, retiree medical care cost trend rates are a key assumption used exclusively in determining costs for the Company’s postretirement health care and life insurance benefit plans.
The Company did not have adequate history to calculate its own volatility for the expected term of all awards granted during the year.
Additionally, the Company believes expected volatility will approximate a blend of the historical volatility of the Company and the selected reasonably similar publicly traded companies.
In October 2021, the Financial Accounting Standards Board ("FASB") issued new accounting guidance, Accounting Standards Update ("ASU") 2021-08, *Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers*, 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 previous GAAP, an acquirer generally recognized 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.
| | | | | | | December 31, 2020 | | | | | | | | | | | | | | | | | | | | |
| Americas | | | | | | $ | 2,413 | | | | | $ | 2,680 | | | | | $ | 326 | | | | | $ | 5,419 | |
| Europe and Africa | | | | | | 1,844 | | | | | | 1,667 | | | | | | 184 | | | | | | 3,695 | | |
| Asia-Pacific | | | | | | 601 | | | | | | 1,413 | | | | | | 231 | | | | | | 2,245 | | |
| Total revenues | | | | | | $ | 4,858 | | | | | $ | 5,760 | | | | | $ | 741 | | | | | $ | 11,359 | |
| Helparound ("Helparound") | | | | | | 2 | | | | | | 3 | | |
| | | | | | | $ | 94 | | | | | $ | 88 | |
| | | | | | | $ | 66 | | | | | $ | 196 | |
The total amount of the cash flow hedge effect on the income statement is immaterial for the year ended December 31, 2022.
| Total | | | | | | $ | 145 | | | | | $ | 4 | | | | | $ | — | | | | | $ | 149 | |
| Total | | | | | | $ | — | | | | | $ | 27 | | | | | $ | 76 | | | | | $ | 103 | |
| | | | | | | $ | 10,830 | | | | | $ | (6,010) | | | | | $ | 4,820 | | | | | $ | 10,286 | | | | | $ | (5,343) | | | | | $ | 4,943 | |
| Balance as of December 31, 2020 | | | | | | $ | 10,864 | | | | | $ | 1,646 | | | | | $ | 144 | | | | | $ | 12,654 | |
| | | | | | | $ | 2,671 | | | | | $ | 2,360 | |
| $1,500 million (revolving credit facility) | | | | | | LIBOR in the relevant currency borrowed plus a margin of 1.25% as of December 31, 2022 | | |
| $110 million (receivables financing facility) | | | | | | LIBOR Market Index Rate (4.39% as of December 31, 2022) plus 0.90% | | |
| Term B Loan due 2025—Euribor at average floating rates of 4.20% | | | | | | 559 | | | | | | 592 | | |
| 2023 | | | | | | $ | 152 | |
| Thereafter | | | | | | 2,496 | | |
| | | | | | | $ | 12,797 | |
On August 25, 2021, we entered into Amendment No. 9 (the “Amendment”) to the Company’s Fourth Amended and Restated Credit Agreement (the “Prior Credit Agreement,” and together with the Amendment, the "Fifth Amended and Restated Credit Agreement") to (i) extend the maturity of our revolving credit facility to 2026, (ii) refinance our existing term A loans with a new class of term A loans that mature in 2026 and (iii) add IQVIA RDS Inc. as a borrower under our various senior secured credit facilities (collectively, the “senior secured credit facilities”).
On September 14, 2021, we repaid $250 million of our term B loans under the senior secured credit facilities using the proceeds from the increased loans under our receivables financing facility.
On March 3, 2021, IQVIA Inc. (the “Issuer”), a wholly owned subsidiary of the Company, completed the issuance and sale of €1,450 million in gross proceeds of the Issuer's (i) €550 million aggregate principal amount of its 1.750% Senior Notes due 2026 (the “2026 Notes”) and (ii) €900 million aggregate principal amount of its 2.250% Senior Notes due 2029 (the “2029 Notes” and, together with the 2026 Notes, the “Notes”).
The Issuer may choose to redeem the 2026 Notes and the 2029 Notes, either together or separately, on a non-ratable basis.
The Issuer’s obligations with respect to the 3.250% Notes were discharged on the same day as the Issuer completed the issuance of the Notes.
In connection with this transaction, we recognized a $24 million loss on extinguishment of debt, which includes fees and related expenses.
An excerpt. Shown here: 40 of 612 rewritten, 40 of 176 added and 40 of 108 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2023 filing and the FY2022 filing.
Item 9A. Controls and Procedures
1 rewritten, 0 added, 0 removed, 8 unchanged
There were no changes in our internal control over financial reporting during the quarter ended December 31, [removed: 2022] [added: 2023] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other Information
0 rewritten, 1 added, 1 removed, 0 unchanged
During the quarter ended December 31, 2023, no director or officer (as defined in Exchange Act Rule 16a-1(f)) of IQVIA Holdings Inc. adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement for the purchase or sale of securities of IQVIA Holdings Inc., within the meaning of Item 408 of Regulation S-K.
None.
Item 10. Directors, Executive Officers and Corporate Governance
7 rewritten, 9 added, 5 removed, 36 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: 2023] [added: 2024] Annual Meeting of Stockholders (the [removed: “2023] [added: “2024] Proxy Statement”) entitled “Proposal No. 1: Election of Directors”, “Corporate Governance—Documents Establishing our Corporate Governance” and “Corporate Governance—Leadership Structure—Committees of the Board.”
| Ari Bousbib | | | | | | [removed: 61] [added: 62] | | | | | | Chairman and Chief Executive Officer | | |
| Ronald E. Bruehlman | | | | | | [removed: 62] [added: 63] | | | | | | Executive Vice President and Chief Financial Officer | | |
| [removed: Costa Panagos] [added: W. Richard Staub, III] | | | | | | [removed: 49] [added: 61] | | | | | | President, Research & Development Solutions | | |
| Kevin C. Knightly | | | | | | [removed: 62] [added: 63] | | | | | | President, Corporate Strategy and Enterprise Networks | | |
| Eric Sherbet | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President, General Counsel and Secretary | | |
[removed: Costa Panagos,] [added: Richard Staub, III,] President, Research & Development Solutions
W.
