Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | Apr. 25, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Trading Symbol | 'IMS | ' |
Entity Registrant Name | 'IMS Health Holdings, Inc. | ' |
Entity Central Index Key | '0001595262 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 331,922,911 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Financial Position (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Current Assets: | ' | ' |
Cash and cash equivalents | $540 | $725 |
Restricted cash | 27 | 27 |
Short-term investments | 4 | 4 |
Accounts receivable, net | 383 | 313 |
Other current assets | 249 | 258 |
Total Current Assets | 1,203 | 1,327 |
Property, plant and equipment, at cost | 318 | 262 |
Less accumulated depreciation | -154 | -145 |
Property, plant and equipment, net | 164 | 117 |
Computer software, net | 258 | 263 |
Goodwill | 3,586 | 3,573 |
Other identifiable intangibles, net | 2,473 | 2,517 |
Other assets | 227 | 202 |
Total Assets | 7,911 | 7,999 |
Current Liabilities: | ' | ' |
Accounts payable | 134 | 103 |
Accrued and other current liabilities | 463 | 583 |
Current portion of long-term debt | 28 | 66 |
Deferred revenues | 190 | 180 |
Total Current Liabilities | 815 | 932 |
Postretirement and postemployment benefits | 77 | 77 |
Long-term debt | 4,942 | 4,894 |
Deferred tax liability | 1,069 | 1,102 |
Other liabilities | 105 | 111 |
Total Liabilities | 7,008 | 7,116 |
Commitments and Contingencies (Note 11) | ' | ' |
Shareholders' Equity: | ' | ' |
Common Stock, $.01 par value, 307.5 and 307.5 shares authorized, 280.7 and 280.5 shares issued at March 31, 2014 and December 31, 2013, respectively | 3 | 3 |
Capital in excess of par | 944 | 913 |
Accumulated deficit | -44 | -20 |
Treasury stock, at cost, 0.8 and 0.5 shares at March 31, 2014 and December 31, 2013, respectively | -9 | -6 |
Accumulated other comprehensive income (loss) | 9 | -7 |
Total Shareholders' Equity | 903 | 883 |
Total Liabilities and Shareholders' Equity | $7,911 | $7,999 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Financial Position (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Statement Of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common Stock, shares authorized | 307,500,000 | 307,500,000 |
Common Stock, shares issued | 280,700,000 | 280,500,000 |
Treasury stock, shares | 800,000 | 500,000 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Statement [Abstract] | ' | ' |
Revenue | $645 | $613 |
Information | 381 | 378 |
Technology services | 264 | 235 |
Operating costs of information, exclusive of depreciation and amortization | 164 | 160 |
Direct and incremental costs of technology services, exclusive of depreciation and amortization | 136 | 123 |
Selling and administrative expenses, exclusive of depreciation and amortization | 171 | 145 |
Depreciation and amortization | 107 | 105 |
Severance, impairment and other charges | ' | 1 |
Operating Income | 67 | 79 |
Interest income | 2 | 1 |
Interest expense | -89 | -79 |
Other (loss) income, net | -17 | 16 |
Non-Operating Loss, Net | -104 | -62 |
(Loss) Income before income taxes | -37 | 17 |
Benefit from (provision for) income taxes | 13 | -5 |
Net (Loss) Income | -24 | 12 |
(Loss) Earnings per Share Attributable to Common Shareholders: | ' | ' |
Basic | ($0.09) | $0.04 |
Diluted | ($0.09) | $0.04 |
Weighted-Average Common Shares Outstanding: | ' | ' |
Basic | 279.9 | 280 |
Diluted | 279.9 | 288.7 |
Other Comprehensive Income (Loss): | ' | ' |
Net (loss) income | -24 | 12 |
Cumulative translation adjustment (net of taxes of $(2) and $14, respectively) | 18 | -153 |
Unrealized (losses) gains on derivatives (net of taxes of $- and $(4), respectively) | -1 | 7 |
Gains on derivative instruments, reclassified into earnings (net of taxes of $- and $1, respectively) | -1 | -2 |
Other Comprehensive Income (Loss) | 16 | -148 |
Total Comprehensive Loss | ($8) | ($136) |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Comprehensive Loss (Parenthetical) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Statement [Abstract] | ' | ' |
Cumulative translation adjustment, taxes | ($2) | $14 |
Unrealized (losses) gains on derivatives, taxes | ' | -4 |
Gains on derivative instruments, reclassified into earnings, taxes | ' | $1 |
Condensed_Consolidated_Stateme4
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash Flows from Operating Activities: | ' | ' |
Net (loss) income | ($24) | $12 |
Adjustments to Reconcile Net (Loss) Income to Net Cash Used In Operating Activities: | ' | ' |
Depreciation and amortization | 107 | 105 |
Loss on extinguishment of debt | 11 | 9 |
Deferred income taxes | -38 | -13 |
Non-cash stock-based compensation charges | 31 | 11 |
Foreign exchange gain on revaluation of foreign denominated debt | ' | -23 |
Non-cash (gains) losses on derivative instruments | -4 | 6 |
Non-cash amortization of debt original issue discount and debt issuance costs | 10 | 9 |
Change in assets and liabilities, excluding effects from acquisitions and dispositions: | ' | ' |
Net increase in accounts receivable | -70 | -30 |
Net decrease in other current assets | -13 | ' |
Net increase in accounts payable | 31 | 14 |
Net decrease in accrued and other current liabilities | -134 | -96 |
Net increase (decrease) in deferred revenues | 10 | -4 |
Increase in pension assets (net of liabilities) | -9 | -8 |
Increase in other long-term assets (net of long-term liabilities) | -11 | -8 |
Net Cash Used in Operating Activities | -103 | -16 |
Cash Flows from Investing Activities: | ' | ' |
Capital expenditures | -33 | -7 |
Additions to computer software | -21 | -14 |
Purchases of short-term investments | ' | -12 |
Payments for acquisitions of businesses, net of cash acquired | -1 | -30 |
Other investing activities, net | -1 | 1 |
Net Cash Used in Investing Activities | -56 | -62 |
Cash Flows from Financing Activities: | ' | ' |
Borrowings under revolving credit facility | 6 | 76 |
Repayments of revolving credit facility | -6 | -39 |
Repayments of term loans | ' | -25 |
Debt amendment fees | -22 | ' |
Payments for treasury stock | -3 | ' |
Payments for public offering costs | -2 | ' |
Other financing activities | ' | -2 |
Net Cash (Used in) Provided by Financing Activities | -27 | 10 |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | 1 | -9 |
Decrease in Cash and Cash Equivalents | -185 | -77 |
Cash and Cash Equivalents, Beginning of Period | 725 | 580 |
Cash and Cash Equivalents, End of Period | $540 | $503 |
Condensed_Consolidated_Stateme5
Condensed Consolidated Statements of Shareholders' Equity (USD $) | Total | Common Stock [Member] | Treasury Stock [Member] | Capital in Excess of Par [Member] | Accumulated Deficit [Member] | Cumulative Translation Adjustment [Member] | Unamortized Postretirement & Postemployment Adjustment [Member] | Unrealized (Losses) Gains on Derivative Instruments [Member] | Losses (Gains) on Derivative Instruments Reclassified Into Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
In Millions | ||||||||||
Balance at Dec. 31, 2012 | $1,683 | $3 | ($4) | $1,634 | ($102) | $192 | ($41) | ($8) | $9 | $152 |
Balance, shares at Dec. 31, 2012 | ' | 280.4 | 0.4 | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | 82 | ' | ' | ' | 82 | ' | ' | ' | ' | ' |
Issuances under stock plans and management investments | 2 | ' | ' | 2 | ' | ' | ' | ' | ' | ' |
Issuances under stock plans and management investments, Shares | ' | 0.1 | ' | ' | ' | ' | ' | ' | ' | ' |
Repurchases of common stock | -2 | ' | -2 | ' | ' | ' | ' | ' | ' | ' |
Repurchases of common stock, Shares | ' | ' | 0.1 | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | 22 | ' | ' | 22 | ' | ' | ' | ' | ' | ' |
Dividends paid to shareholders, net of tax | -745 | ' | ' | -745 | ' | ' | ' | ' | ' | ' |
Cumulative translation adjustments, net of tax | -183 | ' | ' | ' | ' | -183 | ' | ' | ' | -183 |
Postretirement & postemployment adjustments, net of tax | 24 | ' | ' | ' | ' | ' | 24 | ' | ' | 24 |
Unrealized gains (losses) on derivative instruments, net of tax | 9 | ' | ' | ' | ' | ' | ' | 9 | ' | 9 |
Gains on derivative instruments reclassified into earnings, net of tax | -9 | ' | ' | ' | ' | ' | ' | ' | -9 | -9 |
Balance at Dec. 31, 2013 | 883 | 3 | -6 | 913 | -20 | 9 | -17 | 1 | ' | -7 |
Balance, shares at Dec. 31, 2013 | 280.5 | 280.5 | 0.5 | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | -24 | ' | ' | ' | -24 | ' | ' | ' | ' | ' |
Issuances under stock plans and management investments, Shares | ' | 0.2 | ' | ' | ' | ' | ' | ' | ' | ' |
Repurchases of common stock | -3 | ' | -3 | ' | ' | ' | ' | ' | ' | ' |
Repurchases of common stock, Shares | ' | ' | 0.3 | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | 31 | ' | ' | 31 | ' | ' | ' | ' | ' | ' |
Cumulative translation adjustments, net of tax | 18 | ' | ' | ' | ' | 18 | ' | ' | ' | 18 |
Unrealized gains (losses) on derivative instruments, net of tax | -1 | ' | ' | ' | ' | ' | ' | -1 | ' | -1 |
Gains on derivative instruments reclassified into earnings, net of tax | -1 | ' | ' | ' | ' | ' | ' | ' | -1 | -1 |
Balance at Mar. 31, 2014 | $903 | $3 | ($9) | $944 | ($44) | $27 | ($17) | ' | ($1) | $9 |
Balance, shares at Mar. 31, 2014 | 280.7 | 280.7 | 0.8 | ' | ' | ' | ' | ' | ' | ' |
Basis_of_Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation | ' |
Note 1. Basis of Presentation | |
On February 26, 2010, IMS Health Holdings, Inc. (the “Company”) was acquired by affiliates of TPG Global, LLC (together with its affiliates, “TPG”), CPP Investment Board Private Holdings, Inc. (“CPPIB-PHI”), a wholly owned subsidiary of the Canada Pension Plan Investment Board (together with its affiliates, “CPPIB”), and Leonard Green & Partners, L.P. (“LGP” and collectively with TPG and CPPIB, the “Sponsors”) in an all-cash transaction. | |
The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. The Condensed Consolidated Financial Statements do not include all the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments, all of which are of a normal recurring nature, considered necessary for a fair statement of the statements of financial position, comprehensive loss, cash flows and shareholders’ equity for the periods presented have been included. The results of operations for interim periods are not necessarily indicative of the results expected for the full year. The December 31, 2013 Condensed Consolidated Statement of Financial Position was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The Condensed Consolidated Financial Statements and related notes should be read in conjunction with the audited Consolidated Financial Statements and related notes of IMS Health Holdings, Inc. included in the Company’s prospectus filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, with the Securities and Exchange Commission (the “SEC”) on April 4, 2014 (the “Prospectus”). Amounts presented in the Condensed Consolidated Financial Statements may not add due to rounding. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2014 | |
Business Combinations [Abstract] | ' |
Acquisitions | ' |
Note 2. Acquisitions | |
The Company makes acquisitions in order to expand its products, services and geographic reach. During the three months ended March 31, 2014, the Company completed two acquisitions; the consumer health business of Nielsen Holdings N.V. in certain European markets and Kent Capital in the U.S. The total cost for these acquisitions was approximately $18 million, of which $14 million was paid in April 2014 and the balance will be paid in 2015 subject to certain conditions. Acquisition-related costs related to these acquisitions were de minimis, and were expensed as incurred and recorded in Selling and administrative expense, exclusive of depreciation and amortization. These business combinations were accounted for under the acquisition method of accounting, and as such, the aggregate purchase prices were allocated on a preliminary basis to the assets acquired and liabilities assumed based on estimated fair values as of the closing dates. The purchase price allocations will be finalized after the completion of the valuation of certain intangible assets and any adjustments to the preliminary purchase price allocations are not expected to have a material impact on the Company’s results of operations. The Condensed Consolidated Financial Statements include the results of the acquisitions subsequent to the closing. Had these acquisitions occurred as of January 1, 2013, the impact on the Company’s results of operations would not have been material. In connection with these acquisitions, the Company recorded goodwill of approximately $5 million, of which less than $1 million is deductible for tax purposes, and intangible assets of approximately $13 million. The intangible assets acquired were comprised of client relationships and other of $12 million (weighted-average amortization period of 6.7 years) and databases of $1 million (weighted-average amortization period of 2 years). | |
