What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-02-13 compared with 2024-02-15 · 55 added, 86 removed, 365 unchanged (28% of the section changed)

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You should read the “Risk Factors” section of this Annual Report for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

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

IQVIA creates intelligent connections across all aspects of healthcare through its analytics, transformative technology, big data resources, extensive domain expertise and network of partners.

IQVIA Connected Intelligence delivers actionable insights 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 87,000 employees, we conduct operations in more than 100 countries.

IQVIA is a leading global provider of clinical research services, commercial insights and healthcare intelligence to the life sciences and healthcare industries.

IQVIA’s portfolio of solutions are powered by IQVIA Connected Intelligence™ to deliver actionable insights and services built on high-quality health data, Healthcare-grade AI™, advanced analytics, the latest technologies and extensive domain expertise.

We are committed to using AI responsibly, ensuring that our AI-powered capabilities are grounded in privacy, regulatory compliance, and patient safety.

With approximately 88,000 employees in over 100 countries, including experts in healthcare, life sciences, data science, technology and operational excellence, IQVIA is dedicated to accelerating the development and commercialization of innovative medical treatments to help improve patient outcomes and population health worldwide.

We are managed through three reportable segments:

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For a description of our service offerings within our segments, refer to Part I, Item 1, “Business.”

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.

We delivered another year of strong operating results in 2024 with our income from operations increasing over 11 percent and our cash flow from operating activities increasing over 26 percent from 2023.

Our Technology & Analytics Solutions segment revenues and profit growth improved in the second half of the year as we captured opportunities relating to our clients increasing their spending.

Our Research & Development Solutions segment also produced revenues and segment profit growth in 2024.

Although we faced some challenges in our Research & Development Solutions segment in the latter half of 2024, and while we anticipate some of these challenges will persist into 2025, we consider these to be more short-term in nature.

This segment overall is a long-cycle business.

We ended the year with our highest ever total company remaining performance obligations of approximately $33.5 billion as of December 31, 2024.

While we experienced a decline in COVID-19 related work in 2024 versus 2023, overall COVID-19 related work was not material to operations.

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In 2024, our revenues increased $421 million, or 2.8%, as compared to 2023.

This increase was comprised of constant currency revenue growth of approximately $596 million, or 4.1%, reflecting a $121 million increase in Technology & Analytics Solutions, a $477 million increase in Research & Development Solutions, and a $2 million decrease in Contract Sales & Medical Solutions.

This increase was comprised of constant currency revenue growth of approximately $510 million, or 3.4%, reflecting a $333 million increase in Technology & Analytics Solutions, a $167 million increase in Research & Development Solutions, and a $10 million increase in Contract Sales & Medical Solutions.

Cost of Revenues, exclusive of Depreciation and Amortization

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When compared to 2023, cost of revenues, exclusive of depreciation and amortization increased $285 million in 2024, or 2.9%.

This increase included a constant currency increase of approximately $550 million, or 5.9%, comprised of a $163 million increase in Technology & Analytics Solutions, a $393 million increase in Research & Development Solutions, and a $6 million decrease in Contract Sales & Medical Solutions.

This increase included a constant currency increase of approximately $643 million, or 6.6%, comprised of a $261 million increase in Technology & Analytics Solutions, a $374 million increase in Research & Development Solutions, and an $8 million increase in Contract Sales & Medical Solutions.

As a percentage of revenues, cost of revenues, exclusive of depreciation and amortization in 2024 remained relatively consistent with 2023.

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2024 compared to 2023

The $18 million decrease in selling, general and administrative expenses in 2023 as compared to 2022 included a constant currency increase of approximately $8 million, or 0.4%, comprised of a $40 million increase in Technology & Analytics Solutions, a $30 million increase in Research & Development Solutions, offset by a $4 million decrease in Contract Sales & Medical Solutions and a $58 million decrease in general corporate and unallocated expenses.

