Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 07, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | VTIV | |
Entity Registrant Name | INVENTIV HEALTH INC | |
Entity Central Index Key | 1,089,473 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 1,000 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
ASSETS | ||
Cash and cash equivalents | $ 51,595 | $ 57,059 |
Restricted cash | 1,982 | 1,717 |
Accounts receivable, net of allowances for doubtful accounts of $4,374 and $4,143 at June 30, 2015 and December 31, 2014, respectively | 314,055 | 302,847 |
Unbilled services | 206,527 | 179,036 |
Prepaid expenses and other current assets | 39,040 | 38,225 |
Income tax receivable | 1,589 | 1,363 |
Current deferred tax assets | 7,460 | 7,512 |
Total current assets | 622,248 | 587,759 |
Property and equipment, net | 126,670 | 121,859 |
Goodwill | 930,574 | 931,787 |
Intangible assets, net | 391,209 | 417,824 |
Non-current deferred tax assets | 3,952 | 3,944 |
Deferred financing costs and other assets | 83,552 | 91,262 |
Total assets | 2,158,205 | 2,154,435 |
LIABILITIES AND STOCKHOLDER'S DEFICIT | ||
Short-term borrowings, current portion of capital lease obligations and other financing arrangements | 16,994 | 16,265 |
Accrued payroll, accounts payable and accrued expenses | 289,766 | 286,613 |
Income taxes payable | 1,313 | 1,209 |
Deferred revenue and client advances | 227,484 | 199,130 |
Total current liabilities | 535,557 | 503,217 |
Capital lease obligations, net of current portion | 31,477 | 29,324 |
Long-term debt, net of current portion | 2,103,373 | 2,071,232 |
Non-current income tax liability | 6,926 | 6,461 |
Deferred tax liability | 82,506 | 77,232 |
Other non-current liabilities | 88,323 | 80,756 |
Total liabilities | $ 2,848,162 | $ 2,768,222 |
Commitments and contingencies (Note 8) | ||
inVentiv Health, Inc. stockholder's deficit: | ||
Common stock, $.01 par value, 1,000 shares authorized, issued and outstanding at June 30, 2015 and December 31, 2014, respectively | $ 1 | $ 1 |
Additional paid-in-capital | 570,378 | 569,863 |
Accumulated deficit | (1,232,984) | (1,157,668) |
Accumulated other comprehensive loss | (28,604) | (27,377) |
Total inVentiv Health, Inc. stockholder's deficit | (691,209) | (615,181) |
Noncontrolling interest | 1,252 | 1,394 |
Total stockholder's deficit | (689,957) | (613,787) |
Total liabilities and stockholder's deficit | $ 2,158,205 | $ 2,154,435 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowances for doubtful accounts | $ 4,374 | $ 4,143 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000 | 1,000 |
Common stock, shares issued | 1,000 | 1,000 |
Common stock, shares outstanding | 1,000 | 1,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Net revenues | $ 489,417 | $ 449,569 | $ 940,394 | $ 871,374 |
Reimbursed out-of-pocket expenses | 83,077 | 64,042 | 150,400 | 120,355 |
Total revenues | 572,494 | 513,611 | 1,090,794 | 991,729 |
Operating expenses: | ||||
Cost of revenues | 318,390 | 292,712 | 609,567 | 566,970 |
Reimbursable out-of-pocket expenses | 83,077 | 64,042 | 150,400 | 120,355 |
Selling, general and administrative expenses | 141,395 | 145,215 | 283,637 | 284,336 |
Total operating expenses | 542,862 | 501,969 | 1,043,604 | 971,661 |
Operating income (loss) | 29,632 | 11,642 | 47,190 | 20,068 |
Interest expense | (57,126) | (53,362) | (113,605) | (105,906) |
Interest income | 6 | 130 | 22 | 222 |
Income (loss) before income tax (provision) benefit and income (loss) from equity investments | (27,488) | (41,590) | (66,393) | (85,616) |
Income tax (provision) benefit | (2,738) | (5,753) | (7,266) | (7,698) |
Income (loss) before income (loss) from equity investments | (30,226) | (47,343) | (73,659) | (93,314) |
Income (loss) from equity investments | 238 | (198) | (1,291) | (236) |
Income (loss) from continuing operations | (29,988) | (47,541) | (74,950) | (93,550) |
Net income (loss) from discontinued operations, net of tax | (5,453) | (8,163) | ||
Net income (loss) | (29,988) | (52,994) | (74,950) | (101,713) |
Less: Net (income) loss attributable to the noncontrolling interest | (243) | 6 | (366) | (520) |
Net income (loss) attributable to inVentiv Health, Inc. | $ (30,231) | $ (52,988) | $ (75,316) | $ (102,233) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (29,988) | $ (52,994) | $ (74,950) | $ (101,713) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 4,218 | 2,552 | (1,227) | 2,690 |
Total other comprehensive income (loss) | 4,218 | 2,552 | (1,227) | 2,690 |
Total comprehensive income (loss) | (25,770) | (50,442) | (76,177) | (99,023) |
Less: Comprehensive (income) loss attributable to the noncontrolling interest | (243) | 6 | (366) | (520) |
Comprehensive income (loss) attributable to inVentiv Health, Inc. | $ (26,013) | $ (50,436) | $ (76,543) | $ (99,543) |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Stockholder's Deficit - 6 months ended Jun. 30, 2015 - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Non- controlling Interest [Member] |
Beginning Balance, Amount at Dec. 31, 2014 | $ (613,787) | $ 1 | $ 569,863 | $ (1,157,668) | $ (27,377) | $ 1,394 |
Beginning Balance, Shares at Dec. 31, 2014 | 1,000 | 1,000 | ||||
Net income (loss) | $ (74,950) | (75,316) | 366 | |||
Foreign currency translation adjustment | (1,227) | (1,227) | ||||
Stock-based compensation expense | 515 | 515 | ||||
Distributions to noncontrolling interest | (508) | (508) | ||||
Ending Balance, Amount at Jun. 30, 2015 | $ (689,957) | $ 1 | $ 570,378 | $ (1,232,984) | $ (28,604) | $ 1,252 |
Ending Balance, Shares at Jun. 30, 2015 | 1,000 | 1,000 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (74,950) | $ (101,713) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
(Income) loss from discontinued operations, net of tax | 8,163 | |
Depreciation | 22,650 | 19,419 |
Amortization of intangible assets | 26,261 | 34,163 |
Amortization of deferred financing costs and original issue discount/premium | 9,475 | 9,308 |
Payment-in-kind interest expense | 31,800 | |
(Gain) loss on sale of vehicles | 50 | (151) |
Stock-based compensation expense | 515 | 444 |
Deferred taxes | 5,183 | 5,388 |
Other non-cash adjustments | 2,775 | (1,556) |
Changes in assets and liabilities, net | ||
Accounts receivable, net | (12,462) | 3,513 |
Unbilled services | (27,859) | (32,505) |
Prepaid expenses and other current assets | (1,661) | (3,830) |
Accrued payroll, accounts payable and accrued expenses | 6,886 | (5,908) |
Net change in income tax receivable and non-current income tax liability | 429 | 4,067 |
Deferred revenue and client advances | 36,276 | (714) |
Other, net | (561) | (482) |
Net cash provided by (used in) continuing operations | 24,807 | (62,394) |
Net cash provided by (used in) discontinued operations | (5,858) | |
Net cash provided by (used in) operating activities | 24,807 | (68,252) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (19,808) | (16,894) |
Proceeds from vehicle sales | 3,899 | 1,032 |
Return of (disbursements for) investments | 224 | (750) |
Other, net | 2,671 | 3,019 |
Net cash provided by (used in) investing activities | (13,014) | (13,593) |
Cash flows from financing activities: | ||
Repayments on capital leases | (12,625) | (6,269) |
Borrowings under line of credit | 153,000 | 134,000 |
Repayment on line of credit | (153,000) | (126,000) |
Payment on installment note related to acquisition | (1,750) | (1,500) |
Payment of debt issuance costs | (197) | (52) |
Repayment of other financing arrangements | (2,318) | (2,101) |
Other, net | (605) | (323) |
Net cash provided by (used in) financing activities | (17,495) | (2,245) |
Effects of foreign currency exchange rate changes on cash | 238 | 302 |
Net increase (decrease) in cash and cash equivalents | (5,464) | (83,788) |
Cash and cash equivalents, beginning of period | 57,059 | 116,227 |
Cash and cash equivalents, end of period | 51,595 | 32,439 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 72,440 | 96,186 |
Cash paid (refunded) for income taxes | 1,502 | (1,524) |
Supplemental disclosure of non-cash activities: | ||
Vehicles acquired through capital lease agreements, net of transfers | 17,617 | 14,263 |
Accrued capital expenditures | $ 3,340 | $ 5,709 |
Organization and Business
Organization and Business | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | 1. Organization and Business inVentiv Health, Inc. (“inVentiv”, or the “Company”) is a leading provider of outsourced services to the pharmaceutical, biotechnology, medical device and diagnostics, and healthcare industries. The Company is organized into two business segments: Clinical and Commercial. The Company provides a broad range of clinical development and commercialization services that are critical to its clients’ ability to develop and successfully commercialize their products and services. The Company’s portfolio of services meets the varied needs of its clients, who are increasingly outsourcing both their clinical research and development activities, as well as their commercial activities. The Company serves more than 550 client organizations, including all of the 20 largest global pharmaceutical companies. The Company’s service offerings reflect the changing needs of its clients as their products move from early clinical development through the late-stage development and regulatory approval processes and into product launch, and then throughout the post-launch product lifecycle. The Company has established expertise and leadership in providing the services its clients require at each of these stages and seeks to address their outsourced service needs on a comprehensive basis throughout the product life cycle through both standalone and integrated solutions. On August 4, 2010, inVentiv Acquisition, Inc., an indirect, wholly owned subsidiary of inVentiv Group Holdings, Inc. (“Group Holdings” or “Parent”) merged with and into the Company (the “August 2010 Merger”). Group Holdings is controlled by affiliates of Thomas H. Lee Partners (“THL”), a global private investment and advisory firm, as well as certain co-investors, certain members of management and Liberty Lane IH LLC, a private equity investment firm (“Liberty Lane” and together with the private equity funds sponsored by THL, the management investors and the co-investors, the “Investors”). |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 2. Basis of Presentation The unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2015 are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), include the accounts of inVentiv Health, Inc. and its wholly owned subsidiaries. In addition, the Company consolidates the accounts of its 60% owned subsidiary and reflects the minority interest as a noncontrolling interest classified in equity. The Company has both equity and cost method investments in securities of certain privately held entities. Investments accounted for under the equity method are recorded at the amount of the Company’s investment and adjusted each period for the Company’s share of the investee’s income or loss. During the six months ended June 30, 2015, the Company recognized a $1.3 million loss on dissolution of a joint venture accounted for under the equity method, which is included in income (loss) from equity investments. Investments accounted for under the cost method are recorded at the historical carrying value. The carrying value of both types of investments is recorded in deferred financing costs and other assets in the consolidated balance sheets and is immaterial. All intercompany transactions have been eliminated in consolidation. The condensed consolidated financial statements as of June 30, 2015 and for the three and six months ended June 30, 2015 and 2014 are unaudited, but in the opinion of management include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods. They do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the 2014 audited consolidated financial statements and notes included in our prospectus dated August 5, 2015 on file with the U.S. Securities and Exchange Commission (SEC) relating to our Registration Statement on Form S-4 (File No. 333-197719). The results reported in these condensed consolidated financial statements should not necessarily be viewed as indicative of the results that may be expected for the entire year. The balance sheet at December 31, 2014 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited condensed consolidated financial statements of the Company have been prepared in conformity with GAAP, which requires management to make estimates and judgments that affect the reported amount of assets, liabilities, revenue, and expenses and disclosure of contingent assets and liabilities in the accompanying financial statements. The significant estimates made by the Company include the estimated forecast that is used in assessing the realizability of the Company’s deferred tax assets and assessing whether the fair value of intangible assets and goodwill exceed the related carrying value. In addition, the Company also makes significant estimates as it relates to revenue recognition, self-insurance reserves, including reserves for employee medical, automobile insurance and worker’s compensation. In the opinion of management, all adjustments considered necessary for a fair presentation have been reflected in these unaudited condensed consolidated financial statements. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 3. Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2015-03 (“ASU 2015-03”), Interest-Imputation of Interest In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers In April 2014, the FASB issued ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 4. Discontinued Operations In 2012, the Company adopted plans to sell its small non-core medical management business within the Commercial segment, and subsequently abandoned this business in the second quarter of 2014. The following table sets forth the results of the discontinued operations (in thousands): Three Months June 30, 2014 Six Months June 30, 2014 Net revenues $ 1,265 $ 3,254 Pre-tax income (loss) from discontinued operations (5,453 ) (8,163 ) Income tax (provision) benefit from discontinued operations — — Net income (loss) from discontinued operations (5,453 ) (8,163 ) |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | 5. Goodwill The following table sets forth the carrying amount of goodwill as of June 30, 2015 and December 31, 2014 (in thousands): Clinical Commercial Total Net goodwill at December 31, 2014 $ 382,316 $ 549,471 $ 931,787 Foreign currency translation (18 ) (1,195 ) (1,213 ) Net goodwill at June 30, 2015 $ 382,298 $ 548,276 $ 930,574 As of June 30, 2015 and December 31, 2014, the Company had accumulated goodwill impairment losses of $444.3 million. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 6. Intangible Assets The following table sets forth the carrying amount of the Company’s intangible assets as of June 30, 2015 and December 31, 2014 (in thousands): June 30, 2015 December 31, 2014 Gross Accumulated Net Gross Accumulated Net Customer relationships $ 404,549 $ (145,313 ) $ 259,236 $ 405,021 $ (128,510 ) $ 276,511 Technology 27,802 (26,170 ) 1,632 27,832 (23,442 ) 4,390 Tradenames subject to amortization 24,323 (19,974 ) 4,349 24,505 (18,513 ) 5,992 Backlog 95,010 (85,250 ) 9,760 95,015 (80,447 ) 14,568 Other 1,020 (525 ) 495 1,020 (465 ) 555 Total finite-lived intangible assets 552,704 (277,232 ) 275,472 553,393 (251,377 ) 302,016 Tradenames not subject to amortization 115,737 — 115,737 115,808 — 115,808 Total intangible assets $ 668,441 $ (277,232 ) $ 391,209 $ 669,201 $ (251,377 ) $ 417,824 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 7. Debt The Company’s indebtedness is summarized as follows (in thousands): June 30, 2015 December 31, 2014 Senior Secured Credit Facilities: Term Loan Facility B3 loans, due 2018 $ 129,645 $ 129,645 Term Loan Facility B4 loans, due 2018 445,694 445,694 Senior Secured Notes, due 2018 625,425 625,489 ABL Facility — — Junior Lien Secured Notes, due 2018 531,581 500,265 Senior Notes, due 2018 371,028 370,139 Capital leases and other financing arrangements 48,471 45,589 Total borrowings 2,151,844 2,116,821 Less: current portion of capital leases and other financing arrangements 16,994 16,265 Total long-term borrowings, net of current portion $ 2,134,850 $ 2,100,556 At June 30, 2015, the Company had $575.3 million outstanding under the Senior Secured Credit Facilities, which consisted of $129.6 million under the B3 term loans and $445.7 million under the B4 term loans. The Company had $625.0 million outstanding under the Senior Secured Notes, excluding $0.4 million of unamortized premium received on issuance, and there were no outstanding borrowings under the ABL Facility. The Company also had $531.6 million outstanding under the Junior Lien Secured Notes (as defined below), net of the $5.8 million original issuance discount (“OID”) that is to be accreted over the remaining term, and $371.0 million outstanding under the Senior Notes, net of the $5.3 million OID that is to be accreted over the remaining term. In addition, the Company had capitalized leases and other financing arrangements of $48.5 million outstanding as of June 30, 2015. On August 15, 2014, the Company consummated an exchange offer (the “Junior Lien Notes Exchange Offer”) with holders of its 10% Senior Notes due 2018 in which the Company issued $475.0 million aggregate principal amount of new 10%/12% Junior Lien Secured Notes due 2018 (the “Junior Lien Secured Notes”) in exchange for a like amount of the Company’s 10% Senior Notes due 2018. The Junior Lien Secured Notes permit up to six semi-annual interest payments to be settled through the issuance of additional Junior Lien Secured Notes. The interest rate with respect to the Junior Lien Secured Notes is a cash rate of 10% per annum and a payment-in-kind (“PIK”) rate of 12% per annum (“PIK Interest”). The Company paid interest on the Junior Lien Secured Notes for the period commencing August 15, 2014 in PIK Interest and elected to pay interest for the period commencing February 15, 2015 in PIK Interest. In addition, the Company elected to pay interest for the period commencing August 15, 2015 in PIK Interest. As of June 30, 2015, the Company accrued 12% interest on the Junior Lien Secured Notes related to the February 15, 2015 PIK Interest election, which is included in other non-current liabilities, as such interest is required to be settled through the issuance of additional Junior Lien Secured Notes on the interest payment date. On August 12, 2014, in connection with the Junior Lien Notes Exchange Offer, affiliates of Thomas H. Lee Partners, L.P. and certain co-investors purchased $25.0 million of Junior Lien Secured Notes and $26.3 million of the Company’s 10% Senior Notes due 2018 for a total consideration of $50.0 million (the “New Money Investment”). The $26.3 million of 10% Senior Notes due 2018 were issued at a 5% discount to par value resulting in a $1.3 million discount that will be accreted over the related term using the effective interest method. Additionally, on August 15, 2014 the Company issued an additional $7.0 million of Junior Lien Secured Notes (the “Backstop Consideration”) to a group of holders of the Company’s 10% Senior Notes due 2018 as consideration for such holders’ agreement to tender the 10% Senior Notes due 2018 held by them into the Junior Lien Notes Exchange Offer. In connection with the Junior Lien Notes Exchange Offer, the Company’s term loan facility and asset-backed revolving facility were amended on July 28, 2014 (the “Credit Agreement Amendments”) to permit the Junior Lien Notes Exchange Offer, the New Money Investment and the issuance of the Backstop Consideration and to extend the maturities of certain outstanding term loans from 2016 to 2018. The margin on the term loans increased by 0.25% when compared to the interest rates on the prior term loans. There was no net change in the outstanding principal balance of the term loans as a result of the modified terms. In connection with these transactions, the Company recognized a loss on extinguishment of debt and refinancing costs of approximately $10.1 million in the third quarter of 2014. The extinguishment of debt relates to the write-off of unamortized deferred borrowing costs associated with non-participating lenders and the refinancing costs represent the third party fees associated with the transactions that were deemed a modification as the terms of the new debt instruments were not substantially different than the prior instruments. On August 16, 2013, the Company, Citibank, N.A. and certain financial institutions entered into a credit agreement for an asset-based revolving credit facility of up to $150.0 million (the “ABL Facility”), subject to borrowing base availability, which matures on August 16, 2018. Up to $35.0 million of the ABL Facility is available for the issuance of letters of credit. Amounts borrowed under the ABL Facility are subject to interest at a rate per annum equal to an applicable margin plus, at the Company’s option, either (a) a base rate determined by reference to the highest of (i) the Federal Funds Rate plus .5%, (ii) the prime rate of Citibank, N.A., or (iii) the one month US Dollar LIBOR rate plus 1.0% or (b) the US Dollar LIBOR rate based on the term of the borrowing. The applicable margin percentage for revolving loans is a percentage per annum and ranges from 1.0% to 1.5% for Base Rate loans or 2.0% to 2.5% for the Eurodollar rate loans. The applicable margin percentages with respect to borrowings under the ABL Facility is subject to adjustments based on historical excess availability as defined in the credit agreement for the ABL Facility. As of June 30, 2015, the Company had no outstanding borrowings under its ABL facility, the interest rate applicable to any outstanding borrowings was 4.25% at June 30, 2015. The Company is required to pay an unused line fee on the committed but unutilized balance of the ABL Facility at a rate per annum of 0.25% or 0.375%, depending on utilization. The ABL Facility contains customary covenants and restrictions on the Company and its subsidiaries’ activities, including but not limited to, limitations on the incurrence of additional indebtedness, use of cash in certain circumstances, dividends, repurchase of capital stock, investments, loans, asset sales, distributions and acquisitions. The ABL Facility requires the Company to maintain a fixed-charge coverage ratio of at least 1.0 to 1.0 and requires certain cash management restrictions, in each case, if available borrowing capacity is less than the greater of 10% of the maximum amount that can be borrowed under the ABL Facility, based on the borrowing base at such time, and $12.0 million. The requirement to maintain a minimum fixed-charge coverage ratio was not in effect given the Company’s available borrowing capacity as of June 30, 2015. All obligations under the ABL Facility are secured by the Company’s domestic subsidiaries and secured by a first priority lien on current assets of the Company and its domestic subsidiaries and a second priority lien on all other assets of the Company and its domestic subsidiaries. At June 30, 2015, the credit agreement also contains events of default for breach of principal or interest payments, breach of certain representations and warranties, breach of covenants and other customary events of default. The available borrowing capacity varies monthly according to the levels of the Company’s eligible accounts receivable and unbilled receivables. As of June 30, 2015, the Company had no outstanding borrowings under the ABL Facility, approximately $18.7 million in letters of credit outstanding against the ABL Facility and would have been able to borrow up to an additional $131.3 million. Cash Pooling The Company and certain of its international subsidiaries participate in a notional cash pooling arrangement (“Cash Pool”) to help manage global liquidity requirements. The parties to the arrangement combine their cash balances in pooling accounts with the ability to set-off overdrafts to the bank against positive cash balances. Each subsidiary receives interest on the cash balances or pays interest on amounts owed. At June 30, 2015, the Company’s net cash position in the pool of $5.7 million, defined as the gross cash position in the pool of $93.2 million less borrowings of $87.5 million, is reflected as cash and cash equivalents in the condensed consolidated balance sheet. Fair Value of Long-Term Debt The carrying amounts and the estimated fair values of long-term debt as of June 30, 2015 and December 31, 2014 are as follows (in thousands): June 30, 2015 December 31, 2014 Carrying value Estimated fair value Carrying value Estimated fair value Term Loan Facility $ 575,339 $ 577,658 $ 575,339 $ 571,024 Senior Secured Notes 625,425 652,006 625,489 637,217 Junior Lien Secured Notes 531,581 549,522 500,265 463,370 Senior Notes 371,028 356,762 370,139 322,569 The fair value of long-term debt instruments is measured based on market values for debt issues with similar characteristics, such as maturities, credit ratings, collateral and interest rates available on the measurement dates for debt with similar terms (level 2 within the fair value hierarchy). The Company believes the carrying values for capital leases and other financing arrangements approximate their fair values. |
Contingencies
Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | 8. Contingencies On October 31, 2013, Cel-Sci Corporation (Cel-Sci) (“Claimant”) made a demand for arbitration under a Master Services Agreement (the “MSA”), dated as of April 6, 2010 between Claimant and two of our subsidiaries, inVentiv Health Clinical, LLC (formerly known as PharmaNet, LLC) and PharmaNet GmbH (formerly known as PharmaNet AG) (collectively, “PharmaNet”). Under the MSA and related project agreement, which were terminated by Claimant in April 2013, Claimant engaged PharmaNet in connection with a Phase III Clinical Trial of its investigational drug. The arbitration claim alleges (i) breach of contract, (ii) fraud in the inducement, and (iii) common law fraud on the part of PharmaNet, and seeks damages of at least $50 million. In December 2013, inVentiv Health Clinical, LLC filed a counterclaim against Claimant that alleges breach of contract and seeks at least $2 million in damages. The matter proceeded to the discovery phase. In January 2015, inVentiv Health Clinical, LLC filed additional counterclaims against Claimant that allege (i) breach of contract, (ii) opportunistic breach, restitution and unjust enrichment, and (iii) defamation, and seeks at least $2 million in damages and $20 million in other equitable remedies. This matter remains in the discovery phase, and a final arbitration hearing is tentatively set for the fourth quarter of 2015. No assessment can be made at this time as to the likely outcome of this matter. Other Matters The Company is subject to lawsuits, investigations and claims arising out of the conduct of its business, including those related to commercial transactions, contracts, government regulation and employment matters. Certain claims, suits and complaints have been filed or are pending against the Company. In the opinion of management, taking into account the advice of legal counsel, no matters outstanding as of June 30, 2015 arising out of the conduct of the Company’s business are likely to have a material effect to the Company on an individual or aggregate basis. |
Concentration of Credit Risk
Concentration of Credit Risk | 6 Months Ended |
Jun. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit Risk | 9. Concentration of Credit Risk The Company’s receivables are concentrated with major pharmaceutical companies. Credit risk is managed through the monitoring of exposures with the Company’s customers. The Company does not require collateral or other security to support customer receivables. For the three months ended June 30, 2015, one customer accounted for approximately 10% of the Company’s consolidated net revenues. No customer accounted for 10% or more of the Company’s consolidated net revenues for the six months ended June 30, 2015. For the three and six months ended June 30, 2014, one customer accounted for approximately 11% of the Company’s consolidated net revenues. As of June 30, 2015, no customer accounted for 10% or more of the Company’s consolidated accounts receivable. |
Termination Benefits and Other
Termination Benefits and Other Cost Reduction Actions | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Termination Benefits and Other Cost Reduction Actions | 10. Termination Benefits and Other Cost Reduction Actions The Company undertook certain cost containment measures in an effort to better align operating costs with market and business conditions. Expenses related to these actions, which include real estate consolidations, elimination of redundant functions and employees, were summarized below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Employee severance and related costs $ 3,545 $ 4,893 $ 6,124 $ 6,971 Facilities-related costs 155 129 331 3,674 Total $ 3,700 $ 5,022 $ 6,455 $ 10,645 For the three and six months ended June 30, 2015 restructuring costs of $1.6 million and $2.9 million have been included in cost of revenues and $2.1 million and $3.5 million have been included in SG&A expenses, respectively. For the three and six months ended June 30, 2014 restructuring costs of $0.7 million and $1.3 million have been included in cost of revenues and $4.3 million and $9.3 million have been included in SG&A expenses, respectively. The following table summarizes the Company’s restructuring reserve as of June 30, 2015 and December 31, 2014 (in thousands): Balance at Net Costs Cash Payments Balance at Employee severance and related costs $ 5,145 $ 6,124 $ (5,839 ) $ 5,430 Facilities-related charges 7,098 331 (4,152 ) 3,277 Total $ 12,243 $ 6,455 $ (9,991 ) $ 8,707 The Company expects that severance payments accrued at June 30, 2015 will be paid within the next twelve months. Certain facility costs will be paid over the remaining lease term of the exited facilities through 2019. The net costs in the table above exclude non-cash charges of approximately $0.5 million for the six months ended June 30, 2015 related to abandoned assets at certain facilities. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company accounts for income taxes at each interim period using its estimated annual effective tax rate. Discrete items and changes in the estimate of the annual effective tax rate are recorded in the period they occur. The consolidated effective tax rate was approximately (10.0%) and (13.8%) for the three months ended June 30, 2015 and 2014, respectively, and (10.9%) and (9.0%) for the six months ended June 30, 2015 and 2014, respectively. The income tax provision for the three and six months ended June 30, 2015 and 2014 reflects that the Company (i) continues to record a full valuation allowance for its domestic and certain foreign tax jurisdictions, (ii) records a tax provision for certain foreign and state jurisdictions which are generating earnings, and (iii) incurs taxable temporary differences related to the amortization of indefinite-lived intangible assets and goodwill. The Company provides a valuation allowance to reduce deferred tax assets to their estimated realizable value if, based on the weight of all available evidence, it is not more likely than not that a portion or all of the deferred tax assets will be realized. The Company does not expect to record significant tax benefits on future domestic net operating losses until circumstances justify the recognition of such benefits. As a result of the domestic valuation allowance, taxable temporary differences from the amortization of goodwill and indefinite-lived intangible assets are expected to result in $7.7 million of income tax expense for 2015, and are reflected in the Company’s estimated domestic annual effective tax rate. Goodwill and indefinite-lived intangible assets are amortized for income tax purposes, but not for financial statement reporting purposes. This difference results in net deferred income tax expense since the taxable temporary difference cannot be scheduled to reverse during the loss carryforward period. The Company will record tax expense related to the amortization of its tax deductible goodwill and indefinite-lived intangible assets during those future periods for which it maintains domestic valuation allowances, or until its estimated unamortized balance of $134.7 million at December 31, 2015 is fully amortized for tax purposes. |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Parties | 12. Related Parties Management Arrangements Upon completion of the August 2010 Merger, the Company entered into a management agreement (“THL Management Agreement”) with THL Managers VI, LLC (“THL Managers”), in which THL Managers agreed to provide management services to the Company. Pursuant to the THL Management Agreement, THL Managers will receive an aggregate annual management fee in an amount per year equal to the greater of (a) $2.5 million or (b) 1.5% of EBITDA, as defined. In addition, the Company will reimburse out-of-pocket expenses incurred by THL Managers. The Company recognized $0.7 million in management fees for each of the three months ended June 30, 2015 and 2014, and $1.4 million for each of the six months ended June 30, 2015 and 2014. Upon completion of the August 2010 Merger, the Company entered into a management agreement with Liberty Lane, in which Liberty Lane agreed to provide management services to the Company. Mr. Meister, the Company’s former Chief Executive Officer, is affiliated with Liberty Lane. Pursuant to the agreement, Liberty Lane or its affiliates received an aggregate annual management fee in an amount per year equal to $1.0 million. On December 5, 2012, the agreement was amended to lower the per year management fee to $0.8 million beginning January 1, 2013. The agreement was terminated in the second quarter of 2015 with an effective date of September 24, 2014 to reflect Mr. Meister’s resignation as Chief Executive Officer. The Company reversed management fees of $0.2 million for the three months ended June 30, 2015 and incurred management fees of $0.2 million and $0.4 million for the three and six months ended June 30, 2014. Commercial Transactions There were four entities for the three and six months ended June 30, 2015 and 2014 in which THL or its affiliates held a 10% or greater interest that provided services exceeding $120,000 in value to the Company. The services included facilities management, audio conferencing and information technology services. The fees for these services were $1.1 million and $1.0 million for the three months ended June 30, 2015 and 2014, respectively, and $2.7 million and $2.3 million for the six months ended June 30, 2015 and 2014, respectively. One of the Company’s directors, Blane Walter, acquired a 10% or greater interest in and became a director of an entity in 2013 which provided relationship enterprise technology solutions to the Company exceeding $120,000 in value over the previous twelve month period. The services were provided for fees of less than $0.1 million and $0.6 million for the three months ended June 30, 2015 and 2014, respectively, and $1.8 million and $1.5 million for the six months ended June 30, 2015 and 2014, respectively. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 13. Fair Value Measurements The Company’s financial instruments include cash and cash equivalents, accounts receivables, unbilled services, accounts payable, short-term borrowings and current portion of capital leases and other financing arrangements as well as deferred revenues and client advances. Due to the short-term nature of such instruments, the Company believes their carrying values approximate fair value. Please refer to Note 7 for discussion of the Company’s debt instruments. The Company’s contingent consideration obligations are the only instruments measured at fair value on a recurring basis. The contingent consideration is determined based upon significant inputs not observable in the market, including the fair value and the Company’s best estimate as to the probable timing and amount of settlement. As of June 30, 2015, the contingent consideration obligations had an aggregate fair value of $1.5 million, which is included in accrued expenses and other non-current liabilities, resulting in a $0.3 million adjustment to decrease earnings for the six months ended June 30, 2015, respectively. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | 14. Segment Information The Company is managed through two reportable segments, Clinical and Commercial. Each reportable business segment is comprised of multiple divisions and business units that, through their combination, create a fully integrated biopharmaceutical outsourced services provider. Clinical, which primarily serves pharmaceutical, biotechnology, diagnostic and medical device clients engaged in research and development, provides a continuum of services spanning phases I-IV of clinical development. Commercial, provides commercialization, patient outcomes and consulting services to the pharmaceutical, biotechnology and healthcare industries. In the fourth quarter of 2014, the Company realigned its segment reporting structure to reflect changes in its management structure. As a result of these changes, the Commercial segment includes the results of the consulting business, previously reported separately as the Consulting segment. Additionally, during 2014 certain business units previously reported under the Commercial segment were operationally moved into and are now reported under the Clinical segment, certain segment leadership costs previously included in Corporate and other were allocated to the Commercial segment and certain information technology costs previously allocated to the segments will remain in Corporate and other. As a result, previously reported segment information has been restated to conform to management’s current operating structure. Management measures and evaluates the Company’s operating segments based on segment net revenue and adjusted operating income. The results of these reportable business segments are regularly reviewed by the Company’s chief operating decision maker, the Chief Executive Officer. Certain amounts that management considers to be non-operational are excluded from segment operating income because management evaluates the operating results of the segments excluding such charges. These items include depreciation and amortization; certain foreign currency impacts; net charges associated with acquisitions; certain legal charges, net of insurance recoveries; certain asset impairment charges; stock-based compensation; as well as corporate and other unallocated expenses. The corporate and other unallocated expenses primarily consist of expenses for corporate overhead functions such as finance, human resources, information technology, facilities and legal; restructuring and related charges; and certain expenses incurred in connection with the management agreements with affiliates of certain shareholders of the Parent. Although these amounts are excluded from segment operating income, as applicable, they are included in reported consolidated operating loss and in the reconciliations presented below. The Company has not presented segment assets since management does not evaluate the Company’s operating segments using this information. Selected information for each reportable segment is as follows (in thousands): Three Months Ended Six Months Ended June 30, 2015 2014 2015 2014 Net Revenues Clinical $ 233,582 $ 218,146 $ 453,246 $ 432,974 Commercial 258,664 232,831 492,737 441,538 Intersegment revenues (2,829 ) (1,408 ) (5,589 ) (3,138 ) Consolidated net revenues $ 489,417 $ 449,569 $ 940,394 $ 871,374 Adjusted Segment Operating Income (Loss) Clinical $ 28,469 $ 21,527 $ 54,118 $ 44,862 Commercial 42,112 28,351 73,594 51,958 Reportable segments adjusted operating income (loss) 70,581 49,878 127,712 96,820 Depreciation and amortization (23,908 ) (27,072 ) (48,911 ) (53,582 ) Stock-based compensation (45 ) (118 ) (515 ) (444 ) Corporate and other unallocated charges (16,996 ) (11,046 ) (31,096 ) (22,726 ) Operating income (loss) $ 29,632 $ 11,642 $ 47,190 $ 20,068 Interest income (expense), net (57,120 ) (53,232 ) (113,583 ) (105,684 ) Income (loss) before income tax (provision) benefit and income (loss) from equity investments. $ (27,488 ) $ (41,590 ) $ (66,393 ) $ (85,616 ) |
Guarantor Financial Information
Guarantor Financial Information | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Guarantor Financial Information | 15. Guarantor Financial Information Borrowings under each of our Senior Secured Credit Facilities, ABL Facility, Senior Secured Notes, Junior Lien Secured Notes and Senior Notes are guaranteed by certain of the Company’s domestic wholly-owned subsidiaries. The guarantees are full and unconditional and joint and several. The Company’s Senior Secured Credit Facility, ABL Facility, Senior Secured Notes, Junior Lien Secured Notes and Senior Notes are not guaranteed by certain of the Company’s subsidiaries, including all of its non-U.S. subsidiaries or non-wholly owned subsidiaries. The following supplemental financial information sets forth, on a condensed consolidating basis, balance sheet information, results of operations, comprehensive loss and cash flow information for inVentiv Health, Inc., the Guarantor Subsidiaries and other subsidiaries (the “Non-Guarantor Subsidiaries”). The supplemental financial information reflects the investments of inVentiv Health, Inc.’s investment in the Guarantor Subsidiaries and Non-Guarantor Subsidiaries using the equity method of accounting. CONDENSED CONSOLIDATED BALANCE SHEET INFORMATION At June 30, 2015 (in thousands, except share and per share amounts) inVentiv Guarantor Non- Guarantor Subsidiaries Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 34,983 $ — $ 109,020 $ (92,408 ) $ 51,595 Restricted cash 825 — 1,157 — 1,982 Accounts receivable, net of allowances for doubtful accounts — 252,296 61,759 — 314,055 Unbilled services — 162,091 44,436 — 206,527 Intercompany receivables 462,405 687,314 77,702 (1,227,421 ) — Prepaid expenses and other current assets 6,543 11,476 21,021 — 39,040 Income tax receivable — 587 1,002 — 1,589 Current deferred tax assets 259 12,198 1,264 (6,261 ) 7,460 Total current assets 505,015 1,125,962 317,361 (1,326,090 ) 622,248 Property and equipment, net 23,392 86,792 16,486 — 126,670 Goodwill — 889,281 41,293 — 930,574 Intangible assets, net — 384,350 6,859 — 391,209 Non-current deferred tax assets — — 3,952 — 3,952 Deferred financing costs and other assets 65,807 4,272 13,473 — 83,552 Non-current intercompany receivables 967,896 35,073 135 (1,003,104 ) — Investment in consolidated subsidiaries 697,821 85,988 — (783,809 ) — Total assets $ 2,259,931 $ 2,611,718 $ 399,559 $ (3,113,003 ) $ 2,158,205 LIABILITIES AND STOCKHOLDER’S DEFICIT Current liabilities: Short-term borrowings, current portion of capital lease obligations and other financing arrangements $ 209 $ 16,619 $ 87,648 $ (87,482 ) $ 16,994 Accrued payroll, accounts payable and accrued expenses 72,845 162,661 59,186 (4,926 ) 289,766 Intercompany payables 732,286 474,363 20,772 (1,227,421 ) — Income taxes payable — 16 1,297 — 1,313 Deferred revenue and client advances — 174,914 52,570 — 227,484 Total current liabilities 805,340 828,573 221,473 (1,319,829 ) 535,557 Capital lease obligations, net of current portion — 31,423 54 — 31,477 Long-term debt, net of current portion 2,103,373 — — — 2,103,373 Non-current income tax liability — 5,543 1,383 — 6,926 Deferred tax liability 333 85,315 3,119 (6,261 ) 82,506 Other non-current liabilities 37,360 32,108 18,855 — 88,323 Non-current intercompany liabilities 4,734 968,031 30,339 (1,003,104 ) — Total liabilities 2,951,140 1,950,993 275,223 (2,329,194 ) 2,848,162 Total inVentiv Health, Inc. stockholder’s deficit (691,209 ) 660,725 123,084 (783,809 ) (691,209 ) Noncontrolling interest — — 1,252 — 1,252 Total stockholder’s deficit (691,209 ) 660,725 124,336 (783,809 ) (689,957 ) Total liabilities and stockholder’s deficit $ 2,259,931 $ 2,611,718 $ 399,559 $ (3,113,003 ) $ 2,158,205 CONDENSED CONSOLIDATED BALANCE SHEET INFORMATION At December 31, 2014 (in thousands, except share and per share amounts) inVentiv Guarantor Non- Guarantor Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 19,643 $ 3,439 $ 86,014 $ (52,037 ) $ 57,059 Restricted cash 569 — 1,148 — 1,717 Accounts receivable, net of allowances for doubtful accounts — 236,884 65,963 — 302,847 Unbilled services — 138,100 40,936 — 179,036 Intercompany receivables 389,532 557,758 64,778 (1,012,068 ) — Prepaid expenses and other current assets 5,301 12,181 20,743 — 38,225 Income tax receivable — 310 1,053 — 1,363 Current deferred tax assets 259 12,198 1,316 (6,261 ) 7,512 Total current assets 415,304 960,870 281,951 (1,070,366 ) 587,759 Property and equipment, net 21,665 82,857 17,337 — 121,859 Goodwill — 889,281 42,506 — 931,787 Intangible assets, net — 410,059 7,765 — 417,824 Non-current deferred tax assets — — 3,944 — 3,944 Deferred financing costs and other assets 75,296 3,519 12,447 — 91,262 Non-current intercompany receivables 944,664 44,585 132 (989,381 ) — Investment in consolidated subsidiaries 689,216 86,242 — (775,458 ) — Total assets $ 2,146,145 $ 2,477,413 $ 366,082 $ (2,835,205 ) $ 2,154,435 LIABILITIES AND STOCKHOLDER’S DEFICIT Current liabilities: Short-term borrowings, current portion of capital lease obligations and other financing arrangements $ 4,006 $ 14,025 $ 50,271 $ (52,037 ) $ 16,265 Accrued payroll, accounts payable and accrued expenses 70,593 154,523 61,497 — 286,613 Intercompany payables 562,297 418,920 30,851 (1,012,068 ) — Income taxes payable 222 — 987 — 1,209 Deferred revenue and client advances — 150,709 48,421 — 199,130 Total current liabilities 637,118 738,177 192,027 (1,064,105 ) 503,217 Capital lease obligations, net of current portion — 29,126 198 — 29,324 Long-term debt, net of current portion 2,071,232 — — — 2,071,232 Non-current income tax liability — 5,360 1,101 — 6,461 Deferred tax liability 333 80,860 2,300 (6,261 ) 77,232 Other non-current liabilities 37,441 25,175 18,140 — 80,756 Non-current intercompany liabilities 15,202 944,796 29,383 (989,381 ) — Total liabilities 2,761,326 1,823,494 243,149 (2,059,747 ) 2,768,222 Total inVentiv Health, Inc. stockholder’s deficit (615,181 ) 653,919 121,539 (775,458 ) (615,181 ) Noncontrolling