IQVIA HOLDINGS INC. 10-K

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information for Common Stock Our common stock trades on the NYSE under the symbol “IQV.” Holders of Record On February 1, 2021, we had approximately 25 stockholders of record as reported by our transfer agent. Holders of record are defined as those stockholders whose shares are registered in their names in our stock records and do not include beneficial owners of common stock whose shares are held in the names of brokers, dealers or clearing agencies. Dividend Policy We do not currently intend to pay dividends on our common stock, and no dividends were declared or paid in 2020 or 2019. However, we expect to reevaluate our dividend policy on a regular basis and may, subject to compliance with the covenants contained in our Senior Secured Credit Facilities and long-term debt arrangements and other considerations, determine to pay dividends in the future. The declaration, amount and payment of any future dividends on shares of our common stock will be at the sole discretion of our Board, which may take into account general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions, the implications of the payment of dividends by us to our stockholders or by our subsidiaries to us, and any other factors that our Board may deem relevant. Our long-term debt arrangements contain usual and customary restrictive covenants that, among other things, place limitations on our ability to declare dividends. For additional information regarding these restrictive covenants, see Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” and Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K. Recent Sales of Unregistered Securities We did not sell any unregistered equity securities in 2020. Purchases of Equity Securities by the Issuer On October 30, 2013, our Board of Directors (the “Board”) approved an equity repurchase program (the “Repurchase Program”) authorizing the repurchase of up to $125.0 million of either our common stock or vested in-the-money employee stock options, or a combination thereof. Our Board increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of our common stock by $600 million, $1.5 billion, $2 billion, $1.5 billion, and $2.0 billion in 2015, 2016, 2017, 2018, and 2019, respectively, which increased the total amount that has been authorized under the Repurchase Program to $7.725 billion. The Repurchase Program does not obligate us to repurchase any particular amount of common stock or vested in-the-money employee stock options, and it may be modified, extended, suspended or discontinued at any time. The timing and amount of repurchases are determined by our management based on a variety of factors such as the market price of our common stock, our corporate requirements, and overall market conditions. Purchases of our common stock may be made in open market transactions effected through a broker-dealer at prevailing market prices, in block trades, or in privately negotiated transactions. The Repurchase Program for common stock does not have an expiration date. In addition, from time to time, we have repurchased and may continue to repurchase common stock through private or other transactions outside of the Repurchase Program. From inception of the Repurchase Program through December 31, 2020, we have repurchased a total of $6.4 billion of our securities under the Repurchase Program. During the year ended December 31, 2020, we repurchased 2,718,447 shares of our common stock for approximately $423.1 million under the Repurchase Program. These amounts include 1,000,000 shares of our common stock repurchased from certain Selling Stockholders in a private transaction for an aggregate purchase price of approximately $164.3 million. For additional information regarding our equity repurchases, see Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and 41 Results of Operations—Liquidity and Capital Resources” and Note 13 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K. As of December 31, 2020, we had remaining authorization to repurchase up to $0.9 billion of our common stock under the Repurchase Program. Since the Merger between Quintiles and IMS health, we have repurchased 65.6 million shares of our common stock at an average market price per share of $97.29 for an aggregate purchase price of $6.4 billion both under and outside of the Repurchase Program. This includes shares withheld from employees to satisfy certain