The $61 million decrease in selling, general and administrative expenses in 2024 as compared to 2023 included a constant currency decrease of approximately $33 million, or 1.6%, comprised of a $52 million increase in Technology & Analytics Solutions, a $42 million increase in Research & Development Solutions, and a $2 million increase in Contract Sales & Medical Solutions, offset by a $129 million decrease in general corporate and unallocated expenses.

Depreciation and Amortization

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% of revenues 7.2 % 7.5 % 7.8 %

The $5 million decrease in depreciation and amortization in 2023 as compared to 2022 was primarily the result of less amortization from certain intangible assets from the merger between Quintiles and IMS Health, offset by an increase in amortization of capitalized software and of intangible assets from acquisitions occurring in 2022 and 2023.

The $11 million decrease in depreciation and amortization in 2024 as compared to 2023 was primarily the result of less amortization of certain intangible assets from the merger between Quintiles and IMS Health, offset by an increase in amortization of capitalized software and of intangible assets from acquisitions occurring in 2023 and 2024.

Restructuring Costs

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Interest income included interest received primarily from bank balances and investments.

The increase is primarily a result of higher deposit rates.

Interest expense during 2023 was higher than 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.

The increase in 2024 as compared to 2023 is primarily a result of higher deposit rates.

Interest expense during 2024 was lower than 2023 due primarily to lower base rate interest costs across the floating rate debt portfolio.

Loss on Extinguishment of Debt

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Loss on extinguishment of debt $ — $ 6 $ —

In 2023, we recognized a loss on extinguishment of debt of $6 million for fees and expenses incurred related to the refinancing of our Credit Agreement as discussed further in Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

In 2023 we recognized a loss on extinguishment of debt of $6 million for fees and expenses incurred related to the refinancing of our Credit Agreement.

No such activity occurred in 2024.

Other (income) expense, net

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Other (income) expense, net $ (90) $ (124) $ 33

Other (income) expense, net for 2023 increased compared to 2022 primarily due to foreign currency gain on transactions, and to a lesser extent from revaluations of contingent consideration and gains on investments.

Other (income) expense, net for 2024 decreased compared to 2023 primarily due to less foreign currency gain on transactions.

Income Tax Expense

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Effective income tax rate 18.0 % 6.9 % 19.1 %

In 2023, we completed an internal legal entity restructuring that resulted in a benefit of $125 million.

Our effective income tax rate was favorably impacted in 2023, due to the completion of 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.

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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 2022, we recorded a benefit of $6 million related to a 2021 U.S.

Federal tax return position associated with Foreign Derived Intangible Income (“FDII”) and Global Intangible Low-Taxed Income (“GILTI”) tax credits.

In addition, our effective tax rate was impacted by changes in the geographical mix of earnings amongst foreign tax jurisdictions as well as state and local tax rates.

Equity in (Losses) Earnings of Unconsolidated Affiliates

Equity in Earnings (Losses) of Unconsolidated Affiliates

Year Ended December 31,

(in millions) 2024 2023 2022

Equity in (losses) earnings of unconsolidated affiliates $ — $ (12) $ 6

Equity in (losses) earnings of unconsolidated affiliates decreased in 2023 compared to 2022 due to the results in the operations of our unconsolidated affiliates.

Equity in earnings (losses) of unconsolidated affiliates $ 5 $ — $ (12)

Equity in earnings (losses) of unconsolidated affiliates increased in 2024 compared to 2023 due to the results in the operations of our unconsolidated affiliates.

Segment Results of Operations

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Total 15,405 14,984 14,410 3,517 3,454 3,287

General corporate and unallocated (268) (330) (332)

General corporate and unallocated expenses (134) (268) (330)

Depreciation and amortization (1,114) (1,125) (1,130)

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Certain costs are not allocated to our segments and are reported as general corporate and unallocated expenses.

These costs primarily consist of stock-based compensation and expenses related to integration activities and acquisitions.

These costs primarily consist of stock-based compensation and expenses related to integration activities and acquisitions, as well as certain general corporate and unallocated expenses.

