Equibles

10-Q

IQVIA HOLDINGS INC. (IQV)

10-Q 2020-04-30 For: 2020-03-31
View Original
Added on April 04, 2026

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 March 31, 2020

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.

iqv-20200331_g1.jpg

(Exact name of registrant as specified in its charter)

_________________________________________________________

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

4820 Emperor Blvd., Durham, North Carolina 27703

and

83 Wooster Heights Road, Danbury, Connecticut 06810

(Address of principal executive offices and Zip Code)

(919) 998-2000 and (203) 448-4600

(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 190,963,771 shares outstanding as of April 17, 2020

Table of contents

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 threemonths endedMarch 31, 2020and 2019 3
Condensed Consolidated Statements of Comprehensive Income for the threemonths endedMarch 31, 2020and 2019 4
Condensed Consolidated Balance Sheets as ofMarch 31, 2020and December 31, 2019 5
Condensed Consolidated Statements of Cash Flows for thethreemonths endedMarch 31, 2020and 2019 6
Condensed Consolidated Statements of Stockholders’ Equity for threemonths endedMarch 31,2020and 2019 7
Notes to Condensed Consolidated Financial Statements 8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 20
Item 3. Quantitative and Qualitative Disclosures About Market Risk 29
Item 4. Controls and Procedures 29
PART II—OTHER INFORMATION 30
Item 1. Legal Proceedings 30
Item 1A. Risk Factors 30
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 30
Item 6. Exhibits 32
SIGNATURES 33

Table of contents

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

Three Months Ended March 31,
(in millions, except per share data) 2020 2019
Revenues $ 2,754 $ 2,684
Costs of revenue, exclusive of depreciation and amortization 1,824 1,748
Selling, general and administrative expenses 407 419
Depreciation and amortization 316 295
Restructuring costs 14 12
Income from operations 193 210
Interest income (2) (2)
Interest expense 106 110
Other income, net (13) (7)
Income before income taxes and equity in earnings of unconsolidated affiliates 102 109
Income tax expense 17 41
Income before equity in earnings of unconsolidated affiliates 85 68
Equity in earnings (loss) of unconsolidated affiliates 6 (1)
Net income 91 67
Net income attributable to non-controlling interests (9) (9)
Net income attributable to IQVIA Holdings Inc. $ 82 $ 58
Earnings per share attributable to common stockholders:
Basic $ 0.43 $ 0.29
Diluted $ 0.42 $ 0.29
Weighted average common shares outstanding:
Basic 191.6 197.0
Diluted 195.7 201.7

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

Table of contents

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited)

Three Months Ended<br>March 31,
(in millions) 2020 2019
Net income $ 91 $ 67
Comprehensive income (loss) adjustments:
Unrealized losses on derivative instruments, net of income tax benefit of ($7) and ($1) (39) (5)
Foreign currency translation, net of income tax expense of $23 and $30 (155) (31)
Reclassification adjustments:
Losses (gains) on derivative instruments included in net income, net of income tax expense (benefit) of $0 and ($1) 16 (1)
Comprehensive (loss) income (87) 30
Comprehensive income attributable to non-controlling interests (5) (10)
Comprehensive (loss) income attributable to IQVIA Holdings Inc. $ (92) $ 20

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

Table of contents

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

(in millions, except per share data) March 31, 2020 December 31, 2019
ASSETS
Current assets:
Cash and cash equivalents $ 927 $ 837
Trade accounts receivable and unbilled services, net 2,634 2,582
Prepaid expenses 173 138
Income taxes receivable 49 56
Investments in debt, equity and other securities 63 62
Other current assets and receivables 431 451
Total current assets 4,277 4,126
Property and equipment, net 445 458
Operating lease right-of-use assets 489 496
Investments in debt, equity and other securities 72 65
Investments in unconsolidated affiliates 71 87
Goodwill 11,989 12,159
Other identifiable intangibles, net 5,328 5,514
Deferred income taxes 120 119
Deposits and other assets 287 227
Total assets $ 23,078 $ 23,251
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 2,384 $ 2,512
Unearned income 1,036 1,014
Income taxes payable 94 108
Current portion of long-term debt 139 100
Other current liabilities 254 211
Total current liabilities 3,907 3,945
Long-term debt 11,894 11,545
Deferred income taxes 618 646
Operating lease liabilities 366 396
Other liabilities 491 456
Total liabilities 17,276 16,988
Commitments and contingencies
Stockholders’ equity:
Common stock and additional paid-in capital, 400.0 shares authorized at March 31, 2020 and December 31, 2019, $0.01 par value, 253.8 shares issued and 191.0 shares outstanding at March 31, 2020; 253.0 shares issued and 192.3 shares outstanding at December 31, 2019 11,012 11,049
Retained earnings 1,080 998
Treasury stock, at cost, 62.8 and 60.7 shares at March 31, 2020 and December 31, 2019, respectively (6,065) (5,733)
Accumulated other comprehensive loss (485) (311)
Equity attributable to IQVIA Holdings Inc.’s stockholders 5,542 6,003
Non-controlling interests 260 260
Total stockholders’ equity 5,802 6,263
Total liabilities and stockholders’ equity $ 23,078 $ 23,251

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

Table of contents

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

Three Months Ended March 31,
(in millions) 2020 2019
Operating activities:
Net income $ 91 $ 67
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization 316 295
Amortization of debt issuance costs and discount 3 3
Stock-based compensation — 26
(Earnings) loss from unconsolidated affiliates (6) 1
Loss (gain) on investments, net 8 (3)
Benefit from deferred income taxes (40) (12)
Changes in operating assets and liabilities:
Change in accounts receivable, unbilled services and unearned income (84) (76)
Change in other operating assets and liabilities (125) (188)
Net cash provided by operating activities 163 113
Investing activities:
Acquisition of property, equipment and software (141) (141)
Acquisition of businesses, net of cash acquired (14) (175)
Purchases of marketable securities, net (7) (2)
Investments in unconsolidated affiliates, net of payments received 17 2
Investments in equity securities (6) —
Other 1 1
Net cash used in investing activities (150) (315)
Financing activities:
Proceeds from issuance of debt 800 —
Payment of debt issuance costs (11) —
Repayment of debt and principal payments on capital lease obligations (25) (25)
Proceeds from revolving credit facility 990 790
Repayment of revolving credit facility (1,250) (385)
(Payments) proceeds related to employee stock option plans (41) 9
Repurchase of common stock (345) (145)
Distributions to non-controlling interest, net (5) —
Contingent consideration and deferred purchase price payments (6) (16)
Net cash provided by financing activities 107 228
Effect of foreign currency exchange rate changes on cash (30) 19
Increase in cash and cash equivalents 90 45
Cash and cash equivalents at beginning of period 837 891
Cash and cash equivalents at end of period $ 927 $ 936

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

Table of contents

IQVIA HOLDINGS INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(unaudited)

(in millions) Common<br><br>Stock<br><br>Shares Treasury<br><br>Stock<br><br>Shares Common<br><br>Stock Additional<br><br>Paid-In<br><br>Capital Retained Earnings Treasury<br><br>Stock Accumulated<br><br>Other<br><br>Comprehensive<br><br>(Loss) Income Non-<br><br>controlling<br><br>Interests Total
Balance, December 31, 2019 253.0 (60.7) $ 3 $ 11,046 $ 998 $ (5,733) $ (311) $ 260 $ 6,263
Issuance of common stock 0.8 — — (44) — — — — (44)
Repurchase of common stock — (2.1) — — — (332) — — (332)
Stock-based compensation — — — 7 — — — — 7
Distributions to non-controlling interests — — — — — — — (5) (5)
Net income — — — — 82 — — 9 91
Unrealized losses on derivative instruments, net of tax — — — — — — (39) — (39)
Foreign currency translation, net of tax — — — — — — (151) (4) (155)
Reclassification adjustments, net of tax — — — — — — 16 — 16
Balance, March 31, 2020 253.8 (62.8) $ 3 $ 11,009 $ 1,080 $ (6,065) $ (485) $ 260 $ 5,802
(in millions) Common<br><br>Stock<br><br>Shares Treasury<br><br>Stock<br><br>Shares Common<br><br>Stock Additional<br><br>Paid-In<br><br>Capital Retained Earnings Treasury<br><br>Stock Accumulated<br><br>Other<br><br>Comprehensive<br><br>Income (Loss) Non-<br><br>controlling<br><br>Interests Total
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Balance, December 31, 2018 251.5 (54) $ 3 $ 10,898 $ 807 $ (4,770) $ (224) $ 240 $ 6,954
Issuance of common stock 0.7 — — 5 — — — — 5
Repurchase of common stock — (1) — — — (145) — — (145)
Stock-based compensation — — — 21 — — — — 21
Net income — — — — 58 — — 9 67
Unrealized losses on derivative instruments, net of tax — — — — — — (5) — (5)
Foreign currency translation, net of tax — — — — — — (32) 1 (31)
Reclassification adjustments, net of tax — — — — — — (1) — (1)
Balance, March 31, 2019 252.2 (55) $ 3 $ 10,924 $ 865 $ (4,915) $ (262) $ 250 $ 6,865

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

Table of contents

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 contract research services to the life sciences industry. With approximately 67,000 employees, IQVIA 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, 2020. 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, 2019. The balance sheet at December 31, 2019 has been derived from the audited consolidated financial statements of the Company but does not include all the disclosures required by GAAP.

Additionally, the outbreak of the novel coronavirus, or COVID-19, and the various governmental, industry and consumer actions related thereto, could have a material and adverse effect on our business, financial condition and results of operations. These effects, which largely depend on future developments that cannot be accurately predicted and are uncertain, could include a negative impact on the availability of our key personnel, temporary closures of our facilities or the facilities of our business partners, customers, suppliers, third party service providers or other vendors, an increased risk of customer defaults or delays in payments or purchasing decisions, and the interruption of domestic and global supply chains, distribution channels, liquidity and capital or financial markets. As COVID-19 continues to spread, we have and may continue to experience disruptions that could severely impact our business. As such the results for the three months ended March 31, 2020 may not be indicative of results for the full year.

Recently Issued Accounting Standards

Accounting pronouncements adopted

In August 2018, the FASB issued new accounting guidance that clarifies and aligns the accounting for implementation costs for hosting arrangements with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company adopted this new accounting guidance on January 1, 2020. The adoption of this new accounting guidance did not have a material effect on the Company’s consolidated financial statements.

In August 2018, the FASB issued new accounting guidance that modifies the disclosure requirements in Topic 820, Fair Value Measurement, by removing certain disclosure requirements related to the fair value hierarchy, modifying existing disclosure requirements related to measurement uncertainty and adding new disclosure requirements, such as disclosing the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and disclosing the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. This new accounting guidance also modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The Company adopted this new accounting guidance on January 1, 2020. The adoption of this new accounting guidance did not have a material effect on the Company’s consolidated financial statements.

Table of contents

In January 2017, the FASB issued new accounting guidance that simplifies the measurement of goodwill by eliminating the step two impairment test. Step two measures a goodwill impairment loss by comparing the implied fair value of goodwill with the carrying amount of that goodwill. The new guidance requires a comparison of the Company’s fair value of a reporting unit with the carrying amount and the Company is required to recognize an impairment charge for the amount by which the carrying amount exceeds the fair value. The Company adopted this new accounting guidance on January 1, 2020. The adoption of this new accounting guidance did not have a material effect on the Company’s consolidated financial statements.

In June 2016, the FASB issued a new accounting standard intended to provide financial statement users with more decision-useful information about expected credit losses and other commitments to extend credit held by the reporting entity. The standard replaces the incurred loss impairment methodology in current GAAP with one that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company adopted this new accounting guidance on January 1, 2020. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements. This is based on factors including the Company's assessment of historical losses, client's creditworthiness and the fact that the Company's trade receivables are short term in duration.

Accounting pronouncements being evaluated

In January 2020, the FASB issued new accounting guidance that states any equity security transitioning from the alternative method of accounting to the equity method, or vice versa, due to an observable transaction, will be remeasured immediately before the transition. In addition, the new accounting guidance clarifies the accounting for certain non-derivative forward contracts or purchased call options to acquire equity securities stating such instruments will be measured using the fair value principles before settlement or exercise. The new accounting guidance will be effective for the Company on January 1, 2021 on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this new accounting guidance on its consolidated financial statements.

In December 2019, the FASB issued new accounting guidance to clarify and simplify the accounting for income taxes. Changes under the new guidance includes eliminating certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new accounting guidance will be effective for the Company on January 1, 2021. Early adoption is permitted. The Company is currently evaluating the impact of this new accounting guidance on its consolidated financial statements.

  1. 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 months ended March 31, 2020 and 2019:

Three Months Ended March 31, 2020
(in millions) Technology &<br><br>Analytics Solutions Research &<br><br>Development Solutions Contract Sales &<br><br>Medical Solutions Total
Revenues:
Americas $ 581 $ 670 $ 91 $ 1,342
Europe and Africa 396 428 50 874
Asia-Pacific 140 343 55 538
Total revenues $ 1,117 $ 1,441 $ 196 $ 2,754

Table of contents

Three Months Ended March 31, 2019
(in millions) Technology &<br><br>Analytics Solutions Research &<br><br>Development Solutions Contract Sales &<br><br>Medical Solutions Total
Revenues:
Americas $ 553 $ 642 $ 94 $ 1,289
Europe and Africa 383 456 51 890
Asia-Pacific 139 318 48 505
Total revenues $ 1,075 $ 1,416 $ 193 $ 2,684

No customer accounted for 10% or more of consolidated revenues for the three months ended March 31, 2020 or 2019.

Transaction Price Allocated to the Remaining Performance Obligations

As of March 31, 2020, approximately $22.0 billion of revenue is expected to be recognized in the future from remaining performance obligations. The Company expects to recognize revenue on approximately 35% of these remaining performance obligations over the next 12 months, with the balance recognized thereafter. 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.

  1. Trade Accounts Receivable, Unbilled Services and Unearned Income

Trade accounts receivables and unbilled services consist of the following:

(in millions) March 31, 2020 December 31, 2019
Trade accounts receivable:
Billed $ 1,309 $ 1,312
Unbilled services 1,341 1,286
Trade accounts receivable and unbilled services 2,650 2,598
Allowance for doubtful accounts (16) (16)
Trade accounts receivable and unbilled services, net $ 2,634 $ 2,582

Unbilled services and unearned income were as follows:

(in millions) March 31, 2020 December 31, 2019 Change
Unbilled services $ 1,341 $ 1,286 $ 55
Unearned income (1,036) (1,014) (22)
Net balance $ 305 $ 272 $ 33

Unbilled services, which is comprised of approximately equal parts of unbilled receivables and contract assets as of March 31, 2020, increased by $55 million as compared to December 31, 2019. 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 $22 million over the same period resulting in an increase of $33 million in the net balance of unbilled services and unearned income between December 31, 2019 and March 31, 2020. Growth in the net balance is driven by the difference in timing of revenue recognition in accordance with ASC 606, Revenue from Contracts with Customers, 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.

Bad debt expense recognized on the Company’s receivables and unbilled services was not material for the three months ended March 31, 2020 and 2019.

Table of contents

  1. Leases

The Company has operating leases for corporate offices, datacenters, motor vehicles and certain equipment, many of which contain renewal and escalation clauses. The leases expire at various dates through 2029 with options to cancel certain leases at various intervals. The Company also has a finance lease for office and lab space that expires in 2044. Based on the timing of when the finance lease commenced, the associated income statement and cash flow impact is not material for the three months ended March 31, 2020. In determining the lease term at lease commencement, the Company includes the noncancellable term and the periods which the Company deems it is reasonably certain to exercise or not to exercise a renewal or cancellation option.

The components of lease expense were as follows:

(in millions) Classification Three Months Ended March 31, 2020 Three Months Ended March 31, 2019
Operating lease cost ^(1)^ Selling, general and administrative expenses $ 49 $ 48

(1)Includes variable lease costs, which are immaterial.

Other information related to leases was as follows:

(in millions) Three Months Ended March 31, 2020 Three Months Ended March 31, 2019
Supplemental Cash Flow:
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases $ 46 $ 53
Right-of-use assets obtained in exchange for lease obligations:
Operating leases $ 32 $ 20
Finance leases $ 58 $ —
Weighted Average Remaining Lease Term:
Operating leases 4.75 years 5.11 years
Finance leases 24.75 years —
Weighted Average Discount Rate:
Operating leases 4.20 % 4.31 %
Finance leases 3.41 % —

Future minimum lease payments under non-cancellable leases as of March 31, 2020 were as follows:

(in millions) Operating Leases Finance Leases
Remainder of 2020 $ 146 $ —
2021 143 —
2022 113 3
2023 82 3
2024 53 3
2025 41 3
Thereafter 41 79
Total future minimum lease payments 619 91
Less imputed interest (79) (33)
Total $ 540 $ 58
Reported as of March 31, 2020:
Other current liabilities $ 174 $ —
Operating lease liabilities 366 —
Other liabilities — 58
Total $ 540 $ 58

Table of contents

5. Goodwill

The following is a summary of goodwill by reportable segment for the three months ended March 31, 2020:

(in millions) Technology & Analytics Solutions Research & Development Solutions Contract Sales & Medical Solutions Consolidated
Balance as of December 31, 2019 $ 10,374 $ 1,646 $ 139 $ 12,159
Business combinations 12 — — 12
Impact of foreign currency fluctuations and other (135) (48) 1 (182)
Balance as of March 31, 2020 $ 10,251 $ 1,598 $ 140 $ 11,989
  1. 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 March 31, 2020 December 31, 2019
Assets Liabilities Notional Assets Liabilities Notional
Derivatives designated as hedging instruments:
Foreign exchange forward contracts Other current assets and liabilities $ 1 $ 3 $ 131 $ 4 $ — $ 148
Interest rate swaps Other assets and liabilities — 50 1,500 — 27 875
Interest rate caps Deposits and other assets — — — — — —
Derivatives not designated as hedging instruments:
Interest rate swaps Other liabilities — 2 319 — 3 325
Total derivatives $ 1 $ 55 $ 4 $ 30

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

Three Months Ended March 31,
(in millions) 2020 2019
Foreign exchange forward contracts $ (6) $ 1
Interest rate derivatives (23) (9)
Total $ (29) $ (8)

The amount of foreign exchange gains related to the net investment hedge included in the cumulative translation adjustment component of accumulated other comprehensive loss (“AOCI”) for the three months ended March 31, 2020 was $114 million.

Table of contents

  1. 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 at March 31, 2020 and December 31, 2019 due to their short-term nature. At March 31, 2020 and December 31, 2019, the fair value of total debt approximated $11,751 million and $11,925 million, respectively, as determined under Level 1 and 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 March 31, 2020:

(in millions) Level 1 Level 2 Level 3 Total
Assets:
Marketable securities 80 $ — $ — $ 80
Derivatives — $ 1 — 1
Total $ 80 $ 1 $ — $ 81
Liabilities:
Derivatives $ — $ 55 $ — $ 55
Contingent consideration — — 98 98
Total $ — $ 55 $ 98 $ 153

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. Key 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.

Table of contents

The following table summarizes the changes in Level 3 financial assets and liabilities measured on a recurring basis for the three months ended March 31:

Contingent Consideration
(in millions) 2020 2019
Balance as of January 1 $ 113 $ 123
Business combinations 8 29
Contingent consideration paid (10) (16)
Revaluations included in earnings and foreign currency translation adjustments (13) 1
Balance as of March 31 $ 98 $ 137

The Company used the following key assumptions when estimating the fair value of contingent considerations:

Unobservable Input Probability of target achievement Range of potential payment
Revenue target 100% 0%-100%
EBITDA target 100% 0%-100%
Operational target 50% 0%-100%

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 the contingent consideration are recognized in other expense (income), net on the accompanying condensed consolidated statements of income. A change in significant unobservable inputs above could result in a significantly higher or lower fair value measurement of contingent consideration.

