UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________________________________

FORM 10-Q

_________________________________________________________

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to             .

Commission File Number: 001-35907

_________________________________________________________

IQVIA HOLDINGS INC.

(Exact name of registrant as specified in its charter)

_________________________________________________________

Delaware	27-1341991
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

2400 Ellis Rd., Durham, North Carolina 27703

(Address of principal executive office and Zip Code)

(919) 998-2000

(Registrant’s telephone number, including area code)

_________________________________________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes x    No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes x    No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes ☐    No x

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on which Registered
Common Stock, par value $0.01 per share	IQV	New York Stock Exchange

Indicate the number of shares outstanding of each of the issuer’s classes of Common Stock, as of the latest practicable date.

Class	Number of Shares Outstanding
Common Stock $0.01 par value	183,122,255	shares outstanding	as of July 25, 2023

IQVIA HOLDINGS INC.

FORM 10-Q

TABLE OF CONTENTS

		Page
PART I—FINANCIAL INFORMATION		3
Item 1.	Financial Statements (unaudited)	3
	Condensed Consolidated Statements of Income for the three and six months ended June 30, 2023 and 2022	3
	Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2023 and 2022	4
	Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022	5
	Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022	6
	Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2023 and 2022	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32
Item 4.	Controls and Procedures	32
PART II—OTHER INFORMATION		33
Item 1.	Legal Proceedings	33
Item 1A.	Risk Factors	33
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	33
Item 5.	Other Information	34
Item 6.	Exhibits	35
SIGNATURES		36

2

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
(in millions, except per share data)	2023		2022		2023		2022
Revenues	$	3,728	$	3,541	$	7,380	$	7,109
Cost of revenues, exclusive of depreciation and amortization	2,443		2,331		4,841		4,654
Selling, general and administrative expenses	482		483		995		971
Depreciation and amortization	259		270		512		525
Restructuring costs	20		4		37		11
Income from operations	524		453		995		948
Interest income	(4)		(2)		(10)		(3)
Interest expense	169		94		310		180
Other (income) expense, net	(16)		33		(42)		43
Income before income taxes and equity in earnings (losses) of unconsolidated affiliates	375		328		737		728
Income tax expense	81		71		152		142
Income before equity in earnings (losses) of unconsolidated affiliates	294		257		585		586
Equity in earnings (losses) of unconsolidated affiliates	3		(1)		1		(5)
Net income	$	297	$	256	$	586	$	581
Earnings per share attributable to common stockholders:
Basic	$	1.61	$	1.36	$	3.17	$	3.07
Diluted	$	1.59	$	1.34	$	3.12	$	3.02
Weighted average common shares outstanding:
Basic	184.4		188.3		185.1		189.2
Diluted	186.7		191.1		187.6		192.2

The accompanying notes are an integral part of these condensed consolidated financial statements.

3

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2023		2022		2023		2022
Net income	$	297	$	256	$	586	$	581
Comprehensive income (loss) adjustments:
Unrealized gains (losses) on derivative instruments, net of income tax expense (benefit) of $8, $(1), $11, $8	22		(7)		32		23
Defined benefit plan adjustments, net of income tax expense of $—, $—, $—, $—	—		(4)		1		(6)
Foreign currency translation, net of income tax (benefit) expense of $(3), $84, $(32), $111	(44)		(281)		(34)		(321)
Reclassification adjustments:
Reclassifications on derivative instruments included in net income, net of income tax (expense) benefit of $(3), $4, $(11), $4	(7)		14		(32)		13
Comprehensive income (loss)	$	268	$	(22)	$	553	$	290

The accompanying notes are an integral part of these condensed consolidated financial statements.

4

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

(in millions, except per share data)	June 30, 2023		December 31, 2022
ASSETS
Current assets:
Cash and cash equivalents	$	1,382	$	1,216
Trade accounts receivable and unbilled services, net	3,139		2,917
Prepaid expenses	179		151
Income taxes receivable	45		43
Investments in debt, equity and other securities	110		93
Other current assets and receivables	474		561
Total current assets	5,329		4,981
Property and equipment, net	510		532
Operating lease right-of-use assets	319		331
Investments in debt, equity and other securities	101		68
Investments in unconsolidated affiliates	107		94
Goodwill	14,178		13,921
Other identifiable intangibles, net	4,942		4,820
Deferred income taxes	115		118
Deposits and other assets, net	435		472
Total assets	$	26,036	$	25,337
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	3,007	$	3,316
Unearned income	1,844		1,797
Income taxes payable	208		161
Current portion of long-term debt	1,344		152
Other current liabilities	140		152
Total current liabilities	6,543		5,578
Long-term debt, less current portion	12,433		12,595
Deferred income taxes	367		464
Operating lease liabilities	242		264
Other liabilities	703		671
Total liabilities	20,288		19,572
Commitments and contingencies (Note 8)
Stockholders’ equity:
Common stock and additional paid-in capital, 400.0 shares authorized as of June 30, 2023 and December 31, 2022, $0.01 par value, 257.0 shares issued and 183.1 shares outstanding as of June 30, 2023; 256.4 shares issued and 185.7 shares outstanding as of December 31, 2022	10,952		10,898
Retained earnings	3,920		3,334
Treasury stock, at cost, 73.9 and 70.7 shares as of June 30, 2023 and December 31, 2022, respectively	(8,364)		(7,740)
Accumulated other comprehensive loss	(760)		(727)
Total stockholders’ equity	5,748		5,765
Total liabilities and stockholders’ equity	$	26,036	$	25,337

The accompanying notes are an integral part of these condensed consolidated financial statements.