We also do not allocate restructuring costs, depreciation and amortization, or impairment charges, if any, to our segments.

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Technology & Analytics Solutions’ revenues were $6,160 million in 2024, an increase of $298 million, or 5.1%, over 2023.

This increase was comprised of constant currency revenue growth of approximately $121 million, or 2.1%, reflecting revenue growth primarily in the Americas region and to a lesser extent in the Asia-Pacific region.

The constant currency revenue growth was primarily driven by an increase in information and technology services and by a lesser extent in real world services.

The constant currency revenue growth was impacted by a decrease in COVID-19 related work.

This increase was comprised of constant currency revenue growth of approximately $333 million, or 5.7%, reflecting revenue growth primarily in the Europe and Africa region and to a lesser extent in the Americas region.

The constant currency revenue growth was primarily driven by an increase in real world services and to a lesser extent by information and technology services.

The constant currency revenue growth for the year was impacted by a decrease in COVID-19 related work.

Cost of Revenues, exclusive of Depreciation and Amortization

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Technology & Analytics Solutions’ cost of revenues, exclusive of depreciation and amortization, increased $225 million, or 6.4%, in 2024 as compared to 2023.

This increase included a constant currency increase of approximately $163 million, or 4.9%, reflecting an increase in costs of acquiring and processing data and an increase in compensation and related expenses to support revenue growth.

This increase included a constant currency increase of approximately $261 million, or 7.5%, reflecting primarily an increase in compensation and related expenses, and to a lesser extent increases in reimbursed expenses and costs of acquiring and processing data, all to support revenue growth.

Selling, General and Administrative Expenses

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Research & Development Solutions’ revenues were $8,527 million in 2024, an increase of $132 million, or 1.6%, over 2023.

This increase was comprised of constant currency revenue growth of approximately $477 million, or 6.0%, reflecting revenue growth primarily in the Americas region and to a lesser extent in the Europe and Africa and Asia-Pacific regions.

This increase was comprised of constant currency revenue growth of approximately $167 million, or 2.0%, reflecting revenue growth in the Asia-Pacific and Europe and Africa regions.

The constant currency revenue growth was primarily the result of volume-related increases in clinical services and to a lesser extent from volume-related increases in lab testing.

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Research & Development Solutions’ cost of revenues, exclusive of depreciation and amortization, increased $69 million, or 1.2%, in 2024 as compared to 2023.

This increase included a constant currency increase of approximately $393 million, or 7.3%, reflecting primarily an increase in compensation and related expenses and to a lesser extent an increase in other direct costs as a result of volume-related increases in clinical services and lab testing.

This increase included a constant currency increase of approximately $374 million, or 6.6%, reflecting primarily an increase in compensation and related expenses and to a lesser extent an increase in other direct costs because of volume-related increases in clinical services and lab testing.

Selling, General and Administrative Expenses

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Contract Sales & Medical Solutions’ revenues were $718 million in 2024, a decrease of $9 million, or 1.2%, over 2023.

This decrease included a constant currency revenue decrease of approximately $2 million, or 0.3%.

This decrease included constant currency revenue growth of approximately $10 million, or 1.4%, reflecting revenue growth primarily in the Europe and Africa region and to a lesser extent in the Asia-Pacific region.

Cost of Revenues, exclusive of Depreciation and Amortization

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Contract Sales & Medical Solutions’ cost of revenues, exclusive of depreciation and amortization, decreased $9 million, or 1.5%, in 2024 as compared to 2023.

This decrease included a constant currency decrease of approximately $6 million, or 0.9%.

This decrease included a constant currency increase of approximately $8 million, or 1.3%, reflecting primarily an increase in costs associated with supporting revenue growth.

Selling, General and Administrative Expenses

2024 compared to 2023

Contract Sales & Medical Solutions’ selling, general and administrative expenses decreased $4 million, or 6.5%, in 2023 as compared to 2022.