  1. Credit Arrangements

The following is a summary of the Company’s revolving credit facilities at March 31, 2020:

Facility Interest Rates
$1,500 million (revolving credit facility) LIBOR in the relevant currency borrowed plus a margin of 1.50% at March 31, 2020
$25 million (receivables financing facility) LIBOR Market Index Rate (1.89% at March 31, 2020) plus 0.90%
£10 million (approximately $12 million) (general banking facility) Bank’s base rate of 0.10% at March 31, 2020 plus 1%

Table of contents

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

(in millions) March 31, 2020 December 31, 2019
Senior Secured Credit Facilities:
Term A Loan due 2023—U.S. Dollar LIBOR at average floating rates of 2.95% $ 760 $ 770
Term A Loan due 2023—U.S. Dollar LIBOR at average floating rates of 3.45% 800 —
Term A Loan due 2023—Euro LIBOR at average floating rates of 1.50% 374 387
Term B Loan due 2024—U.S. Dollar LIBOR at average floating rates of 2.74% 535 535
Term B Loan due 2024—Euro LIBOR at average floating rates of 2.00% 1,277 1,306
Term B Loan due 2025—U.S. Dollar LIBOR at average floating rates of 2.74% 731 733
Term B Loan due 2025—U.S. Dollar LIBOR at average floating rates of 3.20% 933 936
Term B Loan due 2025—Euro LIBOR at average floating rates of 2.00% 630 644
Revolving Credit Facility due 2023:
U.S. Dollar denominated borrowings—U.S. Dollar LIBOR at average floating rates of 2.49% 100 154
Japanese Yen denominated borrowings—Japanese Yen LIBOR at average floating rates of 1.50% — 212
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
2.875% Senior Notes due 2025—Euro denominated 462 471
3.25% Senior Notes due 2025—Euro denominated 1,568 1,598
3.5% Senior Notes due 2024—Euro denominated 688 701
2.25% Senior Notes due 2028—Euro denominated 792 808
Receivables financing facility due 2022—U.S. Dollar LIBOR at average floating rates of 1.89% 300 300
Principal amount of debt 12,100 11,705
Less: unamortized discount and debt issuance costs (67) (60)
Less: current portion (139) (100)
Long-term debt $ 11,894 $ 11,545

Contractual maturities of long-term debt are as follows at March 31, 2020:

(in millions)
Remainder of 2020 104
2021 139
2022 439
2023 1,790
2024 2,473
Thereafter 7,155
12,100

At March 31, 2020, there were bank guarantees totaling approximately £0.8 million (approximately $1.1 million) issued against the availability of the general banking facility.

Table of contents

Senior Secured Credit Facilities

At March 31, 2020, the Company’s Fourth Amended and Restated Credit Agreement, as amended (the “Credit Agreement”) provided financing through several senior secured credit facilities (collectively, the “senior secured credit facilities”) of up to approximately $7,540 million, which consisted of $6,140 million principal amounts of debt outstanding (as detailed in the table above), $3 million of standby letters of credit and $1,397 million of available borrowing capacity on the $1,500 million revolving credit facility.

On March 11, 2020, the Company entered into Amendment No. 7 to the Credit Agreement to borrow $900 million in additional U.S. Dollar denominated term A loans due 2023 (the “TLA-2 Loans”) and, on March 30, 2020, entered into Amendment No. 8 to the Credit Agreement to amend certain terms of the TLA-2 Loans. The TLA-2 Loans bear interest based on the U.S. Dollar LIBOR plus a margin ranging from 1.50% to 2.25%, with a U.S. Dollar LIBOR floor of 1.00% per annum. The proceeds from the TLA-2 Loans were used to repay outstanding revolving credit loans under the Company's senior secured credit facilities. On March 30, 2020, the Company prepaid $100 million of the TLA-2 loans.

Based on our current operating plan, and after considering the likely future impacts of COVID-19, we believe that our available cash and cash equivalents, future cash flows from operations and our ability to access funds under our revolving and other credit facilities will enable us to fund our operating requirements and capital expenditures and meet debt obligations for at least the next 12 months.

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. At March 31, 2020, the Company was in compliance with the financial covenants under its debt agreements in all material respects and does not have material uncertainty about ongoing ability to meet the covenants of the Company's credit arrangements.

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 March 31, 2020 or December 31, 2019.

Equity Repurchase Program

During the three months ended March 31, 2020, the Company repurchased 2,106,403 shares of its common stock for approximately $321.4 million under the Repurchase Program. These amounts include 1,000,000 shares of our common stock repurchased from certain of the Company’s stockholders (the “Selling Stockholders”) in a private transaction for an aggregate purchase price of approximately $164.3 million. As of March 31, 2020, the Company has remaining authorization to repurchase up to approximately $1.0 billion 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.

  1. Restructuring

The Company has continued to take restructuring actions in 2020 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 into 2021.

Table of contents

The following amounts were recorded for the restructuring plans:

(in millions) Severance and<br><br>Related Costs Facility<br><br>Exit Costs Total
Balance at December 31, 2019 $ 64 $ 3 $ 67
Expense, net of reversals 15 (1) 14
Payments (17) (1) (18)
Foreign currency translation and other (1) 1 —
Balance at March 31, 2020 $ 61 $ 2 $ 63

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 at March 31, 2020 will be paid in 2020 and 2021.

  1. Income Taxes

The effective income tax rate was 16.7% and 37.6% in the first quarter of 2020 and 2019, respectively. The effective income tax rate in the first quarter of 2020 and 2019 was favorably impacted by $21 million and $9.4 million, respectively, as a result of excess tax benefits recognized upon settlement of shared-based compensation awards. Also, the effective income tax rate in the first quarter of 2020 was unfavorably impacted by a $10 million discrete tax expense related to change in the measurement of the U.S. tax on undistributed foreign earnings.

In the first quarter of 2019 the U.S. Treasury Department issued final regulations on the transition tax and proposed regulations on Foreign Derived Intangible Income (“FDII”). While the final regulations related to the transition tax did not have a material impact on the Company, the proposed guidance on FDII had an unfavorable impact. Although the proposed guidance for FDII is not authoritative and subject to change in the regulatory review process, the Company reversed a portion of the tax benefit recorded in 2019 by recording a tax expense of $20 million for this impact. It is expected that during 2020 the U.S. Treasury Department will issue final regulations on FDII.

12. Comprehensive Income (Loss)

Below is a summary of the components of AOCI:

(in millions) Foreign<br><br>Currency<br><br>Translation Derivative<br><br>Instruments Defined<br><br>Benefit<br><br>Plans Income<br><br>Taxes Total
Balance at December 31, 2019 $ (430) $ (21) $ (16) $ 156 $ (311)
Other comprehensive income (loss) before reclassifications (128) (46) — (16) (190)
Reclassification adjustments — 16 — — 16
Balance at March 31, 2020 $ (558) $ (51) $ (16) $ 140 $ (485)

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

(in millions) Affected Financial Statement<br><br>Line Item Three Months Ended March 31,
2020 2019
Derivative instruments:
Foreign exchange forward contracts Revenues $ 2 $ 1
Foreign exchange forward contracts Other expense (income), net 14 (3)
Total before income taxes 16 (2)
Income tax (benefit) expense — (1)
Total net of income taxes $ 16 $ (1)

Table of contents

13. 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 sciences customers. 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 customers and the broader healthcare market.

Certain costs are not allocated to the Company’s 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 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:

Three Months Ended March 31,
(in millions) 2020 2019
Revenues
Technology & Analytics Solutions $ 1,117 $ 1,075
Research & Development Solutions 1,441 1,416
Contract Sales & Medical Solutions 196 193
Total revenues 2,754 2,684
Costs of revenue, exclusive of depreciation and amortization
Technology & Analytics Solutions 666 633
Research & Development Solutions 988 946
Contract Sales & Medical Solutions 170 169
Total costs of revenue 1,824 1,748
Selling, general and administrative expenses
Technology & Analytics Solutions 183 184
Research & Development Solutions 185 181
Contract Sales & Medical Solutions 15 15
General corporate and unallocated 24 39
Total selling, general and administrative expenses 407 419
Segment profit
Technology & Analytics Solutions 268 258
Research & Development Solutions 268 289
Contract Sales & Medical Solutions 11 9
Total segment profit 547 556
General corporate and unallocated (24) (39)
Depreciation and amortization (316) (295)
Restructuring costs (14) (12)
Total income from operations $ 193 $ 210

Table of contents

  1. Earnings Per Share

The following table presents the weighted average number of outstanding stock-based awards not included in the computation of diluted earnings per share because they are subject to performance conditions or the effect of including such stock-based awards in the computation would be anti-dilutive:

Three Months Ended March 31,
(in millions) 2020 2019
Shares subject to performance conditions 1.4 1.3
Shares subject to anti-dilutive stock-based awards 1.0 0.6
Total shares excluded from diluted earnings per share 2.4 1.9

The vesting of performance awards is contingent upon the achievement of certain performance targets. The performance awards are not included in diluted earnings per share until the performance targets have been met. Stock-based awards will have a dilutive effect under the treasury method when the respective period’s average market value of the Company’s common stock exceeds the exercise proceeds.

Table of contents

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Statement for Forward-Looking Information

You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019 (our “2019 Form 10-K”).

In addition to historical condensed consolidated financial information, the following discussion contains or incorporates by reference forward-looking statements within the meaning of the federal securities laws that are not historical facts but reflect, among other things, our current expectations and anticipated results of operations, all of which are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements, market trends, or industry results to differ materially from those expressed or implied by such forward-looking statements. Therefore, any statements contained herein that are not statements of historical fact may be forward-looking statements and should be evaluated as such. Without limiting the foregoing, the words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “forecasts,” “projects,” “should,” “targets,” “will” and the negative thereof and similar words and expressions are intended to identify forward-looking statements. We assume no obligation to update any such forward-looking information to reflect actual results or changes in our outlook or the factors affecting such forward-looking information.

We caution you that any such forward-looking statements are further qualified by important factors that could cause our actual operating results to differ materially from those in the forward-looking statements, including without limitation, business disruptions caused by natural disasters, pandemics such as the COVID-19 (coronavirus) outbreak or international conflict or other disruptions outside of our control; our ability to accurately model or forecast the spread and/or containment of COVID-19, among other sources of business interruption; most of our contracts may be terminated on short notice, and we may lose or experience delays with large client contracts or be unable to enter into new contracts; the market for our services may not grow as we expect; we may be unable to successfully develop and market new services or enter new markets; imposition of restrictions on our use of data by data suppliers or their refusal to license data to us; any failure by us to comply with contractual, regulatory or ethical requirements under our contracts, including current or changes to data protection and privacy laws; breaches or misuse of our or our outsourcing partners’ security or communications systems; failure to meet our productivity or business transformation objectives; failure to successfully invest in growth opportunities; our ability to protect our intellectual property rights and our susceptibility to claims by others that we are infringing on their intellectual property rights; the expiration or inability to acquire third party licenses for technology or intellectual property; any failure by us to accurately and timely price and formulate cost estimates for contracts, or to document change orders; hardware and software failures, delays in the operation of our computer and communications systems or the failure to implement system enhancements; the rate at which our backlog converts to revenue; our ability to acquire, develop and implement technology necessary for our business; consolidation in the industries in which our clients operate; risks related to client or therapeutic concentration; government regulators or our customers may limit the scope of prescription or withdraw products from the market, and government regulators may impose new regulatory requirements or may adopt new regulations affecting the biopharmaceutical industry; the risks associated with operating on a global basis, including currency or exchange rate fluctuations and legal compliance, including anti-corruption laws; risks related to changes in accounting standards; general economic conditions in the markets in which we operate, including financial market conditions and risks related to sales to government entities; the impact of changes in tax laws and regulations; and our ability to successfully integrate, and achieve expected benefits from, our acquired businesses. For a further discussion of the risks relating to our business, see Part I—Item 1A—“Risk Factors” in our 2019 Form 10-K, as updated in this Quarterly Report on Form 10-Q.

Overview

IQVIA Holdings Inc. (“IQVIA,” the “Company,” “we,” “our” and/or “us”) is a is a leading global provider of advanced analytics, technology solutions and contract research services to the life sciences industry. IQVIA applies human data science – leveraging the analytic rigor and clarity of data science to the ever-expanding scope of human science – to enable companies to reimagine and develop new approaches to clinical development and commercialization, speed innovation, and accelerate improvements in healthcare outcomes. Powered by the IQVIA CORE™, we deliver unique and actionable insights at the intersection of large scale analytics, transformative technology and extensive domain expertise as well as execution capabilities. With approximately 67,000 employees, we conduct operations in more than 100 countries.

Table of contents

We manage our business through three reportable segments, Technology & Analytics Solutions, Research & Development Solutions and Contract Sales & Medical Solutions. Technology & Analytics Solutions provides critical information, technology solutions and real-world insights and services to our life science customers. Research & Development Solutions, which primarily serves biopharmaceutical customers, is engaged in research and development and provides clinical research and clinical trial services. Contract Sales & Medical Solutions provides contract sales to both biopharmaceutical customers and the broader healthcare market.

Recent Developments

IQVIA began 2020 with the same financial and operational momentum with which it closed 2019, with all three of the Company’s reportable segments performing to expectations in January and February. As a result of the global spread of COVID-19 beginning in early March, we began to experience general business disruptions that impeded normal business selling activity including our ability to perform on-site monitoring, deliver offerings that rely on face-to-face interaction or in-person gatherings and execute sale of information offerings, analytics and consulting projects.

These disruptions impacted all three of our reportable segments, with a disproportionate impact to our Research & Development Solutions business. Research & Development Solutions exited the first quarter of 2020, with approximately 70 percent of global sites being temporarily inaccessible. This led to a reduction in on-site monitoring visits from the expected activity in the period pre-COVID-19 and operational disruption to the clinical research sites which impacted patient recruitment, patient study participation, limitations on our ability to travel and access clinical research sites and reduced sample volumes in our clinical trial laboratory and research services business, all of which had a direct impact on revenue. We were able to implement remote and risk-based monitoring as a partial offset to the impact. Additionally, new trial start-up activities have been delayed as a result of these sites being inaccessible; however, the Company has not experienced any COVID-19 related trial cancellations. Similarly, in our Technology & Analytics Solutions segment, the portion of our Real-World business that requires site monitoring activity also experienced a decline in the month of March as a result of sites being inaccessible, which led to a reduction in the associated revenue. Further, certain of our aforementioned Technology & Analytics Solutions offerings that rely on face-to-face interactions or are dependent on in-person gatherings, events or conferences experienced significant disruption, and where we were unable to execute on our commitments due to COVID-19, we were not able to recognize the associated revenue in the period. Activity within the Contract Sales and Medical Solutions business has also become more challenging due to a decline in sales rep visits, and physician attention diverted to the COVID-19 crisis. However, for the first quarter of 2020, the impact to Contract Sales and Medical Solutions revenue was immaterial.

We have accelerated and expanded a variety of cost containment actions to reduce the impact to profitability. We have activated business continuity plans, including remote delivery capabilities in technology and analytics, remote monitoring and virtual trials in Research & Development Solutions and virtual commercial activity with clients wherever possible. We anticipate an acceleration of business momentum when the crisis subsides as delayed trial activities will still need to be performed.

The Company continues to maintain strong liquidity. We do not expect COVID-19 to have a significant impact on our overall liquidity position and outlook. As of March 31, 2020, cash and cash equivalents were $$927 million and the Company had available borrowing capacity of $1.4 billion under its $1.5 billion revolving credit facility. At March 31, 2020, the Company was in compliance with the financial covenants under its debt agreements in all material respects and does not have material uncertainty about ongoing ability to meet the covenants of the Company's credit arrangements.

Sources of Revenue

Total revenues are comprised of revenues from the provision of our services. We do not have material product revenues.

Table of contents

Costs and Expenses

Our costs and expenses are comprised primarily of our costs of revenue, which include reimbursed expenses, and selling, general and administrative expenses. Costs of revenue include compensation and benefits for billable employees and personnel involved in production, data management and delivery, and the costs of acquiring and processing data for our information offerings; costs of staff directly involved with delivering technology-related services offerings and engagements, related accommodations and the costs of data purchased specifically for technology services engagements; costs related to facilities; costs related to training and expenses for information technology (“IT”), reimbursed expenses that are comprised principally of payments to investigators who oversee clinical trials and travel expenses for our clinical monitors and sales representatives; and other expenses directly related to service contracts such as courier fees, laboratory supplies, professional services and travel expenses. Selling, general and administrative expenses include costs related to sales, marketing, and administrative functions (including human resources, legal, finance and general management) for compensation and benefits, travel, professional services, facilities and training and expenses for IT.

Foreign Currency Translation

In the first three months of 2020, approximately 35% of our revenues were denominated in currencies other than the United States dollar, which represents approximately 55 currencies. Because a large portion of our revenues and expenses are denominated in foreign currencies and our financial statements are reported in United States dollars, changes in foreign currency exchange rates can significantly affect our results of operations. The revenue and expenses of our foreign operations are generally denominated in local currencies and translated into United States dollars for financial reporting purposes. Accordingly, exchange rate fluctuations will affect the translation of foreign results into United States dollars for purposes of reporting our condensed consolidated results. As a result, we believe that reporting results of operations that exclude the effects of foreign currency rate fluctuations on certain financial results can facilitate analysis of period-to-period comparisons. This constant currency information assumes the same foreign currency exchange rates that were in effect for the comparable prior-year period were used in translation of the current period results.

Consolidated Results of Operations

For information regarding our results of operations for Technology & Analytics Solutions, Research & Development Solutions and Contract Sales & Medical Solutions, refer to “Segment Results of Operations” later in this section.

Revenues

Three Months Ended March 31, Change
(in millions) 2020 2019 %
Revenues $ 2,754 $ 2,684 2.6 %

All values are in US Dollars.

For the first quarter of 2020, our revenues increased $70 million, or 2.6%, as compared to the same period in 2019. This increase was comprised of constant currency revenue growth of approximately $98 million, or 3.7%. The constant currency revenue growth was comprised of a $59 million increase in Technology & Analytics Solutions, a $34 million increase in Research & Development Solutions and a $5 million increase in Contract Sales & Medical Solutions. See Part I—Item 2—“Recent Developments" in this Quarterly Report on Form 10-Q for a discussion of the impact from COVID-19 on first quarter business activity.

Costs of Revenue, exclusive of Depreciation and Amortization

Three Months Ended March 31,
(in millions) 2020 2019
Costs of revenue, exclusive of depreciation and amortization $ 1,824 $ 1,748
% of revenues 66.2 % 65.1 %

The $76 million increase in costs of revenues, exclusive of depreciation and amortization, for the three months ended March 31, 2020 as compared to the same period in 2019 included a constant currency increase of approximately $104 million, or 5.9%. The constant currency increase consisted of a $41 million increase in Technology & Analytics Solutions, a $61 million increase in Research & Development Solutions and a $2 million increase in Contract Sales & Medical Solutions.

Table of contents

Selling, General and Administrative Expenses

Three Months Ended March 31,
(in millions) 2020 2019
Selling, general and administrative expenses $ 407 $ 419
% of revenues 14.8 % 15.6 %

The $12 million decrease in selling, general and administrative expenses for the three months ended March 31, 2020 as compared to the same period in 2019 included a constant currency decline of approximately $7 million, or 1.7%. The constant currency decline primarily consisted of a $14 million decrease in general corporate and unallocated expenses, offset by a $1 million increase in Technology & Analytics Solutions, and a $6 million increase in Research & Development Solutions.