tax obligations due in connection with grants of stock under the Quintiles IMS Holdings, Inc. 2017 Incentive and Stock Award Plan (the “Plan”). The Plan provides for the withholding of shares to satisfy tax obligations. It does not specify a maximum number of shares that can be withheld for this purpose. The shares of common stock withheld to satisfy tax withholding obligations may be deemed to be “issuer purchases” of shares that are required to be disclosed pursuant to this Item. The following table summarizes the monthly equity repurchase activity for the three months ended December 31, 2020 and the approximate dollar value of shares that may yet be purchased pursuant to the Repurchase Program. Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (in millions, except per share data) October 1, 2020 – October 31, 2020 0.1 $ 156.83 0.1 $ 999 November 1, 2020 – November 30, 2020 0.0 $ — 0.0 $ 999 December 1, 2020 – December 31, 2020 0.5 $ 168.49 0.5 $ 918 0.6 0.6 Stock Performance Graph This performance graph shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference into any filing of IQVIA Holdings Inc. under the Exchange Act or under the Securities Act, except as shall be expressly set forth by specific reference in such filing. The following graph shows a comparison from December 31, 2015 through December 31, 2020 of the cumulative total return for our common stock, the Standard & Poor’s 500 Stock Index (“S&P 500”) and a select peer group. The peer group consists of Cerner Corporation, Charles River Laboratories, Inc., Equifax Inc., ICON plc, IHS Markit Ltd., Laboratory Corporation of America Holdings, Nielsen N.V., PRA Health Sciences, Inc., Syneos Health (formerly INC Research Holdings), Thomson Reuters Corporation and Verisk Analytics, Inc. The companies in our peer group are publicly traded information services, information technology or clinical research companies, and thus share similar business model characteristics to IQVIA, or provide services to similar customers as IQVIA. Many of these companies are also used by our compensation committee for purposes of compensation benchmarking. The graph assumes that $100 was invested in IQVIA, the S&P 500 and the peer group as of the close of market on December 31, 2015, assumes the reinvestments of dividends, if any. The S&P 500 and our peer group are included for comparative purposes only. They do not necessarily reflect management’s opinion that the S&P 500 and our peer group are an appropriate measure of the relative performance of the stock involved, and they are not intended to forecast or be indicative of possible future performance of our common stock. 42 12/31/2015 12/31/2016 12/31/2017 12/31/2018 12/31/2019 12/31/2020 IQVIA $ 100 $ 111 $ 143 $ 169 $ 225 $ 261 Peer Group $ 100 $ 103 $ 119 $ 114 $ 160 $ 197 S&P 500 $ 100 $ 112 $ 136 $ 130 $ 171 $ 203 Item 6. Selected Financial Data We have derived the following consolidated statements of income data and cash flows for 2020, 2019 and 2018 and consolidated balance sheet data as of December 31, 2020 and 2019 from our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K. We have derived the following consolidated statements of income data for 2017 and 2016 and consolidated balance sheet data as of December 31, 2018, 2017 and 2016 from our audited consolidated financial statements not included in this Annual Report on Form 10-K. You should read the consolidated financial data set forth below in conjunction with our consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K and the information under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Effective January 1, 2018, we adopted the requirements of Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”) and ASU 2017-07, “Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”) using the full retrospective method. As a result of the adoption of ASU 2014-09 and ASU 2017-07, the Company retrospectively adjusted related presentations. We have included the results of operations of acquired businesses from the respective date of acquisition. As a result, our period to period results of operations vary depending on the dates and sizes of the acquisitions. Effective January 1, 2019, we adopted the requirements of ASU 2016-02, Leases (Topic 842): Amendments to the FASB Accounting Standards Codification and elected the transition method which allows for disclosures to be updated prospectively and prior periods to be presented in accordance with previous guidance. 