interest — — 1,394 — 1,394 Total stockholder’s deficit (615,181 ) 653,919 122,933 (775,458 ) (613,787 ) Total liabilities and stockholder’s deficit $ 2,146,145 $ 2,477,413 $ 366,082 $ (2,835,205 ) $ 2,154,435 CONSOLIDATED STATEMENT OF OPERATIONS Three Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net revenues $ — $ 382,908 $ 112,927 $ (6,418 ) $ 489,417 Reimbursed out-of-pocket expenses — 68,450 14,689 (62 ) 83,077 Total revenues — 451,358 127,616 (6,480 ) 572,494 Operating expenses: Cost of revenues — 249,948 74,327 (5,885 ) 318,390 Reimbursable out-of-pocket expenses — 68,450 14,689 (62 ) 83,077 Selling, general and administrative expenses 20,491 85,823 35,614 (533 ) 141,395 Allocation of intercompany costs (9,900 ) 7,935 1,965 — — Total operating expenses 10,591 412,156 126,595 (6,480 ) 542,862 Operating income (loss) (10,591 ) 39,202 1,021 — 29,632 Interest income (expense), net (57,088 ) (197 ) 165 — (57,120 ) Intercompany interest income (expense) 23,579 (23,332 ) (247 ) — — Income (loss) before income tax (provision) benefit and income (loss) from equity investments (44,100 ) 15,673 939 — (27,488 ) Income tax (provision) benefit — (1,650 ) (1,088 ) — (2,738 ) Income (loss) before income (loss) from equity investments (44,100 ) 14,023 (149 ) — (30,226 ) Income (loss) from equity investments 13,869 (976 ) — (12,655 ) 238 Net income (loss) (30,231 ) 13,047 (149 ) (12,655 ) (29,988 ) Less: Net (income) loss attributable to the noncontrolling interest — — (243 ) — (243 ) Net income (loss) attributable to inVentiv Health, Inc. $ (30,231 ) $ 13,047 $ (392 ) $ (12,655 ) $ (30,231 ) CONSOLIDATED STATEMENT OF OPERATIONS Three Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net revenues $ — $ 332,133 $ 129,394 $ (11,958 ) $ 449,569 Reimbursed out-of-pocket expenses — 51,271 12,802 (31 ) 64,042 Total revenues — 383,404 142,196 (11,989 ) 513,611 Operating expenses: Cost of revenues — 219,961 84,145 (11,394 ) 292,712 Reimbursable out-of-pocket expenses — 51,271 12,802 (31 ) 64,042 Selling, general and administrative expenses 9,262 97,707 38,810 (564 ) 145,215 Allocation of intercompany costs (11,715 ) 8,897 2,818 — — Total operating expenses (2,453 ) 377,836 138,575 (11,989 ) 501,969 Operating income (loss) 2,453 5,568 3,621 — 11,642 Interest income (expense), net (53,287 ) (114 ) 169 — (53,232 ) Intercompany interest income (expense) 21,885 (21,230 ) (655 ) — — Income (loss) before income tax (provision) benefit and income (loss) from equity investments (28,949 ) (15,776 ) 3,135 — (41,590 ) Income tax (provision) benefit — (3,578 ) (2,175 ) — (5,753 ) Income (loss) before income (loss) from equity investments (28,949 ) (19,354 ) 960 — (47,343 ) Income (loss) from equity investments (24,039 ) (1,535 ) — 25,376 (198 ) Income (loss) from continuing operations (52,988 ) (20,889 ) 960 25,376 (47,541 ) Net income (loss) from discontinued operations, net of tax — (5,453 ) — — (5,453 ) Net income (loss) (52,988 ) (26,342 ) 960 25,376 (52,994 ) Less: Net (income) loss attributable to the noncontrolling interest — — 6 — 6 Net income (loss) attributable to inVentiv Health, Inc. $ (52,988 ) $ (26,342 ) $ 966 $ 25,376 $ (52,988 ) CONSOLIDATED STATEMENT OF OPERATIONS Six Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net revenues $ — $ 729,889 $ 222,678 $ (12,173 ) $ 940,394 Reimbursed out-of-pocket expenses — 128,066 22,472 (138 ) 150,400 Total revenues — 857,955 245,150 (12,311 ) 1,090,794 Operating expenses: Cost of revenues — 479,030 141,684 (11,147 ) 609,567 Reimbursable out-of-pocket expenses — 128,066 22,472 (138 ) 150,400 Selling, general and administrative expenses 36,578 177,743 70,342 (1,026 ) 283,637 Allocation of intercompany costs (19,800 ) 15,879 3,921 — — Total operating expenses 16,778 800,718 238,419 (12,311 ) 1,043,604 Operating income (loss) (16,778 ) 57,237 6,731 — 47,190 Interest income (expense), net (113,444 ) (408 ) 269 — (113,583 ) Intercompany interest income (expense) 46,384 (45,987 ) (397 ) — — Income (loss) before income tax (provision) benefit and income (loss) from equity investments (83,838 ) 10,842 6,603 — (66,393 ) Income tax (provision) benefit — (4,625 ) (2,641 ) — (7,266 ) Income (loss) before income (loss) from equity investments (83,838 ) 6,217 3,962 — (73,659 ) Income (loss) from equity investments 8,522 654 — (10,467 ) (1,291 ) Net income (loss) (75,316 ) 6,871 3,962 (10,467 ) (74,950 ) Less: Net (income) loss attributable to the noncontrolling interest — — (366 ) — (366 ) Net income (loss) attributable to inVentiv Health, Inc. $ (75,316 ) $ 6,871 $ 3,596 $ (10,467 ) $ (75,316 ) CONSOLIDATED STATEMENT OF OPERATIONS Six Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net revenues $ — $ 642,855 $ 253,881 $ (25,362 ) $ 871,374 Reimbursed out-of-pocket expenses — 94,064 26,532 (241 ) 120,355 Total revenues — 736,919 280,413 (25,603 ) 991,729 Operating expenses: Cost of revenues — 428,244 162,824 (24,098 ) 566,970 Reimbursable out-of-pocket expenses — 94,064 26,532 (241 ) 120,355 Selling, general and administrative expenses 17,801 192,601 75,198 (1,264 ) 284,336 Allocation of intercompany costs (23,486 ) 17,893 5,593 — — Total operating expenses (5,685 ) 732,802 270,147 (25,603 ) 971,661 Operating income (loss) 5,685 4,117 10,266 — 20,068 Interest income (expense), net (105,719 ) (208 ) 243 — (105,684 ) Intercompany interest income (expense) 43,067 (41,736 ) (1,331 ) — — Income (loss) before income tax (provision) benefit and income (loss) from equity investments (56,967 ) (37,827 ) 9,178 — (85,616 ) Income tax (provision) benefit (127 ) (5,691 ) (1,880 ) — (7,698 ) Income (loss) before income (loss) from equity investments (57,094 ) (43,518 ) 7,298 — (93,314 ) Income (loss) from equity investments (45,139 ) 3,903 — 41,000 (236 ) Income (loss) from continuing operations (102,233 ) (39,615 ) 7,298 41,000 (93,550 ) Net income (loss) from discontinued operations, net of tax — (8,163 ) — — (8,163 ) Net income (loss) (102,233 ) (47,778 ) 7,298 41,000 (101,713 ) Less: Net (income) loss attributable to the noncontrolling interest — — (520 ) — (520 ) Net income (loss) attributable to inVentiv Health, Inc. $ (102,233 ) $ (47,778 ) $ 6,778 $ 41,000 $ (102,233 ) CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS For the Three Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net income (loss) $ (30,231 ) $ 13,047 $ (149 ) $ (12,655 ) $ (29,988 ) Other comprehensive income (loss): Foreign currency translation adjustment 4,218 5,113 2,596 (7,709 ) 4,218 Total other comprehensive income (loss) 4,218 5,113 2,596 (7,709 ) 4,218 Total comprehensive income (loss) (26,013 ) 18,160 2,447 (20,364 ) (25,770 ) Less: Net (income) loss attributable to the noncontrolling interest — — (243 ) — (243 ) Total comprehensive income (loss) attributable to inVentiv Health, Inc. $ (26,013 ) $ 18,160 $ 2,204 $ (20,364 ) $ (26,013 ) CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS For the Three Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net income (loss) $ (52,988 ) $ (26,342 ) $ 960 $ 25,376 $ (52,994 ) Other comprehensive income (loss): Foreign currency translation adjustment 2,552 2,039 1,318 (3,357 ) 2,552 Total other comprehensive income (loss) 2,552 2,039 1,318 (3,357 ) 2,552 Total comprehensive income (loss) (50,436 ) (24,303 ) 2,278 22,019 (50,442 ) Less: Net (income) loss attributable to the noncontrolling interest — — 6 — 6 Total comprehensive income (loss) attributable to inVentiv Health, Inc. $ (50,436 ) $ (24,303 ) $ 2,284 $ 22,019 $ (50,436 ) CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS For the Six Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net income (loss) $ (75,316 ) $ 6,871 $ 3,962 $ (10,467 ) $ (74,950 ) Other comprehensive income (loss): Foreign currency translation adjustment (1,227 ) (322 ) (1,415 ) 1,737 (1,227 ) Total other comprehensive income (loss) (1,227 ) (322 ) (1,415 ) 1,737 (1,227 ) Total comprehensive income (loss) (76,543 ) 6,549 2,547 (8,730 ) (76,177 ) Less: Net (income) loss attributable to the noncontrolling interest — — (366 ) — (366 ) Total comprehensive income (loss) attributable to inVentiv Health, Inc. $ (76,543 ) $ 6,549 $ 2,181 $ (8,730 ) $ (76,543 ) CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS For the Six Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net income (loss) $ (102,233 ) $ (47,778 ) $ 7,298 $ 41,000 $ (101,713 ) Other comprehensive income (loss): Foreign currency translation adjustment 2,690 1,342 1,152 (2,494 ) 2,690 Total other comprehensive income (loss) 2,690 1,342 1,152 (2,494 ) 2,690 Total comprehensive income (loss) (99,543 ) (46,436 ) 8,450 38,506 (99,023 ) Less: Net (income) loss attributable to the noncontrolling interest — — (520 ) — (520 ) Total comprehensive income (loss) attributable to inVentiv Health, Inc. $ (99,543 ) $ (46,436 ) $ 7,930 $ 38,506 $ (99,543 ) CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS For the Six Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor– Subsidiaries Eliminations Total Cash flows from operating activities: Net cash provided by (used in) operating activities $ 33,094 $ (19,802 ) $ 16,440 $ (4,925 ) $ 24,807 Cash flows from investing activities: Purchases of property and equipment (6,599 ) (10,285 ) (2,924 ) — (19,808 ) Proceeds from vehicle sales — 3,899 — — 3,899 Return of (disbursements for) investments 224 — — — 224 Other, net (256 ) 2,927 — — 2,671 Net cash provided by (used in) investing activities (6,631 ) (3,459 ) (2,924 ) — (13,014 ) Cash flows from financing activities: Repayments on capital leases — (12,375 ) (250 ) — (12,625 ) Advances from cash pool (2,065 ) — 37,511 (35,446 ) — Borrowings under line of credit 153,000 — — — 153,000 Repayments on line of credit (153,000 ) — — — (153,000 ) Payment on installment note related to acquisition (1,750 ) — — — (1,750 ) Payment of debt issuance costs (197 ) — — — (197 ) Repayment of other financing arrangements (1,966 ) (352 ) — — (2,318 ) Advances (repayment) of intercompany debt, net (5,048 ) 32,549 (27,501 ) — — Other, net (97 ) — (508 ) — (605 ) Net cash provided by (used in) financing activities (11,123 ) 19,822 9,252 (35,446 ) (17,495 ) Effects of foreign currency exchange rate changes on cash — — 238 — 238 Net increase (decrease) in cash and cash equivalents 15,340 (3,439 ) 23,006 (40,371 ) (5,464 ) Cash and cash equivalents, beginning of period 19,643 3,439 86,014 (52,037 ) 57,059 Cash and cash equivalents, end of period $ 34,983 $ — $ 109,020 $ (92,408 ) $ 51,595 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS For the Six Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor– Subsidiaries Eliminations Total Cash flows from operating activities: Net cash provided by (used in) continuing operations $ (47,017 ) $ (14,384 ) $ (993 ) $ — $ (62,394 ) Net cash provided by (used in) discontinued operations — (5,858 ) — — (5,858 ) Net cash provided by (used in) operating activities (47,017 ) (20,242 ) (993 ) — (68,252 ) Cash flows from investing activities: Purchases of property and equipment (8,736 ) (5,027 ) (3,131 ) — (16,894 ) Proceeds from vehicle sales — 1,032 — — 1,032 Return of (disbursements for) investments (750 ) — — — (750 ) Other, net (225 ) 3,244 — — 3,019 Net cash provided by (used in) investing activities (9,711 ) (751 ) (3,131 ) — (13,593 ) Cash flows from financing activities: Repayments on capital leases — (5,989 ) (280 ) — (6,269 ) Advances from cash pool — — 41,821 (41,821 ) — Borrowings under line of credit 134,000 — — — 134,000 Repayments on line of credit (126,000 ) — — — (126,000 ) Payment on installment note related to acquisition (1,500 ) — — — (1,500 ) Payments of debt issuance costs (52 ) (52 ) Repayment of other financing arrangements (1,749 ) (352 ) — — (2,101 ) Advances (repayment) of intercompany debt, net 25,156 12,637 (37,793 ) — — Other, net 154 — (477 ) — (323 ) Net cash provided by (used in) financing activities 30,009 6,296 3,271 (41,821 ) (2,245 ) Effects of foreign currency exchange rate changes on cash — — 302 — 302 Net increase (decrease) in cash and cash equivalents (26,719 ) (14,697 ) (551 ) (41,821 ) (83,788 ) Cash and cash equivalents, beginning of period 33,176 19,838 98,457 (35,244 ) 116,227 Cash and cash equivalents, end of period $ 6,457 $ 5,141 $ 97,906 $ (77,065 ) $ 32,439 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 16. Subsequent Events On July 1, 2015 one of the Company’s indirect subsidiaries in the United Kingdom entered into an asset-based lending facility for up to $20.0 million. The new facility includes a guaranty from inVentiv Health, Inc.’s indirect subsidiary in Switzerland. The borrower and guarantor for the new facility are not directly held by inVentiv Health, Inc. or any guarantor to its lending facilities in the U.S. This new facility will be used to enhance international cash management. On July 2, 2015 the Company’s Board of Directors approved the grant of new option awards to eligible employees in exchange for certain outstanding restricted stock units granted under the Group Holdings’ equity incentive plan, on a one-for-one basis. Thirty-five percent of the options in the new award vest upon the passage of time and completion of a service requirement and sixty-five percent vests based upon achievement of certain specified performance targets and completion of a service requirement. Approximately 156,106 of the outstanding restricted stock units were exchanged in the program. The Company will recognize the fair value of the new option awards in compensation expense over the service period to the extent that vesting of the awards is considered probable. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Results of Discontinued Operations | The following table sets forth the results of the discontinued operations (in thousands): Three Months June 30, 2014 Six Months June 30, 2014 Net revenues $ 1,265 $ 3,254 Pre-tax income (loss) from discontinued operations (5,453 ) (8,163 ) Income tax (provision) benefit from discontinued operations — — Net income (loss) from discontinued operations (5,453 ) (8,163 ) |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Carrying Amount of Goodwill | The following table sets forth the carrying amount of goodwill as of June 30, 2015 and December 31, 2014 (in thousands): Clinical Commercial Total Net goodwill at December 31, 2014 $ 382,316 $ 549,471 $ 931,787 Foreign currency translation (18 ) (1,195 ) (1,213 ) Net goodwill at June 30, 2015 $ 382,298 $ 548,276 $ 930,574 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Carrying Amount of Intangible Assets | The following table sets forth the carrying amount of the Company’s intangible assets as of June 30, 2015 and December 31, 2014 (in thousands): June 30, 2015 December 31, 2014 Gross Accumulated Net Gross Accumulated Net Customer relationships $ 404,549 $ (145,313 ) $ 259,236 $ 405,021 $ (128,510 ) $ 276,511 Technology 27,802 (26,170 ) 1,632 27,832 (23,442 ) 4,390 Tradenames subject to amortization 24,323 (19,974 ) 4,349 24,505 (18,513 ) 5,992 Backlog 95,010 (85,250 ) 9,760 95,015 (80,447 ) 14,568 Other 1,020 (525 ) 495 1,020 (465 ) 555 Total finite-lived intangible assets 552,704 (277,232 ) 275,472 553,393 (251,377 ) 302,016 Tradenames not subject to amortization 115,737 — 115,737 115,808 — 115,808 Total intangible assets $ 668,441 $ (277,232 ) $ 391,209 $ 669,201 $ (251,377 ) $ 417,824 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The Company’s indebtedness is summarized as follows (in thousands): June 30, 2015 December 31, 2014 Senior Secured Credit Facilities: Term Loan Facility B3 loans, due 2018 $ 129,645 $ 129,645 Term Loan Facility B4 loans, due 2018 445,694 445,694 Senior Secured Notes, due 2018 625,425 625,489 ABL Facility — — Junior Lien Secured Notes, due 2018 531,581 500,265 Senior Notes, due 2018 371,028 370,139 Capital leases and other financing arrangements 48,471 45,589 Total borrowings 2,151,844 2,116,821 Less: current portion of capital leases and other financing arrangements 16,994 16,265 Total long-term borrowings, net of current portion $ 2,134,850 $ 2,100,556 |