During the three months ended March 31, 2014, the Company recorded measurement period adjustments related to acquisitions that occurred in 2013. These adjustments did not have a material impact on our Condensed Consolidated Financial Statements for any period reported, and therefore, the Company did not retrospectively adjust the Condensed Consolidated Statement of Financial Position as of December 31, 2013. | |
Contingent consideration | |
Under the terms of certain acquisition-related purchase agreements, the Company may be required to pay additional amounts as contingent consideration based on the achievement of certain financial performance related metrics, ranging from $0 to $85 million through 2017. The Company’s contingent consideration recorded on the balance sheet was approximately $60 million and $65 million at March 31, 2014 and December 31, 2013, respectively. The fair value measurement of this contingent consideration is classified within Level 3 of the fair value hierarchy (see Note 5) and reflects the Company’s own assumptions in measuring fair values using the income approach. In developing these estimates, the Company considered certain performance projections, historical results, and industry trends. |
Goodwill_and_Identifiable_Inta
Goodwill and Identifiable Intangible Assets | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||
Goodwill and Identifiable Intangible Assets | ' | ||||||||||||||||||||
Note 3. Goodwill and Identifiable Intangible Assets | |||||||||||||||||||||
The following table sets forth changes in the Company’s goodwill for the three months ended March 31, 2014. | |||||||||||||||||||||
(in millions) | Goodwill | ||||||||||||||||||||
Balance at December 31, 2013 | $ | 3,573 | |||||||||||||||||||
Goodwill assigned in purchase price allocations (see Note 2) | 5 | ||||||||||||||||||||
Foreign currency translation adjustments and other | 8 | ||||||||||||||||||||
Balance at March 31, 2014 | $ | 3,586 | |||||||||||||||||||
The gross carrying amounts, related accumulated amortization and the weighted average amortization periods of the Company’s intangible assets are listed in the following table: | |||||||||||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||||||||||
(in millions) | Gross | Accumulated | Weighted Average | Gross | Accumulated | ||||||||||||||||
Carrying | Amortization | Amortization | Carrying | Amortization | |||||||||||||||||
Amount | Period (Years) | Amount | |||||||||||||||||||
Databases | $ | 726 | $ | 586 | 1 | $ | 725 | $ | 549 | ||||||||||||
Client Relationships and other | 2,180 | 527 | 14.1 | 2,152 | 491 | ||||||||||||||||
Trade Names (Finite-Lived) | 151 | 33 | 14.3 | 151 | 31 | ||||||||||||||||
Trade Names (Indefinite-Lived) | 562 | — | N/A | 560 | — | ||||||||||||||||
Total Intangible Assets | $ | 3,619 | $ | 1,146 | 10.8 | $ | 3,588 | $ | 1,071 | ||||||||||||
Intangible asset amortization expense was $73 million and $72 million during the three months ended March 31, 2014 and 2013, respectively. Based on current estimated useful lives, amortization expense associated with intangible assets at March 31, 2014 is estimated to be as follows: | |||||||||||||||||||||
(in millions) | Amortization | ||||||||||||||||||||
Year ended December 31, | Expense | ||||||||||||||||||||
Remainder of 2014 | $ | 221 | |||||||||||||||||||
2015 | 178 | ||||||||||||||||||||
2016 | 150 | ||||||||||||||||||||
2017 | 138 | ||||||||||||||||||||
2018 | 135 | ||||||||||||||||||||
Thereafter | 1,089 |
Severance_Impairment_and_Other
Severance, Impairment and Other Charges | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Text Block [Abstract] | ' | ||||
Severance, Impairment and Other Charges | ' | ||||
Note 4. Severance, Impairment and Other Charges | |||||
2013 Plan | |||||
In December 2013, as a result of ongoing cost reduction efforts, the Company recorded a pre-tax severance charge of $12 million consisting of global workforce reductions to streamline the Company’s organization (the “2013 Plan”). The Company expects that cash outlays related to the 2013 Plan will be substantially complete by the end of 2015. | |||||
(in millions) | Severance | ||||
Related | |||||
Reserves | |||||
Balance at December 31, 2013 | $ | 12 | |||
Cash payments | (2 | ) | |||
Balance at March 31, 2014 | $ | 10 | |||
Additionally, during the first quarter of 2013, the Company recorded impairment charges of $1 million related to an impaired lease for property vacated in the U.S. | |||||
2012 Plan | |||||
In December 2012, as a result of ongoing cost reduction efforts, the Company implemented a restructuring plan (the “2012 Plan”) and recorded a pre-tax severance charge of $23 million consisting of global workforce reductions to streamline the Company’s organization. The Company expects that cash outlays related to the 2012 Plan will be substantially complete by the end of 2014. | |||||
(in millions) | Severance | ||||
Related | |||||
Reserves | |||||
Balance at December 31, 2013 | $ | 6 | |||
Cash payments | (1 | ) | |||
Balance at March 31, 2014 | $ | 5 |
Derivatives_and_Fair_Value
Derivatives and Fair Value | 3 Months Ended | ||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||
Derivatives and Fair Value | ' | ||||||||||||||||||
Note 5. Derivatives and fair value | |||||||||||||||||||
Foreign exchange risk management | |||||||||||||||||||
The Company transacts business in more than 100 countries and is subject to risks associated with changing foreign exchange rates. The Company’s objective is to reduce earnings and cash flow volatility associated with foreign exchange rate changes. Accordingly, the Company enters into foreign currency forward contracts to minimize the impact of foreign exchange movements on EBITDA, and to hedge non-U.S. Dollar anticipated royalties. It is the Company’s policy to enter into foreign currency transactions only to the extent necessary to meet its objectives as stated above. The Company does not enter into foreign currency transactions for investment or speculative purposes. The principal currencies hedged are the Euro, the Japanese Yen, the British Pound, the Swiss Franc and the Canadian Dollar. | |||||||||||||||||||
For derivatives designated as hedges, the Company assesses, both at the inception of the hedge and on an ongoing basis, whether the derivatives are highly effective in offsetting changes in fair values or cash flows of hedged items. If it is determined that a derivative ceases to be highly effective as a hedge, the Company will discontinue hedge accounting with respect to that derivative prospectively. When it is probable that a hedged forecasted transaction will not occur, the Company discontinues hedge accounting for the affected portion of the forecasted transaction, and reclassifies gains or losses that were accumulated in Accumulated Other Comprehensive Income (Loss) (“AOCI”) to earnings in Other (loss) income, net on the Condensed Consolidated Statements of Comprehensive Loss. | |||||||||||||||||||
The impact of foreign exchange on pre-tax (losses) income was net (losses) gains of $(4) million and $28 million for the three months ended March 31, 2014 and 2013, respectively. These amounts included foreign exchange (losses) gains of $(–) million and $23 million, respectively, related to the translation of non-functional currency debt and were recorded in Other (loss) income, net, in the Condensed Consolidated Statements of Comprehensive Loss. Additionally, Other (loss) income, net included (losses) gains of $(4) million and $1 million related to the revaluation of other non-functional currency assets and liabilities for the three months ended March 31, 2014 and 2013, respectively. Included in the $1 million net revaluation gain at March 31, 2013 was a $14 million charge resulting from the devaluation of the Venezuelan Bolívars, as further described below. | |||||||||||||||||||
At March 31, 2014, the Company’s notional amount of forward contracts designated as cash flow and EBITDA hedges was $205 million and $336 million, respectively. These foreign exchange forward contracts outstanding have various expiration dates through February 2015. Foreign exchange forward contracts are recorded at estimated fair value. The estimated fair values of the forward contracts are based on quoted market prices. | |||||||||||||||||||
Unrealized and realized gains and losses on the contracts hedging EBITDA do not qualify for hedge accounting, and therefore are not deferred and are included in the Condensed Consolidated Statements of Comprehensive Loss in Other (loss) income, net. | |||||||||||||||||||
Interest rate risk management | |||||||||||||||||||
In May 2010, the Company purchased interest rate caps and entered into interest rate swap agreements for purposes of managing its risk in interest rate fluctuations. The Company purchased U.S. Dollar and Euro denominated interest rate caps for a total nominal value of approximately $1,675 million at strike rates ranging from 3% to 4%. These caps cover different periods between May 2010 and January 2015. The total premiums paid were $5 million. Most of these caps have expired and the nominal value of caps outstanding at March 31, 2014 was approximately $110 million. | |||||||||||||||||||
The Company also entered into interest rate swap agreements to hedge notional amounts of $375 million of its borrowings. All were effective January 2012, and expire at various times through January 2016. On these agreements, the Company pays a fixed rate ranging from 2.6% to 3.3% and receives a variable rate of interest equal to the three-month London Interbank Offered Rate (“LIBOR”). | |||||||||||||||||||
Unrealized gains and losses on the contracts hedging non-U.S. Dollar anticipated royalties qualify for hedge accounting, and are therefore deferred and included in AOCI. | |||||||||||||||||||
The fair value of derivative instruments in the Condensed Consolidated Statements of Financial Position are as follows: | |||||||||||||||||||
Fair Value of Derivative Instruments | |||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||
As of | |||||||||||||||||||
(in millions) | March 31, | December 31, | March 31, | December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||
Derivatives designated as hedging instruments | |||||||||||||||||||
Foreign exchange contracts(1) | $ | 3 | $ | 6 | $ | 3 | $ | 4 | |||||||||||
Derivatives not designated as hedging instruments | |||||||||||||||||||
Foreign exchange contracts(1) | 3 | 3 | 9 | 11 | |||||||||||||||
Interest rate swaps(2) | — | — | 9 | 12 | |||||||||||||||
Total derivatives | $ | 6 | $ | 9 | $ | 21 | $ | 27 | |||||||||||
(1) | Included in Accounts receivable and Accounts payable in the Condensed Consolidated Statements of Financial Position. | ||||||||||||||||||
(2) | $3 million included in Accrued and other current liabilities and $6 million included in Other liabilities at March 31, 2014 and $12 million included in Other liabilities at December 31, 2013 in the Condensed Consolidated Statements of Financial Position. | ||||||||||||||||||
The effect of derivative instruments on the Condensed Consolidated Statements of Comprehensive Loss are as follows: | |||||||||||||||||||
(in millions) | Effect of Derivatives on Financial Performance | ||||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | Amount of Income/(Loss) | Location of Income/(Loss) | Amount of | ||||||||||||||||
Recognized in AOCI | Reclassified from AOCI into | Income/(Loss) | |||||||||||||||||
Earnings | Reclassified from | ||||||||||||||||||
AOCI | |||||||||||||||||||
into Earnings | |||||||||||||||||||
Three Months Ended | Three Months | ||||||||||||||||||
March 31, | Ended March 31, | ||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||
Foreign exchange contracts | $ | (1 | ) | $ | 11 | Other (loss) income, net | $ | 1 | $ | 3 | |||||||||
The pre-tax gain recognized in earnings on derivatives not designated as hedging instruments was as follows: | |||||||||||||||||||
Three Months Ended | |||||||||||||||||||
March 31, | |||||||||||||||||||
(in millions) | 2014 | 2013 | |||||||||||||||||
Foreign exchange contracts(1) | $ | — | $ | 1 | |||||||||||||||
Interest rate swaps and caps(2) | — | — | |||||||||||||||||
Total derivatives not designated as hedging instruments | $ | — | $ | 1 | |||||||||||||||
(1) | Included in Other (loss) income, net in the Condensed Consolidated Statements of Comprehensive Loss. | ||||||||||||||||||
(2) | Included in Interest expense in the Condensed Consolidated Statements of Comprehensive Loss. | ||||||||||||||||||
Changes in the fair value of derivatives that are designated as cash flow hedges are recorded in AOCI to the extent effective and reclassified into earnings in the same period or periods during which the transaction hedged by that derivative also affects earnings. The Company expects less than $1 million of pre-tax unrealized gain related to its foreign exchange contracts included in AOCI at March 31, 2014 to be reclassified into earnings within the next twelve months. | |||||||||||||||||||
Fair value disclosures | |||||||||||||||||||
The Company is subject to authoritative guidance which requires a three-level hierarchy for disclosure of fair value measurements as follows: | |||||||||||||||||||
Level 1 — | Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||||
Level 2 — | Quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets; and model-derived valuations in which all significant inputs are observable in active markets. | ||||||||||||||||||
Level 3 — | Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability. | ||||||||||||||||||
The carrying values of cash, cash equivalents, restricted cash, accounts receivable and accounts payable approximated their fair values at March 31, 2014 and December 31, 2013 due to the short-term nature of these instruments. At March 31, 2014 and December 31, 2013, the fair value of total debt approximated $5,229 million and $5,280 million, respectively, as determined under Level 2 measurements based on quoted prices for these financial instruments. | |||||||||||||||||||
Recurring measurements | |||||||||||||||||||
The following table summarizes assets and liabilities measured at fair value on a recurring basis at the dates indicated: | |||||||||||||||||||
Basis of Fair Value Measurements | |||||||||||||||||||
March 31, 2014 | |||||||||||||||||||
(in millions) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||
Assets | |||||||||||||||||||
Short-term investments | $ | — | $ | 4 | $ | — | $ | 4 | |||||||||||
Derivatives | — | 6 | — | 6 | |||||||||||||||
Total | $ | — | $ | 10 | $ | — | $ | 10 | |||||||||||
Liabilities | |||||||||||||||||||
Contingent consideration | $ | — | $ | — | $ | 60 | $ | 60 | |||||||||||
Derivatives | — | 21 | — | 21 | |||||||||||||||
Total | $ | — | $ | 21 | $ | 60 | $ | 81 | |||||||||||
December 31, 2013 | |||||||||||||||||||
(in millions) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||
Assets | |||||||||||||||||||
Short-term investments | $ | — | $ | 4 | $ | — | $ | 4 | |||||||||||
Derivatives | — | 9 | — | 9 | |||||||||||||||
Total | $ | — | $ | 13 | $ | — | $ | 13 | |||||||||||
Liabilities | |||||||||||||||||||
Contingent consideration | $ | — | $ | — | $ | 65 | $ | 65 | |||||||||||
Derivatives | — | 27 | — | 27 | |||||||||||||||
Total | $ | — | $ | 27 | $ | 65 | $ | 92 | |||||||||||
Short-term investments consist of government bond funds. Derivatives consist of foreign exchange contracts and interest rate caps and swaps. The fair value of foreign exchange contracts is based on observable market inputs of spot and forward rates. The fair value of the interest rate caps and swaps is the estimated amount that it would receive or pay to terminate such agreements, taking into account market interest rates and the remaining time to maturities. | |||||||||||||||||||
The following table summarizes Level 3 acquisition-related contingent consideration liabilities (see Note 2) carried at fair value on a recurring basis with the use of unobservable inputs for the period indicated. | |||||||||||||||||||
(in millions) | Contingent | ||||||||||||||||||
Consideration Liabilities | |||||||||||||||||||
Balance at December 31, 2013 | $ | 65 | |||||||||||||||||
Cash payments | (1 | ) | |||||||||||||||||
Changes in fair value estimates included in Selling and administrative expenses | (4 | ) | |||||||||||||||||
Balance at March 31, 2014 | $ | 60 | |||||||||||||||||
Devaluation of Venezuelan Bolívars | |||||||||||||||||||
In February 2013, the Venezuelan government announced the devaluation of its currency. The official exchange rate was adjusted from 4.30 Bolívars to each U.S. Dollar to 6.30. The Company’s Swiss operating subsidiary, IMS AG, maintains certain account balances in Bolívars (mainly cash and cash equivalents). As these balances are held in a non-functional currency of IMS AG, the Company is required to mark-to-market these balances at each reporting date and reflect these movements as gains or losses in income. Additionally, since January 2010, Venezuela has been designated as hyper-inflationary, and as such, all foreign currency fluctuations are recorded in income for certain account balances at the Company’s local Venezuelan operating subsidiary. The Company recorded a pre-tax charge of approximately $14 million to Other (loss) income, net, in the first quarter of 2013 related to the remeasurement of the IMS AG Venezuelan Bolívar account balances and the remeasurement of certain local Bolívar account balances. The Company continued to remeasure its Venezuela account balances at the rate of 6.30 Bolívars per U.S. Dollar as of March 31, 2014. |
Debt
Debt | 3 Months Ended | ||||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||
Debt | ' | ||||||||||||||||||||||||||||
Note 6. Debt | |||||||||||||||||||||||||||||
The following table summarizes the Company’s debt at the dates indicated: | |||||||||||||||||||||||||||||
(in millions) | March 31, | December 31, | |||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Senior Secured Credit Facilities: | |||||||||||||||||||||||||||||
Senior Secured Term B Loan due 2021—USD LIBOR at average floating rates of 3.75% | $ | 1,747 | $ | 1,747 | |||||||||||||||||||||||||
Senior Secured Term B Loan due 2021—EUR LIBOR at average floating rates of 4.00% | 1,030 | 1,030 | |||||||||||||||||||||||||||
Revolving Credit Facility due 2019—USD LIBOR | — | — | |||||||||||||||||||||||||||
12.5% Senior Notes due 2018 | 1,000 | 1,000 | |||||||||||||||||||||||||||
7.375%/8.125% Senior PIK Toggle Notes due 2018 | 750 | 750 | |||||||||||||||||||||||||||
6.00% Senior Notes due 2020 | 500 | 500 | |||||||||||||||||||||||||||
Principal Amount of Debt | 5,027 | 5,027 | |||||||||||||||||||||||||||
Less: Unamortized Discounts | (57 | ) | (67 | ) | |||||||||||||||||||||||||
Total Debt | $ | 4,970 | $ | 4,960 | |||||||||||||||||||||||||
Scheduled principal payments due on the Company’s debt as of March 31, 2014 for the remainder of 2014 and thereafter were as follows: | |||||||||||||||||||||||||||||
Year | |||||||||||||||||||||||||||||
(in millions) | 2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | Total | ||||||||||||||||||||||
Debt | $ | 21 | $ | 28 | $ | 28 | $ | 28 | $ | 1,777 | $ | 3,145 | $ | 5,027 | |||||||||||||||
Senior Secured Credit Facilities | |||||||||||||||||||||||||||||
In March 2014, IMS Health Incorporated (“IMS Health”), an indirect wholly-owned subsidiary of the Company, and certain of its subsidiaries, as co-borrowers, entered into an amendment (the “2014 Amendment”) to amend and restate the Second Amended and Restated Credit and Guaranty Agreement, which until such date governed IMS Health’s senior secured credit facilities (the amended and restated credit agreement resulting from the 2014 Amendment, the “2014 Credit Agreement”). The 2014 Amendment added commitments in respect of the New Term Loans in the aggregate dollar equivalent amount of $500 million, increased outstanding commitments under the revolving credit facility to $500 million, modified certain interest rates and covenants and made additional modifications to IMS Health’s senior secured credit facilities. The commitments in respect of the New Term Loans consist of term A loan commitments in the amount of $315 million and €133 million (or approximately $184 million based on exchange rates in effect on March 31, 2014) and mature in March 2019. The New Term Loans were funded in April 2014 concurrent with the Company’s initial public offering (“IPO”). See Note 15 for further information on the IPO. Additionally, IMS Health reduced the borrowing margins and the EUR LIBOR floor by 25 basis points each, respectively, and extended the maturity date to March 2021 for the existing term B loans and increased the capacity to $500 million and extended the maturity date to March 2019 for the existing Revolving Credit Facility. As a result of the 2014 Amendment, the Company recorded $11 million of debt extinguishment losses and $2 million of third party fees in Other (loss) income, net during the three months ended March 31, 2014. | |||||||||||||||||||||||||||||
In February 2013, IMS Health and certain of its subsidiaries entered into an amendment of the then existing senior secured term loans due 2017 (“Term Loan Amendment”) to reduce its borrowing costs. IMS Health reduced the borrowing margins and LIBOR floors by 50 basis points and 25 basis points, respectively, for both the USD and EUR tranches of debt. As a result of the Term Loan Amendment, the Company recorded $9 million of debt extinguishment losses and $3 million of third party fees in Other (loss) income, net during the three months ended March 31, 2013. | |||||||||||||||||||||||||||||
In October 2012, IMS Health and certain of its subsidiaries completed a recapitalization (the “Recapitalization”). The Recapitalization included an amendment (the “Amendment”) to its Amended and Restated Credit and Guaranty Agreement for additional term loans and (a) extended the maturity date of the Revolving Credit Facility to August 2017; and (b) increased the maximum leverage ratio. | |||||||||||||||||||||||||||||
IMS Health is required to make scheduled quarterly payments on the term A loans at rates that vary from 1.25% to 2.50% of the original principal amount of the term loans, with the remaining balance paid at maturity. Additionally IMS Health is required to make scheduled quarterly payments on the term B loans each equal to approximately 0.25% of the original principal amount of the term loans, with the remaining balance paid at maturity. IMS Health is also required to pay an annual commitment fee that ranges from 0.30% to 0.40% in respect of any unused commitments under the revolving credit facility. | |||||||||||||||||||||||||||||
At March 31, 2014, the Company had a $500 million revolving credit facility, all of which was unused. The Senior Secured Credit Facilities are secured by a security interest in substantially all of Healthcare Technology Intermediate Holdings, Inc.’s, IMS Health’s and the subsidiary guarantors’ tangible and intangible assets, including the stock and the assets of certain of IMS Health’s current and certain future wholly-owned U.S. subsidiaries (and stock held by IMS Health’s current immediate direct parent holding company) and a portion of the stock of certain of IMS Health’s non-U.S. subsidiaries. In addition, certain of the assets of IMS Health’s Swiss subsidiaries have been pledged to secure any borrowings under the Senior Secured Credit Facilities by IMS AG. There have been no such borrowings to date. | |||||||||||||||||||||||||||||
Senior Notes | |||||||||||||||||||||||||||||
In February 2010, IMS Health issued an aggregate principal amount of $1 billion of senior unsecured notes due 2018 (“Old 12.5% Senior Notes”). In order to effect the Recapitalization, the Company conducted an exchange offer and consent solicitation to exchange the Old 12.5% Senior Notes for new 12.5% Senior Notes due 2018 (“New 12.5% Senior Notes” and, together with Old 12.5% Senior Notes, “12.5% Senior Notes”), and to solicit consents to proposed amendments to the indenture governing the Old 12.5% Senior Notes to permit the Recapitalization. The requisite consents were obtained and 99.96% of the holders of the Old 12.5% Senior Notes agreed to participate in the exchange and received New 12.5% Senior Notes in an equal principal amount. The 12.5% Senior Notes were repaid in April 2014. See Note 15. | |||||||||||||||||||||||||||||
The Recapitalization also included a new offering of $500 million aggregate principal amount of 6% Senior Notes due 2020 (the “6% Senior Notes”). Interest is payable semi-annually each year. The 6% Senior Notes are guaranteed on a senior unsecured basis by IMS Health’s wholly-owned domestic subsidiaries that are guarantors under the Senior Secured Credit Facilities. The 6% Senior Notes have a three-year no call redemption period. | |||||||||||||||||||||||||||||
Senior PIK Notes | |||||||||||||||||||||||||||||
In August 2013, Healthcare Technology Intermediate, Inc., an indirect wholly-owned subsidiary of the Company, issued $750 million of Senior PIK Notes. The Senior PIK Notes are unsecured obligations of Healthcare Technology Intermediate, Inc. and mature on September 1, 2018. Interest is paid semi-annually in March and September of each year, commencing March 1, 2014. Subject to certain restrictions, the Company may elect to pay a portion of the interest due on the outstanding principal amount of the Senior PIK Notes by issuing PIK Notes in a principal amount equal to the interest due. The proceeds, along with cash provided by the Company, were used to pay an approximate $753 million dividend to shareholders of the Company and for the payment of fees and expenses of the transaction of approximately $17 million. The Senior PIK Notes were repaid in April 2014. See Note 15. | |||||||||||||||||||||||||||||
Costs incurred to issue debt are generally deferred and amortized as a component of interest expense over the estimated term of the related debt using the effective interest rate method. As of March 31, 2014, the unamortized balance of original issue discount reflected as a reduction to long term debt and fees and expenses related to the issuance of the debt included in Other assets was $57 million and $100 million, respectively. During the three months ended March 31, 2014 and 2013, the Company recorded interest expense of $10 million and $9 million, respectively, related to the amortization of these balances. | |||||||||||||||||||||||||||||
The financing arrangements provide for certain covenants and events of default customary for similar instruments, including in the case of the revolving credit facility and New Term Loans beginning with the fiscal quarter ending June 30, 2014, a covenant to not to exceed a specified ratio of consolidated senior secured net indebtedness to Consolidated EBITDA, as defined in the 2014 Credit Agreement and a covenant to maintain a specified minimum interest coverage ratio. If an event of default occurs under any of the Company’s or the Company’s subsidiaries’ financing arrangements, the creditors under such financing arrangements will be entitled to take various actions, including the acceleration of amounts due under such arrangements, and in the case of the lenders under the revolving credit facility and New Term Loans, other actions permitted to be taken by a secured creditor. At March 31, 2014, the Company was in compliance with the financial covenants under the Company’s financing arrangements. |
Pension_and_Postretirement_Ben
Pension and Postretirement Benefits | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Compensation And Retirement Disclosure [Abstract] | ' | ||||||||||||||||
Pension and Postretirement Benefits | ' | ||||||||||||||||
Note 7. Pension and Postretirement Benefits | |||||||||||||||||
The following tables summarize the components of net periodic benefit cost for the Company’s pension benefits. | |||||||||||||||||
Pension Benefits | |||||||||||||||||
U.S. plans | Non-U.S. plans | ||||||||||||||||
(in millions) | Three Months Ended March 31, | ||||||||||||||||
Components of Net Periodic Benefit Cost | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Service cost | $ | 2 | $ | 3 | $ | 1 | $ | 1 | |||||||||
Interest cost | 3 | 2 | 3 | 3 | |||||||||||||
Expected return on plan assets | (5 | ) | (4 | ) | (3 | ) | (3 | ) | |||||||||
Net periodic benefit cost | $ | — | $ | 1 | $ | 1 | $ | 1 | |||||||||
The Company’s net periodic benefit cost for its postretirement benefits was less than $1 million for the three months ended March 31, 2014 and 2013. During the three months ended March 31, 2014, the Company contributed approximately $10 million to its pension and postretirement benefit plans and expects to contribute an additional $7 million for the remainder of 2014. |
Shareholders_Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2014 | |
Equity [Abstract] | ' |
Shareholders' Equity | ' |
Note 8. Shareholders’ Equity | |
Reverse stock split | |
On March 24, 2014, the Company effected a 10-to-1 reverse stock split of its common stock. In connection with the split, the par value of the Company’s common stock changed from $.001 per share to $.01 per share. Unless otherwise noted, all references in these financial statements to number of shares, price per share and weighted average number of shares outstanding of common stock have been adjusted to reflect the reverse stock split on a retroactive basis. The split also applied to any outstanding equity-based awards. |
StockBased_Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' |
Stock-Based Compensation | ' |
Note 9. Stock-Based Compensation | |
In March 2014, the Company’s board of directors adopted the IMS Health Holdings, Inc. 2014 Incentive and Stock Award Plan (the “2014 Plan”). Both annual award opportunities and equity-based awards for certain key employees, including the Company’s named executive officers, non-employee directors, consultants and other persons who provide substantial services to the Company, will be granted under the 2014 Plan. The 2014 Plan provides for grants of stock options (including incentive stock options), stock appreciation rights, restricted and deferred stock (including restricted stock units), dividend equivalents, other stock-based awards and performance awards, including annual incentive awards. | |
In February 2014, the Company granted eight employees options to purchase 135,000 shares of its common stock in the aggregate, at an exercise price equal to $19.50, one employee an aggregate of 15,000 cash settled stock appreciation rights (“Phantom SARs”) at an exercise price equal to $19.50, and 23 employees an aggregate of 1,430,000 restricted stock units. The stock options are subject to time- and performance-based vesting over a five-year period. The Phantom SARs vested and were automatically exercised at the time of the IPO. The restricted stock units vest in equal increments of fifty percent on each of the second and fourth anniversaries of the grant date. All stock options, Phantom SARs and restricted stock units granted in February 2014 were granted under the Company’s 2010 Equity Incentive Plan. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Note 10. Income Taxes | |
The Company operates in more than 100 countries around the world and its earnings are taxed at the applicable income tax rate in each of these countries. As required, the Company computes interim taxes based on an estimated annual effective tax rate. | |
The effective tax rate for the three months ended March 31, 2014 was 34.9%, which was unfavorably impacted by deferred U.S. income tax expense related to non-U.S. earnings net of associated tax credits, offset by the expiration of certain statutes of limitation and the deferred tax impact of state and local tax rate changes. Also, under Financial Accounting Standards Board Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”) (now incorporated into Accounting Standards Codification Topic 740, Income Taxes), the Company recorded $2 million of tax expense related to unrecognized tax benefits that if recognized would favorably affect the effective tax rate. Included in this amount is $1 million of interest and penalties. | |
The effective tax rate for the three months ended March 31, 2013 was 30.3%, which was unfavorably impacted by deferred U.S. income tax expense related to non-U.S. earnings net of associated tax credits, offset by a tax reduction as a result of the expiration of certain statutes of limitation and refunds from amended tax filings. Also, under FIN 48, the Company recorded $2 million of tax expense related to unrecognized tax benefits that if recognized would favorably affect the effective tax rate. Included in this amount is $1 million of interest and penalties. | |
The Company files numerous consolidated and separate income tax returns in U.S. (federal and state) and non-U.S. jurisdictions. The Company is no longer subject to U.S. federal income tax examination by tax authorities for years before 2010. Further, with few exceptions, the Company is no longer subject to tax examination in state and local jurisdictions for years prior to 2009 and in its material non-U.S. jurisdictions prior to 2008. It is reasonably possible that within the next twelve months the Company could realize $2 million of unrecognized tax benefits as a result of the expiration of certain statutes of limitation. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Commitments And Contingencies Disclosure [Abstract] | ' |
Contingencies | ' |
Note 11. Contingencies | |
The Company and its subsidiaries are involved in legal and tax proceedings, claims and litigation arising in the ordinary course of business. Management periodically assesses the Company’s liabilities and contingencies in connection with these matters based upon the latest information available. For those matters where management currently believes it is probable that the Company will incur a loss and that the probable loss or range of loss can be reasonably estimated, the Company has recorded reserves in the Condensed Consolidated Financial Statements based on its best estimates of such loss. In other instances, because of the uncertainties related to either the probable outcome or the amount or range of loss, management is unable to make a reasonable estimate of a liability, if any. However, even in many instances where the Company has recorded an estimated liability, the Company is unable to predict with certainty the final outcome of the matter or whether resolution of the matter will materially affect the Company’s results of operations, financial position or cash flows. As additional information becomes available, the Company adjusts its assessments and estimates of such liabilities accordingly. | |
The Company routinely enters into agreements with its suppliers to acquire data and with its clients to sell data, all in the normal course of business. In these agreements, the Company sometimes agrees to indemnify and hold harmless the other party for any damages such other party may suffer as a result of potential intellectual property infringement and other claims related to the use of the data. The Company has not accrued a liability with respect to these matters, as the exposure is considered remote. | |
Based on its review of the latest information available, management does not expect the impact of pending tax and legal proceedings, claims and litigation, either individually or in the aggregate, to have a material adverse effect on the Company’s results of operations, cash flows or financial position. However, one or more unfavorable outcomes in any claim or litigation against the Company could have a material adverse effect for the period in which it is resolved. The following is a summary of certain legal matters involving the Company. | |
IMS Health Government Solutions Voluntary Disclosure Program Participation | |
The Company’s wholly-owned subsidiary, IMS Government Solutions Inc. (“IMS Government Solutions”), is primarily engaged in providing services and products under contracts with the U.S. government. U.S. government contracts are subject to extensive legal and regulatory requirements and, from time to time, agencies of the U.S. government have the ability to investigate whether contractors’ operations are being conducted in accordance with such requirements. U.S. government investigations, whether relating to these contracts or conducted for other reasons, could result in administrative, civil or criminal liabilities, including repayments, fines or penalties being imposed on us, or could lead to suspension or debarment from future U.S. government contracting. U.S. government investigations often take years to complete and may result in no adverse action against the Company. | |
IMS Government Solutions discovered potential noncompliance with various contract clauses and requirements under its General Services Administration Contract (the “GSA Contract”) which was awarded in 2002 to its predecessor company, Synchronous Knowledge Inc. (Synchronous Knowledge Inc. was acquired by IMS Health in May 2005). The potential noncompliance arose from three primary areas: first, at the direction of the government, work performed under one task order was invoiced under another task order without the appropriate modifications to the orders being made; second, personnel who did not meet strict compliance with the labor categories component of the qualification requirements of the GSA Contract were assigned to contracts; and third, certain discounts that were given to commercial customers were not also offered to the government, in alleged violation of the GSA Contract’s Price Reductions Clause. Upon discovery of the potential noncompliance, the Company began remediation efforts, promptly disclosed the potential noncompliance to the U.S. government, and was accepted into the Department of Defense Voluntary Disclosure Program. The Company filed its Voluntary Disclosure Program Report (“Disclosure Report”) on August 29, 2008. Based on the Company’s findings as disclosed in the Disclosure Report, the Company recorded a reserve of approximately $4 million for this matter in 2008. During 2010, the Company recorded an additional reserve of approximately $2 million as a result of its ongoing investigation relating to this matter. The Company is currently unable to determine the outcome of these matters pending the resolution of the Voluntary Disclosure Program process and its ultimate liability arising from these matters could exceed its current reserves. | |
Symphony Health Solutions litigation | |
On July 24, 2013, Symphony Health Solutions filed a lawsuit in the U.S. District Court for the Eastern District of Pennsylvania against IMS Health alleging that IMS Health is actively engaging in anticompetitive business practices in violation of the Sherman Antitrust Act and Pennsylvania state law. The complaint seeks trebled actual damages in an unspecified amount, punitive damages, costs and injunctive relief. The Company believes the complaint is without merit, rejects all claims raised and will vigorously defend IMS Health’s position. |
Related_Party
Related Party | 3 Months Ended |
Mar. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party | ' |
Note 12. Related Party | |
Due to related party relationships, it is possible that the terms of these transactions are not the same as those that would result from transactions among wholly unrelated parties. | |
Management services agreement | |
During the three months ended March 31, 2014 and 2013, the Company paid approximately $2 million in management fees in connection with the provision of services pursuant to the management services agreement with affiliates of TPG, CPPIB-PHI and LPG. | |
Transactions with other Sponsor portfolio companies | |
The Sponsors are private equity firms that have investments in companies that do business with IMS Health in the ordinary course of business. The Company believes these transactions are conducted on an arms-length basis. For the three months ended March 31, 2014 and 2013, the Company recorded approximately $1 million and $2 million, respectively, associated with sales of the Company’s offerings to companies in which the Company’s Sponsors have investments. For the three months ended March 31, 2014 and 2013, the Company purchased goods and services of approximately $2 million and $1 million, respectively from companies in which one or both of the Sponsors have investments. |
Operations_by_Business_Segment
Operations by Business Segment | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||
Operations by Business Segment | ' | ||||||||||||||||||||
Note 13. Operations by Business Segment | |||||||||||||||||||||
Operating segments are defined as components of an enterprise about which financial information is available that is evaluated on a regular basis by the chief operating decision-maker, or decision-making groups, in deciding how to allocate resources to an individual segment and in assessing performance of the segment. The Company operates a globally consistent business model, offering pharmaceutical business information and related services to its clients in more than 100 countries. | |||||||||||||||||||||
The Company maintains regional geographic management who are responsible for bringing the Company’s full suite of offerings to their respective markets and to facilitate local execution of its global strategies. However, the Company maintains global leaders for the majority of its critical business processes; and the most significant performance evaluations and resource allocations made by the Company’s chief operating decision maker is made on a global basis. As such, the Company has concluded that it maintains one operating and reportable segment. | |||||||||||||||||||||
Geographic financial information: | |||||||||||||||||||||
The following represents selected geographic information for the regions in which the Company operates. | |||||||||||||||||||||
(in millions) | Americas(1) | EMEA(2) | Asia | Corporate | Total | ||||||||||||||||
Pacific(3) | & Other | ||||||||||||||||||||
Three Months Ended March 31, 2014: | |||||||||||||||||||||
Revenue(4) | $ | 287 | $ | 244 | $ | 114 | $ | — | $ | 645 | |||||||||||
Operating Income (Loss)(5) | 78 | 59 | 36 | (106 | ) | 67 | |||||||||||||||
Three Months Ended March 31, 2013: | |||||||||||||||||||||
Revenue(4) | $ | 272 | $ | 224 | $ | 117 | $ | — | $ | 613 | |||||||||||
Operating Income (Loss)(5) | 74 | 55 | 41 | (91 | ) | 79 | |||||||||||||||
Notes to Geographic Financial Information: | |||||||||||||||||||||
-1 | Americas includes the United States, Canada and Latin America. Revenue in the United States was $232 million and $222 million for the first three months of 2014 and 2013, respectively. | ||||||||||||||||||||
-2 | EMEA includes countries in Europe, the Middle East and Africa. | ||||||||||||||||||||
-3 | Asia Pacific includes Japan, Australia and other countries in the Asia Pacific region. Revenue in Japan was $69 million and $72 million for the first three months of 2014 and 2013, respectively. | ||||||||||||||||||||
-4 | Revenue relates to external clients and is primarily based on the location of the client. Revenue for the geographic regions includes the impact of foreign exchange in converting results into U.S. dollars. | ||||||||||||||||||||
-5 | Operating Income for the three geographic regions does not reflect the allocation of certain expenses that are maintained in Corporate and Other and as such, is not a true measure of the respective regions’ profitability. The Operating Income amounts for the geographic segments include the impact of foreign exchange in converting results into U.S. dollars. For the three months ended March 31, 2014, depreciation and amortization related to purchase accounting adjustments of $31 million, $22 million and $10 million for the Americas, EMEA and Asia Pacific regions, respectively, are presented in Corporate and Other. For the three months ended March 31, 2013, depreciation and amortization related to purchase accounting adjustments of $31 million, $22 million and $11 million for the Americas, EMEA and Asia Pacific regions, respectively, are presented in Corporate and Other. |
Earnings_per_Share
Earnings per Share | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Earnings per Share | ' | ||||||||
Note 14. Earnings per Share | |||||||||
Computation of Net Income (Loss) per Share | |||||||||
Basic net income (loss) per share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share is computed, when the result is dilutive, using the weighted-average number of common shares and dilutive potential common shares outstanding during the period. Dilutive potential common shares primarily consist of employee stock options and restricted stock units. | |||||||||
Employee equity share options, restricted stock units and similar equity instruments granted by the Company are treated as potential common shares outstanding in computing diluted earnings per share. Diluted shares outstanding include restricted stock units and the dilutive effect of in-the-money options which is calculated based on the average share price for each fiscal period using the treasury stock method. Under the treasury stock method, the amount the employee must pay for exercising stock options, the amount of compensation cost for future service that the Company has not yet recognized, and the amount of benefits that would be recorded in additional paid-in capital when the award becomes deductible for tax purposes are assumed to be used to repurchase shares. | |||||||||
The following table reconciles the basic and diluted weighted average shares outstanding: | |||||||||
(Shares in millions) | As of | As of | |||||||
March 31, | March 31, | ||||||||
2014 | 2013 | ||||||||
Basic weighted-average common shares outstanding | 279.9 | 280 | |||||||
Effect of dilutive options | — | 8.7 | |||||||
Diluted weighted-average common shares outstanding | 279.9 | 288.7 | |||||||
Anti-dilutive weighted average outstanding stock options of approximately 19.4 million and – million were not included in the diluted earnings per share calculations for the three months ended March 31, 2014 and 2013, respectively, because their inclusion would have the effect of increasing earnings per share. Stock options will have a dilutive effect under the treasury method only when the respective period’s average market value of the Company’s common stock exceeds the exercise proceeds. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 15. Subsequent Events | |
Initial Public Offering | |
On April 4, 2014, the Company’s common stock began trading on the New York Stock Exchange under the symbol “IMS”. On April 9, 2014, the Company completed its IPO of its common stock at a price to the public of $20.00 per share. The Company issued and sold 52 million shares of common stock in the IPO. The selling shareholders offered and sold 22.75 million shares of common stock in the IPO, including 9.75 million shares that were offered and sold by the selling shareholders pursuant to the full exercise of the underwriters’ allotment to purchase additional shares. The Company raised net proceeds of approximately $988 million from the IPO, after deducting underwriting discounts, commissions and related expenses. The Company did not receive any of the proceeds from the sale of the shares sold by the selling shareholders. | |
Substantially all of the Company’s net proceeds of the IPO, approximately $500 million of borrowings under the New Term Loans, $148 million of borrowings under the revolving credit facility and approximately $400 million of cash on the balance sheet has been or will be used to (i) fund the redemption of the 12.5% Senior Notes and Senior PIK Notes and pay related fees and expenses, (ii) pay an estimated amount of $33 million in the aggregate to holders of outstanding Phantom SARs granted under the 2010 Equity Incentive Plan and (iii) pay a one-time fee to terminate the management services agreement with the Sponsors of $72 million. |
Goodwill_and_Identifiable_Inta1
Goodwill and Identifiable Intangible Assets (Tables) | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||
Summary of Changes in Goodwill | ' | ||||||||||||||||||||
The following table sets forth changes in the Company’s goodwill for the three months ended March 31, 2014. | |||||||||||||||||||||
(in millions) | Goodwill | ||||||||||||||||||||
Balance at December 31, 2013 | $ | 3,573 | |||||||||||||||||||
Goodwill assigned in purchase price allocations (see Note 2) | 5 | ||||||||||||||||||||
Foreign currency translation adjustments and other | 8 | ||||||||||||||||||||
Balance at March 31, 2014 | $ | 3,586 | |||||||||||||||||||
Schedule of Intangible Assets | ' | ||||||||||||||||||||
The gross carrying amounts, related accumulated amortization and the weighted average amortization periods of the Company’s intangible assets are listed in the following table: | |||||||||||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||||||||||
(in millions) | Gross | Accumulated | Weighted Average | Gross | Accumulated | ||||||||||||||||
Carrying | Amortization | Amortization | Carrying | Amortization | |||||||||||||||||
Amount | Period (Years) | Amount | |||||||||||||||||||
Databases | $ | 726 | $ | 586 | 1 | $ | 725 | $ | 549 | ||||||||||||
Client Relationships and other | 2,180 | 527 | 14.1 | 2,152 | 491 | ||||||||||||||||
Trade Names (Finite-Lived) | 151 | 33 | 14.3 | 151 | 31 | ||||||||||||||||
Trade Names (Indefinite-Lived) | 562 | — | N/A | 560 | — | ||||||||||||||||
Total Intangible Assets | $ | 3,619 | $ | 1,146 | 10.8 | $ | 3,588 | $ | 1,071 | ||||||||||||
Schedule of Amortization Expense Associated With Intangible Assets | ' | ||||||||||||||||||||
Based on current estimated useful lives, amortization expense associated with intangible assets at March 31, 2014 is estimated to be as follows: | |||||||||||||||||||||
(in millions) | Amortization | ||||||||||||||||||||
Year ended December 31, | Expense | ||||||||||||||||||||
Remainder of 2014 | $ | 221 | |||||||||||||||||||
2015 | 178 | ||||||||||||||||||||
2016 | 150 | ||||||||||||||||||||
2017 | 138 | ||||||||||||||||||||
2018 | 135 | ||||||||||||||||||||
Thereafter | 1,089 |
Severance_Impairment_and_Other1
Severance, Impairment and Other Charges (Tables) | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
2013 Plan [Member] | ' | ||||
Schedule of Severance Related Reserves | ' | ||||
(in millions) | Severance | ||||
Related | |||||
Reserves | |||||
Balance at December 31, 2013 | $ | 12 | |||
Cash payments | (2 | ) | |||
Balance at March 31, 2014 | $ | 10 | |||
2012 Plan [Member] | ' | ||||
Schedule of Severance Related Reserves | ' | ||||
(in millions) | Severance | ||||
Related | |||||
Reserves | |||||
Balance at December 31, 2013 | $ | 6 | |||
Cash payments | (1 | ) | |||
Balance at March 31, 2014 | $ | 5 | |||
Derivatives_and_Fair_Value_Tab
Derivatives and Fair Value (Tables) | 3 Months Ended | ||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||
Schedule of Fair Value of Derivative Instruments | ' | ||||||||||||||||||
The fair value of derivative instruments in the Condensed Consolidated Statements of Financial Position are as follows: | |||||||||||||||||||
Fair Value of Derivative Instruments | |||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||
As of | |||||||||||||||||||
(in millions) | March 31, | December 31, | March 31, | December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||
Derivatives designated as hedging instruments | |||||||||||||||||||
Foreign exchange contracts(1) | $ | 3 | $ | 6 | $ | 3 | $ | 4 | |||||||||||
Derivatives not designated as hedging instruments | |||||||||||||||||||
Foreign exchange contracts(1) | 3 | 3 | 9 | 11 | |||||||||||||||
Interest rate swaps(2) | — | — | 9 | 12 | |||||||||||||||
Total derivatives | $ | 6 | $ | 9 | $ | 21 | $ | 27 | |||||||||||
(1) | Included in Accounts receivable and Accounts payable in the Condensed Consolidated Statements of Financial Position. | ||||||||||||||||||
(2) | $3 million included in Accrued and other current liabilities and $6 million included in Other liabilities at March 31, 2014 and $12 million included in Other liabilities at December 31, 2013 in the Condensed Consolidated Statements of Financial Position. | ||||||||||||||||||
Schedule of Effect of Derivatives on Financial Performance | ' | ||||||||||||||||||
The effect of derivative instruments on the Condensed Consolidated Statements of Comprehensive Loss are as follows: | |||||||||||||||||||
(in millions) | Effect of Derivatives on Financial Performance | ||||||||||||||||||
Derivatives in Cash Flow | Amount of Income/(Loss) | Location of Income/(Loss) | Amount of Income/(Loss) | ||||||||||||||||
Hedging Relationships | Recognized in AOCI | Reclassified from AOCI into Earnings | Reclassified from AOCI | ||||||||||||||||
into Earnings | |||||||||||||||||||
Three Months Ended | Three Months Ended | ||||||||||||||||||
March 31, | March 31, | ||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||
Foreign exchange contracts | $ | (1 | ) | $ | 11 | Other (loss) income, net | $ | 1 | $ | 3 | |||||||||
Schedule of Pre-tax Gain Recognized in Earnings on Derivatives Not Designated as Hedging Instruments | ' | ||||||||||||||||||
The pre-tax gain recognized in earnings on derivatives not designated as hedging instruments was as follows: | |||||||||||||||||||
Three Months Ended | |||||||||||||||||||
March 31, | |||||||||||||||||||
(in millions) | 2014 | 2013 | |||||||||||||||||
Foreign exchange contracts(1) | $ | — | $ | 1 | |||||||||||||||
Interest rate swaps and caps(2) | — | — | |||||||||||||||||
Total derivatives not designated as hedging instruments | $ | — | $ | 1 | |||||||||||||||
(1) | Included in Other (loss) income, net in the Condensed Consolidated Statements of Comprehensive Loss. | ||||||||||||||||||
(2) | Included in Interest expense in the Condensed Consolidated Statements of Comprehensive Loss. | ||||||||||||||||||
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||||
The following table summarizes assets and liabilities measured at fair value on a recurring basis at the dates indicated: | |||||||||||||||||||
Basis of Fair Value Measurements | |||||||||||||||||||
March 31, 2014 | |||||||||||||||||||
(in millions) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||
Assets | |||||||||||||||||||
Short-term investments | $ | — | $ | 4 | $ | — | $ | 4 | |||||||||||
Derivatives | — | 6 | — | 6 | |||||||||||||||
Total | $ | $ | 10 | $ | — | $ | 10 | ||||||||||||
Liabilities | |||||||||||||||||||
Contingent consideration | $ | — | $ | — | $ | 60 | $ | 60 | |||||||||||
Derivatives | — | 21 | — | 21 | |||||||||||||||
Total | $ | — | $ | 21 | $ | 60 | $ | 81 | |||||||||||
December 31, 2013 | |||||||||||||||||||
(in millions) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||
Assets | |||||||||||||||||||
Short-term investments | $ | — | $ | 4 | $ | — | $ | 4 | |||||||||||
Derivatives | — | 9 | — | 9 | |||||||||||||||
Total | $ | — | $ | 13 | $ | — | $ | 13 | |||||||||||
Liabilities | |||||||||||||||||||
Contingent consideration | $ | — | $ | — | $ | 65 | $ | 65 | |||||||||||
Derivatives | — | 27 | — | 27 | |||||||||||||||
Total | $ | — | $ | 27 | $ | 65 | $ | 92 | |||||||||||
Schedule of Level 3 Acquisition-Related Contingent Consideration Liabilities Carried at Fair Value on a Recurring Basis | ' | ||||||||||||||||||
The following table summarizes Level 3 acquisition-related contingent consideration liabilities (see Note 2) carried at fair value on a recurring basis with the use of unobservable inputs for the period indicated. | |||||||||||||||||||
(in millions) | Contingent | ||||||||||||||||||
Consideration Liabilities | |||||||||||||||||||
Balance at December 31, 2013 | $ | 65 | |||||||||||||||||
Cash payments | (1 | ) | |||||||||||||||||
Changes in fair value estimates included in Selling and administrative expenses | (4 | ) | |||||||||||||||||
Balance at March 31, 2014 | $ | 60 | |||||||||||||||||
Debt_Tables
Debt (Tables) | 3 Months Ended | ||||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||
Schedule of Debt | ' | ||||||||||||||||||||||||||||
The following table summarizes the Company’s debt at the dates indicated: | |||||||||||||||||||||||||||||
(in millions) | March 31, | December 31, | |||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Senior Secured Credit Facilities: | |||||||||||||||||||||||||||||
Senior Secured Term B Loan due 2021—USD LIBOR at average floating rates of 3.75% | $ | 1,747 | $ | 1,747 | |||||||||||||||||||||||||
Senior Secured Term B Loan due 2021—EUR LIBOR at average floating rates of 4.00% | 1,030 | 1,030 | |||||||||||||||||||||||||||
Revolving Credit Facility due 2019—USD LIBOR | — | — | |||||||||||||||||||||||||||
12.5% Senior Notes due 2018 | 1,000 | 1,000 | |||||||||||||||||||||||||||
7.375%/8.125% Senior PIK Toggle Notes due 2018 | 750 | 750 | |||||||||||||||||||||||||||
6.00% Senior Notes due 2020 | 500 | 500 | |||||||||||||||||||||||||||
Principal Amount of Debt | 5,027 | 5,027 | |||||||||||||||||||||||||||
Less: Unamortized Discounts | (57 | ) | (67 | ) | |||||||||||||||||||||||||
Total Debt | $ | 4,970 | $ | 4,960 | |||||||||||||||||||||||||
Schedule of Maturities of Long-Term Debt | ' | ||||||||||||||||||||||||||||
Scheduled principal payments due on the Company’s debt as of March 31, 2014 for the remainder of 2014 and thereafter were as follows: | |||||||||||||||||||||||||||||
Year | |||||||||||||||||||||||||||||
(in millions) | 2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | Total | ||||||||||||||||||||||
Debt | $ | 21 | $ | 28 | $ | 28 | $ | 28 | $ | 1,777 | $ | 3,145 | $ | 5,027 |
Pension_and_Postretirement_Ben1
Pension and Postretirement Benefits (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Compensation And Retirement Disclosure [Abstract] | ' | ||||||||||||||||
Components of Net Periodic Benefit Cost | ' | ||||||||||||||||
The following tables summarize the components of net periodic benefit cost for the Company’s pension benefits. | |||||||||||||||||
Pension Benefits | |||||||||||||||||
U.S. plans | Non-U.S. plans | ||||||||||||||||
(in millions) | Three Months Ended March 31, | ||||||||||||||||
Components of Net Periodic Benefit Cost | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Service cost | $ | 2 | $ | 3 | $ | 1 | $ | 1 | |||||||||
Interest cost | 3 | 2 | 3 | 3 | |||||||||||||
Expected return on plan assets | (5 | ) | (4 | ) | (3 | ) | (3 | ) | |||||||||
Net periodic benefit cost | $ | — | $ | 1 | $ | 1 | $ | 1 | |||||||||
Operations_by_Business_Segment1
Operations by Business Segment (Tables) | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||
Schedule of Geographic Information for Operating Regions | ' | ||||||||||||||||||||
The following represents selected geographic information for the regions in which the Company operates. | |||||||||||||||||||||
(in millions) | Americas(1) | EMEA(2) | Asia | Corporate | Total | ||||||||||||||||
Pacific(3) | & Other | ||||||||||||||||||||
Three Months Ended March 31, 2014: | |||||||||||||||||||||
Revenue(4) | $ | 287 | $ | 244 | $ | 114 | $ | — | $ | 645 | |||||||||||
Operating Income (Loss)(5) | 78 | 59 | 36 | (106 | ) | 67 | |||||||||||||||
Three Months Ended March 31, 2013: | |||||||||||||||||||||
Revenue(4) | $ | 272 | $ | 224 | $ | 117 | $ | — | $ | 613 | |||||||||||
Operating Income (Loss)(5) | 74 | 55 | 41 | (91 | ) | 79 | |||||||||||||||
Notes to Geographic Financial Information: | |||||||||||||||||||||
-1 | Americas includes the United States, Canada and Latin America. Revenue in the United States was $232 million and $222 million for the first three months of 2014 and 2013, respectively. | ||||||||||||||||||||
-2 | EMEA includes countries in Europe, the Middle East and Africa. | ||||||||||||||||||||
-3 | Asia Pacific includes Japan, Australia and other countries in the Asia Pacific region. Revenue in Japan was $69 million and $72 million for the first three months of 2014 and 2013, respectively. | ||||||||||||||||||||
-4 | Revenue relates to external clients and is primarily based on the location of the client. Revenue for the geographic regions includes the impact of foreign exchange in converting results into U.S. dollars. | ||||||||||||||||||||
-5 | Operating Income for the three geographic regions does not reflect the allocation of certain expenses that are maintained in Corporate and Other and as such, is not a true measure of the respective regions’ profitability. The Operating Income amounts for the geographic segments include the impact of foreign exchange in converting results into U.S. dollars. For the three months ended March 31, 2014, depreciation and amortization related to purchase accounting adjustments of $31 million, $22 million and $10 million for the Americas, EMEA and Asia Pacific regions, respectively, are presented in Corporate and Other. For the three months ended March 31, 2013, depreciation and amortization related to purchase accounting adjustments of $31 million, $22 million and $11 million for the Americas, EMEA and Asia Pacific regions, respectively, are presented in Corporate and Other. |
Earnings_per_Share_Tables
Earnings per Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Reconciliation of Basic and Diluted Weighted Average Shares Outstanding | ' | ||||||||
The following table reconciles the basic and diluted weighted average shares outstanding: | |||||||||
(Shares in millions) | As of | As of | |||||||
March 31, | March 31, | ||||||||
2014 | 2013 | ||||||||
Basic weighted-average common shares outstanding | 279.9 | 280 | |||||||
Effect of dilutive options | — | 8.7 | |||||||
Diluted weighted-average common shares outstanding | 279.9 | 288.7 | |||||||
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 1 Months Ended | ||||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Apr. 30, 2014 |
Business | Client Relationships And Other [Member] | Databases [Member] | Maximum [Member] | Two Acquisitions [Member] | Subsequent Event [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of acquisitions | 2 | ' | ' | ' | ' | ' | ' | ' |
Acquisitions cost paid | ' | ' | ' | ' | ' | ' | ' | $14 |
Total cost of acquisitions | 1 | 30 | ' | ' | ' | ' | 18 | ' |
Goodwill | 5 | ' | ' | ' | ' | ' | ' | ' |
Amount of tax deductible from goodwill | ' | ' | ' | ' | ' | 1 | ' | ' |
Intangible assets | 13 | ' | ' | 12 | 1 | ' | ' | ' |
Intangible assets, weighted-average amortization period | ' | ' | ' | '6 years 8 months 12 days | '2 years | ' | ' | ' |
Contingent consideration, minimum | 0 | ' | ' | ' | ' | ' | ' | ' |
Contingent consideration, maximum | 85 | ' | ' | ' | ' | ' | ' | ' |
Contingent consideration, liability | $60 | ' | $65 | ' | ' | ' | ' | ' |
Goodwill_and_Identifiable_Inta2
Goodwill and Identifiable Intangible Assets - Summary of Changes in Goodwill (Detail) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Mar. 31, 2014 |
Intangible Liability Disclosure [Abstract] | ' |
Beginning Balance | $3,573 |
Goodwill assigned in purchase price allocations | 5 |
Foreign currency translation adjustments and other | 8 |
Ending Balance | $3,586 |
Goodwill_and_Identifiable_Inta3
Goodwill and Identifiable Intangible Assets - Schedule of Intangible Assets (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying amount | $3,619 | $3,588 |
Accumulated amortization | 1,146 | 1,071 |
Weighted average amortization period (years) | '10 years 9 months 18 days | ' |
Databases [Member] | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying amount | 726 | 725 |
Accumulated amortization | 586 | 549 |
Weighted average amortization period (years) | '1 year | ' |
Client Relationships And Other [Member] | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying amount | 2,180 | 2,152 |
Accumulated amortization | 527 | 491 |
Weighted average amortization period (years) | '14 years 1 month 6 days | ' |
Trade Names (Finite-Lived) [Member] | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying amount | 151 | 151 |
Accumulated amortization | 33 | 31 |
Weighted average amortization period (years) | '14 years 3 months 18 days | ' |
Trade Names (Indefinite-Lived) [Member] | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Gross carrying amount | $562 | $560 |
Goodwill_and_Identifiable_Inta4
Goodwill and Identifiable Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Intangible Liability Disclosure [Abstract] | ' | ' |
Intangible asset amortization expense | $73 | $72 |
Goodwill_and_Identifiable_Inta5
Goodwill and Identifiable Intangible Assets - Schedule of Amortization Expense Associated With Intangible Assets (Detail) (USD $) | Mar. 31, 2014 |
In Millions, unless otherwise specified | |
Intangible Liability Disclosure [Abstract] | ' |
Remainder of 2014 | $221 |
2015 | 178 |
2016 | 150 |
2017 | 138 |
2018 | 135 |
Thereafter | $1,089 |
Severance_Impairment_and_Other2
Severance, Impairment and Other Charges - Additional Information (Detail) (USD $) | 3 Months Ended | 1 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 |
Severance [Member] | Severance [Member] | ||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' |
Pre-tax severance charge | ' | $12 | $23 |
Impairment charges related to property lease | $1 | ' | ' |
Severance_Impairment_and_Other3
Severance, Impairment and Other Charges - Schedule of Severance Related Reserves (Detail) (Severance [Member], USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Mar. 31, 2014 |
2013 Plan [Member] | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Beginning balance | $12 |
Cash payments | -2 |
Ending balance | 10 |
2012 Plan [Member] | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Beginning balance | 6 |
Cash payments | -1 |
Ending balance | $5 |
Derivatives_and_Fair_Value_Add
Derivatives and Fair Value - Additional Information (Detail) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | |||||||||||||||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Feb. 28, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | 31-May-10 | Mar. 31, 2014 | Mar. 31, 2014 | 31-May-10 | Mar. 31, 2014 | Mar. 31, 2014 | 31-May-10 | Mar. 31, 2014 |
Level 2 [Member] | Level 2 [Member] | Forward Contacts Cash Flow Hedges [Member] | Bolivars [Member] | Bolivars [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Venezuela [Member] | Interest Rate Caps [Member] | Interest Rate Caps [Member] | Interest Rate Swaps [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | |||
Country | Interest Rate Caps [Member] | Interest Rate Swaps [Member] | Interest Rate Caps [Member] | Interest Rate Swaps [Member] | ||||||||||||||
Derivative Instruments And Hedging Activities And Fair Value Disclosures [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of countries in which the company transacts business | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' |
Gain (loss) on foreign exchange net, before tax | ($4) | $28 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (loss) on foreign exchange related to non-functional currency debt | ' | 23 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (loss) on revaluation of other non-functional currency assets and liabilities | -4 | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Charge resulting from devaluation | ' | ' | ' | ' | ' | ' | ' | ' | 14 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, nominal value | ' | ' | ' | ' | 205 | ' | ' | 336 | ' | 110 | 1,675 | ' | ' | ' | ' | ' | ' | ' |
Strike rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | 4.00% | ' |
Premiums paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' |
Notional amounts, borrowings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 375 | ' | ' | ' | ' | ' | ' |
Derivative, maturity year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2016 | ' | ' | ' | ' | ' | ' |
Fixed interest payment rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.60% | ' | ' | 3.30% |
Variable interest rate, basis | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'LIBOR | ' | ' | ' | ' | ' | ' |
Unrealized gain (loss) on foreign currency derivatives, net, before tax | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' |
Fair value of debt | ' | ' | $5,229 | $5,280 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Adjustment of currency exchange rate | ' | ' | ' | ' | ' | 6.3 | 4.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivatives_and_Fair_Value_Sch
Derivatives and Fair Value - Schedule of Fair Value of Derivative Instruments (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Asset Derivatives | $6 | $9 |
Liability Derivatives | 21 | 27 |
Derivatives Designated as Hedging Instruments [Member] | Foreign Exchange Contracts [Member] | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Asset Derivatives | 3 | 6 |
Liability Derivatives | 3 | 4 |
Derivatives Not Designated as Hedging Instruments [Member] | Foreign Exchange Contracts [Member] | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Asset Derivatives | 3 | 3 |
Liability Derivatives | 9 | 11 |
Derivatives Not Designated as Hedging Instruments [Member] | Interest Rate Swaps [Member] | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Asset Derivatives | ' | ' |
Liability Derivatives | $9 | $12 |
Derivatives_and_Fair_Value_Sch1
Derivatives and Fair Value - Schedule of Fair Value of Derivative Instruments (Parenthetical) (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Accrued and other current liabilities | $463 | $583 |
Other liabilities | 105 | 111 |
Interest Rate Swaps [Member] | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Accrued and other current liabilities | 3 | ' |
Other liabilities | $6 | $12 |
Derivatives_and_Fair_Value_Sch2
Derivatives and Fair Value - Schedule of Effect of Derivatives on Financial Performance (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Foreign Exchange Contracts [Member] | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Amount of Income/(Loss) Recognized in AOCI | ($1) | $11 |
Other (Loss) Income, Net [Member] | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Amount of Income/(Loss) Reclassified from AOCI into Earnings | $1 | $3 |
Derivatives_and_Fair_Value_Sch3
Derivatives and Fair Value - Schedule of Pre-Tax Gain Recognized in Earnings on Derivatives Not Designated as Hedging Instruments (Detail) (Derivatives Not Designated as Hedging Instruments [Member], USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Total derivatives not designated as hedging instruments | ' | $1 |
Foreign Exchange Contracts [Member] | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Total derivatives not designated as hedging instruments | ' | 1 |
Interest Rate Swaps and Caps [Member] | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Total derivatives not designated as hedging instruments | ' | ' |
Derivatives_and_Fair_Value_Sch4
Derivatives and Fair Value - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Assets | ' | ' |
Derivative assets | $6 | $9 |
Liabilities | ' | ' |
Contingent consideration | 60 | 65 |
Derivative liabilities | 21 | 27 |
Level 3 [Member] | ' | ' |
Liabilities | ' | ' |
Contingent consideration | 60 | 65 |
Basis of Fair Value Measurements [Member] | ' | ' |
Assets | ' | ' |
Short-term investments | 4 | 4 |
Derivative assets | 6 | 9 |
Total assets | 10 | 13 |
Liabilities | ' | ' |
Contingent consideration | 60 | 65 |
Derivative liabilities | 21 | 27 |
Total liabilities | 81 | 92 |
Basis of Fair Value Measurements [Member] | Level 1 [Member] | ' | ' |
Assets | ' | ' |
Short-term investments | ' | ' |
Derivative assets | ' | ' |
Total assets | ' | ' |
Liabilities | ' | ' |
Contingent consideration | ' | ' |
Derivative liabilities | ' | ' |
Total liabilities | ' | ' |
Basis of Fair Value Measurements [Member] | Level 2 [Member] | ' | ' |
Assets | ' | ' |
Short-term investments | 4 | 4 |
Derivative assets | 6 | 9 |
Total assets | 10 | 13 |
Liabilities | ' | ' |
Contingent consideration | ' | ' |
Derivative liabilities | 21 | 27 |
Total liabilities | 21 | 27 |
Basis of Fair Value Measurements [Member] | Level 3 [Member] | ' | ' |
Assets | ' | ' |
Short-term investments | ' | ' |
Derivative assets | ' | ' |
Total assets | ' | ' |
Liabilities | ' | ' |
Contingent consideration | 60 | 65 |
Derivative liabilities | ' | ' |
Total liabilities | $60 | $65 |
Derivatives_and_Fair_Value_Sch5
Derivatives and Fair Value - Schedule of Level 3 Acquisition-Related Contingent Consideration Liabilities Carried at Fair Value on a Recurring Basis (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 |
In Millions, unless otherwise specified | Level 3 [Member] | ||
Business Acquisition, Contingent Consideration [Line Items] | ' | ' | ' |
Beginning balance | $60 | $65 | $65 |
Cash payments | ' | ' | -1 |
Changes in fair value estimates included in Selling and administrative expenses | ' | ' | -4 |
Ending balance | $60 | $65 | $60 |
Debt_Schedule_of_Debt_Detail
Debt - Schedule of Debt (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Principal Amount of Debt | $5,027 | $5,027 |
Less: Unamortized Discounts | -57 | -67 |
Total Debt | 4,970 | 4,960 |
12.5% Senior Notes due 2018 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Amount of Debt | 1,000 | 1,000 |
7.375%/8.125% Senior PIK Toggle Notes due 2018 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Amount of Debt | 750 | 750 |
6.00% Senior Notes due 2020 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Amount of Debt | 500 | 500 |
USD LIBOR [Member] | Senior Secured Term B Loan due 2021 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Amount of Debt | 1,747 | 1,747 |
USD LIBOR [Member] | Revolving Credit Facility due 2019 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Amount of Debt | ' | ' |
EUR LIBOR [Member] | Senior Secured Term B Loan due 2021 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Principal Amount of Debt | $1,030 | $1,030 |
Debt_Schedule_of_Debt_Parenthe
Debt - Schedule of Debt (Parenthetical) (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
12.5% Senior Notes due 2018 [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt instrument, interest rate | 12.50% |
Debt instrument, maturity year | '2018 |
7.375% Senior PIK Toggle Notes due 2018 [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt instrument, interest rate | 7.38% |
Debt instrument, maturity year | '2018 |
8.125% Senior PIK Toggle Notes due 2018 [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt instrument, interest rate | 8.13% |
Debt instrument, maturity year | '2018 |
6.00% Senior Notes due 2020 [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt instrument, interest rate | 6.00% |
Debt instrument, maturity year | '2020 |
USD LIBOR [Member] | Senior Secured Term B Loan due 2021 [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt instrument, average floating rate | 3.75% |
Debt instrument, maturity year | '2021 |
USD LIBOR [Member] | Revolving Credit Facility due 2019 [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt instrument, maturity year | '2019 |
EUR LIBOR [Member] | Senior Secured Term B Loan due 2021 [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt instrument, average floating rate | 4.00% |
Debt instrument, maturity year | '2021 |
Debt_Schedule_of_Maturities_of
Debt - Schedule of Maturities of Long-Term Debt (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Long Term Debt By Maturity [Abstract] | ' | ' |
Scheduled principal payments, 2014 | $21 | ' |
Scheduled principal payments, 2015 | 28 | ' |
Scheduled principal payments, 2016 | 28 | ' |
Scheduled principal payments, 2017 | 28 | ' |
Scheduled principal payments, 2018 | 1,777 | ' |
Scheduled principal payments, Thereafter | 3,145 | ' |
Total | $5,027 | $5,027 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | |||||||||||||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Aug. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Feb. 28, 2013 | Mar. 31, 2013 | Oct. 31, 2012 | Feb. 28, 2010 | Mar. 31, 2014 |
USD ($) | USD ($) | USD ($) | Term A Loan [Member] | Term A Loan [Member] | Term A Loan [Member] | Term B Loan [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Senior PIK Notes [Member] | Senior PIK Notes [Member] | 2014 Term Loan Amended [Member] | 2014 Term Loan Amended [Member] | 2014 Term Loan Amended [Member] | 2014 Term Loan Amended [Member] | Term Loan Amendment [Member] | Term Loan Amendment [Member] | Recapitalization [Member] | 12.5% Senior Notes due 2018 [Member] | 6.00% Senior Notes due 2020 [Member] | |
USD ($) | EUR (€) | Exchange Rate Effect [Member] | Term A Loan [Member] | Term A Loan [Member] | USD ($) | USD ($) | Term A Loan [Member] | Term B Loan [Member] | Revolving Credit Facility [Member] | USD ($) | USD ($) | USD ($) | ||||||||||
USD ($) | USD ($) | USD ($) | ||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
New term loans commitments | $500 | ' | ' | $315 | € 133 | $184 | ' | ' | ' | ' | ' | ' | ' | ' | $500 | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500 | ' | 500 | ' | ' | ' | ' | ' | ' |
Debt instrument maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2019-03 | '2021-03 | '2019-03 | ' | ' | ' | ' | ' |
Third party fees in other (loss) income, net | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | 3 | ' | ' | ' |
Debt extinguishment losses | -11 | -9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11 | ' | ' | ' | ' | 9 | ' | ' | ' |
Reduced LIBOR floor on tranches of debt, basis points | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.25% | ' | ' | ' | 0.25% | ' | ' | ' | ' |
Reduced borrowing margins on tranches of debt, basis points | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' |
Extended maturity date of Revolving Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2017-08 | ' | ' |
Scheduled principal payments | ' | ' | ' | ' | ' | ' | 0.25% | ' | 1.25% | ' | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, unused capacity, commitment fee percentage | ' | ' | ' | ' | ' | ' | ' | 0.30% | ' | 0.40% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 750 | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | 500 |
Debt instrument, maturity year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2018 | '2020 |
Percentage of exchange of 2018 notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.96% | ' |
Debt instrument, interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.50% | 6.00% |
Debt instrument, on call redemption period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years |
Debt maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Sep-18 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends paid to shareholders | ' | ' | 745 | ' | ' | ' | ' | ' | ' | ' | ' | 753 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment of transaction fees and expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument interest payment commencing date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Mar-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument frequency of interest payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Interest is paid semi-annually in March and September of each year, commencing March 1, 2014 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, unamortized discount | 57 | ' | 67 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fees and expenses related to issuance | 100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense, amortization of fees and expenses related to debt issuance | $10 | $9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pension_and_Postretirement_Ben2
Pension and Postretirement Benefits - Components of Net Periodic Benefit Cost (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
U.S. Plans Pension Benefits [Member] | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' |
Service cost | $2 | $3 |
Interest cost | 3 | 2 |
Expected return on plan assets | -5 | -4 |
Net periodic benefit cost | ' | 1 |
Non-U.S. Plans Pension Benefits [Member] | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' |
Service cost | 1 | 1 |
Interest cost | 3 | 3 |
Expected return on plan assets | -3 | -3 |
Net periodic benefit cost | $1 | $1 |
Pension_and_Postretirement_Ben3
Pension and Postretirement Benefits - Additional Information (Detail) (Other Benefits [Member], USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Defined Benefit Plan Disclosure [Line Items] | ' | ' |
Contribution made to plans | $10 | ' |
Expected contribution of remaining period | 7 | ' |
Maximum [Member] | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' |
Post-retirement benefit cost | $1 | $1 |
Shareholders_Equity_Additional
Shareholders' Equity - Additional Information (Detail) (USD $) | 0 Months Ended | ||
Mar. 24, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Shareholders Equity [Line Items] | ' | ' | ' |
Shareholders' equity, reverse stock split | 'The Company effected a 10-to-1 reverse stock split of its common stock. In connection with the split, the par value of the Company's common stock changed from $.001 per share to $.01 per share. | ' | ' |
Common stock, par value | $0.00 | $0.01 | $0.01 |
Reverse Stock Split [Member] | ' | ' | ' |
Shareholders Equity [Line Items] | ' | ' | ' |
Common stock, par value | $0.01 | ' | ' |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 1 Months Ended |
Feb. 28, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Stock options, exercise price | $19.50 |
Stock options, vesting period | '5 years |
Stock options, shares granted | 135,000 |
Stock Options [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of employees | 8 |
Phantom SARs [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of employees | 1 |
Stock options, shares granted | 15,000 |
Stock options, exercise price | $19.50 |
Stock options, vested percentage | 50.00% |
Restricted Stock Units [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of employees | 23 |
Stock options, shares granted | 1,430,000 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Tax [Line Items] | ' | ' |
Tax expense related to unrecognized tax benefits | $2 | $2 |
Unrecognized tax benefits, interest and penalties | 1 | 1 |
Effective tax rate | 34.90% | 30.30% |
Unrecognized tax benefits to be recognized over the next 12 months | $2 | ' |
Minimum [Member] | ' | ' |
Income Tax [Line Items] | ' | ' |
Number of countries in which company transacts business | 100 | ' |
Contingencies_Additional_Infor
Contingencies - Additional Information (Detail) (SKI Contingency [Member], USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2010 | Dec. 31, 2008 |
SKI Contingency [Member] | ' | ' |
Loss Contingencies [Line Items] | ' | ' |
Contingency reserve | ' | $4 |
Additional contingency reserve | $2 | ' |
Related_Party_Additional_Infor
Related Party - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Related Party Transaction [Line Items] | ' | ' |
Related party transactions, proceeds from sale of offerings | $1 | $2 |
Related party transactions, purchase of goods and services | 2 | 1 |
Management Services Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Management fees paid for provision of services | $2 | $2 |
Operations_by_Business_Segment2
Operations by Business Segment - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
Segment | |
Segment Reporting Information [Line Items] | ' |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Minimum [Member] | ' |
Segment Reporting Information [Line Items] | ' |
Number of countries in which the company operates | 100 |
Operations_by_Business_Segment3
Operations by Business Segment - Schedule of Geographic Information for Operating Regions (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Geographical Information [Line Items] | ' | ' |
Revenue | $645 | $613 |
Operating Income (Loss) | 67 | 79 |
Americas [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | 287 | 272 |
Operating Income (Loss) | 78 | 74 |
EMEA [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | 244 | 224 |
Operating Income (Loss) | 59 | 55 |
Asia Pacific [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | 114 | 117 |
Operating Income (Loss) | 36 | 41 |
Corporate and Other [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | ' | ' |
Operating Income (Loss) | ($106) | ($91) |
Operations_by_Business_Segment4
Operations by Business Segment - Schedule of Geographic Information for Operating Regions (Parenthetical) (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Geographical Information [Line Items] | ' | ' |
Revenue | $645 | $613 |
Depreciation and amortization | 107 | 105 |
Americas [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | 287 | 272 |
Americas [Member] | Purchase Accounting Adjustments [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Depreciation and amortization | 31 | 31 |
EMEA [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | 244 | 224 |
EMEA [Member] | Purchase Accounting Adjustments [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Depreciation and amortization | 22 | 22 |
Asia Pacific [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | 114 | 117 |
Asia Pacific [Member] | Purchase Accounting Adjustments [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Depreciation and amortization | 10 | 11 |
United States [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | 232 | 222 |
Japan [Member] | ' | ' |
Geographical Information [Line Items] | ' | ' |
Revenue | $69 | $72 |
Earnings_per_Share_Reconciliat
Earnings per Share - Reconciliation of Basic and Diluted Weighted Average Shares Outstanding (Detail) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Earnings Per Share [Abstract] | ' | ' |
Basic weighted-average common shares outstanding | 279.9 | 280 |
Effect of dilutive options | ' | 8.7 |
Diluted weighted-average common shares outstanding | 279.9 | 288.7 |
Earnings_per_Share_Additional_
Earnings per Share - Additional Information (Detail) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Earnings Per Share [Abstract] | ' | ' |
Anti-dilutive weighted average outstanding stock options | 19.4 | ' |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Apr. 09, 2014 |
In Millions, except Per Share data, unless otherwise specified | 12.5% Senior Notes due 2018 [Member] | 12.5% Senior Notes due 2018 [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||
2010 Equity Incentive Plan [Member] | New Term Loans [Member] | Revolving Credit Facility [Member] | 12.5% Senior Notes due 2018 [Member] | IPO [Member] | ||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | $20 |
Common stock issued and sold in public offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | 52 |
Common stock offered and sold in public offering by selling shareholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22.75 |
Exercise of underwriters' allotment, stock issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.75 |
Proceeds from issuance of common stock after underwriting discounts, commission and related expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | $988 |
Borrowings under line of credit | 5,027 | 5,027 | 1,000 | 1,000 | ' | ' | 500 | ' | ' | ' |
Borrowings under line of credit | ' | ' | ' | ' | ' | ' | ' | 148 | ' | ' |
Cash | ' | ' | ' | ' | 400 | ' | ' | ' | ' | ' |
Debt instrument, interest rate | ' | ' | 12.50% | ' | ' | ' | ' | ' | 12.50% | ' |
Cash paid to stock appreciation right holders | ' | ' | ' | ' | ' | 33 | ' | ' | ' | ' |
One-time fee paid to terminate management services agreement | ' | ' | ' | ' | $72 | ' | ' | ' | ' | ' |