Depreciation and Amortization

Three Months Ended March 31,
(in millions) 2020 2019
Depreciation and amortization 316 295
% of revenues 11.5 % 11.0 %

The $21 million increase in depreciation and amortization in the three months ended March 31, 2020 as compared to the same periods in 2019 was primarily due to higher intangible asset balances as a result of acquisitions occurring in 2019, increased amortization due to higher capitalized software balances, and accelerated depreciation on an internal-use software asset.

Restructuring Costs

Three Months Ended March 31,
(in millions) 2020 2019
Restructuring costs $ 14 $ 12

The restructuring costs incurred during 2020 were due to ongoing efforts to streamline our global operations. The remaining actions under these plans are expected to occur throughout 2020 and into 2021 and are expected to consist of consolidating functional activities, eliminating redundant positions, and aligning resources with customer requirements.

Interest Income and Interest Expense

Three Months Ended March 31,
(in millions) 2020 2019
Interest income $ (2) $ (2)
Interest expense $ 106 $ 110

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

Interest expense during the three months ended March 31, 2020 was lower than the same periods in 2019 due to lower interest rates attributed to lower LIBOR rates and the redemption of the $800 million of 4.875% senior notes due 2023, partially offset by an increase in the average debt outstanding.

Other Expense (Income), Net

Three Months Ended March 31,
(in millions) 2020 2019
Other income, net $ (13) $ (7)

Other income, net for the three months ended March 31, 2020 increased as compared to the same periods in the prior year, primarily due to foreign currency gain, partially offset by loss on investments in mutual funds.

Table of contents

Income Tax Expense

Three Months Ended March 31,
(in millions) 2020 2019
Income tax expense $ 17 $ 41

Our effective income tax rate was 16.7% and 37.6% in the first quarter of 2020 and 2019, respectively. Our income tax expense in the first quarter of 2020 and 2019 was favorably impacted by $21 million and $9.4 million, respectively, as a result of excess tax benefits on share-based compensation awards. Also, our effective income tax rate in the first quarter of 2020 was unfavorably impacted by a $10 million discrete tax expense related to change in the measurement of the U.S. tax on undistributed foreign earnings.

In the first quarter of 2019 the U.S. Treasury Department issued final regulations on the transition tax and proposed regulations on Foreign Derived Intangible Income (“FDII”). While the final regulations related to the transition tax did not have a material impact on us, the proposed guidance on FDII had an unfavorable impact. Although the proposed guidance for FDII is not authoritative and subject to change in the regulatory review process, we reversed a portion of the tax benefit recorded in 2019 by recording a tax expense of $20 million for this impact. It is expected that during 2020 the U.S. Treasury Department will issue final regulations on FDII.

Equity in Earnings of Unconsolidated Affiliates

Three Months Ended March 31,
(in millions) 2020 2019
Equity in earnings (loss) of unconsolidated affiliates $ 6 $ (1)

Equity in earnings of unconsolidated affiliates for the three months ended March 31, 2020 increased as compared to the same periods in the prior year, primarily related to higher earnings from our investment in NovaQuest Pharma Opportunities Fund III.

Net Income Attributable to Non-controlling Interests

Three Months Ended March 31,
(in millions) 2020 2019
Net income attributable to non-controlling interests $ (9) $ (9)

Net income attributable to non-controlling interests primarily included Quest Diagnostics Incorporated’s interest in Q^2^ Solutions.

Segment Results of Operations

The Company’s revenues and profit by segment are as follows:

Three Months Ended March 31, 2020 and 2019
Segment Revenues Segment Profit
(in millions) 2020 2019 2020 2019
Technology & Analytics Solutions $ 1,117 $ 1,075 $ 268 $ 258
Research & Development Solutions 1,441 1,416 268 289
Contract Sales & Medical Solutions 196 193 11 9
Total 2,754 2,684 547 556
General corporate and unallocated (24) (39)
Depreciation and amortization (316) (295)
Restructuring costs (14) (12)
Consolidated $ 2,754 $ 2,684 $ 193 $ 210

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. We also do not allocate depreciation and amortization or impairment charges to our segments.

Table of contents

Technology & Analytics Solutions

Three Months Ended March 31, Change
(in millions) 2020 2019 %
Revenues $ 1,117 $ 1,075 3.9
Costs of revenue, exclusive of depreciation and amortization 666 633 33 5.2
Selling, general and administrative 183 184 (1) (0.5)
Segment profit $ 268 $ 258 3.9

All values are in US Dollars.

Revenues

Technology & Analytics Solutions’ revenues were $1,117 million for the first quarter of 2020, an increase of $42 million, or 3.9%, over the same period in 2019. This increase was comprised of constant currency revenue growth of approximately $59 million, or 5.5%. The constant currency growth for the three months ended March 31, 2020 resulted primarily from revenue growth in the Americas region as well as the Europe and Africa region. The revenue growth in these regions was driven by higher real-world and analytical services. See Part I—Item 2—“Recent Developments" in this Quarterly Report on Form 10-Q for a discussion of the impact from COVID-19 on first quarter Technology & Analytics Solutions business activity.

Costs of Revenue, exclusive of Depreciation and Amortization

Technology & Analytics Solutions’ costs of revenue increased $33 million, or 5.2%, in the first quarter of 2020 over the same period in 2019. This increase included a constant currency increase of approximately $41 million, or 6.5%.

The constant currency increase for the three ended March 31, 2020 was primarily due to an increase in compensation and related expenses to support revenue growth.

Selling, General and Administrative Expenses

Technology & Analytics Solutions’ selling, general and administrative expenses decreased $(1) million, or (0.5)%, in the first quarter of 2020 as compared to the same period in 2019, which included a positive impact of approximately $2 million from the effects of foreign currency fluctuations.

The constant currency decrease for the three months ended March 31, 2020 was primarily related to cost saving initiatives.

Research & Development Solutions

Three Months Ended March 31, Change
(in millions) 2020 2019 %
Revenues $ 1,441 $ 1,416 1.8 %
Costs of revenue, exclusive of depreciation and amortization 988 946 42 4.4 %
Selling, general and administrative expenses 185 181 4 2.2 %
Segment profit $ 268 $ 289 (7.3) %

All values are in US Dollars.

Backlog

Research & Development Solutions’ contracted backlog increased from $19.0 billion at December 31, 2019 to $19.6 billion at March 31, 2020 and we expect approximately $4.9 billion of this backlog to convert to revenue in the next twelve months.

Table of contents

Revenues

Research & Development Solutions’ revenues were $1,441 million in the first quarter of 2020, an increase of $25 million, or 1.8%, over the same period in 2019. This increase was comprised of constant currency revenue growth of approximately $34 million, or 2.4%. The constant currency growth for the three months ended March 31, 2020 primarily included volume-related increases in clinical services, data management, global functional resourcing and lab testing. See Part I—Item 2—“Recent Developments" in this Quarterly Report on Form 10-Q for a discussion of the impact from COVID-19 on first quarter Research & Development Solutions business activity.

Costs of Revenue, exclusive of Depreciation and Amortization

Research & Development Solutions’ costs of revenue increased $42 million, or 4.4%, in the first quarter of 2020 over the same period in 2019. This increase included a constant currency increase of approximately $61 million, or 6.4%.

The constant currency increase for the three months ended March 31, 2020 was primarily related to an increase in compensation and related expenses to support revenue growth.

Selling, General and Administrative Expenses

Research & Development Solutions’ selling, general and administrative expenses increased $4 million, or 2.2%, in the first quarter of 2020 as compared to the same period in 2019, which includes a constant currency increase of approximately $6 million, or 3.3%.

The constant currency increase for the three months ended March 31, 2020 was primarily related to an increase in compensation and related expenses from higher headcount to support growth.

Contract Sales & Medical Solutions

Three Months Ended Three Months Ended March 31, Change
(in millions) 2020 2019 %
Revenues $ 196 $ 193 1.6 %
Costs of revenue, exclusive of depreciation and amortization 170 169 1 0.6 %
Selling, general and administrative expenses 15 15 — —
Segment profit $ 11 $ 9 22.2 %

All values are in US Dollars.

Revenues

Contract Sales & Medical Solutions’ revenues were $196 million in the first quarter of 2020, an increase of $3 million, or 1.6%, over the same period in 2019. This increase includes a constant currency revenue increase of approximately $5 million, or 2.6%. The constant currency increase for the three months ended March 31, 2020 was largely due to volume increases in the Asia-Pacific region. See Part I—Item 2—“Recent Developments" in this Quarterly Report on Form 10-Q for a discussion of the impact from COVID-19 on first quarter Contract Sales & Medical Solutions business activity.

Costs of Revenue, exclusive of Depreciation and Amortization

Contract Sales & Medical Solutions’ costs of revenue increased $1 million, or 0.6%, in the first quarter of 2020 as compared to the same period in 2019. This increase included a constant currency increase of approximately $2 million, or 1.2%. The constant currency increase for the three months ended March 31, 2020 was due to an increase in compensation and related expenses to support revenue growth.

Selling, General and Administrative Expenses

Contract Sales & Medical Solutions’ selling, general and administrative expenses remained flat in the first quarter of 2020 as compared to the same period in 2019.

Table of contents

Liquidity and Capital Resources

Overview

We assess our liquidity in terms of our ability to generate cash to fund our operating, investing and financing activities. Our principal source of liquidity is operating cash flows. In addition to operating cash flows, other significant factors that affect our overall management of liquidity include: capital expenditures, acquisitions, investments, debt service requirements, dividends, equity repurchases, adequacy of our revolving and other credit facilities and access to the capital markets. We do not expect to have a significant impact on our overall liquidity position and outlook as a result of COVID-19.

We manage our worldwide cash requirements by monitoring the funds available among our subsidiaries and determining the extent to which those funds can be accessed on a cost-effective basis. The repatriation of cash balances from certain of our subsidiaries could have adverse tax consequences; however, those balances are generally available without legal restrictions to fund ordinary business operations. We have and expect to transfer cash from those subsidiaries to the United States and to other international subsidiaries when it is cost effective to do so.

We had a cash balance of $927 million at March 31, 2020 ($342 million of which was in the United States), an increase from $837 million at December 31, 2019.

Based on our current operating plan, and after considering the likely future impacts of COVID-19, we believe that our available cash and cash equivalents, future cash flows from operations and our ability to access funds under our revolving and other credit facilities will enable us to fund our operating requirements and capital expenditures and meet debt obligations for at least the next 12 months. We regularly evaluate our debt arrangements, as well as market conditions, and from time to time we may explore opportunities to modify our existing debt arrangements or pursue additional financing arrangements that could result in the issuance of new debt securities by us or our affiliates. We may use our existing cash, cash generated from operations or dispositions of assets or businesses and/or proceeds from any new financing arrangements or issuances of debt or equity securities to repay or reduce some of our outstanding obligations, to repurchase shares from our stockholders or for other purposes. As part of our ongoing business strategy, we also continually evaluate new acquisition, expansion and investment possibilities or other strategic growth opportunities, as well as potential dispositions of assets or businesses, as appropriate, including dispositions that may cause us to recognize a loss on certain assets. Should we elect to pursue any such transaction, we may seek to obtain debt or equity financing to facilitate those activities. Our ability to enter into any such potential transactions and our use of cash or proceeds is limited to varying degrees by the terms and restrictions contained in our existing debt arrangements. We cannot provide assurances that we will be able to complete any such financing arrangements or other transactions on favorable terms or at all.

Equity Repurchase Program

During the three months ended March 31, 2020, we repurchased 2,106,403 shares of our common stock for approximately $321.4 million under the Repurchase Program. These amounts include 1,000,000 shares of our common stock repurchased from certain Selling Stockholders in a private transaction for an aggregate purchase price of approximately $164.3 million. See Note 9 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional details regarding the Repurchase Program.

As of March 31, 2020, we have remaining authorization to repurchase up to approximately $1.0 billion of our common stock under the Repurchase Program. In addition, from time to time, we have repurchased and may continue to repurchase common stock through private or other transactions outside of the Repurchase Program.

Debt

Senior Secured Facilities

On March 11, 2020, we entered into an amendment to the Credit Agreement to borrow $900 million in additional U.S. Dollar denominated term A loans due 2023. The proceeds from the additional term A loans were used to repay outstanding revolving credit loans under our senior secured credit facilities. On March 30, 2020, we prepaid $100 million of the additional term A loans. See Note 8 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional details regarding our credit arrangements.

Table of contents

As of March 31, 2020, we had $12.1 billion of total indebtedness, excluding $1.4 billion of additional available borrowings under our revolving credit facility.

Our long-term debt arrangements contain customary restrictive covenants and, as of March 31, 2020, we believe we were in compliance with our restrictive covenants in all material respects. We do not have material uncertainty about ongoing ability to meet the covenants of our credit arrangements.

Three months ended March 31, 2020 and 2019

Cash Flow from Operating Activities

Three Months Ended March 31,
(in millions) 2020 2019
Net cash provided by operating activities $ 163 $ 113

Cash provided by operating activities increased $50 million during the first three months of 2020 as compared to the same period in 2019. The increase is primarily due to higher receipts associated with loyalty card programs we administer on behalf of our clients and normal fluctuations in accounts payable.

Cash Flow from Investing Activities

Three Months Ended March 31,
(in millions) 2020 2019
Net cash used in investing activities $ (150) $ (315)

Cash used in investing activities decreased $165 million during the first three months of 2020 as compared to the same period in 2019. This decrease was comprised primarily of lower cash used for the acquisition of businesses, net of cash acquired ($160 million).

Cash Flow from Financing Activities

Three Months Ended March 31,
(in millions) 2020 2019
Net cash provided by financing activities $ 107 $ 228

Cash provided by financing activities decreased $121 million during the first three months of 2020 as compared to the same period in 2019. The decrease in cash provided by financing activities was primarily due to an increase in cash used in repayment of revolving credit facility, net of proceeds ($665 million), an increase in cash used to repurchase common stock ($200 million) and less cash from employee stock option plans ($50 million) partially offset by an increase in cash provided by proceeds from debt issuances, net of repayments ($789 million).

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Contractual Obligations and Commitments

We have various contractual obligations, which are recorded as liabilities in our consolidated financial statements.

With the exception of new senior secured credit facilities disclosed in Note 8 to the condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, there have been no material changes, outside of the ordinary course of business, to our contractual obligations as previously disclosed in our 2019 Form 10-K.

Application of Critical Accounting Policies

There have been no material changes to our critical accounting policies as previously disclosed in our 2019 Form 10-K.

Table of contents

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes to our quantitative and qualitative disclosures about market risk as compared to the quantitative and qualitative disclosures about market risk described in our 2019 Form 10-K.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our CEO and CFO have concluded that as of such date, our disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in management’s evaluation pursuant to Rules 13a-15(d) or 15d-15(d) of the Exchange Act during the period covered by this Quarterly Report on Form 10-Q that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Table of contents

PART II—OTHER INFORMATION

Item 1. Legal Proceedings

We are party to legal proceedings incidental to our business. While the outcome of these matters could differ from management’s expectations, we do not believe that the resolution of these matters is reasonably likely to have a material adverse effect to our financial statements.

Item 1A. Risk

For a discussion of the risks relating to our business, see Part I—Item 1A—“Risk Factors” of our 2019 Form 10-K. There have been no material changes from the risk factors previously disclosed in our Annual Report, except as set forth below. The risk factor set forth below updates, and should be read together with, the risk factors disclosed in “Item 1A. Risk Factors,” in our 2019 Form 10-K.

Our business and operations may be adversely affected by the novel coronavirus (COVID-19) pandemic.

The outbreak of the novel coronavirus, or COVID-19, and the various governmental, industry and consumer actions related thereto, could have a material and adverse effect on our business, financial condition and results of operations. These effects, which largely depend on future developments that cannot be accurately predicted and are uncertain, could include a negative impact on the availability of our key personnel, temporary closures of our facilities or the facilities of our business partners, customers, suppliers, third party service providers or other vendors, an increased risk of customer defaults or delays in payments or purchasing decisions, and the interruption of domestic and global supply chains, distribution channels, liquidity and capital or financial markets.

As COVID-19 continues to spread, we have and may continue to experience disruptions that could severely impact our business, including:

•closure or inaccessibility of clinical site locations;

•delays or difficulties in enrolling patients in our clinical trials and starting new clinical trials;

•delays or difficulties in clinical site initiation, including difficulties in recruiting clinical site investigators and clinical site staff;

•interruption of key clinical trial activities, such as clinical trial site monitoring, due to limitations on travel imposed or recommended by federal or state governments, employers and others;

•delays in receiving approval from local regulatory authorities to initiate our planned clinical trials; and

•significant disruption in our businesses that rely on face-to-face interactions or are dependent on in-person gatherings, events or conferences.

In addition, we have directed a substantial portion of our workforce to work from home while the outbreak persists in order to help minimize the risk of COVID-19 to our employees. Having a significant portion of our workforce working from home could cause an increased risk of loss of productivity, greater cybersecurity risk, and increased risk to our system of internal controls over financial reporting.

Further, the effects of the pandemic may also increase our cost of capital or make additional capital more difficult or available only on terms less favorable to us.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Recent Sales of Unregistered Securities

Not applicable.

Use of Proceeds from Registered Securities

Not applicable.

Table of contents

Purchases of Equity Securities by the Issuer

On October 30, 2013, our Board approved the Repurchase Program authorizing the repurchase of up to $125.0 million of either our common stock or vested in-the-money employee stock options, or a combination thereof. Our Board increased the stock repurchase authorization under the Repurchase Program with respect to the repurchase of our common stock by $600 million, $1.5 billion, $2.0 billion, $1.5 billion and $2.0 billion in 2015, 2016, 2017, 2018 and 2019, respectively, which increased the total amount that has been authorized under the Repurchase Program to $7.725 billion. The Repurchase Program does not obligate us to repurchase any particular amount of common stock or vested in-the-money employee stock options, and it may be modified, suspended or discontinued at any time. The timing and amount of repurchases are determined by our management based on a variety of factors such as the market price of our common stock, our corporate requirements, and overall market conditions. Purchases of our common stock may be made in open market transactions effected through a broker-dealer at prevailing market prices, in block trades, or in privately negotiated transactions. The Repurchase Program for common stock does not have an expiration date.

From inception of the Repurchase Program through March 31, 2020, we have repurchased a total of $6.7 billion of our securities under the Repurchase Program.

During the three months ended March 31, 2020, we repurchased 2,106,403 shares of our common stock for approximately $321.4 million under the Repurchase Program. These amounts include 1,000,000 shares of our common stock repurchased from certain Selling Stockholders in a private transaction for an aggregate purchase price of approximately $164.3 million. See Note 9 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional details regarding the Repurchase Program.

As of March 31, 2020, we have remaining authorization to repurchase up to approximately $1.0 billion of our common stock under the Repurchase Program. In addition, from time to time, we have repurchased and may continue to repurchase common stock through private or other transactions outside of the Repurchase Program.

Since the merger between Quintiles and IMS Health, we have repurchased 65.0 million shares of our common stock at an average market price per share of $96.64 for an aggregate purchase price of $6.3 billion both under and outside of the Repurchase Program. This includes shares withheld from employees to satisfy certain tax obligations due in connection with grants of stock under the Quintiles IMS Holdings, Inc. 2017 Incentive and Stock Award Plan (the “Plan”). The Plan provides for the withholding of shares to satisfy tax obligations. It does not specify a maximum number of shares that can be withheld for this purpose. The shares of common stock withheld to satisfy tax withholding obligations may be deemed to be “issuer purchases” of shares that are required to be disclosed pursuant to this Item.

The following table summarizes the monthly equity repurchase program activity for the three months ended March 31, 2020 and the approximate dollar value of shares that may yet be purchased pursuant to the Repurchase Program.