Summary of Carrying Amounts and Estimated Fair Values of Long-Term Debt | The carrying amounts and the estimated fair values of long-term debt as of June 30, 2015 and December 31, 2014 are as follows (in thousands): June 30, 2015 December 31, 2014 Carrying value Estimated fair value Carrying value Estimated fair value Term Loan Facility $ 575,339 $ 577,658 $ 575,339 $ 571,024 Senior Secured Notes 625,425 652,006 625,489 637,217 Junior Lien Secured Notes 531,581 549,522 500,265 463,370 Senior Notes 371,028 356,762 370,139 322,569 |
Termination Benefits and Othe28
Termination Benefits and Other Cost Reduction Actions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Summary of Real Estate Consolidations, Elimination of Redundant Functions and Employees Expenses | Expenses related to these actions, which include real estate consolidations, elimination of redundant functions and employees, were summarized below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Employee severance and related costs $ 3,545 $ 4,893 $ 6,124 $ 6,971 Facilities-related costs 155 129 331 3,674 Total $ 3,700 $ 5,022 $ 6,455 $ 10,645 |
Summary of Company's Restructuring Reserve | The following table summarizes the Company’s restructuring reserve as of June 30, 2015 and December 31, 2014 (in thousands): Balance at Net Costs Cash Payments Balance at Employee severance and related costs $ 5,145 $ 6,124 $ (5,839 ) $ 5,430 Facilities-related charges 7,098 331 (4,152 ) 3,277 Total $ 12,243 $ 6,455 $ (9,991 ) $ 8,707 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Selected Information for Each Reportable Segment | Selected information for each reportable segment is as follows (in thousands): Three Months Ended Six Months Ended June 30, 2015 2014 2015 2014 Net Revenues Clinical $ 233,582 $ 218,146 $ 453,246 $ 432,974 Commercial 258,664 232,831 492,737 441,538 Intersegment revenues (2,829 ) (1,408 ) (5,589 ) (3,138 ) Consolidated net revenues $ 489,417 $ 449,569 $ 940,394 $ 871,374 Adjusted Segment Operating Income (Loss) Clinical $ 28,469 $ 21,527 $ 54,118 $ 44,862 Commercial 42,112 28,351 73,594 51,958 Reportable segments adjusted operating income (loss) 70,581 49,878 127,712 96,820 Depreciation and amortization (23,908 ) (27,072 ) (48,911 ) (53,582 ) Stock-based compensation (45 ) (118 ) (515 ) (444 ) Corporate and other unallocated charges (16,996 ) (11,046 ) (31,096 ) (22,726 ) Operating income (loss) $ 29,632 $ 11,642 $ 47,190 $ 20,068 Interest income (expense), net (57,120 ) (53,232 ) (113,583 ) (105,684 ) Income (loss) before income tax (provision) benefit and income (loss) from equity investments. $ (27,488 ) $ (41,590 ) $ (66,393 ) $ (85,616 ) |
Guarantor Financial Informati30
Guarantor Financial Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Condensed Consolidated Balance Sheet Information | CONDENSED CONSOLIDATED BALANCE SHEET INFORMATION At June 30, 2015 (in thousands, except share and per share amounts) inVentiv Guarantor Non- Guarantor Subsidiaries Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 34,983 $ — $ 109,020 $ (92,408 ) $ 51,595 Restricted cash 825 — 1,157 — 1,982 Accounts receivable, net of allowances for doubtful accounts — 252,296 61,759 — 314,055 Unbilled services — 162,091 44,436 — 206,527 Intercompany receivables 462,405 687,314 77,702 (1,227,421 ) — Prepaid expenses and other current assets 6,543 11,476 21,021 — 39,040 Income tax receivable — 587 1,002 — 1,589 Current deferred tax assets 259 12,198 1,264 (6,261 ) 7,460 Total current assets 505,015 1,125,962 317,361 (1,326,090 ) 622,248 Property and equipment, net 23,392 86,792 16,486 — 126,670 Goodwill — 889,281 41,293 — 930,574 Intangible assets, net — 384,350 6,859 — 391,209 Non-current deferred tax assets — — 3,952 — 3,952 Deferred financing costs and other assets 65,807 4,272 13,473 — 83,552 Non-current intercompany receivables 967,896 35,073 135 (1,003,104 ) — Investment in consolidated subsidiaries 697,821 85,988 — (783,809 ) — Total assets $ 2,259,931 $ 2,611,718 $ 399,559 $ (3,113,003 ) $ 2,158,205 LIABILITIES AND STOCKHOLDER’S DEFICIT Current liabilities: Short-term borrowings, current portion of capital lease obligations and other financing arrangements $ 209 $ 16,619 $ 87,648 $ (87,482 ) $ 16,994 Accrued payroll, accounts payable and accrued expenses 72,845 162,661 59,186 (4,926 ) 289,766 Intercompany payables 732,286 474,363 20,772 (1,227,421 ) — Income taxes payable — 16 1,297 — 1,313 Deferred revenue and client advances — 174,914 52,570 — 227,484 Total current liabilities 805,340 828,573 221,473 (1,319,829 ) 535,557 Capital lease obligations, net of current portion — 31,423 54 — 31,477 Long-term debt, net of current portion 2,103,373 — — — 2,103,373 Non-current income tax liability — 5,543 1,383 — 6,926 Deferred tax liability 333 85,315 3,119 (6,261 ) 82,506 Other non-current liabilities 37,360 32,108 18,855 — 88,323 Non-current intercompany liabilities 4,734 968,031 30,339 (1,003,104 ) — Total liabilities 2,951,140 1,950,993 275,223 (2,329,194 ) 2,848,162 Total inVentiv Health, Inc. stockholder’s deficit (691,209 ) 660,725 123,084 (783,809 ) (691,209 ) Noncontrolling interest — — 1,252 — 1,252 Total stockholder’s deficit (691,209 ) 660,725 124,336 (783,809 ) (689,957 ) Total liabilities and stockholder’s deficit $ 2,259,931 $ 2,611,718 $ 399,559 $ (3,113,003 ) $ 2,158,205 CONDENSED CONSOLIDATED BALANCE SHEET INFORMATION At December 31, 2014 (in thousands, except share and per share amounts) inVentiv Guarantor Non- Guarantor Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 19,643 $ 3,439 $ 86,014 $ (52,037 ) $ 57,059 Restricted cash 569 — 1,148 — 1,717 Accounts receivable, net of allowances for doubtful accounts — 236,884 65,963 — 302,847 Unbilled services — 138,100 40,936 — 179,036 Intercompany receivables 389,532 557,758 64,778 (1,012,068 ) — Prepaid expenses and other current assets 5,301 12,181 20,743 — 38,225 Income tax receivable — 310 1,053 — 1,363 Current deferred tax assets 259 12,198 1,316 (6,261 ) 7,512 Total current assets 415,304 960,870 281,951 (1,070,366 ) 587,759 Property and equipment, net 21,665 82,857 17,337 — 121,859 Goodwill — 889,281 42,506 — 931,787 Intangible assets, net — 410,059 7,765 — 417,824 Non-current deferred tax assets — — 3,944 — 3,944 Deferred financing costs and other assets 75,296 3,519 12,447 — 91,262 Non-current intercompany receivables 944,664 44,585 132 (989,381 ) — Investment in consolidated subsidiaries 689,216 86,242 — (775,458 ) — Total assets $ 2,146,145 $ 2,477,413 $ 366,082 $ (2,835,205 ) $ 2,154,435 LIABILITIES AND STOCKHOLDER’S DEFICIT Current liabilities: Short-term borrowings, current portion of capital lease obligations and other financing arrangements $ 4,006 $ 14,025 $ 50,271 $ (52,037 ) $ 16,265 Accrued payroll, accounts payable and accrued expenses 70,593 154,523 61,497 — 286,613 Intercompany payables 562,297 418,920 30,851 (1,012,068 ) — Income taxes payable 222 — 987 — 1,209 Deferred revenue and client advances — 150,709 48,421 — 199,130 Total current liabilities 637,118 738,177 192,027 (1,064,105 ) 503,217 Capital lease obligations, net of current portion — 29,126 198 — 29,324 Long-term debt, net of current portion 2,071,232 — — — 2,071,232 Non-current income tax liability — 5,360 1,101 — 6,461 Deferred tax liability 333 80,860 2,300 (6,261 ) 77,232 Other non-current liabilities 37,441 25,175 18,140 — 80,756 Non-current intercompany liabilities 15,202 944,796 29,383 (989,381 ) — Total liabilities 2,761,326 1,823,494 243,149 (2,059,747 ) 2,768,222 Total inVentiv Health, Inc. stockholder’s deficit (615,181 ) 653,919 121,539 (775,458 ) (615,181 ) Noncontrolling interest — — 1,394 — 1,394 Total stockholder’s deficit (615,181 ) 653,919 122,933 (775,458 ) (613,787 ) Total liabilities and stockholder’s deficit $ 2,146,145 $ 2,477,413 $ 366,082 $ (2,835,205 ) $ 2,154,435 |
Schedule of Consolidated Statement of Operations | CONSOLIDATED STATEMENT OF OPERATIONS Three Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net revenues $ — $ 382,908 $ 112,927 $ (6,418 ) $ 489,417 Reimbursed out-of-pocket expenses — 68,450 14,689 (62 ) 83,077 Total revenues — 451,358 127,616 (6,480 ) 572,494 Operating expenses: Cost of revenues — 249,948 74,327 (5,885 ) 318,390 Reimbursable out-of-pocket expenses — 68,450 14,689 (62 ) 83,077 Selling, general and administrative expenses 20,491 85,823 35,614 (533 ) 141,395 Allocation of intercompany costs (9,900 ) 7,935 1,965 — — Total operating expenses 10,591 412,156 126,595 (6,480 ) 542,862 Operating income (loss) (10,591 ) 39,202 1,021 — 29,632 Interest income (expense), net (57,088 ) (197 ) 165 — (57,120 ) Intercompany interest income (expense) 23,579 (23,332 ) (247 ) — — Income (loss) before income tax (provision) benefit and income (loss) from equity investments (44,100 ) 15,673 939 — (27,488 ) Income tax (provision) benefit — (1,650 ) (1,088 ) — (2,738 ) Income (loss) before income (loss) from equity investments (44,100 ) 14,023 (149 ) — (30,226 ) Income (loss) from equity investments 13,869 (976 ) — (12,655 ) 238 Net income (loss) (30,231 ) 13,047 (149 ) (12,655 ) (29,988 ) Less: Net (income) loss attributable to the noncontrolling interest — — (243 ) — (243 ) Net income (loss) attributable to inVentiv Health, Inc. $ (30,231 ) $ 13,047 $ (392 ) $ (12,655 ) $ (30,231 ) CONSOLIDATED STATEMENT OF OPERATIONS Three Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net revenues $ — $ 332,133 $ 129,394 $ (11,958 ) $ 449,569 Reimbursed out-of-pocket expenses — 51,271 12,802 (31 ) 64,042 Total revenues — 383,404 142,196 (11,989 ) 513,611 Operating expenses: Cost of revenues — 219,961 84,145 (11,394 ) 292,712 Reimbursable out-of-pocket expenses — 51,271 12,802 (31 ) 64,042 Selling, general and administrative expenses 9,262 97,707 38,810 (564 ) 145,215 Allocation of intercompany costs (11,715 ) 8,897 2,818 — — Total operating expenses (2,453 ) 377,836 138,575 (11,989 ) 501,969 Operating income (loss) 2,453 5,568 3,621 — 11,642 Interest income (expense), net (53,287 ) (114 ) 169 — (53,232 ) Intercompany interest income (expense) 21,885 (21,230 ) (655 ) — — Income (loss) before income tax (provision) benefit and income (loss) from equity investments (28,949 ) (15,776 ) 3,135 — (41,590 ) Income tax (provision) benefit — (3,578 ) (2,175 ) — (5,753 ) Income (loss) before income (loss) from equity investments (28,949 ) (19,354 ) 960 — (47,343 ) Income (loss) from equity investments (24,039 ) (1,535 ) — 25,376 (198 ) Income (loss) from continuing operations (52,988 ) (20,889 ) 960 25,376 (47,541 ) Net income (loss) from discontinued operations, net of tax — (5,453 ) — — (5,453 ) Net income (loss) (52,988 ) (26,342 ) 960 25,376 (52,994 ) Less: Net (income) loss attributable to the noncontrolling interest — — 6 — 6 Net income (loss) attributable to inVentiv Health, Inc. $ (52,988 ) $ (26,342 ) $ 966 $ 25,376 $ (52,988 ) CONSOLIDATED STATEMENT OF OPERATIONS Six Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net revenues $ — $ 729,889 $ 222,678 $ (12,173 ) $ 940,394 Reimbursed out-of-pocket expenses — 128,066 22,472 (138 ) 150,400 Total revenues — 857,955 245,150 (12,311 ) 1,090,794 Operating expenses: Cost of revenues — 479,030 141,684 (11,147 ) 609,567 Reimbursable out-of-pocket expenses — 128,066 22,472 (138 ) 150,400 Selling, general and administrative expenses 36,578 177,743 70,342 (1,026 ) 283,637 Allocation of intercompany costs (19,800 ) 15,879 3,921 — — Total operating expenses 16,778 800,718 238,419 (12,311 ) 1,043,604 Operating income (loss) (16,778 ) 57,237 6,731 — 47,190 Interest income (expense), net (113,444 ) (408 ) 269 — (113,583 ) Intercompany interest income (expense) 46,384 (45,987 ) (397 ) — — Income (loss) before income tax (provision) benefit and income (loss) from equity investments (83,838 ) 10,842 6,603 — (66,393 ) Income tax (provision) benefit — (4,625 ) (2,641 ) — (7,266 ) Income (loss) before income (loss) from equity investments (83,838 ) 6,217 3,962 — (73,659 ) Income (loss) from equity investments 8,522 654 — (10,467 ) (1,291 ) Net income (loss) (75,316 ) 6,871 3,962 (10,467 ) (74,950 ) Less: Net (income) loss attributable to the noncontrolling interest — — (366 ) — (366 ) Net income (loss) attributable to inVentiv Health, Inc. $ (75,316 ) $ 6,871 $ 3,596 $ (10,467 ) $ (75,316 ) CONSOLIDATED STATEMENT OF OPERATIONS Six Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net revenues $ — $ 642,855 $ 253,881 $ (25,362 ) $ 871,374 Reimbursed out-of-pocket expenses — 94,064 26,532 (241 ) 120,355 Total revenues — 736,919 280,413 (25,603 ) 991,729 Operating expenses: Cost of revenues — 428,244 162,824 (24,098 ) 566,970 Reimbursable out-of-pocket expenses — 94,064 26,532 (241 ) 120,355 Selling, general and administrative expenses 17,801 192,601 75,198 (1,264 ) 284,336 Allocation of intercompany costs (23,486 ) 17,893 5,593 — — Total operating expenses (5,685 ) 732,802 270,147 (25,603 ) 971,661 Operating income (loss) 5,685 4,117 10,266 — 20,068 Interest income (expense), net (105,719 ) (208 ) 243 — (105,684 ) Intercompany interest income (expense) 43,067 (41,736 ) (1,331 ) — — Income (loss) before income tax (provision) benefit and income (loss) from equity investments (56,967 ) (37,827 ) 9,178 — (85,616 ) Income tax (provision) benefit (127 ) (5,691 ) (1,880 ) — (7,698 ) Income (loss) before income (loss) from equity investments (57,094 ) (43,518 ) 7,298 — (93,314 ) Income (loss) from equity investments (45,139 ) 3,903 — 41,000 (236 ) Income (loss) from continuing operations (102,233 ) (39,615 ) 7,298 41,000 (93,550 ) Net income (loss) from discontinued operations, net of tax — (8,163 ) — — (8,163 ) Net income (loss) (102,233 ) (47,778 ) 7,298 41,000 (101,713 ) Less: Net (income) loss attributable to the noncontrolling interest — — (520 ) — (520 ) Net income (loss) attributable to inVentiv Health, Inc. $ (102,233 ) $ (47,778 ) $ 6,778 $ 41,000 $ (102,233 ) |