Mr. Staub resumed the role of President, Research & Development Solutions on September 25, 2023.
From April 2022 through September 2023, Mr. Staub was senior advisor to the Chairman and CEO of IQVIA.
Mr. Staub had served as President, Research & Development Solutions from November 2016 to March 2022.
Previously, Mr. Staub served as President of Novella Clinical, a Quintiles company, since 2013.
Prior to Novella’s 2013 acquisition by Quintiles, Mr. Staub served as both president and CEO of Novella Clinical since 2008.
Before joining Novella Clinical in 2004, Mr. Staub was senior vice president of global business development for one of the world’s largest clinical research organizations.
Mr. Staub’s career in the pharmaceutical industry began at Zeneca Pharmaceuticals in 1989 where he had progressive responsibilities as a medical and hospital sales representative, cardiovascular portfolio analyst and marketing manager.
Mr. Staub has a Bachelor of Arts degree in Economics from the University of North Carolina at Chapel Hill.
Mr. Panagos was appointed as President, Research & Development Solutions effective April 1, 2022.
Mr. Panagos joined the Company in 1999, as part of the legacy Quintiles organization, and has held numerous sales, operational and executive leadership roles during his career with the company.
He was most recently president, Research & Development Operations, where he oversaw the execution of IQVIA’s global clinical development operations including traditional full-service studies, decentralized trials and flexible staffing arrangements.
Prior to this, Mr. Panagos served as CEO of Q2 Solutions, IQVIA’s global clinical trial laboratory business, and held several senior clinical and commercial leadership roles including Head of Global Sales Operations.
Mr. Panagos holds a Bachelor of Science degree in biology from Brown University and an M.B.A. from the University of Chicago Booth School of Business.
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,” “Leadership Development and Compensation Committee Report,” “Compensation of Named Executive Officers,” and “Other Relevant Information—Compensation Committee Interlocks and Insider Participation” in the Company's [removed: 2023] [added: 2024] Proxy Statement and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
4 rewritten, 2 added, 2 removed, 11 unchanged
Information in response to this Item, other than Securities Authorized for Issuance Under Equity Compensation Plans, is set forth in the section entitled “Security Ownership of Certain Beneficial Owners and Management” in the Company’s [removed: 2023] [added: 2024] 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: 2022:][added: 2023:]
(1) Consists of: (i) [removed: 4,376,122] [added: 4,037,681] shares of common stock issuable upon the exercise of outstanding time-based stock options and underlying outstanding time-based SARs; (ii) [removed: 892,609] [added: 882,950] shares of common stock issuable in settlement of outstanding restricted stock units awarded; (iii) [removed: 642,701] [added: 746,070] shares of common stock issuable in settlement of outstanding performance units awarded; (iv) [removed: 380,162] [added: 329,397] shares of common stock reserved for issuance at December 31, [removed: 2022] [added: 2023] and issuable in settlement of outstanding stock settled long term incentive ("LTI") awards; and (v) [removed: 4,124] [added: 5,906] shares of deferred common stock outstanding under the Director Deferral Plan.
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: $89.35.][added: $95.00.]
| Equity compensation plans approved by security holders | | | | | | 6,002,004 | | | (1) | | | $ | 141.22 | | (3) | | | 8,454,582 | | | (4) | | |
| Total | | | | | | 6,028,731 | | | | | | $ | 141.22 | | (3) | | | 8,454,582 | | | | | |
| Equity compensation plans approved by security holders | | | | | | 6,295,718 | | | (1) | | | $ | 128.55 | | (3) | | | 8,932,670 | | | (4) | | |
| Total | | | | | | 6,322,445 | | | | | | $ | 128.55 | | (3) | | | 8,932,670 | | | | | |
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 “Corporate Governance,” and “Certain Relationships and Related Party Transactions” in the [removed: 2023] [added: 2024] 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: 2023] [added: 2024] Proxy Statement and is incorporated herein by reference.
Item 15. Exhibits and Financial Statement Schedules
46 rewritten, 13 added, 40 removed, 32 unchanged
| Management’s Report on Internal Control over Financial Reporting | | | [removed: [62](#ia42b081934074f68ad60c85da7c7747c_52)] [added: [68](#id8f6afbc818a473e9457574f682bd619_82)] | | |
| Report of Independent Registered Public Accounting Firm (PCAOB ID: 238) | | | [removed: [62](#ia42b081934074f68ad60c85da7c7747c_52)] [added: [68](#id8f6afbc818a473e9457574f682bd619_82)] | | |
| Consolidated Statements of Income | | | [removed: [65](#ia42b081934074f68ad60c85da7c7747c_55)] [added: [71](#id8f6afbc818a473e9457574f682bd619_91)] | | |
| Consolidated Statements of Comprehensive Income | | | [removed: [66](#ia42b081934074f68ad60c85da7c7747c_58)] [added: [72](#id8f6afbc818a473e9457574f682bd619_94)] | | |
| Consolidated Balance Sheets | | | [removed: [67](#ia42b081934074f68ad60c85da7c7747c_61)] [added: [73](#id8f6afbc818a473e9457574f682bd619_97)] | | |
| Consolidated Statements of Cash Flows | | | [removed: [68](#ia42b081934074f68ad60c85da7c7747c_64)] [added: [74](#id8f6afbc818a473e9457574f682bd619_100)] | | |
| Consolidated Statements of Stockholders’ Equity | | | [removed: [69](#ia42b081934074f68ad60c85da7c7747c_67)] [added: [75](#id8f6afbc818a473e9457574f682bd619_103)] | | |
| Notes to Consolidated Financial Statements | | | [removed: [70](#ia42b081934074f68ad60c85da7c7747c_70)] [added: [76](#id8f6afbc818a473e9457574f682bd619_106)] | | |