(in millions, except per share data) Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs
January 1, 2020 — January 31, 2020 — $ — — $ 1,341
February 1, 2020 — February 29, 2020 1.7 $ 162.78 1.7 $ 1,065
March 1, 2020 — March 31, 2020 0.4 $ 110.53 0.4 $ 1,019
2.1 2.1

Table of contents

Item 6. Exhibits

The exhibits below are filed or furnished as a part of this report and are incorporated herein by reference.

Incorporated by Reference
Exhibit<br>Number Exhibit Description Filed<br>Herewith Form File No. Exhibit Filing Date
10.1 Amendment No. 7 to Fourth Amended and Restated Credit Agreement, dated March 11, 2020, among IQVIA Inc., IQVIA Holdings Inc., the other guarantors party thereto, Bank of America, N.A. as administrative agent and collateral agent, and the Incremental Term A-2 Dollar Lenders. X
10.2 Amendment No. 8 to Fourth Amended and Restated Credit Agreement, dated March 30, 2020, among IQVIA Inc., IQVIA Holdings Inc., the other guarantors party thereto, Bank of America, N.A. as administrative agent and collateral agent, and the Incremental Term A-2 Dollar Lenders. X
31.1 Certification of Chief Executive Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X
31.2 Certification of Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X
32.1 Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X
32.2 Certification of Executive Vice President and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X
101 Interactive Data Files Pursuant to Rule 405 of Regulation S-T: (i) Condensed Consolidated Statements of Income (unaudited), (ii) Condensed Consolidated Statements of Comprehensive Income (unaudited), (iii) Condensed Consolidated Balance Sheets (unaudited), (iv) Condensed Consolidated Statements of Cash Flows (unaudited), (v) Condensed Consolidated Statements of Stockholders’ Equity and (vi) Notes to Condensed Consolidated Financial Statements (unaudited). The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. X
104 Cover Page Interactive Data File. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. X

Table of contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized on April 30, 2020.

IQVIA HOLDINGS INC.
/s/ Michael R. McDonnell
Michael R. McDonnell<br><br>Executive Vice President and Chief Financial Officer<br><br>(On behalf of the Registrant and as Principal Financial Officer)

33

Document

Exhibit 10.1

AMENDMENT NO. 7 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT

AMENDMENT NO. 7, dated as of March 11, 2020 (this “Amendment”), among IQVIA Inc., a Delaware corporation (the “Parent Borrower”), IQVIA Holdings Inc., a Delaware corporation (“Holdings”), the other guarantors party hereto, Bank of America, N.A., as administrative agent and as collateral agent (in such capacity, the “Administrative Agent”), and the Incremental Term A-2 Dollar Lenders (as defined below).

W I T N E S S E T H:

WHEREAS, the Parent Borrower, the Administrative Agent, the lenders from time to time party thereto (the “Lenders”) and the other parties thereto have entered into that certain Fourth Amended and Restated Credit Agreement, dated as of October 3, 2016 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement” and as amended hereby, the “Credit Agreement”);

WHEREAS, pursuant to Section 2.14 of the Existing Credit Agreement and on the terms and conditions set forth herein, each Lender listed on Schedule I to this Amendment (each such Lender, an “Incremental Term A-2 Dollar Lender”) has agreed, severally, on the terms and conditions set forth herein, to make Incremental Term Loans in the form of a new Class of term A loans in the aggregate principal amount set forth opposite its name on Schedule I to this Amendment (such commitments, the “Incremental Term A-2 Dollar Commitments”, and such Incremental Term Loans of all Incremental Term A-2 Dollar Lenders, the “Incremental Term A-2 Dollar Loans”); and

WHEREAS, Goldman Sachs Bank USA (the “Amendment No. 7 Lead Arranger”) shall act as sole lead arranger and sole bookrunner with respect to this Amendment;

NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the sufficiency and receipt of all of which is hereby acknowledged, the parties hereto hereby agree as follows:

SECTION 1.Definitions. Capitalized terms not otherwise defined in this Amendment shall have the same meanings as specified in the Existing Credit Agreement.

SECTION 2.Incremental Term A-2 Dollar Loans.

(i) In accordance with Section 2.14 of the Existing Credit Agreement, the Parent Borrower hereby (i) requests Incremental Term A-2 Dollar Loans in an aggregate principal amount equal to $900,000,000 from the Incremental Term A-2 Dollar Lenders as set forth on Schedule I to this Amendment to be funded on the Amendment No. 7 Effective Date (it being acknowledged, for the avoidance of doubt, that this Section 2(i) shall constitute an Incremental Loan Request), and (ii) confirms and agrees that the Parent Borrower will borrow the full amount of the Incremental Term A-2 Dollar Loans from the Incremental Term A-2 Dollar Lenders on the Amendment No. 7 Effective Date.

(ii) Each Incremental Term A-2 Dollar Lender hereby agrees that (i) on the Amendment No. 7 Effective Date, such Incremental Term A-2 Dollar Lender will fund Incremental Term A-2 Dollar Loans in the amount of its Incremental Term A-2 Dollar Commitment, and (ii) at all times on and after the Amendment No. 7 Effective Date, such Incremental Term A-2 Dollar Lender will be bound by all obligations of a Lender under the Existing Credit Agreement in respect of its Incremental Term A-2 Dollar Commitment and its

Incremental Term A-2 Dollar Loans (in addition to all other Loans and Commitments of such Lender (if any) outstanding prior to the Amendment No. 7 Effective Date).

SECTION 3.Amendments to the Existing Credit Agreement. Pursuant to Section 2.14 of the Existing Credit Agreement, and subject to the satisfaction of the conditions precedent set forth in Section 4 hereof, effective on and as of the Amendment No. 7 Effective Date, the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text), and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in the pages attached as Annex A hereto.

SECTION 4.Conditions of Effectiveness. This Amendment shall become effective as of the first date (such date being referred to as the “Amendment No. 7 Effective Date”) when each of the following conditions shall have been satisfied:

(a)The Administrative Agent (or its counsel) shall have received counterparts of this Amendment signed by the Parent Borrower, the Guarantors, the Administrative Agent, and the Incremental Term A-2 Dollar Lenders.

(b)The Administrative Agent shall have received (x) the legal opinion of Ropes & Gray LLP, counsel to the Loan Parties and (y) the legal opinion of Smith, Anderson, Blount, Dorsett, Mitchell & Jernigan, L.L.P., North Carolina counsel to the Loan Parties, in each case, dated as of the Amendment No. 7 Effective Date and in form and substance reasonably satisfactory to the Administrative Agent.

(c)The Administrative Agent shall have received (i) copies of each Organization Document for the Parent Borrower and each Guarantor, as applicable, and, to the extent applicable, certified as of a recent date by the appropriate governmental official, each dated the Amendment No. 7 Effective Date or a recent date prior thereto; (ii) signature and incumbency certificates of the officers of the Parent Borrower and each Guarantor executing this Amendment; (iii) resolutions of the Board of Directors or similar governing body of the Parent Borrower and each Guarantor approving and authorizing the execution, delivery and performance of this Amendment and certified as of the Amendment No. 7 Effective Date by its secretary, an assistant secretary or other appropriate Person as being in full force and effect without modification or amendment and (iv) if available, a good standing certificate from the applicable Governmental Authority of the Parent Borrower’s and each Guarantor’s jurisdiction of incorporation, organization or formation, each dated a recent date prior to the Amendment No. 7 Effective Date.

(d)The Administrative Agent and the Amendment No. 7 Lead Arranger shall have been paid all fees payable to the Administrative Agent and the Amendment No. 7 Lead Arranger, respectively, on the Amendment No. 7 Effective Date and, to the extent invoiced at least two (2) Business Days prior to the Amendment No. 7 Effective Date (or as otherwise reasonably agreed by the Parent Borrower), out-of-pocket expenses required to be paid by the Parent Borrower in connection with this Amendment, including the Attorney Costs of Cahill Gordon & Reindel LLP, in accordance with Section 10.04 of the Existing Credit Agreement.

(e)The Administrative Agent shall have received an officer’s certificate with respect to the Parent Borrower and the Guarantors in form and substance reasonably satisfactory to the Administrative Agent as to satisfaction of the conditions set forth in clauses (j) and (k) of this Section 4.

-2-

(f)To the extent requested at least three (3) Business Days prior to the Amendment No. 7 Effective Date (or as otherwise reasonably agreed by the Parent Borrower), the Administrative Agent shall have received a Note executed by the Parent Borrower in favor of each Incremental Term A-2 Dollar Lender requesting a Note, if any.

(g)The Administrative Agent shall have received a Committed Loan Notice with respect to the Incremental Term A-2 Dollar Loans no later than 12:00 p.m. on the Business Day that is three (3) Business Days prior to the Amendment No. 7 Effective Date.

(h)The Administrative Agent shall have received a Solvency Certificate from a Responsible Officer of the Parent Borrower in substantially the form attached hereto as Annex B.

(i)At least three (3) Business Days prior to the Amendment No. 7 Effective Date, the Administrative Agent shall have received all documentation and other information required by regulatory authorities under applicable “know-your-customer” and anti-money laundering rules and regulations (including a certification regarding beneficial ownership as required by the 31 C.F.R. § 1010.230), including the USA PATRIOT Act, that has been requested in writing at least ten (10) Business Days prior to the Amendment No. 7 Effective Date.

(j)The representations and warranties of each Loan Party set forth in Article V of the Existing Credit Agreement and in each other Credit Document shall be true and correct in all material respects on and as of the Amendment No. 7 Effective Date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date; provided that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates.

(k)Immediately after giving effect to this Amendment and the making of the Incremental Term A-2 Dollar Loans on the Amendment No. 7 Effective Date as contemplated by this Amendment, no Default or Event of Default shall exist.

SECTION 5.Representations and Warranties. The Loan Parties party hereto represent and warrant as follows as of the date hereof:

(a)the execution, delivery and performance of this Amendment have been duly authorized by all necessary corporate or other organizational action on the part of the Parent Borrower and the Guarantors. The execution, delivery and performance by the Loan Parties party hereto of this Amendment will not (i) contravene the terms of any of such Loan Party’s Organization Documents, (ii) result in the creation of any Lien upon any of the property or assets of such Loan Party or any of the Restricted Subsidiaries (other than as permitted by Section 7.01 of the Existing Credit Agreement), or (iii) violate any applicable Law except with respect to any breach, contravention or violation referred to in clauses (ii) and (iii), to the extent that such breach, contravention or violation would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect;

(b)this Amendment has been duly executed and delivered by each Loan Party party hereto and constitutes a legally valid and binding obligation of each such Loan Party, enforceable against it in accordance with its terms, except as such enforceability may be limited

-3-

by Debtor Relief Laws and by general principles of equity and principles of good faith and fair dealing; and

(c)the representations and warranties of each Loan Party set forth in Article V of the Credit Agreement and in each other Credit Document are true and correct in all material respects on and as of the Amendment No. 7 Effective Date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they are true and correct in all material respects as of such earlier date; provided that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language is true and correct (after giving effect to any qualification therein) in all respects on such respective dates.

SECTION 6.Effect on the Existing Credit Agreement and the Credit Documents.

(a)On and after the Amendment No. 7 Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by, and after giving effect to, this Amendment. Each of the Collateral Documents, as specifically amended by this Amendment, and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Credit Documents, in each case, as amended by this Amendment.

(b)The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Credit Documents, nor constitute a waiver of any provision of any of the Credit Documents. On and after the effectiveness of this Amendment, this Amendment shall for all purposes constitute a Credit Document.

(c)This Amendment shall not constitute a novation of the Existing Credit Agreement or of any other Credit Document.

SECTION 7.Liens Unimpaired. After giving effect to this Amendment, neither the modification of the Existing Credit Agreement effected pursuant to this Amendment nor the execution, delivery, performance or effectiveness of this Amendment:

(a)impairs the validity, effectiveness or priority of the Liens granted pursuant to any Credit Document prior to the Amendment No. 7 Effective Date, and such Liens continue unimpaired with the same priority to secure repayment of all Obligations (including, without limitation, the Incremental Term A-2 Dollar Loans), whether heretofore or hereafter incurred; or

(b)requires that any new filings be made or other action taken to perfect or to maintain the perfection of such Liens.

SECTION 8.Execution in Counterparts. This Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute one and the same instrument. Delivery by facsimile or electronic transmission of an executed counterpart of a signature page to this Amendment shall be effective as delivery of an original executed counterpart of this Amendment.

-4-

SECTION 9.Severability. In case any provision in or obligation of this Amendment shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions or obligations, or of such provision or obligation in any other jurisdiction, shall not in any way be affected or impaired thereby.

SECTION 10.Successors. The terms of this Amendment shall be binding upon, and shall inure for the benefit of, the parties hereto and their respective successors and permitted assigns.

SECTION 11.Governing Law; Jurisdiction. This Amendment shall be governed by, and construed and enforced in accordance with, the laws of the State of New York. The provisions of Sections 10.15(b) and (c) and Section 10.16 of the Existing Credit Agreement shall apply to this Amendment, mutatis mutandis.

SECTION 12.Lender Signatures. Each Lender that executes a counterpart to this Amendment shall be deemed to have irrevocably approved this Amendment (and such approval shall be binding upon Lender’s successors and assigns).  Each Lender agrees that such Lender shall not be entitled to receive a copy of any other Lender’s signature page to this Amendment, but agrees that a copy of such signature page may be delivered to the Parent Borrower, the Administrative Agent and the Amendment No. 7 Lead Arranger.

SECTION 13.Reaffirmation. The Parent Borrower and each Guarantor hereby expressly acknowledges the terms of this Amendment and reaffirms, as of the date hereof on behalf of themselves and each other Loan Party, (i) the covenants and agreements contained in each Credit Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby and (ii) its guarantee of the Obligations under each Guaranty, as applicable, and its prior grant of Liens on the Collateral to secure the Obligations pursuant to the Collateral Documents which Liens continue in full force and effect after giving effect to this Amendment.

SECTION 14.Roles. It is agreed that the Amendment No. 7 Lead Arranger shall be deemed a Lead Arranger for all purposes under the Credit Agreement. Anything herein to the contrary notwithstanding, the Amendment No. 7 Lead Arranger shall not have any powers, duties or responsibilities under this Amendment, except in its capacity as a Lender hereunder.

[The remainder of this page is intentionally left blank]

-5-

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized, as of the date first above written.

IQVIA INC.,

as the Parent Borrower

By: /s/ Andrew Markwick

Name: Andrew Markwick

Title: Vice President and Treasurer

[Signature Page to Amendment No. 7]

IQVIA HOLDINGS INC.,

as a Guarantor

By: /s/ Eric Sherbet

Name: Eric Sherbet

Title: Executive Vice President, General Counsel and Secretary

[Signature Page to Amendment No. 7]

APPATURE INC., as a Guarantor

BENEFIT HOLDING, INC., as a Guarantor

DATA NICHE ASSOCIATES, INC., as a Guarantor

IGUARD, INC., as a Guarantor

IMS SOFTWARE SERVICES LTD., as a Guarantor

INNOVEX MERGER CORP., as a Guarantor

INTERCONTINENTAL MEDICAL STATISTICS INTERNATIONAL, LTD., as a Guarantor

IQVIA CHINAMETRIK INC., as a Guarantor

IQVIA COMMERCIAL FINANCE INC., as a Guarantor

IQVIA COMMERCIAL TRADING CORP., as a Guarantor

IQVIA COMMERCIAL INDIA HOLDINGS CORP., as a Guarantor

IQVIA CSMS US INC., as a Guarantor

IQVIA MEDICAL COMMUNICATIONS & CONSULTING INC., as a Guarantor

IQVIA MEDICAL EDUCATION INC., as a Guarantor

IQVIA PHARMA INC., as a Guarantor

IQVIA PHARMA SERVICES CORP., as a Guarantor

IQVIA RDS ASIA INC., as a Guarantor

IQVIA RDS BT INC., as a Guarantor

IQVIA RDS INC., as a Guarantor

IQVIA TRADING MANAGEMENT INC., as a Guarantor

IQVIA TRANSPORTATION SERVICES CORP., as a Guarantor

MED-VANTAGE, INC., as a Guarantor

QCARE SITE SERVICES, INC., as a Guarantor

THE AMUNDSEN GROUP, INC., as a Guarantor

VCG&A, INC., as a Guarantor

VCG-BIO, INC., as a Guarantor

By: /s/ Andrew Markwick

Name: Andrew Markwick

Title: Vice President and Treasurer

[Signature Page to Amendment No. 7]

BUZZEOPDMA LLC, as a Guarantor

EA INSTITUTE, L.L.C., as a Guarantor

ENTERPRISE ASSOCIATES L.L.C., as a Guarantor

IQVIA BIOSCIENCES HOLDINGS LLC, as a Guarantor

IQVIA BIOTECH LLC, as a Guarantor

IQVIA COMMERCIAL SERVICES LLC, as a Guarantor

IQVIA MARKET INTELLIGENCE LLC, as a Guarantor

IQVIA PHASE ONE SERVICES LLC, as a Guarantor

IQVIA RDS LATIN AMERICA LLC, as a Guarantor

IQVIA RDS TRANSFER LLC, as a Guarantor

OUTCOME SCIENCES, LLC, as a Guarantor

RX INDIA, LLC, as a Guarantor

TARGETED MOLECULAR DIAGNOSTICS, LLC, as a Guarantor

VALUEMEDICS RESEARCH, LLC, as a Guarantor

By: /s/ Andrew Markwick

Name: Andrew Markwick

Title: Vice President and Treasurer

SPARTAN LEASING CORPORATION, as a Guarantor

By: /s/ Cathy LoBosco

Name: Cathy N. LoBosco

Title: President

IQVIA GOVERNMENT SOLUTIONS INC., as a Guarantor

By: /s/ Andrew Markwick

Name: Andrew Markwick

Title: Treasurer

[Signature Page to Amendment No. 7]

BANK OF AMERICA, N.A., as Administrative Agent

By: /s/ Darren Merten

Name: Darren Merten

Title: Director

[Signature Page to Amendment No. 7]

GOLDMAN SACHS BANK USA, as a Lender and an Incremental Term A-2 Dollar Lender

By: /s/ Charles D. Johnston

Name: Charles D. Johnston

Title: Authorized Signatory

[Signature Page to Amendment No. 7]

Schedule I

Name of Lender Incremental Term A-2 Dollar Commitment
Goldman Sachs Bank USA $900,000,000

A-12

ANNEX A

FOURTH AMENDED AND RESTATED CREDIT AGREEMENT

(CONFORMED FOR AMENDMENT NO. 7)

“Amendment No. 2” means Amendment No. 2 to this Agreement, dated as of September 18, 2017.

“Amendment No. 2 Effective Date” means September 18, 2017, the date of effectiveness of Amendment No. 2.

“Amendment No. 3” means Amendment No. 3 to the Third Amended and Restated Credit Agreement dated as of October 3, 2016.

“Amendment No. 3 Effective Date” means April 6, 2018.

“Amendment No. 4” means Amendment No. 4 to this Agreement, dated as of June 11, 2018.

“Amendment No. 7” means Amendment No. 7 to this Agreement, dated as of March 11, 2020.

“Amendment No. 7 Effective Date” means March 11, 2020, the date of effectiveness of Amendment No. 7.

“Annual Financial Statements” means the (i) audited consolidated balance sheets of IMS Health Holdings as of December 31, 2013 and 2012, and the related consolidated statements of income, statements of stockholders’ equity and cash flows for IMS Health Holdings for the fiscal years then ended and (ii) the audited consolidated balance sheets of the Parent Borrower as of December 31, 2012 and 2011, and the related consolidated statements of income, statements of stockholders’ equity and cash flows for the Parent Borrower for the fiscal years then ended.

“Applicable Discount” has the meaning specified in Section 2.05(a)(v)(C)(2).