43 Accordingly, this selected financial data is not necessarily comparable or indicative of our future results. You should read this selected consolidated financial data in conjunction with our audited consolidated financial statements and related footnotes included elsewhere in this Annual Report on Form 10-K. Year Ended December 31, (in millions, except per share data) 2020 2019 2018 2017( 4 ) 2016( 4 )( 5 ) Statement of Income Data: Revenues $ 11,359 $ 11,088 $ 10,412 $ 9,702 $ 6,815 Costs of revenue, exclusive of depreciation and amortization 7,500 7,300 6,746 6,301 4,748 Selling, general and administrative expenses 1,789 1,734 1,716 1,622 1,016 Depreciation and amortization 1,287 1,202 1,141 1,011 289 Impairment charges (1) — — — 40 28 Restructuring costs 52 75 68 63 71 Merger related costs (2) — — — — 87 Income from operations 731 777 741 665 576 Interest expense, net 410 438 406 339 140 Loss on extinguishment of debt 13 24 2 19 31 Other expense (income), net (65) (37) 5 13 (11) Income before income taxes and equity in earnings (losses) of unconsolidated affiliates 373 352 328 294 416 Income tax expense (benefit) (3) 72 116 59 (992) 325 Income before equity in earnings (losses) of unconsolidated affiliates 301 236 269 1,286 91 Equity in earnings (losses) of unconsolidated affiliates 7 (9) 15 10 (4) Net income 308 227 284 1,296 87 Net income attributable to non-controlling interests (29) (36) (25) (19) (15) Net income attributable to IQVIA Holdings Inc. 279 191 259 1,277 72 As of December 31, (in millions, except per share data) 2020 2019 2018 2017(4) 2016(4)(5) Earnings per share attributable to common stockholders: Basic $ 1.46 $ 0.98 $ 1.27 $ 5.86 $ 0.48 Diluted $ 1.43 $ 0.96 $ 1.24 $ 5.74 $ 0.47 Weighted average common shares outstanding: Basic 191.3 195.1 203.7 217.8 149.1 Diluted 195.0 199.6 208.2 222.6 152.0 Year Ended December 31, (in millions) 2020 2019 2018 2017 (4) 2016 (4)(5) Statement of Cash Flow Data: Net cash provided by (used in): Operating activities $ 1,959 $ 1,417 $ 1,254 $ 970 $ 860 Investing activities (796) (1,190) (810) (1,190) 1,731 Financing activities (217) (276) (452) (72) (2,284) Other Financial Data: Capital expenditures $ (616) $ (582) $ (459) $ (369) $ (164) 44 As of December 31, (in millions) 2020 2019 2018 2017(4) 2016(4)(5) Balance Sheet Data: Cash and cash equivalents $ 1,814 $ 837 $ 891 $ 959 $ 1,198 Investments in debt, equity and other securities 166 127 88 54 53 Trade accounts receivable and unbilled services, net 2,410 2,582 2,394 2,097 1,816 Property and equipment, net 482 458 434 440 406 Total assets 24,564 23,251 22,549 22,857 21,312 Total long-term liabilities 13,726 13,043 12,061 11,457 9,609 Total debt (6) 12,600 11,705 11,056 10,269 7,219 Total stockholders’ equity (deficit) 6,280 6,263 6,954 8,244 8,781 (1) In 2017, we recognized $40 million of impairment losses for declines in fair value of goodwill and identifiable intangible assets in Encore, which we sold in the third quarter of 2017. In 2016, we recognized $28 million of impairment losses for declines in fair value of goodwill ($23 million) and identifiable intangible assets ($5 million) in Encore. In 2015, we wrote down $2 million related to long-lived assets. (2) Merger related costs include the direct and incremental costs associated with the Merger. (3) Income Tax expense in 2020 includes a tax benefit of $26 million related to our election for the GILTI high tax exception. I ncome tax expense in 2019 includes a reversal of $25 million related to a reversal of an FDII benefit in 2018 due to proposed regulations being issued in 2019. Income tax expense in 2018 includes $(35) million related to finalization of SAB 118 and the impacts of GILTI and FDII. Income tax expense in 2017 includes $(966) million related to the enactment of the Tax Act and $(261) million related to purchase accounting amortization as a result of the Merger. Income tax expense in 2016 includes $252 million related to a change in our indefinitely reinvested assertion on our cumulative foreign earnings as a result of the Merger. (4) As a result of the adoption of ASU 2014-09, we retrospectively adjusted 2017 and 2016 related presentations. (5) Includes the acquisition of IMS Health effective October 3, 2016. (6) Excludes $67 million, $60 million, $49 million, $44 million, $19 million, $33 million and $22 million of unamortized discounts and debt issuance costs as of December 31, 2020, 2019, 2018, 2017, and 2016.