5

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

	Six Months Ended June 30,
(in millions)	2023		2022
Operating activities:
Net income	$	586	$	581
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	512		525
Amortization of debt issuance costs and discount	8		7
Stock-based compensation	125		75
(Earnings) losses from unconsolidated affiliates	(1)		5
(Gain) loss on investments, net	(10)		29
Benefit from deferred income taxes	(70)		(28)
Changes in operating assets and liabilities:
Change in accounts receivable, unbilled services and unearned income	(134)		(143)
Change in other operating assets and liabilities	(197)		(214)
Net cash provided by operating activities	819		837
Investing activities:
Acquisition of property, equipment and software	(324)		(338)
Acquisition of businesses, net of cash acquired	(444)		(464)
Purchases of marketable securities, net	(4)		(3)
Investments in unconsolidated affiliates, net of payments received	(13)		(10)
Investments in debt and equity securities	(36)		—
Other	3		3
Net cash used in investing activities	(818)		(812)
Financing activities:
Proceeds from issuance of debt	1,250		1,250
Payment of debt issuance costs	(18)		(5)
Repayment of debt and principal payments on finance leases	(77)		(47)
Proceeds from revolving credit facility	1,559		1,150
Repayment of revolving credit facility	(1,784)		(1,250)
Payments related to employee stock option plans	(58)		(69)
Repurchase of common stock	(619)		(893)
Contingent consideration and deferred purchase price payments	(71)		(21)
Net cash provided by financing activities	182		115
Effect of foreign currency exchange rate changes on cash	(17)		(78)
Increase in cash and cash equivalents	166		62
Cash and cash equivalents at beginning of period	1,216		1,366
Cash and cash equivalents at end of period	$	1,382	$	1,428

The accompanying notes are an integral part of these condensed consolidated financial statements.

6

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(unaudited)

(in millions)	Common Stock Shares	Treasury Stock Shares	Common Stock		Additional Paid-In Capital		Retained Earnings		Treasury Stock		Accumulated Other Comprehensive (Loss) Income		Total
Balance, December 31, 2022	256.4	(70.7)	$	3	$	10,895	$	3,334	$	(7,740)	$	(727)	$	5,765
Issuance of common stock	0.5	—	—		(58)		—		—		—		(58)
Repurchase of common stock	—	(0.7)	—		—		—		(129)		—		(129)
Stock-based compensation	—	—	—		69		—		—		—		69
Net income	—	—	—		—		289		—		—		289
Unrealized gains on derivative instruments, net of tax	—	—	—		—		—		—		10		10
Defined benefit plan adjustments, net of tax	—	—	—		—		—		—		1		1
Foreign currency translation, net of tax	—	—	—		—		—		—		10		10
Reclassification adjustments, net of tax	—	—	—		—		—		—		(25)		(25)
Balance, March 31, 2023	256.9	(71.4)	3		10,906		3,623		(7,869)		(731)		5,932
Issuance of common stock	0.1	—	—		—		—		—		—		—
Repurchase of common stock, net of tax	—	(2.5)	—		—		—		(495)		—		(495)
Stock-based compensation	—	—	—		43		—		—		—		43
Net income	—	—	—		—		297		—		—		297
Unrealized gains on derivative instruments, net of tax	—	—	—		—		—		—		22		22
Foreign currency translation, net of tax	—	—	—		—		—		—		(44)		(44)
Reclassification adjustments, net of tax	—	—	—		—		—		—		(7)		(7)
Balance, June 30, 2023	257	(73.9)	$	3	$	10,949	$	3,920	$	(8,364)	$	(760)	$	5,748

(in millions)	Common Stock Shares	Treasury Stock Shares	Common Stock		Additional Paid-In Capital		Retained Earnings		Treasury Stock		Accumulated Other Comprehensive (Loss) Income		Total
Balance, December 31, 2021	255.8	(65.2)	$	3	$	10,774	$	2,243	$	(6,572)	$	(406)	$	6,042
Issuance of common stock	0.4	—	—		(67)		—		—		—		(67)
Repurchase of common stock	—	(1.7)	—		—		—		(403)		—		(403)
Stock-based compensation	—	—	—		35		—		—		—		35
Net income	—	—	—		—		325		—		—		325
Unrealized gains on derivative instruments, net of tax	—	—	—		—		—		—		30		30
Defined benefit plan adjustments, net of tax	—	—	—		—		—		—		(2)		(2)
Foreign currency translation, net of tax	—	—	—		—		—		—		(40)		(40)
Reclassification adjustments, net of tax	—	—	—		—		—		—		(1)		(1)
Balance, March 31, 2022	256.2	(66.9)	3		10,742		2,568		(6,975)		(419)		5,919
Issuance of common stock	0.1	—	—		(2)		—		—		—		(2)
Repurchase of common stock	—	(2.8)	—		—		—		(590)		—		(590)
Stock-based compensation	—	—	—		47		—		—		—		47
Net income	—	—	—		—		256		—		—		256
Unrealized losses on derivative instruments, net of tax	—	—	—		—		—		—		(7)		(7)
Defined benefit plan adjustments, net of tax	—	—	—		—		—		—		(4)		(4)
Foreign currency translation, net of tax	—	—	—		—		—		—		(281)		(281)
Reclassification adjustments, net of tax	—	—	—		—		—		—		14		14
Balance, June 30, 2022	256.3	(69.7)	$	3	$	10,787	$	2,824	$	(7,565)	$	(697)	$	5,352

The accompanying notes are an integral part of these condensed consolidated financial statements.

7

IQVIA HOLDINGS INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(unaudited)

1. Summary of Significant Accounting Policies

The Company

IQVIA Holdings Inc. (together with its subsidiaries, the “Company” or “IQVIA”) is a leading global provider of advanced analytics, technology solutions and clinical research services to the life sciences industry. With approximately 87,000 employees, the Company conducts business in more than 100 countries.

Unaudited Interim Financial Information

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the Company’s financial condition and results of operations have been included. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022. The balance sheet as of December 31, 2022 has been derived from the audited consolidated financial statements of the Company, but does not include all the disclosures required by GAAP.

Recently Issued Accounting Standards

Accounting pronouncements adopted

In September 2022, the Financial Accounting Standards Board ("FASB") issued new accounting guidance, Accounting Standards Update ("ASU") 2022-04, Liabilities - Supplier Finance Programs, to enhance the transparency of supplier finance programs. The amendments in this ASU address investor and other financial statement user requests for additional information about the use of supplier finance programs by the buyer party to understand the effect of those programs on an entity's working capital, liquidity, and cash flows. The Company adopted this new accounting guidance effective January 1, 2023. The adoption of this new accounting guidance did not have a material effect on the Company's disclosures within the condensed consolidated financial statements.

8

2. Revenues by Geography, Concentration of Credit Risk and Remaining Performance Obligations

The following tables represent revenues by geographic region and reportable segment for the three and six months ended June 30, 2023 and 2022:

	Three Months Ended June 30, 2023
(in millions)		Technology & Analytics Solutions		Research & Development Solutions		Contract Sales & Medical Solutions		Total
Revenues:
Americas		$	772	$	979	$	70	$	1,821
Europe and Africa		531		536		49		1,116
Asia-Pacific		153		581		57		791
Total revenues		$	1,456	$	2,096	$	176	$	3,728

	Three Months Ended June 30, 2022
(in millions)		Technology & Analytics Solutions		Research & Development Solutions		Contract Sales & Medical Solutions		Total
Revenues:
Americas		$	716	$	866	$	88	$	1,670
Europe and Africa		540		532		43		1,115
Asia-Pacific		152		552		52		756
Total revenues		$	1,408	$	1,950	$	183	$	3,541

	Six Months Ended June 30, 2023
(in millions)	Technology & Analytics Solutions		Research & Development Solutions		Contract Sales & Medical Solutions		Total
Revenues:
Americas	$	1,507	$	1,965	$	150	$	3,622
Europe and Africa	1,087		1,027		96		2,210
Asia-Pacific	306		1,130		112		1,548
Total revenues	$	2,900	$	4,122	$	358	$	7,380

	Six Months Ended June 30, 2022
(in millions)	Technology & Analytics Solutions		Research & Development Solutions		Contract Sales & Medical Solutions		Total
Revenues:
Americas	$	1,397	$	1,812	$	179	$	3,388
Europe and Africa	1,136		1,039		89		2,264
Asia-Pacific	314		1,033		110		1,457
Total revenues	$	2,847	$	3,884	$	378	$	7,109

No individual customer represented 10% or more of consolidated revenues for the three and six months ended June 30, 2023 or 2022.

9

Transaction Price Allocated to the Remaining Performance Obligations

As of June 30, 2023, approximately $31.0 billion of revenues are expected to be recognized in the future from remaining performance obligations. The Company expects to recognize revenues on approximately 30% of these remaining performance obligations over the next twelve months, on approximately 85% over the next five years, with the balance recognized thereafter. Most of the Company's remaining performance obligations where revenues are expected to be recognized beyond the next twelve months are for service contracts for clinical research in the Company's Research & Development Solutions segment. The customer contract transaction price allocated to the remaining performance obligations differs from backlog in that it does not include wholly unperformed contracts under which the customer has a unilateral right to cancel the arrangement.

3. Trade Accounts Receivable, Unbilled Services and Unearned Income

Trade accounts receivables and unbilled services consist of the following:

(in millions)	June 30, 2023		December 31, 2022
Trade accounts receivable	$	1,339	$	1,329
Unbilled services	1,828		1,624
Trade accounts receivable and unbilled services	3,167		2,953
Allowance for doubtful accounts	(28)		(36)
Trade accounts receivable and unbilled services, net	$	3,139	$	2,917

Unbilled services and unearned income were as follows:

(in millions)	June 30, 2023		December 31, 2022		Change
Unbilled services	$	1,828	$	1,624	$	204
Unearned income	(1,844)		(1,797)		(47)
Net balance	$	(16)	$	(173)	$	157

Unbilled services, which is comprised of approximately 66% and 61% of unbilled receivables and 34% and 39% of contract assets as of June 30, 2023 and December 31, 2022, respectively, increased by $204 million as compared to December 31, 2022. Contract assets are unbilled services for which invoicing is based on the timing of certain milestones related to service contracts for clinical research whereas unbilled receivables are billable upon the passage of time. Unearned income increased by $47 million over the same period resulting in an increase of $157 million in the net balance of unbilled services and unearned income between June 30, 2023 and December 31, 2022. The change in the net balance is driven by the difference in timing of revenue recognition in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers, primarily related to the Company’s Research & Development Solutions contracts (which is based on the percentage of costs incurred) versus the timing of invoicing, which is based on certain milestones.

The majority of the unearned income balance as of the beginning of the year is expected to be recognized in revenues during the year ended December 31, 2023.

Bad debt expense recognized on the Company’s trade accounts receivable was immaterial for the three and six months ended June 30, 2023 and 2022.

Accounts Receivable Factoring Arrangements

The Company has accounts receivable factoring agreements to sell certain eligible unsecured trade accounts receivable, either based on automatic arrangements or at its option, without recourse, to unrelated third-party financial institutions for cash. During the six months ended June 30, 2023, through its accounts receivable factoring arrangements that the Company utilizes most frequently, the Company factored approximately $394 million of customer invoices on a non-recourse basis and received approximately $385 million in cash proceeds from the sales. The fees associated with these transactions were immaterial. The Company has other accounts receivable arrangements for which the activity associated with them is immaterial.

10

4. Goodwill

The following is a summary of goodwill by reportable segment for the six months ended June 30, 2023:

(in millions)	Technology & Analytics Solutions		Research & Development Solutions		Contract Sales & Medical Solutions		Consolidated
Balance as of December 31, 2022	$	11,520	$	2,247	$	154	$	13,921
Business combinations	55		180		—		235
Impact of foreign currency fluctuations and other	16		9		(3)		22
Balance as of June 30, 2023	$	11,591	$	2,436	$	151	$	14,178

5. Derivatives

The fair values of the Company’s derivative instruments and the line items on the accompanying condensed consolidated balance sheets to which they were recorded are summarized in the following table:

(in millions)	Balance Sheet Classification	June 30, 2023						December 31, 2022
		Assets		Liabilities		Notional		Assets		Liabilities		Notional
Derivatives designated as hedging instruments:
Interest rate swaps	Other current assets, other assets and other current liabilities	$	37	$	—	$	1,800	$	42	$	—	$	1,800
Foreign exchange forward contracts	Other current assets and other current liabilities	5		—		134		2		2		122
Total derivatives		$	42	$	—			$	44	$	2

The pre-tax effect of the Company’s cash flow hedging instruments on other comprehensive income is summarized in the following table:

	Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2023		2022		2023		2022
Interest rate swaps	$	18	$	15	$	(5)	$	55
Foreign exchange forward contracts	2		(5)		5		(7)
Total	$	20	$	10	$	—	$	48

The Company expects $41 million of pre-tax unrealized gains related to its foreign exchange contracts and interest rate derivatives included in accumulated other comprehensive (loss) income (“AOCI”) as of June 30, 2023 to be reclassified into earnings within the next twelve months. As of June 30, 2023, the Company's foreign currency denominated debt balance (net of original issue discount) designated as a hedge of its net investment in certain foreign subsidiaries totaled €5,203 million ($5,665 million). The amount of foreign exchange (losses) gains related to the net investment hedge included in the cumulative translation adjustment component of AOCI for the six months ended June 30, 2023 and 2022 was $(92) million and $466 million, respectively.

11

6. Fair Value Measurements

The Company records certain assets and liabilities at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy that prioritizes the inputs used to measure fair value is described below. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:

•Level 1 — Quoted prices in active markets for identical assets or liabilities.

•Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

•Level 3 — Unobservable inputs that are supported by little or no market activity. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

The carrying values of cash, cash equivalents, accounts receivable and accounts payable approximated their fair values as of June 30, 2023 and December 31, 2022 due to their short-term nature. As of June 30, 2023 and December 31, 2022, the fair value of total debt was $13,360 million and $12,281 million, respectively, as determined under Level 2 measurements for these financial instruments.

Recurring Fair Value Measurements

The following table summarizes the fair value of the Company’s financial assets and liabilities that are measured and reported at fair value on a recurring basis as of June 30, 2023:

(in millions)	Level 1		Level 2		Level 3		Total
Assets:
Marketable securities	$	135	$	—	$	—	$	135
Derivatives	—		42		—		42
Total	$	135	$	42	$	—	$	177
Liabilities:
Derivatives	$	—	$	—	$	—	$	—
Contingent consideration	—		—		146		146
Total	$	—	$	—	$	146	$	146

The following table summarizes the fair value of the Company’s financial assets and liabilities that are measured and reported at fair value on a recurring basis as of December 31, 2022:

(in millions)	Level 1		Level 2		Level 3		Total
Assets:
Marketable securities	$	122	$	—	$	—	$	122
Derivatives	—		44		—		44
Total	$	122	$	44	$	—	$	166
Liabilities:
Derivatives	$	—	$	2	$	—	$	2
Contingent consideration	—		—		173		173
Total	$	—	$	2	$	173	$	175

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Below is a summary of the valuation techniques used in determining fair value:

Marketable securities — The Company values trading and available-for-sale securities using the quoted market value of the securities held.

Derivatives — Derivatives consist of foreign exchange contracts and interest rate swaps. The fair value of foreign exchange contracts is based on observable market inputs of spot and forward rates or using other observable inputs. The fair value of the interest rate swaps is the estimated amount that the Company would receive or pay to terminate such agreements, taking into account market interest rates and the remaining time to maturities or using market inputs with mid-market pricing as a practical expedient for bid-ask spread.

Contingent consideration — The Company values contingent consideration related to business combinations using a weighted probability calculation of potential payment scenarios discounted at rates reflective of the risks associated with the expected future cash flows. Assumptions used to estimate the fair value of contingent consideration include various financial metrics (revenue performance targets and operating forecasts) and the probability of achieving the specific targets. Based on the assessments of the probability of achieving specific targets, as of June 30, 2023, the Company has accrued approximately 50% of the maximum contingent consideration payments that could potentially become payable.

The following table summarizes the changes in Level 3 financial assets and liabilities measured on a recurring basis for the six months ended June 30, 2023:

(in millions)	Contingent Consideration
Balance as of December 31, 2022	$	173
Business combinations	57
Contingent consideration paid	(68)
Revaluations included in earnings and foreign currency translation adjustments	(16)
Balance as of June 30, 2023	$	146

The current portion of contingent consideration is included within accrued expenses and the long-term portion is included within other liabilities on the accompanying condensed consolidated balance sheets. Revaluations of contingent consideration are recognized in other (income) expense, net on the accompanying condensed consolidated statements of income. A change in significant unobservable inputs could result in a higher or lower fair value measurement of contingent consideration.

Non-recurring Fair Value Measurements

As of June 30, 2023, assets carried on the balance sheet and not remeasured to fair value on a recurring basis totaled $19,303 million and were identified as Level 3. These assets are comprised of debt investments and cost and equity method investments of $183 million, goodwill of $14,178 million and other identifiable intangibles, net of $4,942 million.

7. Credit Arrangements

The following is a summary of the Company’s revolving credit facilities as of June 30, 2023:

Facility	Interest Rates
$2,000 million (revolving credit facility)	U.S. Dollar Term SOFR plus a margin of 1.25% plus a 10 basis credit spread adjustment as of June 30, 2023
$110 million (receivables financing facility)	U.S. Dollar LIBOR Market Index Rate (5.22% as of June 30, 2023) plus 0.90%

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The following table summarizes the Company’s debt at the dates indicated:

(dollars in millions)	June 30, 2023		December 31, 2022
Revolving Credit Facility due 2026:
U.S. Dollar denominated borrowings—U.S. Dollar Term SOFR at average floating rates of 6.45%	$	200	$	425
Senior Secured Credit Facilities:
Term A Loan due 2026—U.S. Dollar Term SOFR at average floating rates of 6.45%	1,306		1,343
Term A Loan due 2026—Euribor at average floating rates of 4.85%	311		314
Term A Loan due 2027—U.S. Dollar Term SOFR at average floating rates of 6.45%	1,187		1,219
Term B Loan due 2024—Euribor at average floating rates of 5.60%	1,192		1,172
Term B Loan due 2025—U.S. Dollar LIBOR at average floating rates of 7.29%	670		670
Term B Loan due 2025—U.S. Dollar LIBOR at average floating rates of 7.29%	861		860
Term B Loan due 2025—Euribor at average floating rates of 5.60%	568		559
5.0% Senior Notes due 2027—U.S. Dollar denominated	1,100		1,100
5.0% Senior Notes due 2026—U.S. Dollar denominated	1,050		1,050
5.700% Senior Secured Notes due 2028—U.S. Dollar denominated	750		—
6.500% Senior Notes due 2030—U.S. Dollar denominated	500		—
2.875% Senior Notes due 2025—Euro denominated	457		450
2.25% Senior Notes due 2028—Euro denominated	784		771
2.875% Senior Notes due 2028—Euro denominated	774		761
1.750% Senior Notes due 2026—Euro denominated	599		589
2.250% Senior Notes due 2029—Euro denominated	980		964
Receivables financing facility due 2024—U.S. Dollar LIBOR at average floating rates of 6.09%
Revolving Loan Commitment	110		110
Term Loan	440		440
Principal amount of debt	13,839		12,797
Less: unamortized discount and debt issuance costs	(62)		(50)
Less: current portion	(1,344)		(152)
Long-term debt	$	12,433	$	12,595

Contractual maturities of long-term debt as of June 30, 2023 are as follows:

(in millions)
Remainder of 2023	$	76
2024	1,894
2025	2,709
2026	3,304
2027	2,069
Thereafter	3,787
	$	13,839

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Senior Secured Credit Facilities

As of June 30, 2023, the Company’s Fifth Amended and Restated Credit Agreement provided financing through several senior secured credit facilities of up to $8,095 million, which consisted of $6,295 million principal amounts of debt outstanding (as detailed in the table above), and $1,795 million of available borrowing capacity on the $2,000 million revolving credit facility and standby letters of credit. The revolving credit facility is comprised of a $1,175 million senior secured revolving facility available in U.S. dollars, a $600 million senior secured revolving facility available in U.S. dollars, Euros, Swiss Francs and other foreign currencies, and a $225 million senior secured revolving facility available in U.S. dollars and Yen.

On April 17, 2023, the Company increased the capacity of its 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, the Company also amended the benchmark rate of the U.S. dollar revolving credit facility and the U.S. dollar Term A Loans from U.S. dollar LIBOR to U.S. dollar SOFR plus a 10 basis point Credit Spread Adjustment.

Senior Notes

On May 23, 2023, IQVIA Inc. (the “Issuer”), a wholly owned subsidiary of the Company, completed the issuance and sale of $750 million in gross proceeds of the Issuer’s 5.700% senior secured notes due 2028 (the “Senior Secured Notes”) and $500 million in gross proceeds of 6.500% senior notes due 2030 (the “Senior Notes” and, together with the Senior Secured Notes, the “Notes”). The Senior Secured Notes were issued pursuant to an Indenture, dated May 23, 2023 (the “Secured Notes Indenture”), among the Issuer, U.S. Bank Trust Company, National Association, as trustee of the Senior Secured Notes and as collateral agent, and the Company and certain subsidiaries of the Issuer as guarantors. The Senior Notes were issued pursuant to an Indenture, dated May 23, 2023, among the Issuer, U.S. Bank Trust Company, National Association, as trustee of the Senior Notes, and certain subsidiaries of the Issuer as guarantors (the “Senior Notes Indenture” and, together with the Secured Notes Indenture, the “Indentures”). The net proceeds from the notes offering were used to repay existing borrowings under the Issuer’s revolving credit facility and to pay fees and expenses related to the Notes offering.

The Notes have not been registered under the Securities Act of 1933, as amended, or the securities laws of any other jurisdiction. Pursuant to a registration rights agreement entered into in connection with the Notes offering, the Issuer and the guarantors agreed, among other things, to use commercially reasonable efforts to, within certain time periods, file a registration statement with respect to a registered offer to exchange the Senior Secured Notes for new exchange notes, have the exchange offer registration statement declared effective, and complete the exchange offer promptly thereafter, unless the Senior Secured Notes are redeemed earlier.

The Senior Secured Notes are secured obligations of the Issuer, 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. The Senior Notes are unsecured obligations of the Issuer, 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.

The Issuer may redeem (i) the 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 and (ii) the 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%.

Restrictive Covenants

The Company’s debt agreements provide for certain covenants and events of default customary for similar instruments, including a covenant not to exceed a specified ratio of consolidated senior secured net indebtedness to Consolidated EBITDA, as defined in the senior secured credit facility agreement and a covenant to maintain a specified minimum interest coverage ratio. If an event of default occurs under any of the Company’s or the Company’s subsidiaries’ financing arrangements, the creditors under such financing arrangements will be entitled to take various actions, including the acceleration of amounts due under such arrangements, and in the case of the lenders under the revolving credit facility and term loans, other actions permitted to be taken by a secured creditor. The Company’s long-term debt arrangements contain other usual and customary restrictive covenants that, among other things, place limitations on the Company’s ability to declare dividends. As of June 30, 2023, the Company was in compliance in all material respects with the financial covenants under the Company’s financing arrangements.

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8. Contingencies

The Company and its subsidiaries are involved in legal and tax proceedings, claims and litigation arising in the ordinary course of business. Management periodically assesses the Company’s liabilities and contingencies in connection with these matters based upon the latest information available. For those matters where management currently believes it is probable that the Company will incur a loss and that the probable loss or range of loss can be reasonably estimated, the Company has recorded an accrual in the consolidated financial statements based on its best estimates of such loss. In other instances, because of the uncertainties related to either the probable outcome or the amount or range of loss, management is unable to make a reasonable estimate of a liability, if any.

However, even in many instances where the Company has recorded an estimated liability, the Company is unable to predict with certainty the final outcome of the matter or whether resolution of the matter will materially affect the Company’s results of operations, financial position or cash flows. As additional information becomes available, the Company adjusts its assessments and estimates of such liabilities accordingly.

The Company routinely enters into agreements with third parties, including its clients and suppliers, all in the normal course of business. In these agreements, the Company sometimes agrees to indemnify and hold harmless the other party for any damages such other party may suffer as a result of potential intellectual property infringement and other claims. The Company has not accrued a liability with respect to these matters generally, as the exposure is considered remote.

Based on its review of the latest information available, management does not expect the impact of pending legal and tax proceedings, claims and litigation, either individually or in the aggregate, to have a material adverse effect on the Company’s results of operations, cash flows or financial position. However, one or more unfavorable outcomes in any claim or litigation against the Company could have a material adverse effect for the period in which it is resolved. The following is a summary of certain legal matters involving the Company.

On February 13, 2014, a group of approximately 1,200 medical doctors and 900 private individuals filed a civil lawsuit with the Seoul Central District Court against IMS Korea and two other defendants, the Korean Pharmaceutical Association (“KPA”) and the Korean Pharmaceutical Information Center (“KPIC”). The civil lawsuit alleges KPA and KPIC collected their personal information in violation of applicable privacy laws without the necessary consent through a software system installed on pharmacy computer systems in Korea, and that personal information was transferred to IMS Korea and sold to pharmaceutical companies. On September 11, 2017, the District Court issued a final decision that the encryption in use by the defendants since June 2014 was adequate to meet the requirements of the Korean Personal Information Privacy Act (“PIPA”) and the sharing of non-identified information for market research purposes was allowed under PIPA. The District Court also found an earlier version of encryption was insufficient to meet PIPA requirements, but no personal data had been leaked or re-identified. The District Court did not award any damages to plaintiffs. Approximately 280 medical doctors and 200 private individuals appealed the District Court decision. On May 3, 2019, the Appellate Court issued a final decision in which it concluded all of the non-identified information transferred by KPIC to IMS Korea for market research purposes violated PIPA, but did not award any damages to plaintiffs (affirming the District Court’s decision on this latter point). On May 24, 2019, approximately 247 plaintiffs appealed the Appellate Court’s decision to the Supreme Court. The Company believes the appeal is without merit and is vigorously defending its position.

On July 23, 2015, indictments were issued by the Seoul Central District Prosecutors’ Office in South Korea against 24 individuals and companies alleging improper handling of sensitive health information in violation of, among others, South Korea’s Personal Information Protection Act. IMS Korea and two of its employees were among the individuals and organizations indicted. Although there is no assertion that IMS Korea used patient identified health information in any of its offerings, prosecutors allege that certain of IMS Korea’s data suppliers should have obtained patient consent when they converted sensitive patient information into non-identified data and that IMS Korea had not taken adequate precautions to reduce the risk of re-identification. On February 14, 2020, the Seoul Central District Court acquitted IMS Korea and its two employees of the charges of improper handling of sensitive health information, and the Prosecutor's Office appealed. On December 23, 2021, the appellate court affirmed the judgment of the Seoul Central District Court. The Prosecutor's Office has appealed to the Supreme Court. The Company intends to vigorously defend its position on appeal.

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On January 10, 2017, Quintiles IMS Health Incorporated and IMS Software Services Ltd. (collectively “IQVIA Parties”), filed a lawsuit in the U.S. District Court for the District of New Jersey against Veeva Systems, Inc. (“Veeva”) alleging Veeva unlawfully used IQVIA Parties intellectual property to improve Veeva data offerings, to promote and market Veeva data offerings and to improve Veeva technology offerings. IQVIA Parties seek injunctive relief, appointment of a monitor, the award of compensatory and punitive damages and reimbursement of all litigation expenses, including reasonable attorneys’ fees and costs. On March 13, 2017, Veeva filed counterclaims alleging anticompetitive business practices in violation of the Sherman Act and state laws. Veeva claims damages in excess of $200 million, and is seeking punitive damages and litigation costs, including attorneys’ fees. We believe the counterclaims are without merit, reject all counterclaims raised by Veeva and intend to vigorously defend IQVIA Parties’ position and pursue our claims against Veeva. Since the initial filings, the parties have filed additional litigations against each other, primarily concerning the use of IQVIA data with various other Veeva products. The parties are engaged in the discovery process in connection with these lawsuits.

On May 7, 2021, the Court issued an order and opinion (the “Order”) in which it found significant evidence that Veeva had (1) misappropriated IQVIA data and unlawfully used it to improve Veeva data offerings, (2) engaged in a cover-up by deleting significant evidence of its theft of IQVIA’s trade secrets, and (3) improperly withheld certain evidence in furtherance of a crime and/or fraud against IQVIA. The Court imposed five sanctions against Veeva, including ordering three separate adverse inference instructions be issued to the jury and that IQVIA be permitted to present evidence to the jury of Veeva’s destruction efforts. Veeva is currently appealing the Order.

9. Stockholders’ Equity

Preferred Stock

The Company is authorized to issue 1.0 million shares of preferred stock, $0.01 per share par value. No shares of preferred stock were issued or outstanding as of June 30, 2023 or December 31, 2022.

Equity Repurchase Program

As of June 30, 2023, the total stock repurchase authorization under the Company's equity repurchase program (the "Repurchase Program") was $9,725 million. The Repurchase Program does not obligate the Company to repurchase any particular amount of common stock, and it may be modified, extended, suspended or discontinued at any time. During the six months ended June 30, 2023, the Company repurchased 3.2 million shares of its common stock for $619 million under the Repurchase Program. As of June 30, 2023, the Company had remaining authorization to repurchase up to $736 million of its common stock under the Repurchase Program. In addition, from time to time, the Company has repurchased and may continue to repurchase common stock through private or other transactions outside of the Repurchase Program.

On July 31, 2023, the Company's Board of Directors 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 $11,725 million. After this $2,000 million increase in stock repurchase authorization, the Company has remaining authorization to repurchase up to $2,736 million of its common stock under the Repurchase Program.

10. Business Combinations

The Company completed several individually immaterial acquisitions during the six months ended June 30, 2023. The Company’s assessment of fair value, including the valuation of certain identified intangibles, and the purchase price allocation related to these acquisitions is preliminary and subject to change upon completion. Further adjustments may be necessary as additional information related to the fair values of assets acquired and liabilities assumed is assessed during the measurement period (up to one year from the acquisition date). The Company recorded goodwill from these acquisitions, primarily attributable to assembled workforce, expected synergies and new customer relationships. The condensed consolidated financial statements include the results of the acquisitions subsequent to their respective closing dates. Pro forma information is not presented as pro forma results of operations would not be materially different to the actual results of operations of the Company.

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The following table provides certain preliminary financial information for these acquisitions:

(in millions)	June 30, 2023
Assets acquired:
Cash and cash equivalents	$	10
Other assets	33
Goodwill	235
Other identifiable intangibles	258
Liabilities assumed:
Other liabilities	(16)
Deferred income taxes, long-term	(4)
Net assets acquired (1)	$	516

(1) Net assets acquired includes contingent consideration and deferred purchase price of $62 million.

The portion of goodwill deductible for income tax purposes was preliminarily assessed as $180 million.

The following table provides a summary of the preliminary estimated fair value of certain intangible assets acquired:

(in millions)	Amortization Period				June 30, 2023
Other identifiable intangibles:
Customer relationships	10	-	15	years	$	205
Backlog			2	years	51
Software and related assets			5	years	1
Databases			5	years	1
Total Other identifiable intangibles					$	258

11. Restructuring

The Company has continued to take restructuring actions in 2023 to align its resources and reduce overcapacity to adapt to changing market conditions and integrate acquisitions. These actions include consolidating functional activities, eliminating redundant positions, and aligning resources with customer requirements. These restructuring actions are expected to continue throughout 2023 and into 2024.

The following amounts were recorded for the restructuring plans:

(in millions)	Severance and Related Costs
Balance as of December 31, 2022	$	26
Expense, net of reversals	37
Payments	(29)
Balance as of June 30, 2023	$	34

The reversals were due to changes in estimates primarily resulting from the redeployment of staff and higher than expected voluntary terminations. Restructuring costs are not allocated to the Company’s reportable segments as they are not part of the segment performance measures regularly reviewed by management. The Company expects that the majority of the restructuring accruals as of June 30, 2023 will be paid in 2023 and 2024.

12. Income Taxes

The Company's effective income tax rate was 21.6% and 21.6% in the second quarter of 2023 and 2022, and 20.6% and 19.5% in the first six months of 2023 and 2022, respectively. The effective income tax rate in the second quarter and in the first six months of 2023 and 2022 was favorably impacted as a result of excess tax benefits recognized upon settlement of share-based compensation awards. For the second quarter of 2023 and 2022 this impact was $2 million and $1 million, respectively, and for the first six months of 2023 and 2022 this impact was $10 million and $14 million, respectively.

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13. Accumulated Other Comprehensive (Loss) Income

Below is a summary of the components of AOCI:

(in millions)	Foreign Currency Translation		Derivative Instruments		Defined Benefit Plans		Income Taxes		Total
Balance as of December 31, 2022	$	(825)	$	44	$	(8)	$	62	$	(727)
Other comprehensive (loss) income before reclassifications	(66)		43		1		21		(1)
Reclassification adjustments	—		(43)		—		11		(32)
Balance as of June 30, 2023	$	(891)	$	44	$	(7)	$	94	$	(760)

Below is a summary of the adjustments for amounts reclassified from AOCI into the condensed consolidated statements of income and the affected financial statement line item:

(in millions)	Affected Financial Statement Line Item	Three Months Ended June 30,				Six Months Ended June 30,
		2023		2022		2023		2022
Derivative instruments:
Interest rate swaps	Interest expense	$	2	$	(7)	$	18	$	(7)
Foreign exchange forward contracts	Revenues	8		(11)		25		(10)
Total before income taxes		10		(18)		43		(17)
Income taxes		3		(4)		11		(4)
Total net of income taxes		$	7	$	(14)	$	32	$	(13)

14. Segments

The following table presents the Company’s operations by reportable segment. The Company is managed through three reportable segments, Technology & Analytics Solutions, Research & Development Solutions and Contract Sales & Medical Solutions. Technology & Analytics Solutions provides mission critical information, technology solutions and real world insights and services to the Company's life science clients. Research & Development Solutions, which primarily serves biopharmaceutical customers, provides outsourced clinical research and clinical trial related services. Contract Sales & Medical Solutions provides health care provider (including contract sales) and patient engagement services to both biopharmaceutical clients and the broader healthcare market.

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. The Company also does not allocate depreciation and amortization or impairment charges, if any, to its segments. Asset information by segment is not presented, as this measure is not used by the chief operating decision maker to assess the Company’s performance. The Company’s reportable segment information is presented below:

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	Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2023		2022		2023		2022
Revenues
Technology & Analytics Solutions	$	1,456	$	1,408	$	2,900	$	2,847
Research & Development Solutions	2,096		1,950		4,122		3,884
Contract Sales & Medical Solutions	176		183		358		378
Total revenues	3,728		3,541		7,380		7,109
Cost of revenues, exclusive of depreciation and amortization
Technology & Analytics Solutions	876		828		1,734		1,662
Research & Development Solutions	1,417		1,348		2,803		2,670
Contract Sales & Medical Solutions	150		155		304		322
Total cost of revenues, exclusive of depreciation and amortization	2,443		2,331		4,841		4,654
Selling, general and administrative expenses
Technology & Analytics Solutions	210		196		435		415
Research & Development Solutions	211		204		423		415
Contract Sales & Medical Solutions	14		15		29		31
General corporate and unallocated	47		68		108		110
Total selling, general and administrative expenses	482		483		995		971
Segment profit
Technology & Analytics Solutions	370		384		731		770
Research & Development Solutions	468		398		896		799
Contract Sales & Medical Solutions	12		13		25		25
Total segment profit	850		795		1,652		1,594
General corporate and unallocated	(47)		(68)		(108)		(110)
Depreciation and amortization	(259)		(270)		(512)		(525)
Restructuring costs	(20)		(4)		(37)		(11)
Total income from operations	$	524	$	453	$	995	$	948

15. Earnings Per Share

The following table reconciles the basic to diluted weighted average shares outstanding: