UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 7, 2019
IQVIA HOLDINGS INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35907 | 27-1341991 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
83 Wooster Heights Road, Danbury,
Connecticut 06810
And
4820 Emperor Blvd.
Durham, North Carolina 27703
(Address of principal executive offices)
Registrant’s telephone number, including area code: (203)448-4600 and (919)998-2000
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbol | Name of Each Exchange on which Registered | ||
| Common Stock, par value $0.01 per share | “IQV” | New York Stock Exchange |
Item 1.01 Entry into a Material Definitive Agreement
On May 7, 2019, IQVIA Inc. (the “Issuer”), a wholly owned subsidiary of IQVIA Holdings Inc. (the “Company”), entered into a purchase agreement with the representative of the purchasers named therein, relating to the issuance and sale of $1.1 billion in gross proceeds of senior notes due 2027 bearing interest at a rate of 5.000% per annum (the “notes offering”). The consummation of the notes offering, which is expected to occur on or about May 10, 2019, is subject to the satisfaction of customary closing conditions.
Item 8.01 Other Events
On May 7, 2019, the Company issued a press release announcing the launch of the notes offering. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form8-K.
On May 7, 2019, the Company issued a press release announcing the pricing of the notes offering. A copy of the press release is attached as Exhibit 99.2 to this Current Report on Form8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. | Description | |
| 99.1 | Launch press release dated May 7, 2019 | |
| 99.2 | Pricing press release dated May 7, 2019 | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 7, 2019
IQVIA HOLDINGS INC. | ||
| By: | /s/ Eric Sherbet | |
Eric Sherbet | ||
| Executive Vice President, General Counsel, and Secretary | ||