“Applicable Disposition Percentage” means, on any date, (a) 100% if the Senior Secured First Lien Net Leverage Ratio as of the last day of the most recent Test Period is greater than 2.00 to 1.00 and (b) 50% if the Senior Secured First Lien Net Leverage Ratio as of the last day of the most recent Test Period is equal to or less than 2.00 to 1.00.

“Applicable ECF Percentage” means, for any fiscal year, (a) 50% if the Senior Secured First Lien Net Leverage Ratio as of the last day of such fiscal year is greater than 3.50 to 1.00, (b) 25% if the Senior Secured First Lien Net Leverage Ratio as of the last day of such fiscal year is less than or equal to 3.50 to 1.00 and greater than 3.00 to 1.00 and (c) 0% if the Senior Secured First Lien Net Leverage Ratio as of the last day of such fiscal year is less than or equal to 3.00 to 1.00.

“Applicable Indebtedness” has the meaning specified in the definition of “Weighted Average Life to Maturity.”

“Applicable Rate” means a percentage per annum equal to:

(a) with respect to Term B-1 Dollar Loans, Term B-2 Dollar Loans and Term B-3 Dollar Loans, (x) for Eurocurrency Rate Loans, 1.75% and (y) for Base Rate Loans, 0.75%;

(b)with respect to Term B-1 Euro Loans and Term B-2 Euro Loans, 2.00%;

(c)with respect to Revolving Credit Loans, unused Revolving Credit Commitments and Term A Loans, (i) from the Extension Effective Date until the first Business Day following delivery of the Compliance Certificate for the first fiscal quarter ending after the Extension Effective Date pursuant to Section 6.02(a), (A) for Eurocurrency Rate Loans, 1.75%, (B) for Base Rate Loans, 0.75%, and (C) for unused commitment fees payable pursuant to Section 2.09(a), 0.30%, and (ii) thereafter, the following percentages per annum, based upon the Total Net Leverage Ratio as specified in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 6.02(a):

Applicable Rate
Pricing Level Total Net Leverage Ratio Eurocurrency Rate Base Rate Commitment Fee Rate
1 > 5.5 to 1.0 2.00% 1.00% 0.35%
2 ≤ 5.5 to 1.0 and<br><br>> 4.5 to 1.0 1.75% 0.75% 0.30%
3 ≤ 4.5 to 1.0 and<br><br>> 3.5 to 1.0 1.50% 0.50% 0.25%
4 ≤ 3.5 to 1.0 1.25% 0.25% 0.20%

Any increase or decrease in the Applicable Rate resulting from a change in the Total Net Leverage Ratio shall become effective as of the first Business Day immediately following the date a Compliance Certificate is delivered pursuant to Section 6.02(a); provided that “Pricing Level 1” in clause (c) above shall apply as of (x) the first Business Day after the date on which a Compliance Certificate was required to have been delivered but was not delivered, and shall continue to so apply to and including the date on which such Compliance Certificate is so delivered (and thereafter the pricing level otherwise determined in accordance with this definition shall apply) and (y) at the option of the Administrative Agent or the Required Facility Lenders under the applicable Facility, as of the first Business Day after an Event of Default under Section 8.01(a) shall have occurred and be continuing, and shall continue to so apply to but excluding the date on which such Event of Default is cured or waived (and thereafter the pricing level otherwise determined in accordance with this definition shall apply).; provided, further, that, unless the Amendment No. 7 Lead Arranger (as defined in Amendment No. 7) has consented in writing to the incurrence of such Indebtedness, from and after the date (the “A-2 Increase Commencement Date”) that any Borrower or Restricted Subsidiary incurs any Incremental Term Loans, Refinancing Term Loans, Incremental Equivalent Debt, Credit Agreement Refinancing Indebtedness, Permitted Junior Secured Refinancing Debt, Permitted Pari Passu Secured Refinancing Debt, Permitted Unsecured Refinancing Debt, any other Indebtedness pursuant to clause (g) (solely with respect to incurred (and not assumed) Indebtedness), (n), (r), (u) or (v) of Section 7.03 or any Refinancing Indebtedness in respect of any Term Loans or any other Indebtedness that has been incurred under any of the foregoing definitions or baskets (collectively, the “Restricted Indebtedness”), if, and for so long as Goldman Sachs Bank USA and Goldman Sachs Lending Partners LLC collectively hold Term A-2 Dollar Loans in an aggregate principal amount in excess of $100,000,000, the Applicable Rate with respect to Term A-2 Dollar Loans shall be increased by (x) 1.50% for each pricing level set forth above and (y) 1.50% for each pricing level set forth above on each subsequent date that is 90 days or a multiple of 90 days after the A-2 Increase Commencement Date (collectively, the “Interest Step-Up”) (it being understood that the Parent Borrower shall provide notice of any A-2 Increase Commencement Date to the Administrative Agent promptly after such date). For the avoidance of doubt, any Borrower or any Restricted Subsidiary may incur Restricted Indebtedness, without the Interest Step-Up, if Goldman Sachs Bank USA and Goldman Sachs Lender Partners LLC collectively hold Term A-2 Dollar Loans in an aggregate principal amount of $100,000,000 or less, calculated after giving effect to the use of proceeds of such Restricted Indebtedness.

“Applicable Refinanced Debt” has the meaning specified in the definition of “Refinancing Indebtedness.”

“Applicable Revolving Credit Lenders” has the meaning specified in Section 2.14(g).

“Applicable Time” means, with respect to any borrowings and payments in any Foreign Currency, the local time in the place of settlement for such Foreign Currency as reasonably determined by the Administrative Agent or L/C Issuer, as the case may be, to be necessary for timely settlement on the relevant date in accordance with normal banking procedures in the place of payment.

“Appropriate Lender” means, at any time, (a) with respect to Loans of any Class, the Lenders of such Class, (b) with respect to any Letters of Credit, (i) the relevant L/C Issuers and (ii) the relevant U.S. Revolving Credit Lenders and (c) with respect to the Swing Line Facility, (i) the Swing Line Lender and (ii) if any Swing Line Loans are outstanding pursuant to Section 2.04(a), the relevant U.S. Revolving Credit Lenders.

(a)outstanding Equity Interests of the Parent Borrower and the percentage of aggregate ordinary voting power so held is greater than the percentage of the aggregate ordinary voting power represented by the Equity Interests of the Parent Borrower beneficially owned, directly or indirectly, in the aggregate by the Permitted Holders; unless (x) the Permitted Holders have, at such time, the right or the ability by voting power, contract or otherwise to elect or designate for election at least a majority of the Board of Directors of Holdings or the Parent Borrower or (y) Holdings or the Parent Borrower shall become the wholly owned Subsidiary of a Parent Company; or

(b)any “Change of Control” (or any comparable term) in any document pertaining to any of the Senior Notes, any of the Senior Notes Indentures, any indenture governing notes constituting Refinancing Indebtedness in respect of any of the Senior Notes or any Credit Agreement Refinancing Indebtedness (or any Refinancing Indebtedness in respect thereof) with an aggregate outstanding principal amount in excess of the Threshold Amount; or

(c)the Parent Borrower ceases to be a direct wholly owned Subsidiary of Holdings other than in connection with the Parent Company Restructuring.

“Class” (a) when used with respect to Lenders, refers to whether such Lenders have Loans or Commitments with respect to a particular Class of Loans or Commitments, (b) when used with respect to Commitments, refers to whether such Commitments are Term AA-1 Dollar Commitments, Term A-2 Dollar Commitments, Incremental Term A-2 Dollar Commitments, Term A Euro Commitments, Term B-1 Dollar Commitments, Term B-2 Dollar Commitments, Incremental Term B-2 Dollar Commitments, Term B-3 Dollar Commitments, Incremental Term B-3 Dollar Commitments, Incremental Term B-1 Euro Commitments, Term B-1 Euro Commitments, Incremental Term B-2 Euro Commitments, Term B-2 Euro Commitments, U.S. Revolving Credit Commitments, Japanese Revolving Credit Commitments, Swiss/Multicurrency Revolving Credit Commitments, Incremental Revolving Credit Commitments, Other Revolving Credit Commitments, Incremental Term Commitments, Replacement Term Loan Commitments or Commitments in respect of a Class of Loans to be made pursuant to a given Extension Series or Other Term Loan Commitments of a given Refinancing Series, in each case not designated part of another existing Class and (c) when used with respect to Loans or a Borrowing, refers to whether such Loans, or the Loans comprising such Borrowing, are Term AA-1 Dollar Loans, Term A-2 Dollar Loans, Term A Euro Loans, Term B-1 Dollar Loans, Term B-2 Dollar Loans, Term B-3 Dollar Loans, Term B-1 Euro Loans, Term B-2 Euro Loans, U.S. Revolving Credit Loans, Japanese Revolving Credit Loans, Swiss/Multicurrency Revolving Credit Loans, Incremental Term Loans, Incremental Revolving Credit Loans, Other Revolving Credit Loans, Replacement Term Loans, Extended Term Loans, Loans made pursuant to Extended Revolving Credit Commitments or Other Term Loans made pursuant to a given Refinancing Series, in each case not designated part of another existing Class. Commitments (and, in each case, the Loans made pursuant to such Commitments) that have different terms and conditions shall be construed to be in different Classes. Commitments (and, in each case, the Loans made pursuant to such Commitments) that have the same terms and conditions shall be construed to be in the same Class.

“Code” means the U.S. Internal Revenue Code of 1986, as amended from time to time.

“Co-Documentation Agent” means PNC Bank, National Association, Citigroup Global Markets Inc., Fifth Third Bank, Mizuho Bank, Ltd., The Bank of Tokyo-Mitsubishi UFJ, Ltd., SunTrust Bank, TD Bank, N.A., BNP Paribas, Compass Bank, The Huntington National Bank, The Northern Trust Company and Amalgamated Bank, each in its capacity as Co-Documentation Agent under this Agreement.

“Collateral” means all the “Collateral” as defined in the Security Agreement and all the “Collateral” or “Pledged Assets” (or equivalent term) pledged pursuant to any other Collateral Document and shall include the Mortgaged Properties.

“Collateral and Guarantee Requirement” means, at any time, the requirement that:

(a) the Administrative Agent shall have received each Collateral Document required to be delivered on the Fourth Restatement Effective Date pursuant to Section 4.01 or pursuant to the Collateral Documents, Section 6.11 or Section 6.13 at such time as is designated therein, duly executed by each Loan Party thereto;

Except for actions required under the Laws of Switzerland with respect to the security interests granted by the Swiss Loan Parties and the pledge of Equity Interests in the Swiss Subsidiary Borrower by IMS Netherlands Holding B.V. and actions required under the Laws of Japan with respect to the security interests granted by the Japanese Subsidiary Borrower and the pledge of Equity Interests in the Japanese Subsidiary Borrower by the Parent Borrower, no actions required by the Laws of any non-U.S. jurisdiction shall be required in order to create any security interests in any assets or to perfect such security interests (including any intellectual property registered in any non-U.S. jurisdiction) (it being understood that, except for the Foreign Collateral Documents (including any amendments or supplements thereto), there shall be no security agreements or pledge agreements governed under the Laws of any non-U.S. jurisdiction). No actions shall be required with respect to assets requiring perfection through control agreements or perfection by “control” (as defined in the UCC) (other than in respect of certain intercompany Indebtedness owing to the Loan Parties and certificated Equity Interests of the Parent Borrower and wholly owned Restricted Subsidiaries that are Material Subsidiaries otherwise required to be pledged pursuant to the provisions of the Security Agreement).

Notwithstanding any of the foregoing, (x) the Parent Borrower may in its sole discretion cause: (i) any Restricted Subsidiary that is not otherwise required to be a Guarantor to Guarantee the U.S. Obligations, in which case such Restricted Subsidiary shall be treated as a Guarantor hereunder for all purposes and (ii) any Restricted Subsidiary that is not otherwise required to be a Swiss Guarantor to Guarantee the Swiss Obligations, in which case such Restricted Subsidiary shall be treated as a Swiss Guarantor hereunder for all purposes and (y) in connection with the Parent Company Restructuring, the security interest in the Equity Interests of the Parent Borrower shall only be required to be perfected by Holdings.

“Collateral Documents” means, collectively, the Security Agreement, the Intellectual Property Security Agreements, the Mortgages, collateral assignments, Security Agreement Supplements, the Foreign Collateral Documents, security agreements, pledge agreements or other similar agreements delivered to the Administrative Agent pursuant to Sections 4.01, 6.11 or 6.13, the Intercreditor Agreements (if any) and each of the other agreements, instruments or documents that creates or purports to create a Lien or Guarantee in favor of the Administrative Agent for the benefit of the Secured Parties or in favor of the Secured Parties.

“Collateral Questionnaire” means the collateral disclosure schedule attached to the Security Agreement that provides information with respect to the personal or mixed property of each Loan Party.

“Commitment” means a U.S. Revolving Credit Commitment, Japanese Revolving Credit Commitment, Swiss/Multicurrency Revolving Credit Commitment, Incremental Revolving Credit Commitment, Incremental Term Commitment, Other Revolving Credit Commitment, Other Term Loan Commitment, Term AA-1 Dollar Commitment, Term A-2 Dollar Commitment, Incremental Term A-2 Dollar Commitment, Term A Euro Commitment, Term B-1 Dollar Commitment, Term B-2 Dollar Commitment, Incremental Term B-2 Dollar Commitment, Term B-3 Dollar Commitment, Incremental Term B-3 Dollar Commitment, Term B-1 Euro Commitment, Incremental Term B-1 Euro Commitment, Term B-2 Euro Commitment, Incremental Term B-2 Euro Commitment, Term Commitment, Replacement Term Loan Commitment, Extended Revolving Credit Commitment of a given Extension Series or Extended Term Loan Commitment of a given Extension Series, as the context may require.

“Committed Loan Notice” means a notice of (a) a Borrowing, (b) a conversion of Loans from one Type to the other, or (c) a continuation of Eurocurrency Rate Loans, pursuant to Section 2.02(a), which shall be substantially in the form of Exhibit A, or such other form as may be approved by the Administrative Agent and the Parent Borrower (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent and the Parent Borrower), appropriately completed and signed by a Responsible Officer of a Borrower or the Parent Borrower, on behalf of such Borrower.

“Commodity Exchange Act” means the Commodity Exchange Act (7 U.S.C. § 1 et seq.), as amended from time to time, and any successor statute.

“Company Parties” means the collective reference to Holdings and its Subsidiaries, including the Parent Borrower, and “Company Party” means any one of them.

“IMS-Quintiles Merger Agreement” shall mean that certain Agreement and Plan of Merger, dated as of May 3, 2016, among IMS Health Holdings and Quintiles Holdings.

“IMS-Quintiles Transactions” shall mean, collectively, (i) the IMS-Quintiles Merger, (ii) the termination of that certain Credit Agreement, dated as of May 12, 2015, by and among Quintiles Corp, the lenders party thereto, JPMorgan Chase Bank, N.A. as administrative agent, swing line lender and L/C issuer, Morgan Stanley Senior Funding, Inc., as swing line lender and L/C issuer and Barclays Bank PLC, as L/C issuer and the termination of the liens in respect thereof (the “Quintiles Refinancing”) and (iii) the other transactions contemplated thereby.

“Incremental Amendment” has the meaning specified in Section 2.14(f).

“Incremental Commitments” has the meaning specified in Section 2.14(a).

“Incremental Effective Date” has the meaning specified in Amendment No. 4.

“Incremental Equivalent Debt” has the meaning specified in Section 7.03(r).

“Incremental Facility Closing Date” has the meaning specified in Section 2.14(d).

“Incremental Lenders” has the meaning specified in Section 2.14(c).

“Incremental Loan” has the meaning specified in Section 2.14(b).

“Incremental Loan Request” has the meaning specified in Section 2.14(a).

“Incremental Revolving Credit Commitments” has the meaning specified in Section 2.14(a).

“Incremental Revolving Credit Lender” has the meaning specified in Section 2.14(c).

“Incremental Revolving Loan” has the meaning specified in Section 2.14(b).

“Incremental Term A Commitments” has the meaning specified in Section 2.14(a).

“Incremental Term A Loans” means the Loans made by an Incremental Lender pursuant to its Incremental Term A Commitments.

“Incremental Term A-2 Dollar Commitment” means, with respect to an Incremental Term A-2 Dollar Lender, the commitment of such Incremental Term A-2 Dollar Lender to have made an Incremental Term A-2 Dollar Loan on the Amendment No. 7 Effective Date, in the amount set forth opposite its name on Schedule I to Amendment No. 7.

“Incremental Term A-2 Dollar Lender” means a Person with an Incremental Term A-2 Dollar Commitment to make Incremental Term A-2 Dollar Loans to the Parent Borrower on the Amendment No. 7 Effective Date, which for the avoidance of doubt may be an existing Term Lender.

“Incremental Term A-2 Dollar Loan” means a Loan made pursuant to Section 2.01(a)(iii) of this Agreement.

“Incremental Term B Commitments” has the meaning specified in Section 2.14(a).

“Incremental Term B Loans” means the Loans made by an Incremental Lender pursuant to its Incremental Term B Commitments.

“Incremental Term B-1 Euro Commitment” means, with respect to an Incremental Term B-1 Euro Lender, the commitment of such Incremental Term B-1 Euro Lender to have made an Incremental Term B-1 Euro

Commitment, any Other Term Loan Commitment, any Extended Term Loan, any Extended Revolving Credit Commitment, any Incremental Term Loans, any Incremental Revolving Credit Commitments or any Other Revolving Credit Commitments, in each case as extended in accordance with this Agreement from time to time.

“Laws” means, collectively, all international, foreign, federal, state and local statutes, treaties, rules, guidelines, regulations, ordinances, codes and administrative or judicial precedents or authorities, including the interpretation or administration thereof by any Governmental Authority charged with the enforcement, interpretation or administration thereof, and all applicable administrative orders, directed duties, requests, licenses, authorizations and permits of, and agreements with, any Governmental Authority.

“LCT Election” shall have the meaning specified in Section 1.08(f).

“LCT Test Date” shall mean the date specified in the LCT Election; provided, that (a) with respect to any prepayment of Indebtedness, such date shall be the date of the irrevocable prepayment notice and (b) with respect to all other Limited Condition Transactions, such date shall be the date of the definitive agreements for such Limited Condition Transaction.

“Lead Arrangers” means (a) with respect to the Third Amended and Restated Credit Agreement, Bank of America, N.A., Goldman Sachs Bank USA, HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, Morgan Stanley Senior Funding, Inc., Barclays Bank PLC, Deutsche Bank Securities Inc. and Wells Fargo Securities, LLC, each in its capacity as a joint lead arranger under the Third Amended and Restated Credit Agreement, (b) with respect to this Agreement, Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A. (or its designated affiliate), Bank of America, N.A., Barclays Bank PLC, HSBC Securities (USA) Inc. and Wells Fargo Securities, LLC each in its capacity as a joint lead arranger under this Agreement, (c) with respect to Amendment No. 1, the Amendment No. 1 Lead Arrangers (as defined in Amendment No. 1), (d) with respect to Amendment No. 2, the Amendment No. 2 Lead Arrangers (as defined in Amendment No. 2) and, (e) with respect to Amendment No. 4, the Lead Arrangers (as defined in Amendment No. 4) and (f) with respect to Amendment No. 7, Goldman Sachs Bank USA.

“Lender” has the meaning specified in the introductory paragraph to this Agreement and, as the context requires, includes any L/C Issuer, the Swing Line Lender, and their respective successors and assigns as permitted hereunder, each of which is referred to herein as a “Lender.” For avoidance of doubt, each Additional Lender and Additional Refinancing Lender shall be deemed a “Lender” for purposes of this Agreement and each other Credit Document, to the extent any such Person has executed and delivered a Refinancing Amendment, an Incremental Amendment or an amendment in respect of Replacement Term Loans, as the case may be, and to the extent such Refinancing Amendment, Incremental Amendment or amendment in respect of Replacement Term Loans shall have become effective in accordance with the terms hereof and thereof.

“Lender Addendum” has the meaning specified in Amendment No. 3.

“Lending Office” means, as to any Lender, such office or offices as a Lender may from time to time notify the Parent Borrower and the Administrative Agent.

“Letter of Credit” means any standby letter of credit issued hereunder.

“Letter of Credit Application” means an application and agreement for the issuance or amendment of a Letter of Credit in the form from time to time in use by the relevant L/C Issuer.

considered as a separate financing for Swiss Withholding Tax purposes) which are not Eligible Swiss Banks must not at any time exceed ten (10), in each case in accordance with the meaning of the Guidelines.

“Term A Commitment” means the Term AA-1 Dollar Commitments, the Term A-2 Dollar Commitments and the Term A Euro Commitments, or eitherany of them, as the context may require.

“Term A DollarEuro Commitment” means, as to each Term A DollarEuro Lender, its obligation to make a Term A DollarEuro Loan to the Parent Borrower hereunder, expressed as an amount representing the maximum principal amount of the Term A DollarEuro Loan to be made by such Term A DollarEuro Lender under this Agreement, as such commitment may be (a) reduced from time to time pursuant to Section 2.06 and (b) reduced or increased from time to time pursuant to (i) assignments by or to such Term A DollarEuro Lender pursuant to an Assignment and Assumption, (ii) an Incremental Amendment, (iii) a Refinancing Amendment or (iv) an Extension. The initial amount of each Term A DollarEuro Lender’s Term A DollarEuro Commitment as of the Fourth Restatement Effective Date is the sum of the amounts specified on Schedule I to the Lender Addendum under the caption “Incremental Term A-3 DollarEuro Commitment” and “Extended Maturity Term A DollarEuro Commitment” or, otherwise, in the Assignment and Assumption, Incremental Amendment, Refinancing Amendment or Extension Amendment pursuant to which such Lender shall have assumed its Term A DollarEuro Commitment, as the case may be. The aggregate amount of the Term A DollarEuro Commitments as of the Fourth Restatement Effective Date is $900,000,000.10was €403,298,082.08.

“Term A DollarEuro Lender” means any Lender that has a Term A DollarEuro Commitment or a Term A DollarEuro Loan at such time.

“Term A DollarEuro Loans” means the Loans made by the Term A DollarEuro Lenders pursuant to their respective Term A DollarEuro Commitments.

“Term A Facility” means any Facility consisting of Term A-1 Dollar Loans, Term A-2 Dollar Loans, Term A Euro Loans, Term A-1 Dollar Commitments, Term A-2 Dollar Commitments, Incremental Term A-2 Dollar Commitments, Term A Euro Commitments, or any of them, as the context may require.

“Term A Lenders” means each Term A-1 Dollar Lender, Term A-2 Dollar Lender or Term A Euro Lender, or any of them, as the context may require.

“Term A Loan” means the Term A-1 Dollar Loans, the Term A-2 Dollar Loans and the Term A Euro Loans.

“Term A Loan Increase” has the meaning specified in Section 2.14(a).

“Term A EuroA-1 Dollar Commitment” means, as to each Term A EuroA-1 Dollar Lender, its obligation to make a Term A EuroA-1 Dollar Loan to the Parent Borrower hereunder, expressed as an amount representing the maximum principal amount of the Term A EuroA-1 Dollar Loan to be made by such Term A EuroA-1 Dollar Lender under this Agreement, as such commitment may be (a) reduced from time to time pursuant to Section 2.06 and (b) reduced or increased from time to time pursuant to (i) assignments by or to such Term A EuroA-1 Dollar Lender pursuant to an Assignment and Assumption, (ii) an Incremental Amendment, (iii) a Refinancing Amendment or (iv) an Extension. The initial amount of each Term A EuroA-1 Dollar Lender’s Term A EuroA-1 Dollar Commitment as of the Fourth Restatement Effective Date is the sum of the amounts specified on Schedule I to the Lender Addendum under the caption “Incremental Term A-3 EuroDollar Commitment” and “Extended Maturity Term A EuroDollar Commitment” or, otherwise, in the Assignment and Assumption, Incremental Amendment, Refinancing Amendment or Extension Amendment pursuant to which such Lender shall have assumed its Term A EuroA-1 Dollar Commitment, as the case may be. The aggregate amount of the Term A EuroA-1 Dollar Commitments as of the Fourth Restatement Effective Date is €403,298,082.08was $900,000,000.10.

“Term A EuroA-1 Dollar Lender” means any Lender that has a Term A EuroA-1 Dollar Commitment or a Term A EuroA-1 Dollar Loan at such time.

“Term A EuroA-1 Dollar Loans” means the Loans made by the Term A EuroA-1 Dollar Lenders pursuant to their respective Term A EuroA-1 Dollar Commitments.

“Term A Facility” means any Facility consisting of Term A Dollar Loans, Term A Euro Loans, Term A Dollar Commitments, Term A Euro Commitments, or any of them, as the context may require.

“Term A-2 Dollar Commitment” means each Incremental Term A-2 Dollar Commitment, as such commitment may be (a) reduced from time to time pursuant to Section 2.06 and (b) reduced or increased from time to time pursuant to (i) assignments by or to such Term A-2 Dollar Lender pursuant to an Assignment and Assumption, (ii) an Incremental Amendment, (iii) a Refinancing Amendment or (iv) an Extension. The initial amount of each Term A-2 Dollar Lender’s Term A-2 Dollar Commitment as of the Amendment No. 7 Effective Date is specified on Schedule I to Amendment No. 7 or, otherwise, in the Assignment and Assumption, Incremental Amendment, Refinancing Amendment or Extension Amendment pursuant to which such Lender shall have assumed its Term A-2 Dollar Commitment, as the case may be. The aggregate amount of the Term A-2 Dollar Commitments as of the Amendment No. 7 Effective Date is $900,000,000.00.

“Term A LoanA-2 Dollar Lender” means theany Lender that has a Term AA-2 Dollar Loans and theCommitment or a Term A Euro LoansA-2 Dollar Loan at such time.

“Term A Loan Increase” has the meaning specified in Section 2.14(a).

“Term A-2 Dollar Loans” means the Loans made by the Term A-2 Dollar Lenders pursuant to their respective Term A-2 Dollar Commitments.

“Term B Dollar Loan” means a Loan that was made pursuant to Section 2.01(b)(i), as in effect on the Amendment No. 1 Effective Date.

“Term B Euro Loan” means a Loan that was made pursuant to Section 2.01(b)(ii) or (iv), each as in effect on the Amendment No. 1 Effective Date.

“Term B-1 Dollar Commitment” means each Exchange Term B-1 Dollar Commitment, as such commitment may be (a) reduced from time to time pursuant to Section 2.06 and (b) reduced or increased from time to time pursuant to (i) assignments by or to such Term B-1 Dollar Lender pursuant to an Assignment and Assumption, (ii) an Incremental Amendment, (iii) a Refinancing Amendment or (iv) an Extension. The initial amount of each Term B-1 Dollar Lender’s Term B-1 Dollar Commitment as of the Amendment No. 1 Effective Date is specified on the signature page to such Term B-1 Dollar Lender’s Consent or, otherwise, in the Assignment and Assumption, Incremental Amendment, Refinancing Amendment or Extension Amendment pursuant to which such Lender shall have assumed its Term B-1 Dollar Commitment, as the case may be. The aggregate amount of the Term B-1 Dollar Commitments as of the Amendment No. 1 Effective Date, after giving effect to the prepayment of Term B-1 Dollar Loans pursuant to Section 2(e) of Amendment No. 1, was $1,200,000,000.

“Term B-1 Dollar Lender” means any Lender that has a Term B-1 Dollar Commitment or a Term B-1 Dollar Loan at such time.

“Term B-1 Dollar Loans” means the Loans made by the Term B-1 Dollar Lenders pursuant to their respective Term B-1 Dollar Commitments.

“Term B-1 Euro Commitment” means each Incremental Term B-1 Euro Commitment and Exchange Term B-1 Euro Commitment, as such commitment may be (a) reduced from time to time pursuant to Section 2.06 and (b) reduced or increased from time to time pursuant to (i) assignments by or to such Term B-1 Euro Lender pursuant to an Assignment and Assumption, (ii) an Incremental Amendment, (iii) a Refinancing Amendment or (iv) an Extension. The initial amount of each Term B-1 Euro Lender’s Term B-1 Euro Commitment as of the Amendment No. 1 Effective Date is specified on the signature page to such Term B-1 Euro Lender’s Consent or, otherwise, in the Assignment and Assumption, Incremental Amendment, Refinancing Amendment or Extension Amendment pursuant to which such Lender shall have assumed its Term B-1 Euro Commitment, as the case may be. The aggregate amount of the Term B-1 Euro Commitments as of the Amendment No. 1 Effective Date was €1,200,000,000.

“Term B-1 Euro Lender” means any Lender that has a Term B-1 Euro Commitment or a Term B-1 Euro Loan at such time.

“Term B-1 Euro Loans” means the Loans made by the Term B-1 Euro Lenders pursuant to their respective Term B-1 Euro Commitments.

“Term B Loan” means the Term B-1 Dollar Loans, the Term B-2 Dollar Loans, the Term B-3 Dollar Loans, the Term B-1 Euro Loans and the Term B-2 Euro Loans.

“Term B Loan Increase” has the meaning specified in Section 2.14(a).

“Term Borrowing” means a Borrowing of any Term Loans.

“Term Commitment” means the Term AA-1 Dollar Commitments, the Term A-2 Dollar Commitments, the Term A Euro Commitments, the Term B-1 Dollar Commitments, the Term B-2 Dollar Commitments, the Term B-3 Dollar Commitments, the Term B-1 Euro Commitments, the Term B-2 Euro Commitments, Incremental Term Commitments, Other Term Loan Commitments, Replacement Term Loan Commitments or Extended Term Loan Commitments of a given Extension Series, or any of them, as the context may require.

“Term Facility” means any Facility consisting of Term Loans and/or Term Commitments.

“Term Lender” means, at any time, any Lender that has a Term Commitment or a Term Loan at such time.

“Term Loan” means any Term A Loan, Term B Loan, Incremental Term Loan, Other Term Loan, Extended Term Loan or Replacement Term Loan, as the context may require.

“Term Loan Extension Request” has the meaning provided in Section 2.16(a).

“Term Loan Extension Series” has the meaning provided in Section 2.16(a).

“Term Loan Increase” has the meaning specified in Section 2.14(a).

“Term Loan Refinancing Debt” means (a) Permitted Pari Passu Secured Refinancing Debt, (b) Permitted Junior Secured Refinancing Debt and (c) Permitted Unsecured Refinancing Debt and, in each case, any Refinancing Indebtedness in respect thereof.

“Term Note” means a promissory note of one or more of the Borrowers payable to any Term Lender or its registered assigns, in substantially the form of Exhibit C1, evidencing the aggregate Indebtedness of such Borrowers to such Term Lender resulting from the Term Loans made by such Term Lender.

“Test Period” in effect at any time means the most recent period of four consecutive fiscal quarters of the Parent Borrower ended on or prior to such time (taken as one accounting period) in respect of which financial statements for each quarter or fiscal year in such period have been or are required to be delivered pursuant to Section 6.01(a) or (b), as applicable; provided that, prior to the first date that financial statements have been or are required to be delivered pursuant to Section 6.01(a) or (b) after the Fourth Restatement Effective Date, the Test Period in effect shall be the period of four consecutive fiscal quarters of the Parent Borrower ended September 30, 2016. A Test Period may be designated by reference to the last day thereof (i.e., the “September 30, 2016 Test Period” refers to the period of four consecutive fiscal quarters of the Parent Borrower ended September 30, 2016), and a Test Period shall be deemed to end on the last day thereof.

“Third Restatement Transactions” means, collectively, (a) the amendment and restatement of the Second Amended and Restated Credit Agreement, including the execution and delivery of the Amendment and any Credit Documents contemplated hereby and, upon the effectiveness thereof, the borrowing of the Term B Loans pursuant to Section 2.02 and (b) all other transactions contemplated by the Amendment or in connection with any of the foregoing.

ARTICLE II.

The Commitments and Borrowings

SECTION 2.01. The Loans.

(a)Term A Borrowings.

(i)  Subject to the terms and conditions set forth herein, on the Fourth Restatement Effective Date, each Term AA-1 Dollar Lender severally agrees to make to the Parent Borrower a Term AA-1 Dollar Loan in an aggregate amount equal to such Term Lender’s Term AA-1 Dollar Commitment. Amounts borrowed under this Section 2.01(a)(i) and repaid or prepaid may not be reborrowed. Term AA-1 Dollar Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

(ii)        Subject to the terms and conditions set forth herein, on the Fourth Restatement Effective Date, each Term A Euro Lender severally agrees to make to the Parent Borrower a Term A Euro Loan in an aggregate amount equal to such Term Lender’s Term A Euro Commitment. Amounts borrowed under this Section 2.01(a)(ii) and repaid or prepaid may not be reborrowed. Term A Euro Loans shall be Eurocurrency Rate Loans.

(iii)        Subject to the terms and conditions set forth in this Agreement and set forth in Amendment No. 7, each Incremental Term A-2 Dollar Lender severally agrees to make to the Parent Borrower a Term A-2 Dollar Loan on the Amendment No. 7 Effective Date in an aggregate amount equal to the amount of such Term Lender’s Incremental Term A-2 Dollar Commitment on the Amendment No. 7 Effective Date. Amounts borrowed as described in this Section 2.01(a)(iii) and repaid or prepaid may not be reborrowed. Term A-2 Dollar Loans made as described in this Section 2.01(a)(iii) may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

(b)Term B Borrowings.

(i)  Subject to the terms and conditions in this Agreement and set forth in Amendment No. 1, each Exchange Term B-1 Dollar Lender having an Exchange Term B-1 Dollar Commitment on the Amendment No. 1 Effective Date exchanged its Term B Dollar Loans on the Amendment No. 1 Effective Date for a principal amount of Term B-1 Dollar Loans equal to the amount of such Term Lender’s Exchange Term B-1 Dollar Commitment on the Amendment No. 1 Effective Date. Amounts borrowed as described in this Section 2.01(b)(i) and repaid or prepaid may not be reborrowed. Term B-1 Dollar Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

(ii)  Subject to the terms and conditions in this Agreement and set forth in Amendment No. 1, each Exchange Term B-1 Euro Lender having an Exchange Term B-1 Euro Commitment on the Amendment No. 1 Effective Date exchanged its Term B Euro Loans on the Amendment No. 1 Effective Date for a principal amount of Term B-1 Euro Loans equal to the amount of such Term Lender’s Exchange Term B-1 Euro Commitment on the Amendment No. 1 Effective Date. Amounts borrowed as described in this Section 2.01(b)(ii) and repaid or prepaid may not be reborrowed. Term B-1 Euro Loans shall be Eurocurrency Rate Loans.

(iii)  [Reserved].

(iv)  Subject to the terms and conditions in this Agreement and set forth in Amendment No. 1, each Incremental Term B-1 Euro Lender made to the Parent Borrower a Term B-1 Euro Loan on the Amendment No. 1 Effective Date in an aggregate amount equal to the amount of such Term Lender’s Incremental Term B-1 Euro Commitment on the Amendment No. 1 Effective Date. Amounts borrowed as described in this Section 2.01(b)(iv) and repaid or prepaid may not be reborrowed. Term B-1 Euro Loans made as described in this Section 2.01(b)(iv) shall be Eurocurrency Rate Loans, as further provided herein.

(v)  All Term B-1 Dollar Loans and Term B-1 Euro Loans made on the Amendment No. 1 Effective Date had the Interest Periods specified in the Request for Credit Extension delivered in connection therewith (notwithstanding the required periods set forth in the definition of “Interest Period”). All accrued and unpaid interest on the Term B Dollar Loans and the Term B Euro Loans to, but not including the Effective Date, was payable on the Amendment No. 1 Effective Date, but no amounts were payable on the Amendment No. 1 Effective Date under Section 3.05.

(vi)  Subject to the terms and conditions in this Agreement and set forth in Amendment No. 2, each Incremental Term B-2 Dollar Lender made to the Parent Borrower an Incremental Term B-2 Dollar Loan on the Amendment No. 2 Effective Date in an aggregate amount equal to the amount of such Term Lender’s Incremental Term B-2 Dollar Commitment on the Amendment No. 2 Effective Date. Amounts borrowed as described in this Section 2.01(b)(vi) and repaid or prepaid may not be reborrowed. Incremental Term B-2 Dollar Loans made as described in this Section 2.01(b)(vi) shall be Eurocurrency Rate Loans, as further provided herein.

(vii)  Subject to the terms and conditions in this Agreement and set forth in Amendment No. 4, each Incremental Term B-3 Dollar Lender severally agrees to make to the Parent Borrower an Incremental Term B-3 Dollar Loan on the Incremental Effective Date in an aggregate amount not to exceed the amount of such Term Lender’s Incremental Term B-3 Dollar Commitment on the Incremental Effective Date. Amounts borrowed as described in this Section 2.01(b)(vii) and repaid or prepaid may not be reborrowed. Incremental Term B-3 Dollar Loans made as described in this Section 2.01(b)(vii) may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

(viii)  Subject to the terms and conditions in this Agreement and set forth in Amendment No. 4, each Incremental Term B-2 Euro Lender severally agrees to make to the Parent Borrower an Incremental

(c)provided that the notice referred to in subclause (1) above may be delivered no later than the Business Day immediately prior to the Fourth Restatement Effective Date in the case of the initial Credit Extensions of Term AA-1 Dollar Loans; provided, further, that no Foreign Currency Loan may be converted into a Base Rate Loan or into a Foreign Currency Loan of a different Foreign Currency. Each telephonic notice by the requesting Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to the Administrative Agent of a Committed Loan Notice. Except as provided in Section 2.14, 2.15 or 2.16, each Borrowing of, conversion to or continuation of Eurocurrency Rate Loans shall be in a minimum Dollar Equivalent amount of $1,000,000, or a whole Dollar Equivalent multiple of $100,000, in excess thereof. Except as provided in Section 2.03(c), 2.04(b) or 2.14, 2.15 or 2.16, each Borrowing of or conversion to Base Rate Loans shall be in a minimum Dollar Equivalent amount of $500,000 or a whole Dollar Equivalent multiple of $100,000 in excess thereof. Each Committed Loan Notice shall specify (i) whether the requesting Borrower(s) are requesting a Term Borrowing, a Revolving Credit Borrowing, a conversion of Term Loans or Revolving Credit Loans from one Type to the other or a continuation of Eurocurrency Rate Loans, (ii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed, converted or continued, (iv) the Class and Type of Loans to be borrowed or to which existing Term Loans or Revolving Credit Loans are to be converted, (v) if applicable, the duration of the Interest Period with respect thereto, (vi) if applicable, which Class of Revolving Credit Commitments is to be borrowed and (vii) wire instructions of the account(s) to which funds are to be disbursed. If the requesting Borrower fails to specify a Type of Loan in a Committed Loan Notice or fails to give a timely notice requesting a conversion or continuation, then (x) the applicable Term B-1 Dollar Loans, Term B-2 Dollar Loans, Term B-3 Dollar Loans, Term AA-1 Dollar Loans, Term A-2 Dollar Loans or Revolving Credit Loans denominated in Dollars shall be made as, or converted to, Base Rate Loans and (y) the applicable Term A Euro Loans, Term B-1 Euro Loans, Term B-2 Euro Loans or Revolving Credit Loans denominated in Foreign Currencies shall be made as, or converted to, Eurocurrency Rate Loans with an Interest Period of one (1) month. Any such automatic conversion to Base Rate Loans or Eurocurrency Rate Loans with an Interest Period of one (1) month shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If the requesting Borrower requests a Borrowing of, conversion to, or continuation of Eurocurrency Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one (1) month.

(a)Following receipt of a Committed Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Pro Rata Share or other applicable share provided for under this Agreement of the applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the applicable Borrower(s), the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans or continuation described in Section 2.02(a). In the case of each Borrowing, each Appropriate Lender shall make the amount of its Loan available to the Administrative Agent in Same Day Funds at the Administrative Agent’s Office not later than (x) 2:00 p.m. on the Business Day specified in the applicable Committed Loan Notice in the case of any Revolving Credit Loan denominated in Dollars and (y) the Applicable Time specified by the Administrative Agent in the case of any Revolving Credit Loan denominated in a Foreign Currency. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and if, such Borrowing is on the Fourth Restatement Effective Date, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrowers in like funds as received by the Administrative Agent either by (i) crediting the account(s) of the applicable Borrowers on the books of the Administrative Agent with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided by the applicable Borrower or the Parent Borrower, on behalf of such Borrower, to (and reasonably acceptable to) the Administrative Agent; provided

(b)Mandatory.

(i)  The Revolving Credit Commitments of the applicable Revolving Credit Lenders in respect of a Revolving Credit Facility shall automatically and permanently terminate on the Maturity Date for such Revolving Credit Facility.

(ii)  The Term A Commitments ofA-1 Dollar Commitment of each Term A-1 Dollar Lender and the Term A Lenders shall beEuro Commitment of each Term A Euro Lender were automatically and permanently reduced to $0 upon the funding of the Term A-1 Dollar Loans and the Term A Euro Loans on the Fourth Restatement Effective Date.

(iii)  The Term B-1 Dollar Commitment of each Exchange Term B-1 Dollar Lender was automatically and permanently reduced to $0 upon the exchange of the Term B Dollar Loans held by such Exchange Term B-1 Dollar Lender into Term B-1 Dollar Loans pursuant to Section 2.01(b)(i). The Term B-1 Euro Commitment of each Exchange Term B-1 Euro Lender was automatically and permanently reduced to $0 upon the exchange of the Term B Euro Loans held by such Exchange Term B-1 Euro Lender into Exchange Term B-1 Euro Loans pursuant to Section 2.01(b)(ii).

(iv)  The Incremental Term B-1 Euro Commitment of each Incremental Term B-1 Euro Lender was automatically and permanently reduced to $0 upon the funding of such Incremental Term B-1 Euro Loan made by it on the Amendment No. 1 Effective Date pursuant to Section 2.01(b)(iv).

(v)  The Incremental Term B-2 Dollar Commitment of each Incremental Term B-2 Dollar Lender was automatically and permanently reduced to $0 upon the funding of such Incremental Term B-2 Dollar Loan to be made by it on the Amendment No. 2 Effective Date pursuant to Section 2.01(b)(vi).

(vi)  The Incremental Term B-3 Dollar Commitment of each Incremental Term B-3 Dollar Lender shall bewas automatically and permanently reduced to $0 upon the funding of such Incremental Term B-3 Dollar Loan to be made by it on the Incremental Effective Date pursuant to Section 2.01(b)(vii).

(vii)  The Incremental Term B-2 Euro Commitment of each Incremental Term B-2 Euro Lender shall bewas automatically and permanently reduced to €0 upon the funding of such Incremental Term B-2 Euro Loan to be made by it on the Incremental Effective Date pursuant to Section 2.01(b)(viii).

(viii)  The Incremental Term A-2 Dollar Commitment of each Incremental Term A-2 Dollar Lender shall be automatically and permanently reduced to $0 upon the funding of such Incremental Term A-2 Dollar Loan to be made by it on the Amendment No. 7 Effective Date pursuant to Section 2.01(a)(iii).

(c)Application of Commitment Reductions; Payment of Fees. The Administrative Agent will promptly notify the Appropriate Lenders of any termination or reduction of unused portions of the Letter of Credit Sublimit or the Swing Line Sublimit or the unused Commitments of any Class under this Section 2.06. Upon any reduction of unused Commitments of any Class, the Commitment of each Lender of such Class shall be reduced by such Lender’s Pro Rata Share of the amount by which such Commitments are reduced (other than the termination of the Commitment of any Lender as provided in Section 3.07). All commitment fees accrued until the effective date of any termination of any of the Revolving Credit Commitments of a Class or the Term A Commitments of a Class, as applicable, shall be paid on the effective date of such termination.

SECTION 2.07 Repayment of Loans.

(a)Term A Loans.

(i) The Parent Borrower shall repay to the Administrative Agent for the ratable account of the Appropriate Lenders (A) on the last Business Day of each March, June, September and December commencing September 30, 2018, an aggregate principal amount equal to 1.25% of the Term A-1 Dollar Loans and Term A Euro Loans outstanding on the Extension Effective Date and (B) on the Maturity Date for the Term A-1 Dollar Loans and Term A Euro Loans, the aggregate principal amount of all Term A-1 Dollar Loans and Term A Euro Loans outstanding on such date.

(ii) The Parent Borrower shall repay to the Administrative Agent for the ratable account of the Appropriate Lenders (A) on the last Business Day of each March, June, September and December commencing June 30, 2020, an aggregate principal amount equal to 1.25% of the Term A-2 Dollar Loans outstanding on the Amendment No. 7 Effective Date and (B) on the Maturity Date for the Term A-2 Dollar Loans, the aggregate principal amount of all Term A-2 Loans outstanding on such date.

(b)Term B Loans.

(i) The Parent Borrower shall repay to the Administrative Agent for the ratable account of the Appropriate Lenders (A) on the last Business Day of each March, June, September and December commencing with June 30, 2014, an aggregate principal amount equal to 0.25% of the aggregate principal amount of all Term B-1 Dollar Loans and Term B-1 Euro Loans outstanding on the Amendment No. 1 Effective Date (which payments shall be reduced as a result of the application of prepayments in accordance with the order of priority set forth in Section 2.05) and (B) on the Maturity Date for the Term B-1 Dollar Loans and the Term B-1 Euro Loans, the aggregate principal amount of all Term B-1 Dollar Loans and Term B-1 Euro Loans outstanding on such date.

(ii) The Parent Borrower shall repay to the Administrative Agent for the ratable account of the Appropriate Lenders (A) on the last Business Day of each March, June, September and December

than with respect to upfront fees, OID or similar fees) to the applicable Term A Loans, Term B Loans or Class of Revolving Credit Commitments being increased, in each case, as existing on the Incremental Facility Closing Date. In any event:

(i) the Incremental Term Loans:

(A)shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans,

(B)(i) with respect to Incremental Term A Loans, shall not mature earlier than the Maturity Date with respect to the Term A Loans made on the Fourth RestatementAmendment No. 7 Effective Date (prior to giving effect to any extensions thereof) and (ii) with respect to Incremental Term B Loans, shall not mature earlier than the Maturity Date with respect to the Term B Loans made on the Effective Date (prior to giving effect to any extensions thereof),

(C)(i) with respect to Incremental Term A Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term A Loans on the date of incurrence of such Incremental Term A Loans (except by virtue of amortization or prepayment of the Term A Loans prior to the time of such incurrence) and (ii) with respect to Incremental Term B Loans, shall have a Weighted Average Life to Maturity not shorter than the remaining Weighted Average Life to Maturity of the Term B Loans on the date of incurrence of such Incremental Term B Loans (except by virtue of amortization or prepayment of the Term B Loans prior to the time of such incurrence),

(D)shall have an Applicable Rate and, subject to clauses (e)(i)(B) and (e)(i)(C) above and clause (e)(iii) below, amortization determined by the Parent Borrower and the applicable Incremental Term Lenders, and

(E)may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis, except as expressly provided herein) in any mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Amendment.

Incremental Term B-2 Euro Loans borrowed on the Incremental Effective Date, (x) to repay outstanding Revolving Credit Loans, (y) to pay fees and expenses related to Amendment No. 4 and (z) for general corporate purposes. and (f) with respect to the Incremental Term A-2 Dollar Loans borrowed on the Amendment No. 7 Effective Date, (x) to repay outstanding Revolving Credit Loans, (y) to pay fees and expenses related to Amendment No. 7 and (z) for general corporate purposes.

SECTION 6.17. Swiss Withholding Tax Rules. Swiss Subsidiary Borrower shall ensure that while it is a Borrower it shall comply with the Swiss Withholding Tax Rules, subject to the Lenders complying with their obligations under Section 10.07 and their representations and undertakings otherwise set forth herein. Swiss Subsidiary Borrower shall assume, for the purposes of determining the total number of creditors which are Non-Eligible Swiss Banks with respect to the Twenty Non-Bank Rule, that at all times, with respect to the Obligations of the Swiss Subsidiary Borrower hereunder, there are ten (10) Non-Eligible Swiss Banks.

ARTICLE VII.

Negative Covenants

So long as any Lender shall have any Commitment hereunder or any Loan or other Obligation hereunder (other than (i) contingent indemnification obligations as to which no claim has been asserted and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) shall remain unpaid or unsatisfied or any Letter of Credit shall remain outstanding (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized, back-stopped by a letter of credit reasonably satisfactory to the applicable L/C Issuer or deemed reissued under another agreement reasonably acceptable to the applicable L/C Issuer), then from and after the Fourth Restatement Effective Date, the Parent Borrower shall not (and, with respect to Section 7.14 only, Holdings shall not), nor shall the Parent Borrower permit any Restricted Subsidiary to:

obligation hereunder to (i) any Person that is a Defaulting Lender, (ii) a natural Person, (iii) a Disqualified Institution, (iv) to Holdings, the Parent Borrower or any of its Subsidiaries (except pursuant to Section 2.05(a)(v) or Section 10.07(l)) or (v) with respect to any assignment of Japanese Revolving Credit Loans or Japanese Revolving Credit Commitments, any Person that does not satisfy clause (b) of the definition of “Eligible Japanese Investor.” Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.

(b)Assignments by Lenders. (i) Subject to the conditions set forth in paragraph (b)(ii) below, any Lender may assign to one or more assignees, other than a Disqualified Institution (“Assignees”) all or a portion of its rights and obligations under this Agreement (including all or a portion of its Commitment and the Loans (including for purposes of this Section 10.07(b), participations in L/C Obligations and in Swing Line Loans) at the time owing to it) with the prior written consent of:

(A)the Parent Borrower unless (1) an Event of Default under Section 8.01(a) or, solely with respect to the Parent Borrower, Section 8.01(f) has occurred and is continuing, or (2) an assignment of all or a portion of the Term B Loans to a Lender, an Affiliate of a Lender or an Approved Fund; provided that the Parent Borrower’s consent with respect to any assignment of the Term A-2 Dollar Loans and the Term B Loans shall not be unreasonably withheld or delayed and the Parent Borrower shall be deemed to have consented to any such assignment of the Term B Loans unless it shall have objected thereto by written notice to the Administrative Agent within ten (10) Business Days after having received notice of a failure to respond to such request for assignment or (3) an assignment of all or a portion of the Term Loans pursuant to Section 10.07(h), Section 10.07(k) or Section 10.07(l) (it being understood that the Parent Borrower will have the right to withhold its consent to: (x) an assignment of Japanese Revolving Credit Loans or Japanese Revolving Credit Commitments to a Person who does not satisfy clause (b) of the definition of “Eligible Japanese Investor,” (y) an assignment of Swiss/Multicurrency Revolving

ANNEX B

FORM OF SOLVENCY CERTIFICATE

SOLVENCY CERTIFICATE

of

IQVIA INC.

AND ITS RESTRICTED SUBSIDIARIES

March 11, 2020

Reference is made to Amendment No. 7 to Fourth Amended and Restated Credit Agreement, dated as of the date hereof (the “Amendment”), among IQVIA Inc., a Delaware corporation (the “Parent Borrower”), IQVIA Holdings Inc., a Delaware corporation (“Holdings”), the other Guarantors party thereto, Bank of America, N.A., as Administrative Agent and Collateral Agent (in such capacity, the “Administrative Agent”), and the Incremental Term A-2 Dollar Lenders (as defined therein), which amends the Fourth Amended and Restated Credit Agreement, dated as of October 3, 2016 (as amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, and as amended by the Amendment, the “Credit Agreement”), among the Borrowers, Holdings, the Lenders party thereto from time to time, the Agent, and the other agents party thereto. Pursuant to Section 4(h) of the Amendment, the undersigned hereby certifies, solely in such undersigned’s capacity as President of the Parent Borrower, and not individually, as follows:

As of the date hereof, after giving effect to the transactions contemplated by the Amendment (the “Transactions”), including the incurrence of the Incremental Term A-2 Dollar Loans:

a. The fair value of the assets of the Parent Borrower and its Restricted Subsidiaries exceeds, on a consolidated basis, their debts and liabilities, subordinated, contingent or otherwise;

b. The present fair saleable value of the property of the Parent Borrower and its Restricted Subsidiaries, on a consolidated basis, is greater than the amount that will be required to pay the probable liability, on a consolidated basis, of their debts and other liabilities, subordinated, contingent or otherwise, as such debts and other liabilities become absolute and matured;

c. the Parent Borrower and its Restricted Subsidiaries, on a consolidated basis, are able to pay their debts and liabilities, subordinated, contingent or otherwise, as such liabilities become absolute and matured; and

d. the Parent Borrower and its Restricted Subsidiaries, on a consolidated basis, are not engaged in, and are not about to engage in, business for which they have unreasonably small capital.

For purposes of this Certificate, the amount of any contingent liability at any time shall be computed as the amount that would reasonably be expected to become an actual and matured liability. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to them in the Amendment or the Credit Agreement, as applicable.

The undersigned is familiar with the business and financial position of the Parent Borrower and its Restricted Subsidiaries. In reaching the conclusions set forth in this Certificate, the undersigned has made such other investigations and inquiries as the undersigned has deemed appropriate, having taken into account the nature of the particular business anticipated to be conducted by the Parent Borrower and its Restricted Subsidiaries after consummation of the Transactions.

[Signature Page Follows]

IN WITNESS WHEREOF, the undersigned has executed this Certificate in such undersigned’s capacity as President of the Parent Borrower, on behalf of the Parent Borrower, and not individually, as of the date first stated above.

IQVIA INC.

By: ________________________________

Name: Andrew Markwick

Title: Vice President and Treasurer

Document

Exhibit 10.2

AMENDMENT NO. 8 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT

AMENDMENT NO. 8, dated as of March 30, 2020 (this “Amendment”), among IQVIA Inc., a Delaware corporation (the “Parent Borrower”), IQVIA Holdings Inc., a Delaware corporation (“Holdings”), the other guarantors party hereto, Bank of America, N.A., as administrative agent and as collateral agent (in such capacity, the “Administrative Agent”), and the Incremental Term A-2 Dollar Lenders.

W I T N E S S E T H:

WHEREAS, the Parent Borrower, the Administrative Agent, the lenders from time to time party thereto (the “Lenders”) and the other parties thereto have entered into that certain Fourth Amended and Restated Credit Agreement, dated as of October 3, 2016 (as amended, restated, supplemented or otherwise modified prior to the date hereof, including by that certain Amendment No. 7 to Fourth Amended and Restated Credit Agreement, dated as of March 11, 2020 the “Existing Credit Agreement” and as amended hereby, the “Credit Agreement”); and

WHEREAS, Goldman Sachs Bank USA (the “Amendment No. 8 Lead Arranger”) shall act as sole lead arranger and sole bookrunner with respect to this Amendment;

WHEREAS, pursuant to Section 10.01 of the Credit Agreement, the Credit Agreement may be amended to increase the pricing and make the other changes contemplated by this Amendment with respect to the Term A-2 Dollar Loans, with the consent of the Required Facility Lenders with respect to the Term A-2 Dollar Loans;

NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the sufficiency and receipt of all of which is hereby acknowledged, the parties hereto hereby agree as follows:

SECTION 1.Definitions. Capitalized terms not otherwise defined in this Amendment shall have the same meanings as specified in the Existing Credit Agreement.

SECTION 2.Amendments to the Existing Credit Agreement. Pursuant to Section 10.01 of the Existing Credit Agreement, and subject to the satisfaction of the conditions precedent set forth in Section 3 hereof, effective on and as of the Amendment No. 8 Effective Date, the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text), and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in the pages attached as Annex A hereto.

SECTION 3.Conditions of Effectiveness. This Amendment shall become effective as of the first date (such date being referred to as the “Amendment No. 8 Effective Date”) when the Administrative Agent (or its counsel) shall have received counterparts of this Amendment signed by the Parent Borrower, the Administrative Agent, and the Incremental Term A-2 Dollar Lenders.

SECTION 4.Representations and Warranties. The Loan Parties party hereto represent and warrant as follows as of the date hereof:

(a)the execution, delivery and performance of this Amendment have been duly authorized by all necessary corporate or other organizational action on the part of the Parent Borrower and the Guarantors. The execution, delivery and performance by the Loan Parties party hereto of this Amendment will not contravene the terms of any of such Loan Party’s Organization Documents; and

(b)this Amendment has been duly executed and delivered by each Loan Party party hereto and constitutes a legally valid and binding obligation of each such Loan Party, enforceable against it in accordance with its terms, except as such enforceability may be limited by Debtor Relief Laws and by general principles of equity and principles of good faith and fair dealing.

SECTION 5.Effect on the Existing Credit Agreement and the Credit Documents.

(a) On and after the Amendment No. 8 Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by, and after giving effect to, this Amendment. Each of the Collateral Documents, as specifically amended by this Amendment, and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Credit Documents, in each case, as amended by this Amendment.

(b) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Credit Documents, nor constitute a waiver of any provision of any of the Credit Documents. On and after the effectiveness of this Amendment, this Amendment shall for all purposes constitute a Credit Document.

(c) This Amendment shall not constitute a novation of the Existing Credit Agreement or of any other Credit Document.

SECTION 6.Liens Unimpaired. After giving effect to this Amendment, neither the modification of the Existing Credit Agreement effected pursuant to this Amendment nor the execution, delivery, performance or effectiveness of this Amendment:

(a)impairs the validity, effectiveness or priority of the Liens granted pursuant to any Credit Document prior to the Amendment No. 8 Effective Date, and such Liens continue unimpaired with the same priority to secure repayment of all Obligations (including, without limitation, the Incremental Term A-2 Dollar Loans), whether heretofore or hereafter incurred; or

(b)requires that any new filings be made or other action taken to perfect or to maintain the perfection of such Liens.

SECTION 7.Execution in Counterparts. This Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute one and the same instrument. Delivery by facsimile or electronic transmission of an executed counterpart of a signature page to this Amendment shall be effective as delivery of an original executed counterpart of this Amendment.

-2-

SECTION 8.Severability. In case any provision in or obligation of this Amendment shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions or obligations, or of such provision or obligation in any other jurisdiction, shall not in any way be affected or impaired thereby.

SECTION 9.Successors. The terms of this Amendment shall be binding upon, and shall inure for the benefit of, the parties hereto and their respective successors and permitted assigns.

SECTION 10.Governing Law; Jurisdiction. This Amendment shall be governed by, and construed and enforced in accordance with, the laws of the State of New York. The provisions of Sections 10.15(b) and (c) and Section 10.16 of the Existing Credit Agreement shall apply to this Amendment, mutatis mutandis.

SECTION 11.Lender Signatures. Each Lender that executes a counterpart to this Amendment shall be deemed to have irrevocably approved this Amendment (and such approval shall be binding upon Lender’s successors and assigns).  Each Lender agrees that such Lender shall not be entitled to receive a copy of any other Lender’s signature page to this Amendment, but agrees that a copy of such signature page may be delivered to the Parent Borrower, the Administrative Agent and the Amendment No. 8 Lead Arranger.

SECTION 12.Reaffirmation. The Parent Borrower and each Guarantor hereby expressly acknowledges the terms of this Amendment and reaffirms, as of the date hereof on behalf of themselves and each other Loan Party, (i) the covenants and agreements contained in each Credit Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby and (ii) its guarantee of the Obligations under each Guaranty, as applicable, and its prior grant of Liens on the Collateral to secure the Obligations pursuant to the Collateral Documents which Liens continue in full force and effect after giving effect to this Amendment.

SECTION 13.Roles. It is agreed that the Amendment No. 8 Lead Arranger shall be deemed a Lead Arranger for all purposes under the Credit Agreement. Anything herein to the contrary notwithstanding, the Amendment No. 8 Lead Arranger shall not have any powers, duties or responsibilities under this Amendment, except in its capacity as a Lender hereunder.

[The remainder of this page is intentionally left blank]

-3-

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized, as of the date first above written.

IQVIA INC.,

as the Parent Borrower

By: /s/ Andrew Markwick

Name: Andrew Markwick

Title: Vice President and Treasurer

[Signature Page to Amendment No. 8]

BANK OF AMERICA, N.A., as Administrative Agent

By: /s/ Kevin L. Ahart

Name: Kevin L. Ahart

Title: Vice President

[Signature Page to Amendment No. 8]

GOLDMAN SACHS BANK USA, as a Lender and an Incremental Term A-2 Dollar Lender

By: /s/ Charles Johnston

Name: Charles Johnston

Title: Authorized Signatory

[Signature Page to Amendment No. 8]

ANNEX A

FOURTH AMENDED AND RESTATED CREDIT AGREEMENT

(CONFORMED FOR AMENDMENT NO. 8)

“Amendment No. 2” means Amendment No. 2 to this Agreement, dated as of September 18, 2017.

“Amendment No. 2 Effective Date” means September 18, 2017, the date of effectiveness of Amendment No. 2.

“Amendment No. 3” means Amendment No. 3 to the Third Amended and Restated Credit Agreement dated as of October 3, 2016.

“Amendment No. 3 Effective Date” means April 6, 2018.

“Amendment No. 4” means Amendment No. 4 to this Agreement, dated as of June 11, 2018.

“Amendment No. 7” means Amendment No. 7 to this Agreement, dated as of March 11, 2020.

“Amendment No. 7 Effective Date” means March 11, 2020, the date of effectiveness of Amendment No. 7.

“Amendment No. 8” means Amendment No. 8 to this Agreement, dated as of March 30, 2020.

“Amendment No. 8 Effective Date” means March 30, 2020, the date of effectiveness of Amendment No. 8.

“Annual Financial Statements” means the (i) audited consolidated balance sheets of IMS Health Holdings as of December 31, 2013 and 2012, and the related consolidated statements of income, statements of stockholders’ equity and cash flows for IMS Health Holdings for the fiscal years then ended and (ii) the audited consolidated balance sheets of the Parent Borrower as of December 31, 2012 and 2011, and the related consolidated statements of income, statements of stockholders’ equity and cash flows for the Parent Borrower for the fiscal years then ended.

“Applicable Discount” has the meaning specified in Section 2.05(a)(v)(C)(2).

“Applicable Disposition Percentage” means, on any date, (a) 100% if the Senior Secured First Lien Net Leverage Ratio as of the last day of the most recent Test Period is greater than 2.00 to 1.00 and (b) 50% if the Senior Secured First Lien Net Leverage Ratio as of the last day of the most recent Test Period is equal to or less than 2.00 to 1.00.

“Applicable ECF Percentage” means, for any fiscal year, (a) 50% if the Senior Secured First Lien Net Leverage Ratio as of the last day of such fiscal year is greater than 3.50 to 1.00, (b) 25% if the Senior Secured First Lien Net Leverage Ratio as of the last day of such fiscal year is less than or equal to 3.50 to 1.00 and greater than 3.00 to 1.00 and (c) 0% if the Senior Secured First Lien Net Leverage Ratio as of the last day of such fiscal year is less than or equal to 3.00 to 1.00.

“Applicable Indebtedness” has the meaning specified in the definition of “Weighted Average Life to Maturity.”

“Applicable Rate” means a percentage per annum equal to:

(a)with respect to Term B-1 Dollar Loans, Term B-2 Dollar Loans and Term B-3 Dollar Loans, (x) for Eurocurrency Rate Loans, 1.75% and (y) for Base Rate Loans, 0.75%;

(b)with respect to Term B-1 Euro Loans and Term B-2 Euro Loans, 2.00%;

(c)with respect to Revolving Credit Loans, unused Revolving Credit Commitments, Term A-1 Dollar Loans and Term A Euro Loans, (i) from the Extension Effective Date until the first Business Day following delivery of the Compliance Certificate for the first fiscal quarter ending after the Extension Effective Date pursuant to Section 6.02(a), (A) for Eurocurrency Rate Loans, 1.75%, (B) for Base Rate Loans, 0.75%, and (C) for unused commitment fees payable pursuant to Section 2.09(a), 0.30%, and (ii) thereafter, the following percentages per annum, based upon the Total Net Leverage Ratio as specified in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 6.02(a):

Applicable Rate
Pricing Level Total Net Leverage Ratio Eurocurrency Rate Base Rate Commitment Fee Rate
1 > 5.5 to 1.0 2.00% 1.00% 0.35%
2 ≤ 5.5 to 1.0 and<br><br>> 4.5 to 1.0 1.75% 0.75% 0.30%
3 ≤ 4.5 to 1.0 and<br><br>> 3.5 to 1.0 1.50% 0.50% 0.25%
4 ≤ 3.5 to 1.0 1.25% 0.25% 0.20%

Any increase or decrease in the Applicable Rate resulting from a change in the Total Net Leverage Ratio shall become effective as of the first Business Day immediately following the date a Compliance Certificate is delivered pursuant to Section 6.02(a); provided that “Pricing Level 1” in clause (c) above shall apply as of (x) the first Business Day after the date on which a Compliance Certificate was required to have been delivered but was not delivered, and shall continue to so apply to and including the date on which such Compliance Certificate is so delivered (and thereafter the pricing level otherwise determined in accordance with this definition shall apply) and (y) at the option of the Administrative Agent or the Required Facility Lenders under the applicable Facility, as of the first Business Day after an Event of Default under Section 8.01(a) shall have occurred and be continuing, and shall continue to so apply to but excluding the date on which such Event of Default is cured or waived (and thereafter the pricing level otherwise determined in accordance with this definition shall apply); provided,and

(d)with respect to Term A-2 Dollar Loans, (i) on and after the Amendment No. 8 Effective Date until the first Business Day following delivery of the Compliance Certificate for the first fiscal quarter ending after the Amendment No. 8 Effective Date pursuant to Section 6.02(a), (A) for Eurocurrency Rate Loans, 2.00% and (B) for Base Rate Loans, 1.00%, and (ii) thereafter, the following percentages per annum, based upon the Total Net Leverage Ratio as specified in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 6.02(a):

Applicable Rate
Pricing Level Total Net Leverage Ratio Eurocurrency Rate Base Rate
1 > 5.5 to 1.0 2.25% 1.25%
2 ≤ 5.5 to 1.0 and<br><br>> 4.5 to 1.0 2.00% 1.00%
3 ≤ 4.5 to 1.0 and<br><br>> 3.5 to 1.0 1.75% 0.75%
4 ≤ 3.5 to 1.0 1.50% 0.50%

Any increase or decrease in the Applicable Rate resulting from a change in the Total Net Leverage Ratio shall become effective as of the first Business Day immediately following the date a Compliance Certificate is delivered pursuant to Section 6.02(a); provided that “Pricing Level 1” in clause (d) above shall apply as of (x) the first Business Day after the date on which a Compliance Certificate was required to have been delivered but was not delivered, and shall continue to so apply to and including the date on which such Compliance Certificate is so delivered (and thereafter the pricing level otherwise determined in accordance with this definition shall apply) and (y) at the option of the Administrative Agent or the Required Facility Lenders under the applicable Facility, as of the first Business Day after an Event of Default under Section 8.01(a) shall have occurred and be continuing, and shall continue to so apply to but excluding the date on which such Event of Default is cured or waived (and thereafter the pricing level otherwise determined in accordance with this definition shall apply); and

provided, further, that, unless the Amendment No. 7 Lead Arranger (as defined in Amendment No. 7) has consented in writing to the incurrence of such Indebtedness, from and after the date (the “A-2 Increase Commencement Date”) that any Borrower or Restricted Subsidiary incurs any Incremental Term Loans, Refinancing Term Loans, Incremental Equivalent Debt, Credit Agreement Refinancing Indebtedness, Permitted Junior Secured Refinancing Debt, Permitted Pari Passu Secured Refinancing Debt, Permitted Unsecured Refinancing Debt, any other Indebtedness pursuant to clause (g) (solely with respect to incurred (and not assumed) Indebtedness), (n), (r), (u) or (v) of Section 7.03 or any Refinancing Indebtedness in respect of any Term Loans or any other Indebtedness that has been incurred under any of the foregoing definitions or baskets (collectively, the “Restricted Indebtedness”), if, and for so long as Goldman Sachs Bank USA and Goldman Sachs Lending Partners LLC collectively hold Term A-2 Dollar Loans in an aggregate principal amount in excess of $100,000,000, the Applicable Rate with respect to Term A-2 Dollar Loans shall be increased by (x) 1.50% for each pricing level set forth above and (y) 1.50% for each pricing level set forth above on each subsequent date that is 90 days or a multiple of 90 days after the A-2 Increase Commencement Date (collectively, the “Interest Step-Up”) (it being understood that the Parent Borrower shall provide notice of any A-2 Increase Commencement Date to the Administrative Agent promptly after such date). For the avoidance of doubt, any Borrower or any Restricted Subsidiary may incur Restricted Indebtedness, without the Interest Step-Up, if Goldman Sachs Bank USA and Goldman Sachs Lender Partners LLC collectively hold Term A-2 Dollar Loans in an aggregate principal amount of $100,000,000 or less, calculated after giving effect to the use of proceeds of such Restricted Indebtedness.

“Applicable Refinanced Debt” has the meaning specified in the definition of “Refinancing Indebtedness.”

“Applicable Revolving Credit Lenders” has the meaning specified in Section 2.14(g).

“Applicable Time” means, with respect to any borrowings and payments in any Foreign Currency, the local time in the place of settlement for such Foreign Currency as reasonably determined by the Administrative Agent or L/C Issuer, as the case may be, to be necessary for timely settlement on the relevant date in accordance with normal banking procedures in the place of payment.

“Appropriate Lender” means, at any time, (a) with respect to Loans of any Class, the Lenders of such Class, (b) with respect to any Letters of Credit, (i) the relevant L/C Issuers and (ii) the relevant U.S. Revolving Credit Lenders and (c) with respect to the Swing Line Facility, (i) the Swing Line Lender and (ii) if any Swing Line Loans are outstanding pursuant to Section 2.04(a), the relevant U.S. Revolving Credit Lenders.

“Approved Fund” means, with respect to any Lender, any Fund that is administered, advised or managed by (a) such Lender, (b) an Affiliate of such Lender or (c) an entity or an Affiliate of an entity that administers, advises or manages such Lender.

“Assignee” has the meaning specified in Section 10.07(b).

“Assignment and Assumption” means an Assignment and Assumption substantially in the form of Exhibit E-1 or any other form approved by the Administrative Agent.

“Attorney Costs” means all reasonable and documented fees, expenses and disbursements of any law firm or other external legal counsel.

“Attributable Indebtedness” means, on any date, in respect of any Capitalized Lease of any Person, the capitalized amount thereof that would appear on a balance sheet of such Person prepared as of such date in accordance with GAAP.

“Auction Agent” means (a) the Administrative Agent or (b) any other financial institution or advisor employed by the Parent Borrower (whether or not an Affiliate of the Administrative Agent) to act as an arranger in connection with any Discounted Term Loan Prepayment pursuant to Section 2.05(a)(v); provided that the Parent Borrower shall not designate the Administrative Agent as the Auction Agent without the written consent of the Administrative Agent (it being understood that the Administrative Agent shall be under no obligation to agree to act as the Auction Agent); provided, further, that neither the Parent Borrower nor any of its Affiliates may act as the Auction Agent.

“Auto-Extension Letter of Credit” has the meaning specified in Section 2.03(b)(iii).

“Auto-Reinstatement Letter of Credit” has the meaning specified in Section 2.03(b)(iv).

“Bail-In Action” means the exercise of any Write-Down and Conversion Powers by the applicable EEA Resolution Authority in respect of any liability of an EEA Financial Institution.

“Bail-In Legislation” means, with respect to any EEA Member Country implementing Article 55 of Directive 2014/59/EU of the European Parliament and of the Council of the European Union, the implementing law for such EEA Member Country from time to time which is described in the EU Bail-In Legislation Schedule.

“Bank of America” means Bank of America, N.A., a national banking association, acting in its individual capacity, and its successors and assigns.

“Base Rate” means for any day a fluctuating rate per annum equal to the highest of (a) the Federal Funds Rate plus 1/2 of 1%, (b) the rate of interest in effect for such day as publicly announced from time to time by the Administrative Agent as its “prime rate” and (c) the one-month Eurocurrency Rate, plus 1.00% (or, if such day is not a Business Day, the immediately preceding Business Day); provided that (i) the Base Rate with respect to Term B-1 Dollar Loans and Term B-2 Dollar Loans that bear interest based on the Base Rate will be deemed not to be less than 2.00% per annum and, (ii) the Base Rate with respect to Term B-3 Dollar Loans that bear interest based on the Base Rate will be deemed not to be less than 1.00% per annum and (iii) the Base Rate with respect to Term A-2 Dollar Loans that bear interest based on the Base Rate will be deemed not to be less than 2.00% per annum. The “prime rate” is a rate set by the Administrative Agent based upon various factors including the Administrative Agent’s costs and desired return, general economic conditions and other factors, and is used as a reference point for pricing some loans, which may be priced at, above, or below such announced rate. Any change in such rate announced by the Administrative Agent shall take effect at the opening of business on the day specified in the public announcement of such change.

“Base Rate Loan” means a Loan that bears interest based on the Base Rate.

“Benefit Plan” means any of (a) an “employee benefit plan” (as defined in ERISA) that is subject to Title I of ERISA, (b) a “plan” as defined in Section 4975 of the Code or (c) any Person whose assets include (for purposes of ERISA Section 3(42) or otherwise for purposes of Title I of ERISA or Section 4975 of the Code) the assets of any such “employee benefit plan” or “plan”.

“Big Boy Letter” means a letter from a Lender either (x) acknowledging that (1) an Affiliated Lender may have information regarding the Parent Borrower and its Subsidiaries, their ability to perform the Obligations or any other material information that has not previously been disclosed to the Administrative Agent and the Lenders (“Excluded Information”), (2) the Excluded Information may not be available to such Lender, (3) such Lender has

“EU Bail-In Legislation Schedule” means the EU Bail-In Legislation Schedule published by the Loan Market Association (or any successor person), as in effect from time to time.

“Euro Unit” means the currency unit of the Euro.

“Eurocurrency Rate” means:

(a)             with respect to any Eurocurrency Rate Loan denominated in Dollars or a Foreign Currency, the rate per annum equal to the offered rate administered by the ICE Benchmark Administration Limited or such other rate per annum as is widely recognized as the successor thereto if the ICE Benchmark Administration Limited is no longer making a London Interbank Offer Rate available (“LIBOR”), as published on the applicable Bloomberg screen page (or such other commercially available source providing such quotations as may be designated by the Administrative Agent from time to time) at approximately 11:00 a.m., London time, two Business Days prior to the commencement of such Interest Period, for deposits in the relevant currency (for delivery on the first day of such Interest Period) with a term equivalent to such Interest Period; and

(b)           for any rate calculation with respect to a Base Rate Loan on any date, the rate per annum equal to: LIBOR, at or about 11:00 a.m., London time determined two Business Days prior to such date for Dollar deposits with a term of one month commencing that day;

provided that (i) with respect to Loans other than Term A-2 Dollar Loans, if the Eurocurrency Rate shall be less than zero, such rate shall be deemed zero for purposes of this Agreement and, (ii) with respect to Term A-2 Dollar Loans, if the Eurocurrency Rate shall be less than 1.00%, such rate shall be deemed to be 1.00% for purposes of this Agreement and (iii) to the extent the Eurocurrency Rate set forth in clause (a) or (b) above is not available, the Eurocurrency Rate shall be a comparable or successor rate reasonably determined by the Administrative Agent in consultation with the Parent Borrower.

“Eurocurrency Rate Loan” means a Loan that bears interest at a rate based on clause (a) of the definition of “Eurocurrency Rate.”

“Euros” means the lawful currency of the Participating Member States introduced in accordance with the EMU Legislation.

“Event of Default” has the meaning specified in Section 8.01.

“Excess Cash Flow” means, for any period, an amount equal to the excess of:

(a)the sum, without duplication, of:

(i)Consolidated Net Income of the Parent Borrower for such period;

(ii)an amount equal to the amount of all non-cash charges (including depreciation and amortization) to the extent deducted in arriving at such Consolidated Net Income, but excluding any such non-cash charges representing an accrual or reserve for potential cash items in any future period and excluding amortization of a prepaid cash item that was paid in a prior period;

(iii)decreases in Consolidated Working Capital for such period; provided that (x) any such decreases arising from dispositions by the Parent Borrower and its Restricted Subsidiaries completed during such period and the effect of reclassification during such period of current assets to long-term assets and current liabilities to long-term liabilities shall be excluded and (y) there shall be included with respect to any acquisition during such period an amount (which may be a negative number) by which the

Document

Exhibit 31.1

CERTIFICATION OF PERIODIC REPORT UNDER SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Ari Bousbib, certify that:

  1. I have reviewed this quarterly report on Form 10-Q of IQVIA Holdings Inc. (the “registrant”);

  2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

  3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

  4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

  1. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 30, 2020
/s/ Ari Bousbib
Ari Bousbib<br><br>Chairman, Chief Executive Officer and President<br><br>(Principal Executive Officer)

Document

Exhibit 31.2

CERTIFICATION OF PERIODIC REPORT UNDER SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Michael R. McDonnell, certify that:

  1. I have reviewed this quarterly report on Form 10-Q of IQVIA Holdings Inc. (the “registrant”);

  2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

  3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

  4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

  1. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 30, 2020
/s/ Michael R. McDonnell
Michael R. McDonnell<br><br>Executive Vice President and Chief Financial Officer<br><br>(Principal Financial Officer)

Document

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

I, Ari Bousbib, Chairman, Chief Executive Officer and President of IQVIA Holdings Inc. (the “Company”), do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1)the Quarterly Report on Form 10-Q of the Company for the quarter ended March 31, 2020 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein.

Date: April 30, 2020
/s/ Ari Bousbib
Ari Bousbib<br><br>Chairman, Chief Executive Officer and President<br><br>(Principal Executive Officer)

This certification is being furnished solely to accompany the Report pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed “filed” by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Report, irrespective of any general incorporation language contained in such filing.

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Document

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

I, Michael R. McDonnell, Executive Vice President and Chief Financial Officer of IQVIA Holdings Inc. (the “Company”), do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1)the Quarterly Report on Form 10-Q of the Company for the quarter ended March 31, 2020 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein.

Date: April 30, 2020
/s/ Michael R. McDonnell
Michael R. McDonnell<br><br>Executive Vice President and Chief Financial Officer<br><br>(Principal Financial Officer)

This certification is being furnished solely to accompany the Report pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed “filed” by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Report, irrespective of any general incorporation language contained in such filing.

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Report a Problem

Category
Description
Email (optional, for follow-up)