(2) Financial Statement Schedules for the Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]
| Schedule I—Condensed Financial Information of Registrant (Parent Company Only) | | | [removed: [121](#ia42b081934074f68ad60c85da7c7747c_205)] [added: [126](#id8f6afbc818a473e9457574f682bd619_241)] | | |
| Schedule II—Valuation and Qualifying Accounts | | | [removed: [125](#ia42b081934074f68ad60c85da7c7747c_208)] [added: [130](#id8f6afbc818a473e9457574f682bd619_244)] | | |
| 3.1 | | | | | | [Amended and Restated Certificate of Incorporation of IQVIA Holdings Inc., effective April [removed: 1](https://www.sec.gov/Archives/edgar/data/1478242/000147824222000057/iqviaarcertificateofincorp.htm)[2](https://www.sec.gov/Archives/edgar/data/1478242/000147824222000057/iqviaarcertificateofincorp.htm)[, 202](https://www.sec.gov/Archives/edgar/data/1478242/000147824222000057/iqviaarcertificateofincorp.htm)2.] [added: 18, 2023.](https://www.sec.gov/Archives/edgar/data/1478242/000114036123018951/brhc20051594_ex3-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 3.1 | | | | | | April [removed: 14, 2021] [added: 18, 2023] | | |
| 3.2 | | | | | | [Amended and Restated Bylaws of IQVIA Holdings Inc., effective [removed: February 13, 2023](https://www.sec.gov/Archives/edgar/data/1478242/000147824223000025/ex31bylaws21323.htm).] [added: April 18, 2023.](https://www.sec.gov/Archives/edgar/data/1478242/000114036123018951/brhc20051594_ex3-2.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 3.1 | | | | | | [removed: February 13,] [added: April 18,] 2023 | | |
| [removed: 4.1] [added: 10.11†] | | | | | | [removed: [Specimen Common Stock Certificate of Quintiles Transnational] [added: [Quintiles](https://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1022.htm) [Transnational] Holdings [removed: Inc](https://www.sec.gov/Archives/edgar/data/1478242/000119312513175430/d483912dex41.htm).] [added: Inc. 2013 Stock Incentive Plan.](https://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1022.htm)] | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | [removed: 4.1] [added: 10.22] | | | | | | April [removed: 26,] [added: 19,] 2013 | | |
| [removed: 10.3] [added: 10.5] | | | | | | [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: 10.3] [added: 10.33] | | | | | | March 24, 2014 | | |
| [removed: 10.4] [added: 10.6] | | | | | | [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: 10.3] [added: 10.34] | | | | | | March 24, 2014 | | |
| [removed: 10.6†] [added: 10.7†] | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1478242/000119312513161424/d483912dex1013.htm) of Director Indemnification Agreement. | | | | | | | | | | | | S-1/A | | | | | | 333-186708 | | | | | | [removed: 10.1] [added: 10.13] | | | | | | April 19, 2013 | | |
| [removed: 10.7] [added: 10.8] | | | | | | [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 | | |
| 10.12† | | | | | | [Form of [removed: Stock Option] Award Agreement [removed: for Senior Executives] [added: Awarding Stock Appreciation Rights] under the Quintiles [removed: Transnational Holdings] [added: IMS](http://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1041.htm) Holdings,] Inc. [removed: 2008] [added: 2013] Stock [removed: Incentive](http://www.sec.gov/Archives/edgar/data/1478242/000119312513062656/d483912dex1018.htm) Plan.] [added: Incentive Plan effective February 2017.] | | | | | | | | | | | | [removed: S-1] [added: 10-K] | | | | | | [removed: 333-186708] [added: 001-35907] | | | | | | [removed: 10.18] [added: 10.41] | | | | | | February [removed: 15, 2013] [added: 16, 2017] | | |
| [removed: 10.16†] [added: 10.23†] | | | | | | [removed: [Form](http://www.sec.gov/Archives/edgar/data/1478242/000119312514174986/d690912dex102.htm)] [added: [Form] of Award Agreement Awarding [removed: Incentive] Stock [removed: Options to Employees] [added: Appreciation Rights] under the [removed: [Quintiles Transnational Holdings] [added: Quintiles](https://www.sec.gov/Archives/edgar/data/1478242/000156459017009467/q-ex108_1118.htm) IMS Holdings,] Inc. [removed: 2013] [added: 2017 Incentive and] Stock [removed: Incentive](http://www.sec.gov/Archives/edgar/data/1478242/000119312514174986/d690912dex102.htm) Plan.] [added: Award Plan effective April 2017.] | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | [removed: 10.2] [added: 10.8] | | | | | | May [removed: 1, 2014] [added: 8, 2017] | | |
| [removed: 10.19†] [added: 10.24†] | | | | | | [removed: [Form] [added: Form] of Award Agreement Awarding [removed: Stock Appreciation Rights] [added: Performance Shares] under the Quintiles [removed: IMS](http://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1041.htm) Holdings,] [added: IMS [Holdings,] Inc. [removed: 2013 Stock] [added: 2017] Incentive [added: and Stock Award] Plan effective [removed: February 2017.] [added: April 2017.](https://www.sec.gov/Archives/edgar/data/1478242/000156459017009467/q-ex109_1119.htm)] | | | | | | | | | | | | [removed: 10-K] [added: 10-Q] | | | | | | 001-35907 | | | | | | [removed: 10.41] [added: 10.9] | | | | | | [removed: February 16,] [added: May 8,] 2017 | | |
| [removed: 10.20†] [added: 10.25†] | | | | | | [Form of Award Agreement Awarding Restricted Stock Units under the Quintiles [removed: Transnational](http://www.sec.gov/Archives/edgar/data/1478242/000119312513455035/d631973dex101.htm) Holdings] [added: IMS](https://www.sec.gov/Archives/edgar/data/1478242/000156459017009467/q-ex1010_1158.htm) Holdings,] Inc. [removed: 2013 Stock] [added: 2017] Incentive [added: and Stock Award] Plan [removed: prior to February 2015.] [added: effective April 2017.] | | | | | | | | | | | | [removed: 8-K] [added: 10-Q] | | | | | | 001-35907 | | | | | | 10.1 | | | | | | [removed: November 26, 2013] [added: May 8, 2017] | | |
| [removed: 10.25†] [added: 10.22†] | | | | | | [removed: [Form of Award Agreement Awarding Restricted Stock Units under the Quintiles IMS](https://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1047.htm) Holdings,] [added: IQVIA Holdings] Inc. [removed: 2013 Stock] [added: 2017] Incentive [added: Stock Award] Plan [removed: effective February 2017.] [added: (f/k/a [Q](https://www.sec.gov/Archives/edgar/data/1478242/000119312517052162/d324461ddef14a.htm#toc324461_66)[uintiles IMS](https://www.sec.gov/Archives/edgar/data/1478242/000119312517052162/d324461ddef14a.htm#toc324461_66) [Holdings](https://www.sec.gov/Archives/edgar/data/1478242/000119312517052162/d324461ddef14a.htm#toc324461_66)[,](https://www.sec.gov/Archives/edgar/data/1478242/000119312517052162/d324461ddef14a.htm#toc324461_66) [Inc. 2017 Incentive and Stock Award Plan](https://www.sec.gov/Archives/edgar/data/1478242/000119312517052162/d324461ddef14a.htm#toc324461_66)[)](https://www.sec.gov/Archives/edgar/data/1478242/000119312517052162/d324461ddef14a.htm#toc324461_66)[.](https://www.sec.gov/Archives/edgar/data/1478242/000119312517052162/d324461ddef14a.htm#toc324461_66)] | | | | | | | | | | | | [removed: 10-K] [added: DEF 14A] | | | | | | 001-35907 | | | | | | [removed: 10.47] [added: Appendix B] | | | | | | February [removed: 16,] [added: 22,] 2017 | | |
| [removed: 10.26†] [added: 10.13†] | | | | | | [Quintiles IMS Holdings, Inc. Defined Contribution Executive Retirement Plan](https://www.sec.gov/Archives/edgar/data/1478242/000119312516728752/d266940dex107.htm). | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.7 | | | | | | October 3, 2016 | | |
| [removed: 10.27†] [added: 10.14†] | | | | | | [IMS](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1010.htm) Health Incorporated Defined Contribution Executive Retirement Plan, as amended [and](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1010.htm) restated. | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.10 | | | | | | January 2, 2014 | | |
| [removed: 10.28†] [added: 10.15†] | | | | | | [First Amendment to the IMS Health Incorporated Retirement Excess Plan, dated March 17,](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1012.htm) 2009. | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.12 | | | | | | January 2, 2014 | | |
| [removed: 10.29†] [added: 10.16†] | | | | | | [Second Amendment to the IMS Health Incorporated Retirement Excess Plan, dated December 8,](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1013.htm) 2009. | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.13 | | | | | | January 2, 2014 | | |
| [removed: 10.30†] [added: 10.17†] | | | | | | [Third](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1014.htm) Amendment to the IMS Health Incorporated Retirement Excess Plan, dated April [5,](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1014.htm) 2011. | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.14 | | | | | | January 2, 2014 | | |
| [removed: 10.31†] [added: 10.18†] | | | | | | [Fourth Amendment to the IMS Health Incorporated Retirement Excess Plan (effective May 3,](http://www.sec.gov/Archives/edgar/data/1595262/000156459016021700/ims-ex103_370.htm) 2016). | | | | | | | | | | | | IMS Health 10-Q | | | | | | 001-36381 | | | | | | 10.3 | | | | | | July 28, 2016 | | |
| [removed: 10.32†] [added: 10.20†] | | | | | | [removed: [Quintiles](http://www.sec.gov/Archives/edgar/data/1478242/000119312516728752/d266940dex105.htm)] [added: [Quintiles](http://www.sec.gov/Archives/edgar/data/1478242/000119312516728752/d266940dex106.htm)] IMS Holdings, Inc. [removed: 2010 Equity] [added: 2014] Incentive [added: and Stock Award] Plan. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | [removed: 10.5] [added: 10.6] | | | | | | October 3, 2016 | | |
| [removed: 10.34†] [added: 10.21†] | | | | | | [removed: [Form](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1017.htm)] [added: [Form](http://www.sec.gov/Archives/edgar/data/1595262/000119312515039535/d867587dex101.htm)] of IMS [removed: Time-and Performance-Based] Stock [removed: Option Award] [added: Appreciation Rights] Agreement under the [removed: [2010 Equity Incentive](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1017.htm)] [added: 2014 Incentive and Stock [Award](http://www.sec.gov/Archives/edgar/data/1595262/000119312515039535/d867587dex101.htm)] Plan. | | | | | | | | | | | | IMS Health [removed: S-1] [added: 8-K] | | | | | | [removed: 333-193159] [added: 001-36381] | | | | | | [removed: 10.17] [added: 10.1] | | | | | | [removed: January 2, 2014] [added: February 10, 2015] | | |
| [removed: 10.40†] [added: 10.19†] | | | | | | [removed: [IMS](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1015.htm)] [added: [IMS] Health Incorporated [removed: Savings Equalization] [added: Retirement] Plan, as amended and restated effective [removed: [as of] January [removed: 1,](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1015.htm) 2011.] [added: 1, 2020](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1019imshealthincorporat.htm)] | | | | | | [added: X] | | | | | | [removed: IMS Health S-1] | | | | | | [removed: 333-193159] | | | | | | [removed: 10.15] | | | | | | [removed: January 2, 2014] | | |
| [removed: 10.51†] [added: 10.28†] | | | | | | [removed: [Quintiles Transnational Corp.] [added: [IQVIA] Elective Deferred Compensation Plan, as amended [removed: and](https://www.sec.gov/Archives/edgar/data/1478242/000156459015008715/q-ex101_17.htm) restated.] [added: and restated.](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1028iqviaelectivedeferr.htm)] | | | | | | [added: X] | | | | | | [removed: 10-Q] | | | | | | [removed: 001-35907] | | | | | | [removed: 10.1] | | | | | | [removed: October 28, 2015] | | |