Schedule of Consolidated Statement of Comprehensive Loss | CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS For the Three Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net income (loss) $ (30,231 ) $ 13,047 $ (149 ) $ (12,655 ) $ (29,988 ) Other comprehensive income (loss): Foreign currency translation adjustment 4,218 5,113 2,596 (7,709 ) 4,218 Total other comprehensive income (loss) 4,218 5,113 2,596 (7,709 ) 4,218 Total comprehensive income (loss) (26,013 ) 18,160 2,447 (20,364 ) (25,770 ) Less: Net (income) loss attributable to the noncontrolling interest — — (243 ) — (243 ) Total comprehensive income (loss) attributable to inVentiv Health, Inc. $ (26,013 ) $ 18,160 $ 2,204 $ (20,364 ) $ (26,013 ) CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS For the Three Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net income (loss) $ (52,988 ) $ (26,342 ) $ 960 $ 25,376 $ (52,994 ) Other comprehensive income (loss): Foreign currency translation adjustment 2,552 2,039 1,318 (3,357 ) 2,552 Total other comprehensive income (loss) 2,552 2,039 1,318 (3,357 ) 2,552 Total comprehensive income (loss) (50,436 ) (24,303 ) 2,278 22,019 (50,442 ) Less: Net (income) loss attributable to the noncontrolling interest — — 6 — 6 Total comprehensive income (loss) attributable to inVentiv Health, Inc. $ (50,436 ) $ (24,303 ) $ 2,284 $ 22,019 $ (50,436 ) CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS For the Six Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net income (loss) $ (75,316 ) $ 6,871 $ 3,962 $ (10,467 ) $ (74,950 ) Other comprehensive income (loss): Foreign currency translation adjustment (1,227 ) (322 ) (1,415 ) 1,737 (1,227 ) Total other comprehensive income (loss) (1,227 ) (322 ) (1,415 ) 1,737 (1,227 ) Total comprehensive income (loss) (76,543 ) 6,549 2,547 (8,730 ) (76,177 ) Less: Net (income) loss attributable to the noncontrolling interest — — (366 ) — (366 ) Total comprehensive income (loss) attributable to inVentiv Health, Inc. $ (76,543 ) $ 6,549 $ 2,181 $ (8,730 ) $ (76,543 ) CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS For the Six Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor Eliminations Total Net income (loss) $ (102,233 ) $ (47,778 ) $ 7,298 $ 41,000 $ (101,713 ) Other comprehensive income (loss): Foreign currency translation adjustment 2,690 1,342 1,152 (2,494 ) 2,690 Total other comprehensive income (loss) 2,690 1,342 1,152 (2,494 ) 2,690 Total comprehensive income (loss) (99,543 ) (46,436 ) 8,450 38,506 (99,023 ) Less: Net (income) loss attributable to the noncontrolling interest — — (520 ) — (520 ) Total comprehensive income (loss) attributable to inVentiv Health, Inc. $ (99,543 ) $ (46,436 ) $ 7,930 $ 38,506 $ (99,543 ) |
Schedule of Condensed Consolidated Statement of Cash Flows | CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS For the Six Months Ended June 30, 2015 (in thousands) inVentiv Guarantor Non- Guarantor– Subsidiaries Eliminations Total Cash flows from operating activities: Net cash provided by (used in) operating activities $ 33,094 $ (19,802 ) $ 16,440 $ (4,925 ) $ 24,807 Cash flows from investing activities: Purchases of property and equipment (6,599 ) (10,285 ) (2,924 ) — (19,808 ) Proceeds from vehicle sales — 3,899 — — 3,899 Return of (disbursements for) investments 224 — — — 224 Other, net (256 ) 2,927 — — 2,671 Net cash provided by (used in) investing activities (6,631 ) (3,459 ) (2,924 ) — (13,014 ) Cash flows from financing activities: Repayments on capital leases — (12,375 ) (250 ) — (12,625 ) Advances from cash pool (2,065 ) — 37,511 (35,446 ) — Borrowings under line of credit 153,000 — — — 153,000 Repayments on line of credit (153,000 ) — — — (153,000 ) Payment on installment note related to acquisition (1,750 ) — — — (1,750 ) Payment of debt issuance costs (197 ) — — — (197 ) Repayment of other financing arrangements (1,966 ) (352 ) — — (2,318 ) Advances (repayment) of intercompany debt, net (5,048 ) 32,549 (27,501 ) — — Other, net (97 ) — (508 ) — (605 ) Net cash provided by (used in) financing activities (11,123 ) 19,822 9,252 (35,446 ) (17,495 ) Effects of foreign currency exchange rate changes on cash — — 238 — 238 Net increase (decrease) in cash and cash equivalents 15,340 (3,439 ) 23,006 (40,371 ) (5,464 ) Cash and cash equivalents, beginning of period 19,643 3,439 86,014 (52,037 ) 57,059 Cash and cash equivalents, end of period $ 34,983 $ — $ 109,020 $ (92,408 ) $ 51,595 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS For the Six Months Ended June 30, 2014 (in thousands) inVentiv Guarantor Non- Guarantor– Subsidiaries Eliminations Total Cash flows from operating activities: Net cash provided by (used in) continuing operations $ (47,017 ) $ (14,384 ) $ (993 ) $ — $ (62,394 ) Net cash provided by (used in) discontinued operations — (5,858 ) — — (5,858 ) Net cash provided by (used in) operating activities (47,017 ) (20,242 ) (993 ) — (68,252 ) Cash flows from investing activities: Purchases of property and equipment (8,736 ) (5,027 ) (3,131 ) — (16,894 ) Proceeds from vehicle sales — 1,032 — — 1,032 Return of (disbursements for) investments (750 ) — — — (750 ) Other, net (225 ) 3,244 — — 3,019 Net cash provided by (used in) investing activities (9,711 ) (751 ) (3,131 ) — (13,593 ) Cash flows from financing activities: Repayments on capital leases — (5,989 ) (280 ) — (6,269 ) Advances from cash pool — — 41,821 (41,821 ) — Borrowings under line of credit 134,000 — — — 134,000 Repayments on line of credit (126,000 ) — — — (126,000 ) Payment on installment note related to acquisition (1,500 ) — — — (1,500 ) Payments of debt issuance costs (52 ) (52 ) Repayment of other financing arrangements (1,749 ) (352 ) — — (2,101 ) Advances (repayment) of intercompany debt, net 25,156 12,637 (37,793 ) — — Other, net 154 — (477 ) — (323 ) Net cash provided by (used in) financing activities 30,009 6,296 3,271 (41,821 ) (2,245 ) Effects of foreign currency exchange rate changes on cash — — 302 — 302 Net increase (decrease) in cash and cash equivalents (26,719 ) (14,697 ) (551 ) (41,821 ) (83,788 ) Cash and cash equivalents, beginning of period 33,176 19,838 98,457 (35,244 ) 116,227 Cash and cash equivalents, end of period $ 6,457 $ 5,141 $ 97,906 $ (77,065 ) $ 32,439 |
Organization and Business - Add
Organization and Business - Additional Information (Detail) - 6 months ended Jun. 30, 2015 | SegmentCompanyOrganization |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of business segments | Segment | 2 |
Number of global pharmaceutical companies | 20 |
Minimum [Member] | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of client organizations | Organization | 550 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) - Jun. 30, 2015 - USD ($) $ in Millions | Total |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Minority interest owned percentage | 60.00% |
Recognized loss on dissolution of a joint venture | $ (1.3) |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Results of Discontinued Operations (Detail) - Jun. 30, 2014 - USD ($) $ in Thousands | Total | Total |
Discontinued Operations and Disposal Groups [Abstract] | ||
Net revenues | $ 1,265 | $ 3,254 |
Pre-tax income (loss) from discontinued operations | (5,453) | (8,163) |
Income tax (provision) benefit from discontinued operations | 0 | 0 |
Net income (loss) from discontinued operations | $ (5,453) | $ (8,163) |
Goodwill - Schedule of Carrying
Goodwill - Schedule of Carrying Amount of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill [Line Items] | |
Net goodwill, Beginning balance | $ 931,787 |
Foreign currency translation | (1,213) |
Net goodwill, Ending balance | 930,574 |
Clinical [Member] | |
Goodwill [Line Items] | |
Net goodwill, Beginning balance | 382,316 |
Foreign currency translation | (18) |
Net goodwill, Ending balance | 382,298 |
Commercial [Member] | |
Goodwill [Line Items] | |
Net goodwill, Beginning balance | 549,471 |
Foreign currency translation | (1,195) |
Net goodwill, Ending balance | $ 548,276 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Accumulated goodwill impairment losses | $ 444.3 | $ 444.3 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Carrying Amount of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | $ 552,704 | $ 553,393 |
Intangible assets, Gross | 668,441 | 669,201 |
Finite-lived intangible assets, Accumulated Amortization | (277,232) | (251,377) |
Finite-lived intangible assets, Net | 275,472 | 302,016 |
Intangible assets, net | 391,209 | 417,824 |
Tradenames [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets, Gross | 115,737 | 115,808 |
Indefinite-lived intangible assets, Net | 115,737 | 115,808 |
Customer Relationships [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | 404,549 | 405,021 |
Finite-lived intangible assets, Accumulated Amortization | (145,313) | (128,510) |
Finite-lived intangible assets, Net | 259,236 | 276,511 |
Technology [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | 27,802 | 27,832 |
Finite-lived intangible assets, Accumulated Amortization | (26,170) | (23,442) |
Finite-lived intangible assets, Net | 1,632 | 4,390 |
Tradenames [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | 24,323 | 24,505 |
Finite-lived intangible assets, Accumulated Amortization | (19,974) | (18,513) |
Finite-lived intangible assets, Net | 4,349 | 5,992 |
Backlog [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | 95,010 | 95,015 |
Finite-lived intangible assets, Accumulated Amortization | (85,250) | (80,447) |
Finite-lived intangible assets, Net | 9,760 | 14,568 |
Other [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross | 1,020 | 1,020 |
Finite-lived intangible assets, Accumulated Amortization | (525) | (465) |
Finite-lived intangible assets, Net | $ 495 | $ 555 |
Debt - Summary of Debt (Detail)
Debt - Summary of Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Total borrowings | $ 2,151,844 | $ 2,116,821 |
Less: current portion of capital leases and other financing arrangements | 16,994 | 16,265 |
Total long-term borrowings, net of current portion | 2,134,850 | 2,100,556 |
Senior Secured Credit Facilities [Member] | ||
Debt Instrument [Line Items] | ||
Total borrowings | 575,300 | |
Senior Secured Credit Facilities [Member] | Term Loan B Three Loans Due Two Thousand Eighteen [Member] | ||
Debt Instrument [Line Items] | ||
Total borrowings | 129,645 | 129,645 |
Senior Secured Credit Facilities [Member] | Term Loan B Four Loans Due Two Thousand Eighteen [Member] | ||
Debt Instrument [Line Items] | ||
Total borrowings | 445,694 | 445,694 |
Senior Secured Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Total borrowings | 625,425 | 625,489 |
Junior Lien Secured Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Total borrowings | 531,581 | 500,265 |
Senior Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Total borrowings | 371,028 | 370,139 |
Capital Leases and Other Financing Arrangements [Member] | ||
Debt Instrument [Line Items] | ||
Total borrowings | $ 48,471 | $ 45,589 |
Debt - Summary of Debt (Parenth
Debt - Summary of Debt (Parenthetical) (Detail) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Senior Secured Credit Facilities [Member] | Term Loan B Three Loans Due Two Thousand Eighteen [Member] | ||
Debt Instrument [Line Items] | ||
Maturity year | 2,018 | 2,018 |
Senior Secured Credit Facilities [Member] | Term Loan B Four Loans Due Two Thousand Eighteen [Member] | ||
Debt Instrument [Line Items] | ||
Maturity year | 2,018 | 2,018 |
Senior Secured Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity year | 2,018 | 2,018 |
Junior Lien Secured Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity year | 2,018 | 2,018 |
Senior Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity year | 2,018 | 2,018 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Aug. 15, 2014 | Aug. 12, 2014 | Aug. 16, 2013 | Sep. 30, 2014 | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 2,151,844,000 | $ 2,116,821,000 | ||||
Net cash position in cash pool | 5,700,000 | |||||
Gross cash position in cash pool | 93,200,000 | |||||
Cash pool borrowings | $ 87,500,000 | |||||
Junior Lien Notes Exchange Offer [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, total consideration | $ 50,000,000 | |||||
Increase in margin of the term loan | 0.25% | |||||
Loss on extinguishment of debt and refinancing costs | $ (10,100,000) | |||||
Junior Lien Secured Notes, Due 2018 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 531,581,000 | $ 500,265,000 | ||||
Original issuance discount | $ 5,800,000 | |||||
Debt instrument, maturity year | 2,018 | 2,018 | ||||
Junior Lien Secured Notes, Due 2018 [Member] | Junior Lien Notes Exchange Offer [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity year | 2,018 | |||||
Description of interest payment period by issuance of additional Junior Lien Secured Notes | Six semi-annual interest payments | |||||
Debt instrument, cash interest rate | 10.00% | |||||
Debt instrument, PIK interest rate | 12.00% | |||||
Junior lien secured notes issued | 25,000,000 | |||||
Addition junior lien secured notes issued | $ 7,000,000 | |||||
ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 0 | |||||
Debt instrument, interest rate | 4.25% | |||||
Line of credit facility, description | Amounts borrowed under the ABL Facility are subject to interest at a rate per annum equal to an applicable margin plus, at the Company's option, either (a) a base rate determined by reference to the highest of (i) the Federal Funds Rate plus .5%, (ii) the prime rate of Citibank, N.A., or (iii) the one month US Dollar LIBOR rate plus 1.0% or (b) the US Dollar LIBOR rate based on the term of the borrowing. | |||||
Fixed-charge coverage ratio, description | The ABL Facility requires the Company to maintain a fixed-charge coverage ratio of at least 1.0 to 1.0 and requires certain cash management restrictions, in each case, if available borrowing capacity is less than the greater of 10% of the maximum amount that can be borrowed under the ABL Facility, based on the borrowing base at such time, and $12.0 million. | |||||
Line of Credit Facility, Covenant Terms, Minimum Percentage of Loan Cap Amount | 10.00% | |||||
Line of Credit Facility, Covenant Terms, Minimum Excess Credit Availability | $ 12,000,000 | |||||
Line of Credit Facility, Covenant Terms, Minimum Fixed Charge Coverage Ratio | 100.00% | |||||
ABL Facility [Member] | Federal Funds Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate margin | 0.50% | |||||
ABL Facility [Member] | US Dollar LIBOR Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate margin | 1.00% | |||||
ABL Facility [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 150,000,000 | |||||
Debt instrument, maturity date | Aug. 16, 2018 | |||||
Additional borrowing capacity | $ 131,300,000 | |||||
ABL Facility [Member] | Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 35,000,000 | |||||
Amount outstanding | $ 18,700,000 | |||||
ABL Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Margin percentage for revolving loans, Base Rate | 1.00% | |||||
Margin percentage for revolving loans, Eurodollar rate | 2.00% | |||||
Unutilized balance rate per annum | 0.25% | |||||
ABL Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Margin percentage for revolving loans, Base Rate | 1.50% | |||||
Margin percentage for revolving loans, Eurodollar rate | 2.50% | |||||
Unutilized balance rate per annum | 0.375% | |||||
Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 575,300,000 | |||||
Senior Secured Credit Facilities [Member] | Term Loan B Three Loans Due Two Thousand Eighteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 129,645,000 | $ 129,645,000 | ||||
Debt instrument, maturity year | 2,018 | 2,018 | ||||
Senior Secured Credit Facilities [Member] | Term Loan B Four Loans Due Two Thousand Eighteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 445,694,000 | $ 445,694,000 | ||||
Debt instrument, maturity year | 2,018 | 2,018 | ||||
Senior Secured Notes, Due 2018 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 625,425,000 | $ 625,489,000 | ||||
Debt instrument, outstanding amount excluding unamortized premium | 625,000,000 | |||||
Unamortized premium received on issuance | $ 400,000 | |||||
Debt instrument, maturity year | 2,018 | 2,018 | ||||
Senior Notes, Due 2018 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 371,028,000 | $ 370,139,000 | ||||
Original issuance discount | $ 5,300,000 | |||||
Debt instrument, maturity year | 2,018 | 2,018 | ||||
Senior Notes, Due 2018 [Member] | Junior Lien Notes Exchange Offer [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Original issuance discount | $ 1,300,000 | |||||
Debt instrument, interest rate | 10.00% | |||||
Debt instrument, interest rate of Junior Lien Secured Notes | 10%/12% | |||||
Debt instrument, maturity year | 2,018 | 2,018 | ||||
Junior Lien Notes Exchange Offer | $ 475,000,000 | |||||
Debt instrument, total consideration | $ 26,300,000 | |||||
Debt instrument, discount percentage | 5.00% | |||||
Capital Leases and Other Financing Arrangements [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, outstanding amount | $ 48,471,000 | $ 45,589,000 |
Debt - Summary of Carrying Amou
Debt - Summary of Carrying Amounts and Estimated Fair Values of Long-Term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Senior Secured Credit Facilities [Member] | ||
Debt Instrument [Line Items] | ||
Carrying value | $ 575,339 | $ 575,339 |
Estimated fair value | 577,658 | 571,024 |
Senior Secured Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Carrying value | 625,425 | 625,489 |
Estimated fair value | 652,006 | 637,217 |
Junior Lien Secured Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Carrying value | 531,581 | 500,265 |
Estimated fair value | 549,522 | 463,370 |
Senior Notes, Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Carrying value | 371,028 | 370,139 |
Estimated fair value | $ 356,762 | $ 322,569 |
Contingencies - Additional Info
Contingencies - Additional Information (Detail) - Master Services Agreement (MSA) [Member] - USD ($) | 6 Months Ended | ||
Jun. 30, 2015 | Jan. 31, 2015 | Dec. 31, 2013 | |
Cel-Sci Corporation versus PharmaNet [Member] | |||
Loss Contingencies [Line Items] | |||
Demand for arbitration | October 31, 2013 | ||
Damages claim on arbitration | $ 50,000,000 | ||
Cel Sci Corporation Versus Inventiv Health Clinical LLC [Member] | |||
Loss Contingencies [Line Items] | |||
Counterclaim damages on arbitration | $ 2,000,000 | $ 2,000,000 | |
Counterclaim on other equitable remedies | $ 20,000,000 |
Concentration of Credit Risk -
Concentration of Credit Risk - Additional Information (Detail) - Customer Concentration Risk [Member] - Customer | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Sales Revenue, Net [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of credit risk | 10.00% | 11.00% | 10.00% | 11.00% |
Number of customers accounted | 1 | 1 | 0 | 1 |
Accounts Receivable [Member] | ||||
Concentration Risk [Line Items] | ||||
Percentage of credit risk | 10.00% | |||
Number of customers accounted | 0 |
Termination Benefits and Othe43
Termination Benefits and Other Cost Reduction Actions - Summary of Real Estate Consolidations, Elimination of Redundant Functions and Employees Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring and Related Activities [Abstract] | ||||
Employee severance and related costs | $ 3,545 | $ 4,893 | $ 6,124 | $ 6,971 |
Facilities-related costs | 155 | 129 | 331 | 3,674 |
Total | $ 3,700 | $ 5,022 | $ 6,455 | $ 10,645 |
Termination Benefits and Othe44
Termination Benefits and Other Cost Reduction Actions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 3,700 | $ 5,022 | $ 6,455 | $ 10,645 |
Non cash portion of net costs related to abandoned assets | 500 | |||
Cost of Revenue [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 1,600 | 700 | 2,900 | 1,300 |
Selling, General and Administrative Expenses [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 2,100 | $ 4,300 | $ 3,500 | $ 9,300 |
Termination Benefits and Othe45
Termination Benefits and Other Cost Reduction Actions - Summary of Company's Restructuring Reserve (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve, Beginning Balance | $ 12,243 | |||
Net Costs | $ 3,700 | $ 5,022 | 6,455 | $ 10,645 |
Cash Payments | (9,991) | |||
Restructuring Reserve, Ending Balance | 8,707 | 8,707 | ||
Employee Severance and Related Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve, Beginning Balance | 5,145 | |||
Net Costs | 6,124 | |||
Cash Payments | (5,839) | |||
Restructuring Reserve, Ending Balance | 5,430 | 5,430 | ||
Facilities-Related Charges [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve, Beginning Balance | 7,098 | |||
Net Costs | 331 | |||
Cash Payments | (4,152) | |||
Restructuring Reserve, Ending Balance | $ 3,277 | $ 3,277 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2015 | |
Income Taxes [Line Items] | |||||
Consolidated effective tax rate | (10.00%) | (13.80%) | (10.90%) | (9.00%) | |
Scenario, Forecast [Member] | |||||
Income Taxes [Line Items] | |||||
Income tax expense related to amortization | $ 7.7 | ||||
Estimated unamortized balance of tax deductible goodwill and indefinite-lived intangible assets | $ 134.7 |
Related Parties - Additional In
Related Parties - Additional Information (Detail) | Dec. 05, 2012USD ($) | Aug. 31, 2010USD ($) | Jun. 30, 2015USD ($)Entity | Jun. 30, 2014USD ($)Entity | Jun. 30, 2015USD ($)Entity | Jun. 30, 2014USD ($)Entity |
Blane Walter [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related party transaction services value | $ 120,000 | |||||
Services fees | $ 600,000 | $ 1,800,000 | $ 1,500,000 | |||
Minimum [Member] | Blane Walter [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of interest hold | 10.00% | 10.00% | ||||
Maximum [Member] | Blane Walter [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Services fees | $ 100,000 | |||||
THL [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Management fee description | THL Management Agreement, THL Managers will receive an aggregate annual management fee in an amount per year equal to the greater of (a) $2.5 million or (b) 1.5% of EBITDA | |||||
Annual management fee | $ 2,500,000 | $ 700,000 | $ 700,000 | $ 1,400,000 | $ 1,400,000 | |
Percentage of management fee in EBITDA | 1.50% | |||||
Number of entities | Entity | 4 | 4 | 4 | 4 | ||
Related party transaction services value | $ 120,000 | |||||
Related parties, description of transaction | THL or its affiliates held a 10% or greater interest that provided services exceeding $120,000 in value to the Company. | |||||
Services fees | $ 1,100,000 | $ 1,000,000 | $ 2,700,000 | $ 2,300,000 | ||
THL [Member] | Minimum [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of interest hold | 10.00% | 10.00% | ||||
Liberty Lane [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Annual management fee | $ 800,000 | $ 1,000,000 | $ 200,000 | $ 400,000 | ||
Reversal of management fees | $ (200,000) |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - Jun. 30, 2015 - USD ($) $ in Millions | Total |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Adjustment to earnings | $ (0.3) |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Amount of contingent consideration obligation | $ 1.5 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2015Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment Information - Schedule
Segment Information - Schedule of Selected Information for Each Reportable Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Consolidated net revenues | $ 489,417 | $ 449,569 | $ 940,394 | $ 871,374 |
Depreciation and amortization | (23,908) | (27,072) | (48,911) | (53,582) |
Stock-based compensation | (45) | (118) | (515) | (444) |
Operating expenses | (542,862) | (501,969) | (1,043,604) | (971,661) |
Operating income (loss) | 29,632 | 11,642 | 47,190 | 20,068 |
Interest income (expense), net | (57,120) | (53,232) | (113,583) | (105,684) |
Income (loss) before income tax (provision) benefit and income (loss) from equity investments | (27,488) | (41,590) | (66,393) | (85,616) |
Corporate and Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating expenses | (16,996) | (11,046) | (31,096) | (22,726) |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | 70,581 | 49,878 | 127,712 | 96,820 |
Operating Segments [Member] | Clinical [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated net revenues | 233,582 | 218,146 | 453,246 | 432,974 |
Operating income (loss) | 28,469 | 21,527 | 54,118 | 44,862 |
Operating Segments [Member] | Commercial [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated net revenues | 258,664 | 232,831 | 492,737 | 441,538 |
Operating income (loss) | 42,112 | 28,351 | 73,594 | 51,958 |
Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated net revenues | $ (2,829) | $ (1,408) | $ (5,589) | $ (3,138) |
Guarantor Financial Informati51
Guarantor Financial Information - Schedule of Condensed Consolidated Balance Sheet Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Current assets: | ||||
Cash and cash equivalents | $ 51,595 | $ 57,059 | $ 32,439 | $ 116,227 |
Restricted cash | 1,982 | 1,717 | ||
Accounts receivable, net of allowances for doubtful accounts | 314,055 | 302,847 | ||
Unbilled services | 206,527 | 179,036 | ||
Prepaid expenses and other current assets | 39,040 | 38,225 | ||
Income tax receivable | 1,589 | 1,363 | ||
Current deferred tax assets | 7,460 | 7,512 | ||
Total current assets | 622,248 | 587,759 | ||
Property and equipment, net | 126,670 | 121,859 | ||
Goodwill | 930,574 | 931,787 | ||
Intangible assets, net | 391,209 | 417,824 | ||
Non-current deferred tax assets | 3,952 | 3,944 | ||
Deferred financing costs and other assets | 83,552 | 91,262 | ||
Total assets | 2,158,205 | 2,154,435 | ||
Current liabilities: | ||||
Short-term borrowings, current portion of capital lease obligations and other financing arrangements | 16,994 | 16,265 | ||
Accrued payroll, accounts payable and accrued expenses | 289,766 | 286,613 | ||
Income taxes payable | 1,313 | 1,209 | ||
Deferred revenue and client advances | 227,484 | 199,130 | ||
Total current liabilities | 535,557 | 503,217 | ||
Capital lease obligations, net of current portion | 31,477 | 29,324 | ||
Long-term debt, net of current portion | 2,103,373 | 2,071,232 | ||
Non-current income tax liability | 6,926 | 6,461 | ||
Deferred tax liability | 82,506 | 77,232 | ||
Other non-current liabilities | 88,323 | 80,756 | ||
Total liabilities | 2,848,162 | 2,768,222 | ||
Total inVentiv Health, Inc. stockholder's deficit | (691,209) | (615,181) | ||
Noncontrolling interest | 1,252 | 1,394 | ||
Total stockholder's deficit | (689,957) | (613,787) | ||
Total liabilities and stockholder's deficit | 2,158,205 | 2,154,435 | ||
Eliminations [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | (92,408) | (52,037) | (77,065) | (35,244) |
Intercompany receivables | (1,227,421) | (1,012,068) | ||
Current deferred tax assets | (6,261) | (6,261) | ||
Total current assets | (1,326,090) | (1,070,366) | ||
Non-current intercompany receivables | (1,003,104) | (989,381) | ||
Investment in consolidated subsidiaries | (783,809) | (775,458) | ||
Total assets | (3,113,003) | (2,835,205) | ||
Current liabilities: | ||||
Short-term borrowings, current portion of capital lease obligations and other financing arrangements | (87,482) | (52,037) | ||
Accrued payroll, accounts payable and accrued expenses | (4,926) | |||
Intercompany payables | (1,227,421) | (1,012,068) | ||
Total current liabilities | (1,319,829) | (1,064,105) | ||
Deferred tax liability | (6,261) | (6,261) | ||
Non-current intercompany liabilities | (1,003,104) | (989,381) | ||
Total liabilities | (2,329,194) | (2,059,747) | ||
Total inVentiv Health, Inc. stockholder's deficit | (783,809) | (775,458) | ||
Total stockholder's deficit | (783,809) | (775,458) | ||
Total liabilities and stockholder's deficit | (3,113,003) | (2,835,205) | ||
Inventiv Health Inc [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 34,983 | 19,643 | 6,457 | 33,176 |
Restricted cash | 825 | 569 | ||
Intercompany receivables | 462,405 | 389,532 | ||
Prepaid expenses and other current assets | 6,543 | 5,301 | ||
Current deferred tax assets | 259 | 259 | ||
Total current assets | 505,015 | 415,304 | ||
Property and equipment, net | 23,392 | 21,665 | ||
Deferred financing costs and other assets | 65,807 | 75,296 | ||
Non-current intercompany receivables | 967,896 | 944,664 | ||
Investment in consolidated subsidiaries | 697,821 | 689,216 | ||
Total assets | 2,259,931 | 2,146,145 | ||
Current liabilities: | ||||
Short-term borrowings, current portion of capital lease obligations and other financing arrangements | 209 | 4,006 | ||
Accrued payroll, accounts payable and accrued expenses | 72,845 | 70,593 | ||
Intercompany payables | 732,286 | 562,297 | ||
Income taxes payable | 222 | |||
Total current liabilities | 805,340 | 637,118 | ||
Long-term debt, net of current portion | 2,103,373 | 2,071,232 | ||
Deferred tax liability | 333 | 333 | ||
Other non-current liabilities | 37,360 | 37,441 | ||
Non-current intercompany liabilities | 4,734 | 15,202 | ||
Total liabilities | 2,951,140 | 2,761,326 | ||
Total inVentiv Health, Inc. stockholder's deficit | (691,209) | (615,181) | ||
Total stockholder's deficit | (691,209) | (615,181) | ||
Total liabilities and stockholder's deficit | 2,259,931 | 2,146,145 | ||
Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 3,439 | 5,141 | 19,838 | |
Accounts receivable, net of allowances for doubtful accounts | 252,296 | 236,884 | ||
Unbilled services | 162,091 | 138,100 | ||
Intercompany receivables | 687,314 | 557,758 | ||
Prepaid expenses and other current assets | 11,476 | 12,181 | ||
Income tax receivable | 587 | 310 | ||
Current deferred tax assets | 12,198 | 12,198 | ||
Total current assets | 1,125,962 | 960,870 | ||
Property and equipment, net | 86,792 | 82,857 | ||
Goodwill | 889,281 | 889,281 | ||
Intangible assets, net | 384,350 | 410,059 | ||
Deferred financing costs and other assets | 4,272 | 3,519 | ||
Non-current intercompany receivables | 35,073 | 44,585 | ||
Investment in consolidated subsidiaries | 85,988 | 86,242 | ||
Total assets | 2,611,718 | 2,477,413 | ||
Current liabilities: | ||||
Short-term borrowings, current portion of capital lease obligations and other financing arrangements | 16,619 | 14,025 | ||
Accrued payroll, accounts payable and accrued expenses | 162,661 | 154,523 | ||
Intercompany payables | 474,363 | 418,920 | ||
Income taxes payable | 16 | |||
Deferred revenue and client advances | 174,914 | 150,709 | ||
Total current liabilities | 828,573 | 738,177 | ||
Capital lease obligations, net of current portion | 31,423 | 29,126 | ||
Non-current income tax liability | 5,543 | 5,360 | ||
Deferred tax liability | 85,315 | 80,860 | ||
Other non-current liabilities | 32,108 | 25,175 | ||
Non-current intercompany liabilities | 968,031 | 944,796 | ||
Total liabilities | 1,950,993 | 1,823,494 | ||
Total inVentiv Health, Inc. stockholder's deficit | 660,725 | 653,919 | ||
Total stockholder's deficit | 660,725 | 653,919 | ||
Total liabilities and stockholder's deficit | 2,611,718 | 2,477,413 | ||
Non-Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 109,020 | 86,014 | $ 97,906 | $ 98,457 |
Restricted cash | 1,157 | 1,148 | ||
Accounts receivable, net of allowances for doubtful accounts | 61,759 | 65,963 | ||
Unbilled services | 44,436 | 40,936 | ||
Intercompany receivables | 77,702 | 64,778 | ||
Prepaid expenses and other current assets | 21,021 | 20,743 | ||
Income tax receivable | 1,002 | 1,053 | ||
Current deferred tax assets | 1,264 | 1,316 | ||
Total current assets | 317,361 | 281,951 | ||
Property and equipment, net | 16,486 | 17,337 | ||
Goodwill | 41,293 | 42,506 | ||
Intangible assets, net | 6,859 | 7,765 | ||
Non-current deferred tax assets | 3,952 | 3,944 | ||
Deferred financing costs and other assets | 13,473 | 12,447 | ||
Non-current intercompany receivables | 135 | 132 | ||
Total assets | 399,559 | 366,082 | ||
Current liabilities: | ||||
Short-term borrowings, current portion of capital lease obligations and other financing arrangements | 87,648 | 50,271 | ||
Accrued payroll, accounts payable and accrued expenses | 59,186 | 61,497 | ||
Intercompany payables | 20,772 | 30,851 | ||
Income taxes payable | 1,297 | 987 | ||
Deferred revenue and client advances | 52,570 | 48,421 | ||
Total current liabilities | 221,473 | 192,027 | ||
Capital lease obligations, net of current portion | 54 | 198 | ||
Non-current income tax liability | 1,383 | 1,101 | ||
Deferred tax liability | 3,119 | 2,300 | ||
Other non-current liabilities | 18,855 | 18,140 | ||
Non-current intercompany liabilities | 30,339 | 29,383 | ||
Total liabilities | 275,223 | 243,149 | ||
Total inVentiv Health, Inc. stockholder's deficit | 123,084 | 121,539 | ||
Noncontrolling interest | 1,252 | 1,394 | ||
Total stockholder's deficit | 124,336 | 122,933 | ||
Total liabilities and stockholder's deficit | $ 399,559 | $ 366,082 |
Guarantor Financial Informati52
Guarantor Financial Information - Schedule of Consolidated Statement of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | $ 489,417 | $ 449,569 | $ 940,394 | $ 871,374 |
Reimbursed out-of-pocket expenses | 83,077 | 64,042 | 150,400 | 120,355 |
Total revenues | 572,494 | 513,611 | 1,090,794 | 991,729 |
Operating expenses: | ||||
Cost of revenues | 318,390 | 292,712 | 609,567 | 566,970 |
Reimbursable out-of-pocket expenses | 83,077 | 64,042 | 150,400 | 120,355 |
Selling, general and administrative expenses | 141,395 | 145,215 | 283,637 | 284,336 |
Total operating expenses | 542,862 | 501,969 | 1,043,604 | 971,661 |
Operating income (loss) | 29,632 | 11,642 | 47,190 | 20,068 |
Interest income (expense), net | (57,120) | (53,232) | (113,583) | (105,684) |
Income (loss) before income tax (provision) benefit and income (loss) from equity investments | (27,488) | (41,590) | (66,393) | (85,616) |
Income tax (provision) benefit | (2,738) | (5,753) | (7,266) | (7,698) |
Income (loss) before income (loss) from equity investments | (30,226) | (47,343) | (73,659) | (93,314) |
Income (loss) from equity investments | 238 | (198) | (1,291) | (236) |
Income (loss) from continuing operations | (29,988) | (47,541) | (74,950) | (93,550) |
Net income (loss) from discontinued operations, net of tax | (5,453) | (8,163) | ||
Net income (loss) | (29,988) | (52,994) | (74,950) | (101,713) |
Less: Net (income) loss attributable to the noncontrolling interest | (243) | 6 | (366) | (520) |
Net income (loss) attributable to inVentiv Health, Inc. | (30,231) | (52,988) | (75,316) | (102,233) |
Eliminations [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | (6,418) | (11,958) | (12,173) | (25,362) |
Reimbursed out-of-pocket expenses | (62) | (31) | (138) | (241) |
Total revenues | (6,480) | (11,989) | (12,311) | (25,603) |
Operating expenses: | ||||
Cost of revenues | (5,885) | (11,394) | (11,147) | (24,098) |
Reimbursable out-of-pocket expenses | (62) | (31) | (138) | (241) |
Selling, general and administrative expenses | (533) | (564) | (1,026) | (1,264) |
Total operating expenses | (6,480) | (11,989) | (12,311) | (25,603) |
Income (loss) from equity investments | (12,655) | 25,376 | (10,467) | 41,000 |
Income (loss) from continuing operations | 25,376 | 41,000 | ||
Net income (loss) | (12,655) | 25,376 | (10,467) | 41,000 |
Net income (loss) attributable to inVentiv Health, Inc. | (12,655) | 25,376 | (10,467) | 41,000 |
Inventiv Health Inc [Member] | ||||
Operating expenses: | ||||
Selling, general and administrative expenses | 20,491 | 9,262 | 36,578 | 17,801 |
Allocation of intercompany costs | (9,900) | (11,715) | (19,800) | (23,486) |
Total operating expenses | 10,591 | (2,453) | 16,778 | (5,685) |
Operating income (loss) | (10,591) | 2,453 | (16,778) | 5,685 |
Interest income (expense), net | (57,088) | (53,287) | (113,444) | (105,719) |
Intercompany interest income (expense) | 23,579 | 21,885 | 46,384 | 43,067 |
Income (loss) before income tax (provision) benefit and income (loss) from equity investments | (44,100) | (28,949) | (83,838) | (56,967) |
Income tax (provision) benefit | (127) | |||
Income (loss) before income (loss) from equity investments | (44,100) | (28,949) | (83,838) | (57,094) |
Income (loss) from equity investments | 13,869 | (24,039) | 8,522 | (45,139) |
Income (loss) from continuing operations | (52,988) | (102,233) | ||
Net income (loss) | (30,231) | (52,988) | (75,316) | (102,233) |
Net income (loss) attributable to inVentiv Health, Inc. | (30,231) | (52,988) | (75,316) | (102,233) |
Guarantor Subsidiaries [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | 382,908 | 332,133 | 729,889 | 642,855 |
Reimbursed out-of-pocket expenses | 68,450 | 51,271 | 128,066 | 94,064 |
Total revenues | 451,358 | 383,404 | 857,955 | 736,919 |
Operating expenses: | ||||
Cost of revenues | 249,948 | 219,961 | 479,030 | 428,244 |
Reimbursable out-of-pocket expenses | 68,450 | 51,271 | 128,066 | 94,064 |
Selling, general and administrative expenses | 85,823 | 97,707 | 177,743 | 192,601 |
Allocation of intercompany costs | 7,935 | 8,897 | 15,879 | 17,893 |
Total operating expenses | 412,156 | 377,836 | 800,718 | 732,802 |
Operating income (loss) | 39,202 | 5,568 | 57,237 | 4,117 |
Interest income (expense), net | (197) | (114) | (408) | (208) |
Intercompany interest income (expense) | (23,332) | (21,230) | (45,987) | (41,736) |
Income (loss) before income tax (provision) benefit and income (loss) from equity investments | 15,673 | (15,776) | 10,842 | (37,827) |
Income tax (provision) benefit | (1,650) | (3,578) | (4,625) | (5,691) |
Income (loss) before income (loss) from equity investments | 14,023 | (19,354) | 6,217 | (43,518) |
Income (loss) from equity investments | (976) | (1,535) | 654 | 3,903 |
Income (loss) from continuing operations | (20,889) | (39,615) | ||
Net income (loss) from discontinued operations, net of tax | (5,453) | (8,163) | ||
Net income (loss) | 13,047 | (26,342) | 6,871 | (47,778) |
Net income (loss) attributable to inVentiv Health, Inc. | 13,047 | (26,342) | 6,871 | (47,778) |
Non-Guarantor Subsidiaries [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Net revenues | 112,927 | 129,394 | 222,678 | 253,881 |
Reimbursed out-of-pocket expenses | 14,689 | 12,802 | 22,472 | 26,532 |
Total revenues | 127,616 | 142,196 | 245,150 | 280,413 |
Operating expenses: | ||||
Cost of revenues | 74,327 | 84,145 | 141,684 | 162,824 |
Reimbursable out-of-pocket expenses | 14,689 | 12,802 | 22,472 | 26,532 |
Selling, general and administrative expenses | 35,614 | 38,810 | 70,342 | 75,198 |
Allocation of intercompany costs | 1,965 | 2,818 | 3,921 | 5,593 |
Total operating expenses | 126,595 | 138,575 | 238,419 | 270,147 |
Operating income (loss) | 1,021 | 3,621 | 6,731 | 10,266 |
Interest income (expense), net | 165 | 169 | 269 | 243 |
Intercompany interest income (expense) | (247) | (655) | (397) | (1,331) |
Income (loss) before income tax (provision) benefit and income (loss) from equity investments | 939 | 3,135 | 6,603 | 9,178 |
Income tax (provision) benefit | (1,088) | (2,175) | (2,641) | (1,880) |
Income (loss) before income (loss) from equity investments | (149) | 960 | 3,962 | 7,298 |
Income (loss) from continuing operations | 960 | 7,298 | ||
Net income (loss) | (149) | 960 | 3,962 | 7,298 |
Less: Net (income) loss attributable to the noncontrolling interest | (243) | 6 | (366) | (520) |
Net income (loss) attributable to inVentiv Health, Inc. | $ (392) | $ 966 | $ 3,596 | $ 6,778 |
Guarantor Financial Informati53
Guarantor Financial Information - Schedule of Consolidated Statement of Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Statement of Income Captions [Line Items] | ||||
Net income (loss) | $ (29,988) | $ (52,994) | $ (74,950) | $ (101,713) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 4,218 | 2,552 | (1,227) | 2,690 |
Total other comprehensive income (loss) | 4,218 | 2,552 | (1,227) | 2,690 |
Total comprehensive income (loss) | (25,770) | (50,442) | (76,177) | (99,023) |
Less: Net (income) loss attributable to the noncontrolling interest | (243) | 6 | (366) | (520) |
Total comprehensive income (loss) attributable to inVentiv Health, Inc. | (26,013) | (50,436) | (76,543) | (99,543) |
Eliminations [Member] | ||||
Condensed Statement of Income Captions [Line Items] | ||||
Net income (loss) | (12,655) | 25,376 | (10,467) | 41,000 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | (7,709) | (3,357) | 1,737 | (2,494) |
Total other comprehensive income (loss) | (7,709) | (3,357) | 1,737 | (2,494) |
Total comprehensive income (loss) | (20,364) | 22,019 | (8,730) | 38,506 |
Total comprehensive income (loss) attributable to inVentiv Health, Inc. | (20,364) | 22,019 | (8,730) | 38,506 |
Inventiv Health Inc [Member] | ||||
Condensed Statement of Income Captions [Line Items] | ||||
Net income (loss) | (30,231) | (52,988) | (75,316) | (102,233) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 4,218 | 2,552 | (1,227) | 2,690 |
Total other comprehensive income (loss) | 4,218 | 2,552 | (1,227) | 2,690 |
Total comprehensive income (loss) | (26,013) | (50,436) | (76,543) | (99,543) |
Total comprehensive income (loss) attributable to inVentiv Health, Inc. | (26,013) | (50,436) | (76,543) | (99,543) |
Guarantor Subsidiaries [Member] | ||||
Condensed Statement of Income Captions [Line Items] | ||||
Net income (loss) | 13,047 | (26,342) | 6,871 | (47,778) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 5,113 | 2,039 | (322) | 1,342 |
Total other comprehensive income (loss) | 5,113 | 2,039 | (322) | 1,342 |
Total comprehensive income (loss) | 18,160 | (24,303) | 6,549 | (46,436) |
Total comprehensive income (loss) attributable to inVentiv Health, Inc. | 18,160 | (24,303) | 6,549 | (46,436) |
Non-Guarantor Subsidiaries [Member] | ||||
Condensed Statement of Income Captions [Line Items] | ||||
Net income (loss) | (149) | 960 | 3,962 | 7,298 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 2,596 | 1,318 | (1,415) | 1,152 |
Total other comprehensive income (loss) | 2,596 | 1,318 | (1,415) | 1,152 |
Total comprehensive income (loss) | 2,447 | 2,278 | 2,547 | 8,450 |
Less: Net (income) loss attributable to the noncontrolling interest | (243) | 6 | (366) | (520) |
Total comprehensive income (loss) attributable to inVentiv Health, Inc. | $ 2,204 | $ 2,284 | $ 2,181 | $ 7,930 |
Guarantor Financial Informati54
Guarantor Financial Information - Condensed Consolidated Statement of Cash Flows (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net cash provided by (used in) continuing operations | $ 24,807 | $ (62,394) |
Net cash provided by (used in) discontinued operations | (5,858) | |
Net cash provided by (used in) operating activities | 24,807 | (68,252) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (19,808) | (16,894) |
Proceeds from vehicle sales | 3,899 | 1,032 |
Return of (disbursements for) investments | 224 | (750) |
Other, net | 2,671 | 3,019 |
Net cash provided by (used in) investing activities | (13,014) | (13,593) |
Cash flows from financing activities: | ||
Repayments on capital leases | (12,625) | (6,269) |
Borrowings under line of credit | 153,000 | 134,000 |
Repayments on line of credit | (153,000) | (126,000) |
Payment on installment note related to acquisition | (1,750) | (1,500) |
Payments of debt issuance costs | (197) | (52) |
Repayment of other financing arrangements | (2,318) | (2,101) |
Other, net | (605) | (323) |
Net cash provided by (used in) financing activities | (17,495) | (2,245) |
Effects of foreign currency exchange rate changes on cash | 238 | 302 |
Net increase (decrease) in cash and cash equivalents | (5,464) | (83,788) |
Cash and cash equivalents, beginning of period | 57,059 | 116,227 |
Cash and cash equivalents, end of period | 51,595 | 32,439 |
Eliminations [Member] | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | (4,925) | |
Cash flows from financing activities: | ||
Advances from cash pool | (35,446) | (41,821) |
Net cash provided by (used in) financing activities | (35,446) | (41,821) |
Net increase (decrease) in cash and cash equivalents | (40,371) | (41,821) |
Cash and cash equivalents, beginning of period | (52,037) | (35,244) |
Cash and cash equivalents, end of period | (92,408) | (77,065) |
Inventiv Health Inc [Member] | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) continuing operations | (47,017) | |
Net cash provided by (used in) operating activities | 33,094 | (47,017) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (6,599) | (8,736) |
Return of (disbursements for) investments | 224 | (750) |
Other, net | (256) | (225) |
Net cash provided by (used in) investing activities | (6,631) | (9,711) |
Cash flows from financing activities: | ||
Advances from cash pool | (2,065) | |
Borrowings under line of credit | 153,000 | 134,000 |
Repayments on line of credit | (153,000) | (126,000) |
Payment on installment note related to acquisition | (1,750) | (1,500) |
Payments of debt issuance costs | (197) | (52) |
Repayment of other financing arrangements | (1,966) | (1,749) |
Advances (repayment) of intercompany debt, net | (5,048) | 25,156 |
Other, net | (97) | 154 |
Net cash provided by (used in) financing activities | (11,123) | 30,009 |
Net increase (decrease) in cash and cash equivalents | 15,340 | (26,719) |
Cash and cash equivalents, beginning of period | 19,643 | 33,176 |
Cash and cash equivalents, end of period | 34,983 | 6,457 |
Guarantor Subsidiaries [Member] | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) continuing operations | (14,384) | |
Net cash provided by (used in) discontinued operations | (5,858) | |
Net cash provided by (used in) operating activities | (19,802) | (20,242) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (10,285) | (5,027) |
Proceeds from vehicle sales | 3,899 | 1,032 |
Other, net | 2,927 | 3,244 |
Net cash provided by (used in) investing activities | (3,459) | (751) |
Cash flows from financing activities: | ||
Repayments on capital leases | (12,375) | (5,989) |
Repayment of other financing arrangements | (352) | (352) |
Advances (repayment) of intercompany debt, net | 32,549 | 12,637 |
Net cash provided by (used in) financing activities | 19,822 | 6,296 |
Net increase (decrease) in cash and cash equivalents | (3,439) | (14,697) |
Cash and cash equivalents, beginning of period | 3,439 | 19,838 |
Cash and cash equivalents, end of period | 5,141 | |
Non-Guarantor Subsidiaries [Member] | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) continuing operations | (993) | |
Net cash provided by (used in) operating activities | 16,440 | (993) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (2,924) | (3,131) |
Net cash provided by (used in) investing activities | (2,924) | (3,131) |
Cash flows from financing activities: | ||
Repayments on capital leases | (250) | (280) |
Advances from cash pool | 37,511 | 41,821 |
Advances (repayment) of intercompany debt, net | (27,501) | (37,793) |
Other, net | (508) | (477) |
Net cash provided by (used in) financing activities | 9,252 | 3,271 |
Effects of foreign currency exchange rate changes on cash | 238 | 302 |
Net increase (decrease) in cash and cash equivalents | 23,006 | (551) |
Cash and cash equivalents, beginning of period | 86,014 | 98,457 |
Cash and cash equivalents, end of period | $ 109,020 | $ 97,906 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Events [Member] - USD ($) | Jul. 02, 2015 | Jul. 01, 2015 |
Restricted Stock Units [Member] | ||
Subsequent Event [Line Items] | ||
New option award terms | one-for-one | |
Number of shares exchanged under the equity incentive plan | 156,106 | |
Restricted Stock Units [Member] | Passage of Time [Member] | ||
Subsequent Event [Line Items] | ||
Percentage of vesting under the plan | 35.00% | |
Restricted Stock Units [Member] | Performance Target [Member] | ||
Subsequent Event [Line Items] | ||
Percentage of vesting under the plan | 65.00% | |
ABL Facility [Member] | UK [Member] | ||
Subsequent Event [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 20,000,000 |