This decrease included a constant currency decrease of approximately $4 million, or 6.5%.

Contract Sales & Medical Solutions’ selling, general and administrative expenses increased $2 million, or 3.4%, in 2024 as compared to 2023.

This increase included a constant currency increase of approximately $2 million, or 3.4%.

Liquidity and Capital Resources

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Equity Repurchase Program

On July 31, 2023, our Board of Directors increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of our common stock by an addition al $2,000 million, which increased the total amount that has been authorized under the Repurchase Program to $11,725 million.

On February 5, 2025, the Board increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of the Company's common stock by an additional $2,000 million, which increased the total amount that has been authorized under the Repurchase Program to $13,725 million.

The Repurchase Program does not obligate us to repurchase any particular amount of common stock, and it may be modified, extended, suspended or discontinued at any time.

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Senior Secured Credit Facilities

On November 28, 2023, we entered into an amendment (the “Amendment”) to our Fifth Amended and Restated Credit Agreement (the “Credit Agreement”).

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.

In connection with the allocation of the Term B-4 Dollar Loans, we 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.

The effective net borrowing rate to us for these loans, inclusive of the yield on the loans and the beneficial impact of the cross-currency swaps and of the interest rate swaps entered on November 17, 2023 in connection with the allocation of the loans, is approximately 4.9015%.

On April 17, 2023, we increased the capacity of our senior secured revolving credit facility by $500 million U.S.

dollars, bringing the total capacity of the revolving credit facility to $2,000 million.

At the same time, we also amended the benchmark rate of our U.S.

dollar revolving credit facility and the U.S.

dollar Term A Loans from U.S.

dollar LIBOR to U.S.

dollar Term SOFR plus a 10 basis point Credit Spread Adjustment.

As of December 31, 2023, the Credit Agreement provided financing through several senior secured credit facilities (collectively, the “senior secured credit facilities”) of up to approximately $6,808 million, which consisted of $4,908 million principal amounts of debt outstanding and $1,900 million of available borrowing capacity on the revolving credit facility and standby letters of credit, with a total capacity of $2,000 million.

As of December 31, 2024, the Fifth Amended and Restated Credit Agreement (the " Credit Agreement") provided financing through several senior secured credit facilities (collectively, the “senior secured credit facilities”) of up to approximately $6,585 million, which consisted of $5,415 million principal amounts of debt outstanding and $1,170 million of available borrowing capacity on the revolving credit facility and standby letters of credit, with a total capacity of $2,000 million.

The revolving credit facility is comprised of a $1,175 million senior secured revolving facility available in U.S.

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dollars and Yen.

The term A loans and revolving credit facility under the Credit Agreement mature in August 2026, the Additional Term A Loans mature June 2027, while the term B loans under the Credit Agreement mature in 2025 and 2031.

We are required to make scheduled quarterly payments on the term A loans and the Additional Term A Loans equal to 1.25% of the original principal amount, with the remaining balance paid at maturity.

The Term B-4 Dollar Loans require us to make scheduled quarterly payments equal to 0.25% of the original principal balance amount, with the remaining principal balance due at maturity.

The revolving credit facility under the Credit Agreement matures in August 2026, the term A loans mature in August 2026 and June 2027, while the term B loans under the Credit Agreement mature in 2025 and 2031.

We are required to make scheduled quarterly payments on the term A loans equal to 1.25% of the original principal amount, with the remaining balance paid at maturity.

The US dollars term B loan requires us to make scheduled quarterly payments equal to 0.25% of the original principal balance amount, with the remaining principal balance due at maturity.

In addition, beginning with fiscal year ending December 31, 2017, we were required to apply 50% of excess cash flow (as defined in the Credit Agreement), subject to a reduction to 25% or 0% depending upon our senior secured first lien net leverage ratio, for prepayment of the term loans, with any such prepayment to be applied toward principal payments due in subsequent quarters.