| [removed: 10.52†] [added: 10.29†] | | | | | | [removed: [Quintiles IMS] [added: [IQVIA] Holdings Inc. Non-Employee Director Deferral Plan, effective [removed: January](https://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1078.htm)] [added: January] 1, [removed: 2017.] [added: 2017 (amended November 9, 2023).](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1029iqviaholdingsincnon.htm)] | | | | | | [added: X] | | | | | | [removed: 10-K] | | | | | | [removed: 001-35907] | | | | | | [removed: 10.78] | | | | | | [removed: February 16, 2017] | | |
| [removed: 10.53†] [added: 10.30†] | | | | | | [Amended](https://www.sec.gov/Archives/edgar/data/0001478242/000156459019003180/iqv-ex1060_4268.htm) and Restated Employment Agreement between IQVIA Holdings Inc. and Ari Bousbib, dated February 18, 2019. | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | [removed: 10.60] [added: 10.6] | | | | | | February 19, 2019 | | |
| [removed: 10.54†] [added: 10.31†] | | | | | | [Stock Appreciation Rights Agreement between IMS Health Holdings, Inc. and Ari](https://www.sec.gov/Archives/edgar/data/1595262/000156459016012901/ims-ex1034_427.htm) Bousbib, dated February 10, 2015. | | | | | | | | | | | | IMS Health 10-K | | | | | | 001-36381 | | | | | | 10.34 | | | | | | February 19, 2016 | | |
| [removed: 10.55†] [added: 10.32†] | | | | | | [Amendment](https://www.sec.gov/Archives/edgar/data/1595262/000156459016012901/ims-ex1035_428.htm) No. 1, dated December 31, 2015, to Stock Appreciation Rights Agreement between IMS Health Holdings, Inc. and Ari Bousbib dated February 10, 2015. | | | | | | | | | | | | IMS Health 10-K | | | | | | 001-36381 | | | | | | 10.35 | | | | | | February 19, 2016 | | |
| [removed: 10.57†] [added: 10.33†] | | | | | | [Letter Agreement between the Company and Eric Sherbet, effective on March 1, 2018](https://www.sec.gov/Archives/edgar/data/0001478242/000156459019003180/iqv-ex1072_3661.htm). | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 10.72 | | | | | | February 19, 2019 | | |
| [removed: 10.58†] [added: 10.34†] | | | | | | [Letter Agreement between the Company and Ronald Bruehlman, effective on August 1, 2020.](https://www.sec.gov/Archives/edgar/data/1478242/000147824220000075/exhibit101offerletter.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.10 | | | | | | October 22, 2020 | | |
| [removed: 10.59†] [added: 10.35†] | | | | | | [Letter Agreement between the Company and [removed: Costa Panagos,] [added: W. Richard Staub,] effective [removed: on April 1, 2022](https://www.sec.gov/Archives/edgar/data/1478242/000147824223000044/ex-10591231202210xk.htm).] [added: on](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1035letteragreementbetw.htm) [September 25](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1035letteragreementbetw.htm)[, 2023.](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1035letteragreementbetw.htm)] | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 4.1 | | | | | | [Description of the Company's Securities](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-41descriptionofthecompa.htm) | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 4.8 | | | | | | [Amended and Restated Indenture, dated December 19, 2023, among IQVIA Inc., as Issuer, U.S. Bank Trust Company, National Association, as trustee of the 5.700% Senior Secured Notes due 2028 and the Company and certain subsidiaries of the Issuer as guarantors.](https://www.sec.gov/Archives/edgar/data/1478242/000119312524003405/d550629dex48.htm) | | | | | | | | | | | | S-4 | | | | | | 001-35907 | | | | | | 4.8 | | | | | | January 5, 2024 | | |
| 4.9 | | | | | | [Amended and Restated Indenture, dated December 19, 2023, among IQVIA Inc., as Issuer, U.S. Bank Trust Company, National Association, as trustee of the 6.250% Senior Secured Notes due 2029 and the Company and certain subsidiaries of the Issuer as guarantors.](https://www.sec.gov/Archives/edgar/data/1478242/000119312524003405/d550629dex49.htm) | | | | | | | | | | | | S-4 | | | | | | 001-35907 | | | | | | 4.9 | | | | | | January 5, 2024 | | |
| 10.3 | | | | | | [Amendment No. 2 to Fifth Amended and Restated Credit Agreement, dated April 17, 2023, among IQVIA Inc., IQVIA Holdings Inc., IQVIA RDS Inc., IQVIA AG, IQVIA Japan K.K., the other guarantors party thereto, Bank of America, N.A. as administrative agent and as collateral agent, and the Lenders party thereto.](https://www.sec.gov/Archives/edgar/data/1478242/000147824223000055/iqviaamendmentno2tofifthar.htm) | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.1 | | | | | | April 18, 2023 | | |
| 10.4 | | | | | | [Amendment No. 3 to Fifth Amended and Restated Credit Agreement, dated November 28, 2023, among IQVIA Inc., IQVIA Holdings Inc., IQVIA RDS Inc., IQVIA AG, IQVIA Solutions Japan LLC, the other guarantors party thereto, Bank of America, N.A. as administrative agent and as collateral agent, and the Lenders party theret](https://www.sec.gov/Archives/edgar/data/1478242/000119312523284299/d560118dex101.htm)[o](https://www.sec.gov/Archives/edgar/data/1478242/000119312523284299/d560118dex101.htm)[.](https://www.sec.gov/Archives/edgar/data/1478242/000119312523284299/d560118dex101.htm) | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.1 | | | | | | November 23, 2023 | | |
| 10.9† | | | | | | [Form](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-109formofconfidentialit.htm) [of](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-109formofconfidentialit.htm) [Confidentiality and Restrictive Covenants](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-109formofconfidentialit.htm) [Agreement](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-109formofconfidentialit.htm) | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 10.10† | | | | | | [Work Product Assignment](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1010workproductassignme.htm) [Agreement](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1010workproductassignme.htm) | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 10.26† | | | | | | [IQVIA Inc. Employee Protection Plan and Summary Plan Description, as amended and restated effective July 1, 2023.](https://www.sec.gov/Archives/edgar/data/1478242/000147824223000086/exhibit101-iqviaincemploye.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.1 | | | | | | August 1, 2023 | | |
| 10.27† | | | | | | [IQVIA Savings Equalization Plan, effective January 1, 2018.](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-1027iqviasavingsequaliz.htm) | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 10.36 | | | | | | [Registration Rights Agreement, dated May 23, 2023, among IQVIA Inc., IQVIA Holdings Inc., certain subsidiaries of the Issuer as guarantors, and Goldman Sachs & Co. LLC as representative of the several initial purchasers.](https://www.sec.gov/Archives/edgar/data/1478242/000119312524003405/d550629dex101.htm) | | | | | | | | | | | | S-4 | | | | | | 001-35907 | | | | | | 10.1 | | | | | | January 5, 2024 | | |
| 10.37 | | | | | | [Registration Rights Agreement, dated November 28, 2023, among IQVIA Inc., IQVIA Holdings Inc., certain subsidiaries of the Issuer as guarantors, and J.P. Morgan Securities LLC as representative of the several initial purchasers.](https://www.sec.gov/Archives/edgar/data/1478242/000119312524003405/d550629dex102.htm) | | | | | | | | | | | | S-4 | | | | | | 001-35907 | | | | | | 10.2 | | | | | | January 5, 2024 | | |
| 22.1 | | | | | | [List of Subsidiary Guarantors and Affiliates who Collateralize the Company’s Securities](https://www.sec.gov/Archives/edgar/data/1478242/000119312524003405/d550629dex221.htm) | | | | | | | | | | | | S-4 | | | | | | 001-35907 | | | | | | 22.1 | | | | | | January 5, 2023 | | |
| 97.1† | | | | | | [Restatement Recovery Policy, dated November 9, 2023.](https://www.sec.gov/Archives/edgar/data/1478242/000147824224000038/ex-971restatementrecoveryp.htm) | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| 2.1* | | | | | | [Agreement and Plan of Merger, dated as of May 3, 2016, by and between 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 | | |
| 10.5 | | | | | | [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 | | |
| 10.8† | | | | | | [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 | | |
| 10.9† | | | | | | [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 | | |
| 10.10† | | | | | | [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 | | |
| 10.11† | | | | | | [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 | | |
| 10.13† | | | | | | [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 | | |
| 10.14† | | | | | | [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 | | |
| 10.15† | | | | | | [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 | | |
| 10.17† | | | | | | [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 | | |
| 10.18† | | | | | | [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 | | |
| 10.21† | | | | | | [Form of Award Agreement Awarding Restricted Stock Units under the Quintiles Transnational](http://www.sec.gov/Archives/edgar/data/1478242/000119312515045845/d831296dex1034.htm) Holdings Inc. 2013 Stock Incentive Plan effective February 2015. | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 10.34 | | | | | | February 12, 2015 | | |
| 10.22† | | | | | | [Form of Award Agreement Awarding Performance Units under the Quintiles Transnational Holdings Inc. 2013 Stock Incentive](http://www.sec.gov/Archives/edgar/data/1478242/000119312515045845/d831296dex1035.htm) Plan. | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 10.35 | | | | | | February 12, 2015 | | |
| 10.23† | | | | | | [Form of Award Agreement Awarding Performance Shares under the Quintiles IMS Holdings, Inc. 2013 Stock Incentive Plan effective February](http://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1045.htm) 2017. | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 10.45 | | | | | | February 16, 2017 | | |
| 10.24† | | | | | | [Form of Restricted Stock Award Agreement under the Quintiles Transnational](https://www.sec.gov/Archives/edgar/data/1478242/000156459016027145/q-ex103_912.htm) Holdings Inc. 2013 Stock Incentive Plan. | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.3 | | | | | | November 3, 2016 | | |
| 10.33† | | | | | | [Healthcare Technology Holdings, Inc. 2010 Equity Incentive Plan, as amended and restated.](http://www.sec.gov/Archives/edgar/data/1595262/000119312514051489/d628679dex1016.htm) | | | | | | | | | | | | IMS Health S-1/A | | | | | | 333-193159 | | | | | | 10.16 | | | | | | February 13, 2014 | | |
| 10.35† | | | | | | [Form of IMS Time-Based Stock Option Award Agreement under the 2010 Equity Incentive](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1018.htm) Plan. | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.18 | | | | | | January 2, 2014 | | |
| 10.36† | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1019.htm) of IMS Director Stock Option Award Agreement under the 2010 Equity Incentive [Plan.](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1019.htm) | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.19 | | | | | | January 2, 2014 | | |
| 10.37† | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1020.htm) of IMS Restricted Stock Unit Award Agreement under the 2010 Equity Incentive [Plan.](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1020.htm) | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.20 | | | | | | January 2, 2014 | | |
| 10.38† | | | | | | [Form of IMS Director Restricted Stock Unit Award Agreement under the 2010 Equity Incentive](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1021.htm) Plan. | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.21 | | | | | | January 2, 2014 | | |
| 10.39† | | | | | | [Form of IMS Rollover Stock Appreciation Right Award Agreement under the 2010 Equity Incentive](http://www.sec.gov/Archives/edgar/data/1595262/000119312514000659/d628679dex1022.htm) Plan. | | | | | | | | | | | | IMS Health S-1 | | | | | | 333-193159 | | | | | | 10.22 | | | | | | January 2, 2014 | | |
| 10.41† | | | | | | [Quintiles](http://www.sec.gov/Archives/edgar/data/1478242/000119312516728752/d266940dex106.htm) IMS Holdings, Inc. 2014 Incentive and Stock Award Plan. | | | | | | | | | | | | 8-K | | | | | | 001-35907 | | | | | | 10.6 | | | | | | October 3, 2016 | | |
| 10.42† | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1595262/000119312515039535/d867587dex101.htm) of IMS Stock Appreciation Rights Agreement under the 2014 Incentive and Stock [Award](http://www.sec.gov/Archives/edgar/data/1595262/000119312515039535/d867587dex101.htm) Plan. | | | | | | | | | | | | IMS Health 8-K | | | | | | 001-36381 | | | | | | 10.1 | | | | | | February 10, 2015 | | |
| 10.43† | | | | | | [Form](http://www.sec.gov/Archives/edgar/data/1595262/000119312515039535/d867587dex102.htm) of IMS Performance Share Award Agreement under the 2014 Incentive and Stock [Award](http://www.sec.gov/Archives/edgar/data/1595262/000119312515039535/d867587dex102.htm) Plan. | | | | | | | | | | | | IMS Health 8-K | | | | | | 001-36381 | | | | | | 10.2 | | | | | | February 10, 2015 | | |
| 10.44† | | | | | | [2014](http://www.sec.gov/Archives/edgar/data/1595262/000119312514091867/d628679dex1030.htm) IMS Health Annual Incentive Plan. | | | | | | | | | | | | IMS Health S-1/A | | | | | | 333-193159 | | | | | | 10.30 | | | | | | March 10, 2014 | | |
| 10.45† | | | | | | [Quintiles IMS Holdings, Inc. 2017 Incentive and Stock Award Plan.](http://www.sec.gov/Archives/edgar/data/1478242/000119312517052162/d324461ddef14a.htm#toc324461_66) | | | | | | | | | | | | DEF 14A | | | | | | 001-35907 | | | | | | Appendix B | | | | | | February 22, 2017 | | |
| 10.46† | | | | | | [Form of Award Agreement Awarding Stock Appreciation Rights under the Quintiles](https://www.sec.gov/Archives/edgar/data/1478242/000156459017009467/q-ex108_1118.htm) IMS Holdings, Inc. 2017 Incentive and Stock Award Plan effective April 2017. | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.8 | | | | | | May 8, 2017 | | |
| 10.47† | | | | | | Form of Award Agreement Awarding Performance Shares under the Quintiles IMS [Holdings, Inc. 2017 Incentive and Stock Award Plan effective April 2017.](https://www.sec.gov/Archives/edgar/data/1478242/000156459017009467/q-ex109_1119.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.9 | | | | | | May 8, 2017 | | |
| 10.48† | | | | | | [Form of Award Agreement Awarding Restricted Stock Units under the Quintiles IMS](https://www.sec.gov/Archives/edgar/data/1478242/000156459017009467/q-ex1010_1158.htm) Holdings, Inc. 2017 Incentive and Stock Award Plan effective April 2017. | | | | | | | | | | | | 10-Q | | | | | | 001-35907 | | | | | | 10.10 | | | | | | May 8, 2017 | | |
| 10.49† | | | | | | [Quintiles IMS Incorporated Employee Protection Plan, effective January 1, 2017](https://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1069.htm). | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 10.69 | | | | | | February 16, 2017 | | |
| 10.50† | | | | | | [Quintiles IMS Incorporated Savings Equalization Plan, effective December 31, 2016](https://www.sec.gov/Archives/edgar/data/1478242/000119312517046709/d321341dex1076.htm). | | | | | | | | | | | | 10-K | | | | | | 001-35907 | | | | | | 10.76 | | | | | | February 16, 2017 | | |
| 10.56† | | | | | | [Restricted Stock Award Agreement between IMS Health Holdings, Inc. and Ari](https://www.sec.gov/Archives/edgar/data/1595262/000156459016012901/ims-ex1036_429.htm) Bousbib dated December 31, 2015. | | | | | | | | | | | | IMS Health 10-K | | | | | | 001-36381 | | | | | | 10.36 | | | | | | February 19, 2016 | | |
* The Merger Agreement and the description thereof included herein have been included to provide investors and stockholders with information regarding the terms of the agreement.
They are not intended to provide any other factual information about Quintiles or IMS Health or their respective subsidiaries or affiliates or stockholders.
The representations, warranties and covenants contained in the Merger Agreement were made only for purposes of the Merger Agreement as of the specific dates therein, were solely for the benefit of the parties to the Merger Agreement, may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures made for the purposes of allocating contractual risk among the parties to the Merger Agreement instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors.
Investors should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the parties thereto or any of their respective subsidiaries or affiliates.
Moreover, information concerning the subject matter of representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in public disclosures by Quintiles or IMS Health.
Accordingly, investors should read the representations and warranties in the Merger Agreement not in isolation but only in conjunction with the other information about Quintiles or IMS Health and their respective subsidiaries that the respective companies include in reports, statements and other filings they make with the United States Securities and Exchange Commission.
An excerpt. Shown here: 40 of 46 rewritten, all 13 added and all 40 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2023 filing and the FY2022 filing.
Item 16. Form 10-K Summary
60 rewritten, 9 added, 5 removed, 101 unchanged
Date: February 15, [removed: 2023][added: 2024]
| /s/ Ari Bousbib | | | | | | Chairman and Chief Executive Officer; Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ Ronald E. Bruehlman | | | | | | Executive Vice President and Chief Financial Officer | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ Keriann Cherofsky | | | | | | Senior Vice President, Chief Accounting Officer and Corporate Controller | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ Carol J. Burt | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ John P. Connaughton | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ John G. Danhakl | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ James A. Fasano | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ Colleen A. Goggins | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ John M. Leonard, M.D. | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ Leslie Wims Morris | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ Todd B. Sisitsky | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| /s/ Sheila A. Stamps | | | | | | Director | | | | | | February 15, [removed: 2023] [added: 2024] | | |
| (in millions) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |
| Equity in earnings of subsidiary, net of tax | | | | | | $ | [removed: 1,091] [added: 1,358] | | | | | $ | [removed: 966] [added: 1,091] | | | | | $ | [removed: 279] [added: 966] | |
| Net income | | | | | | [removed: 1,091] [added: 1,358] | | | | | | [removed: 966] [added: 1,091] | | | | | | [removed: 279] [added: 966] | | |
| Equity in other comprehensive (loss) income of subsidiary, net of tax | | | | | | [removed: (321)] [added: (140)] | | | | | | [removed: (191)] [added: (321)] | | | | | | [removed: 106] [added: (191)] | | |
| Comprehensive income | | | | | | $ | [removed: 770] [added: 1,218] | | | | | $ | [removed: 775] [added: 770] | | | | | $ | [removed: 385] [added: 775] | |
| (in millions, except per share data) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |
| [removed: Liabilities:] [added: Current liabilities:] | | | | | | | | | | | | | | |
| Investment in subsidiary | | | | | | [removed: $] [added: 3,546] | [removed: 3,902] | | | | | [removed: $] [added: 3,902] | [removed: 3,625] | |
| Payable to subsidiary | | | | | | [removed: 2] [added: 3] | | | | | | 2 | | |
| Total liabilities | | | | | | [removed: 3,904] [added: 3,557] | | | | | | [removed: 3,627] [added: 3,904] | | |
| Common stock and additional paid-in capital, 400.0 shares authorized as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] $0.01 par value, [removed: 256.4] [added: 257.2] shares issued and [removed: 185.7] [added: 181.5] shares outstanding as of December 31, [removed: 2022; 255.8] [added: 2023; 256.4] shares issued and [removed: 190.6] [added: 185.7] shares outstanding as of December 31, [removed: 2021] [added: 2022] | | | | | | [removed: 10,898] [added: 11,028] | | | | | | [removed: 10,777] [added: 10,898] | | |
| Retained earnings | | | | | | [removed: 3,334] [added: 4,692] | | | | | | [removed: 2,243] [added: 3,334] | | |
| Treasury stock, at cost, [removed: 70.7] [added: 75.7] and [removed: 65.2] [added: 70.7] shares as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively | | | | | | [removed: (7,740)] [added: (8,741)] | | | | | | [removed: (6,572)] [added: (7,740)] | | |
| Accumulated other comprehensive loss | | | | | | [removed: (727)] [added: (867)] | | | | | | [removed: (406)] [added: (727)] | | |
| Total stockholders’ equity | | | | | | [removed: 5,765] [added: 6,112] | | | | | | [removed: 6,042] [added: 5,765] | | |
| Net Income | | | | | | $ | [removed: 1,091] [added: 1,358] | | | | | $ | [removed: 966] [added: 1,091] | | | | | $ | [removed: 279] [added: 966] | |
| Equity in earnings of subsidiary | | | | | | [removed: (1,091)] [added: (1,358)] | | | | | | [removed: (966)] [added: (1,091)] | | | | | | [removed: (279)] [added: (966)] | | |
| Other operating assets and liabilities | | | | | | [removed: 1] [added: —] | | | | | | [removed: (1)] [added: 1] | | | | | | [removed: —] [added: (1)] | | |
| Net cash [removed: (used in)] provided by [added: (used in)] operating activities | | | | | | [removed: 1] [added: —] | | | | | | [removed: (1)] [added: 1] | | | | | | [removed: —] [added: (1)] | | |
| Investment in subsidiary, net of dividends received | | | | | | [removed: 1,238] [added: 1,052] | | | | | | [removed: 467] [added: 1,238] | | | | | | [removed: 477] [added: 467] | | |
| Net cash provided by investing activities | | | | | | [removed: 1,238] [added: 1,052] | | | | | | [removed: 467] [added: 1,238] | | | | | | [removed: 477] [added: 467] | | |
| Payments related to employee stock option plans | | | | | | [removed: (71)] [added: (61)] | | | | | | [removed: (59)] [added: (71)] | | | | | | [removed: (44)] [added: (59)] | | |
| Repurchase of common stock | | | | | | [removed: (1,168)] [added: (992)] | | | | | | [removed: (406)] [added: (1,168)] | | | | | | [removed: (434)] [added: (406)] | | |
| Intercompany with subsidiary | | | | | | [removed: —] [added: 1] | | | | | | — | | | | | | [removed: (1)] [added: —] | | |
| Net cash used in financing activities | | | | | | [removed: (1,239)] [added: (1,052)] | | | | | | [removed: (465)] [added: (1,239)] | | | | | | [removed: (479)] [added: (465)] | | |
| Increase [removed: (decrease)] in cash and cash equivalents | | | | | | — | | | | | | [removed: 1] [added: —] | | | | | | [removed: (2)] [added: 1] | | |
| Cash and cash equivalents at beginning of period | | | | | | 2 | | | | | | [removed: 1] [added: 2] | | | | | | [removed: 3] [added: 1] | | |
| Accounts payable | | | | | | $ | 8 | | | | | $ | — | |
| Total current liabilities | | | | | | 8 | | | | | | — | | |
| (in millions) | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
| Paid in November 2023 | | | | | | $ | 232 | |
| Paid in September 2023 | | | | | | 55 | | |
| Paid in August 2023 | | | | | | 89 | | |
| Paid in May 2023 | | | | | | 490 | | |
| Total paid in 2023 | | | | | | $ | 1,052 | |
| December 31, 2023 | | | | | | $ | 257 | | | | | $ | (99) | | | | | $ | — | | | | | $ | 8 | | | | | $ | 166 | |
| Paid in December 2020 | | | | | | $ | 81 | |
| Paid in October 2020 | | | | | | 20 | | |
| Paid in July 2020 | | | | | | 2 | | |
| Total paid in 2020 | | | | | | $ | 480 | |
| December 31, 2020 | | | | | | $ | 266 | | | | | $ | 40 | | | | | $ | — | | | | | $ | — | | | | | $ | 306 | |
An excerpt. Shown here: 40 of 60 rewritten, all 9 added and all 5 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2023 filing and the FY2022 filing.