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For information regarding the senior secured credit facilities, see Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Senior Secured Notes

On November 28, 2023, we completed the issuance and sale of $1,250 million in gross proceeds of 6.250% senior secured notes due 2029 (the “2029 Senior Secured Notes”).

The net proceeds from the 2029 Senior Secured Notes offering 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 2029 Senior Secured Notes offering and the Amendment.

The 2029 Senior Secured Notes are secured obligations, will mature on February 1, 2029, unless earlier repurchased or redeemed in accordance with their terms, and bear interest at the rate of 6.250% per year, with interest payable semi-annually on February 1 and August 1 of each year, beginning on February 1, 2024.

We may redeem the 2029 Senior Secured Notes prior to February 1, 2029 subject to a customary make-whole premium, and thereafter subject to a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest.

In connection with the pricing of the 2029 Senior Secured Notes, we 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 effective net borrowing rate to us is approximately 4.8555%, inclusive of the yield on the notes and the beneficial impact of the cross-currency swaps.

On May 23, 2023, we completed the issuance and sale of $750 million in gross proceeds of 5.700% senior secured notes due 2028 (the “2028 Senior Secured Notes”).

The net proceeds from the 2028 Senior Secured Notes offering were used to repay existing borrowings under our revolving credit facility, and to pay fees and expenses related to the 2028 Senior Secured Notes offering and offering of 2030 Senior Notes (as defined below).

The 2028 Senior Secured Notes are secured obligations, will mature on May 15, 2028, unless earlier repurchased or redeemed in accordance with their terms, and bear interest at the rate of 5.700% per year, with interest payable semi-annually on May 15 and November 15 of each year, beginning on November 15, 2023.

We may redeem the 2028 Senior Secured Notes prior to April 15, 2028 subject to a customary make-whole premium, and thereafter subject to a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest.

The 2028 Senior Secured Notes and 2029 Senior Secured Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction.

In January 2024, we filed a registration statement with respect to an offer (the “Exchange Offer”) to exchange the 2028 Senior Secured Notes for an equal amount of $750 million aggregate principal amount of 5.700% Senior Secured Notes due 2028 registered under the Securities Act (the “2028 Registered Notes”) and the 2029 Senior Secured Notes for an equal amount of $1,250 million aggregate principal amount of 6.250% Senior Secured Notes due 2029 registered under the Securities Act (the “2029 Registered Notes”).

The Exchange Offer commenced on January 26, 2024 and will expire on February 23, 2024, unless we extend the offer.

The terms of the 2028 Registered Notes and the 2029 Registered Notes to be issued in the Exchange Offer are substantially identical in all material respects to the terms of the 2028 Senior Secured Notes and 2029 Senior Secured Notes, respectively, except that the registered notes will not be subject to restrictions on transfer or to any increase in the annual interest rate for failure to comply with the applicable registration rights agreement.

On May 23, 2023, we completed the issuance and sale of $500 million in gross proceeds of 6.500% senior notes due 2030 (the “2030 Senior Notes”).

The net proceeds from the 2030 Senior Notes offering were used to repay existing borrowings under our revolving credit facility, and to pay fees and expenses related to the 2030 Senior Notes offering and 2028 Senior Secured Notes offering.

The 2030 Senior Notes are unsecured obligations, will mature on May 15, 2030, unless earlier repurchased or redeemed in accordance with their terms, and bear interest at the rate of 6.500% per year, with interest payable semi-annually on May 15 and November 15 of each year, beginning on November 15, 2023.

We may redeem the 2030 Senior Notes prior to their final stated maturity, subject to a customary make-whole premium, at any time prior to May 15, 2026 (subject to a customary “equity claw” redemption right) and thereafter subject to a redemption premium declining from 3.250% to 0.000%.

Senior Secured Notes and Senior Notes

For information regarding the senior secured notes and senior notes, see Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

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2024 compared to 2023

Cash provided by operating activities decreased $111 million in 2023 as compared to 2022.

The decrease is primarily due to more cash used in accounts payable and accrued expenses ($160 million), less cash from unearned income ($60 million) and more cash used in income tax and other payables ($36 million), offset by an increase in cash-related net income ($85 million), more cash from accounts receivable and unbilled services ($33 million) and less cash used in prepaid expenses and other assets ($27 million).

Cash provided by operating activities increased $567 million in 2024 as compared to 2023.

The increase is primarily due to an increase in cash from accounts receivable and unbilled services ($570 million), an increase in cash-related net income ($129 million), more cash from unearned income ($38 million), and less cash used for income tax and other payables ($9 million), offset by more cash used for accounts payable and accrued expenses ($152 million) and more cash used for prepaid expenses and other assets ($27 million).

Cash Flow from Investing Activities

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2024 compared to 2023

Cash used in investing activities decreased $403 million in 2023 as compared to 2022, primarily due to less cash used for the acquisition of businesses, net of cash acquired ($439 million) and acquisition of property, equipment, and software ($25 million), offset by more cash used for investments in debt and equity securities ($38 million), investments in unconsolidated affiliates ($19 million), purchases of marketable securities ($1 million) and less cash from other sources ($3 million).

Cash used in investing activities decreased $159 million in 2024 as compared to 2023, primarily due to less cash used for the acquisition of businesses, net of cash acquired ($141 million), less cash used for the acquisition of property, equipment, and software ($47 million), less cash used for investments in debt and equity securities ($36 million), less cash used for purchases of marketable securities ($6 million), and cash received from sale of property, equipment and software ($25 million), offset by more cash used for investments in unconsolidated affiliates, net ($93 million), and less cash from other sources ($3 million).

Cash Flow from Financing Activities

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2024 compared to 2023

Cash used in financing activities increased $53 million in 2023 as compared to 2022, primarily due to more debt payments ($2,239 million), cash used in repayments of revolving credit facilities, net of proceeds ($650 million), and cash payments on contingent consideration and deferred purchase price accruals ($55 million), offset by more cash provided by proceeds from debt issuances, net of payment of debt issuance costs ($2,705 million), less cash used to repurchase common stock ($176 million) and less cash payments related to employee stock option plans ($10 million).

Cash used in financing activities increased $496 million in 2024 as compared to 2023, primarily due to less cash provided by proceeds from debt issuances, net of payment of debt issuance costs ($3,951 million), more cash used to repurchase common stock ($358 million), and more cash payments related to employee stock option plans ($3 million), offset by less debt payments ($2,701 million), less cash used in repayments of revolving credit facilities, net of proceeds ($1,050 million), and less cash payments on contingent consideration and deferred purchase price accruals ($65 million).

Contingencies

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Information about our Guarantors and the Issuer of our Guaranteed Securities

(the “Issuer”), a wholly owned subsidiary of IQVIA Holdings Inc., completed the issuance and sale of $1,250 million in gross proceeds of the Issuer’s 6.250% senior secured notes due 2029 (the “2029 Senior Secured Notes”) on November 28, 2023, and completed the issuance and sale of $750 million in gross proceeds of the Issuer’s 5.700% senior secured notes due 2028 (the “2028 Senior Secured Notes”) on May 23, 2023.

In February 2024, the Issuer completed an exchange offer in which it issued $1,250 million aggregate principal amount of 6.250% Senior Secured Notes due 2029 registered under the Securities Act (the “2029 Registered Notes”) and $750 million aggregate principal amount of 5.700% Senior Secured Notes due 2028 registered under the Securities Act (the “2028 Registered Notes” and, together with the 2029 Registered Notes, the 2029 Senior Secured Notes, and the 2028 Senior Secured Notes, the “Notes”) in exchange for the same principal amount and substantially identical terms of the 2029 Senior Secured Notes and 2028 Senior Secured Notes, respectively.

The accompanying summarized financial information has been prepared and presented pursuant to Rule 3-10 of Regulation S-X, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered,” and Rule 13-01 of Regulation S-X, “Financial Disclosures about Guarantors and Issuers of Guaranteed Securities and Affiliates Whose Securities Collateralized a Registrant’s Securities.” Each of our current direct and indirect material U.S.

wholly owned restricted subsidiaries (excluding IQVIA Solutions Japan LLC and IQVIA Services Japan LLC) (the "Guarantor subsidiaries" and, together with IQVIA Holdings Inc., the “Guarantors”), have jointly and severally, irrevocably and unconditionally, on a senior secured basis, guaranteed the obligations under the 2028 Senior Secured Notes and the 2029 Senior Secured Notes (together, the “Notes”) issued by IQVIA Inc.

(the "Issuer").

The following presents the summarized financial information on a combined basis for IQVIA Holdings Inc.

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as of December 31, 2024 and December 31, 2023 .

Refer to Exhibit 22.1 to this Annual Report on Form 10-K for the detailed list of entities included within the obligated group as of December 31, 2023 and December 31, 2022.

Refer to Exhibit 22.1 to this Annual Report on Form 10-K for the detailed list of entities included within the obligated group as of December 31, 2024.

The guarantee of a Guarantor subsidiary with respect to the Notes will be automatically and unconditionally released and discharged and shall terminate and be of no further force and effect, and no further action by such Guarantor subsidiary, the Issuer, or U.S.

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intercompany balances and transactions within the obligated group have been eliminated.

The obligated group’s amounts due from and amounts due to non-Guarantor subsidiaries and related parties have been presented in separate line items.

The obligated group’s amounts due from and amounts due to non-Guarantor subsidiaries and related parties, if any, have been presented in separate line items.

The following table contains summarized combined financial information from the Statements of Unaudited Condensed Consolidated Financial Position of the obligated group as of:

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Income from operations $ 1,259 $ 912

Net income (loss) $ 86 $ (73)

Net income $ 554 $ 86

Off-Balance Sheet Arrangements

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We record U.S.

deferred taxes based on the Federal corporate income tax rate of 21%, We account for tax related to GILTI as a period cost when incurred.

deferred taxes based on the Federal corporate income tax rate of 21%, We account for tax related to Global Intangible Low-Taxed Income (“GILTI”) and Qualified Domestic Minimum Top-up Taxes ("QDMTT") in relation to the Organization for Economic Co-operation and Development's ("OECD") Pillar Two global corporate minimum tax rate of 15%, as period costs when and if incurred.

Recognition of deferred income tax assets is based on management’s belief that it is more likely than not that the income tax benefit associated with certain temporary differences, income tax operating loss, capital loss carryforwards, and income tax credits, will be realized.

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We perform our annual goodwill impairment evaluation as of July 31.

For the year ended December 31, 2024, we performed a qualitative impairment evaluation.

The qualitative evaluation requires significant judgments, estimates and assumptions, including those related to macroeconomic conditions, industry and market considerations, cost factors, financial performance, fair value history and other company specific events.

For the year ended December 31, 2023, we elected to perform a quantitative impairment evaluation for each of our reporting units.

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If results of the evaluation indicate the carrying amount of a reporting unit exceeds its fair value, an impairment charge would be recorded by calculating the implied fair value of the reporting unit goodwill as compared to its carrying amount.

For the year ended December 31, 2022, we performed a qualitative impairment evaluation.

For the years ended December 31, 2024, 2023 and 2022, we determined that there was no impairment of goodwill.

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We measure compensation cost for stock-based payment awards (stock options and stock appreciation rights) granted to employees and non-employee directors at fair value using the Black-Scholes-Merton option-pricing model.

Stock-based compensation expense includes stock-based awards granted to employees and non-employee directors and has been reported in selling, general and administrative expenses in our consolidated statements of income based upon the classification of the individuals who were granted stock-based awards.

The Black-Scholes-Merton option-pricing model requires the use of subjective assumptions, including share price volatility, the expected life of the award, risk-free interest rate and the fair value of the underlying common shares on the date of grant.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis