Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 30, 2019 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Entity Registrant Name | PRA Health Sciences, Inc. | |
Entity Central Index Key | 0001613859 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 65,662,512 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 177,142 | $ 144,221 |
Restricted cash | 457 | 488 |
Accounts receivable and unbilled services, net | 597,212 | 568,099 |
Other current assets | 80,914 | 69,547 |
Total current assets | 855,725 | 782,355 |
Fixed assets, net | 163,553 | 154,764 |
Lease right-of-use assets, net | 179,532 | |
Goodwill | 1,499,899 | 1,494,762 |
Intangible assets, net | 689,038 | 704,446 |
Other assets | 47,823 | 50,140 |
Total assets | 3,435,570 | 3,186,467 |
Current liabilities: | ||
Accounts payable | 58,655 | 43,734 |
Accrued expenses and other current liabilities | 428,531 | 413,783 |
Current portion of operating lease liabilities | 30,985 | |
Advanced billings | 432,482 | 441,357 |
Total current liabilities | 950,653 | 898,874 |
Long-term debt, net | 1,082,714 | 1,082,384 |
Long-term portion of operating lease liabilities | 170,210 | |
Deferred tax liabilities | 90,105 | 100,712 |
Other long-term liabilities | 26,724 | 53,077 |
Total liabilities | 2,320,406 | 2,135,047 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity: | ||
Preferred stock (100,000,000 authorized shares; $0.01 par value) Issued and outstanding -- none | 0 | 0 |
Common stock (1,000,000,000 authorized shares; $0.01 par value) Issued and outstanding -- 65,646,621 and 65,394,526 at March 31, 2019 and December 31, 2018, respectively | 656 | 654 |
Additional paid-in capital | 980,450 | 960,535 |
Accumulated other comprehensive loss | (169,624) | (170,659) |
Retained earnings | 297,165 | 254,500 |
Equity attributable to PRA Health Sciences, Inc. stockholders | 1,108,647 | 1,045,030 |
Noncontrolling interest | 6,517 | 6,390 |
Total stockholders' equity | 1,115,164 | 1,051,420 |
Total liabilities and stockholders' equity | $ 3,435,570 | $ 3,186,467 |
CONSOLIDATED CONDENSED BALANC_2
CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 65,646,621 | 65,394,526 |
Common stock, shares outstanding (in shares) | 65,646,621 | 65,394,526 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Income Statement [Abstract] | ||
Revenue | $ 722,022 | $ 701,837 |
Selling, general and administrative expenses | 97,095 | 91,702 |
Transaction-related costs | 0 | (11,578) |
Depreciation and amortization expense | 27,608 | 27,339 |
Loss (gain) on disposal of fixed assets, net | 88 | (14) |
Income from operations | 78,723 | 71,948 |
Interest expense, net | (12,369) | (14,825) |
Foreign currency gains (losses), net | 6,128 | (83) |
Other expense, net | (88) | (199) |
Income before income taxes and equity in income of unconsolidated joint ventures | 72,394 | 56,841 |
Provision for income taxes | 28,138 | 17,654 |
Income before equity in income of unconsolidated joint ventures | 44,256 | 39,187 |
Equity in income of unconsolidated joint ventures, net of tax | 0 | 28 |
Net income | 44,256 | 39,215 |
Net income attributable to noncontrolling interest | (172) | (234) |
Net income attributable to PRA Health Sciences, Inc. | $ 44,084 | $ 38,981 |
Net income per share attributable to common stockholders: | ||
Basic (in dollars per share) | $ 0.68 | $ 0.61 |
Diluted (in dollars per share) | $ 0.66 | $ 0.59 |
Weighted average common shares outstanding: | ||
Basic (in shares) | 65,192 | 63,530 |
Diluted (in shares) | 66,847 | 66,161 |
Direct costs (exclusive of depreciation and amortization) | ||
Cost of revenue | $ 377,888 | $ 381,432 |
Reimbursable expenses | ||
Cost of revenue | $ 140,620 | $ 141,008 |
CONSOLIDATED CONDENSED STATEM_2
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 44,256 | $ 39,215 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments | 143 | 17,883 |
Unrealized (losses) gains on derivative instruments, net of income tax of $(514) and $970 | (1,433) | |
Unrealized (losses) gains on derivative instruments, net of income tax of $(514) and $970 | 2,723 | |
Reclassification adjustments: | ||
Losses on derivatives included in net income, net of income taxes of $308 and $525 | 861 | |
Losses on derivatives included in net income, net of income taxes of $308 and $525 | 1,473 | |
Comprehensive income | 43,827 | 61,294 |
Comprehensive income attributable to noncontrolling interest | (127) | (582) |
Comprehensive income attributable to PRA Health Sciences, Inc. | $ 43,700 | $ 60,712 |
CONSOLIDATED CONDENSED STATEM_3
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Unrealized (losses) gains on derivative instruments, tax (benefit) | $ (514) | |
Unrealized (losses) gains on derivative instruments, tax (benefit) | $ 970 | |
Losses on derivatives included in net income, tax | $ 308 | |
Losses on derivatives included in net income, tax | $ 525 |
CONSOLIDATED CONDENSED STATEM_4
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities: | ||
Net income | $ 44,256 | $ 39,215 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization expense | 27,608 | 27,339 |
Amortization of debt issuance costs | 448 | 534 |
Amortization of terminated interest rate swaps | 1,631 | 1,774 |
Stock-based compensation expense | 9,247 | 6,299 |
Change in fair value of acquisition-related contingent consideration | 0 | (11,578) |
Unrealized foreign currency gains, net | (7,967) | (1,068) |
Deferred income tax (benefit) expense | (10,521) | 15,821 |
Other reconciling items | (78) | 336 |
Changes in operating assets and liabilities: | ||
Accounts receivable, unbilled services and advanced billings | (36,848) | (24,520) |
Other operating assets and liabilities | 13,250 | 15,495 |
Payment of acquisition-related contingent consideration | 0 | (35,029) |
Net cash provided by operating activities | 41,026 | 34,618 |
Cash flows from investing activities: | ||
Purchase of fixed assets | (19,895) | (13,812) |
Proceeds received (cash paid) for interest on interest rate swap, net | 416 | (339) |
Distributions from unconsolidated joint ventures | 418 | 0 |
Net cash used in investing activities | (19,061) | (14,151) |
Cash flows from financing activities: | ||
Payment of acquisition-related contingent consideration | 0 | (79,663) |
Repayments of long-term debt | 0 | (7,197) |
Proceeds from stock issued under employee stock purchase plan and stock option exercises | 10,419 | 2,243 |
Net cash provided by (used in) financing activities | 10,419 | (84,617) |
Effects of foreign exchange changes on cash, cash equivalents, and restricted cash | 506 | 1,878 |
Change in cash, cash equivalents, and restricted cash | 32,890 | (62,272) |
Cash, cash equivalents, and restricted cash, beginning of period | 144,709 | 192,890 |
Cash, cash equivalents, and restricted cash, end of period | $ 177,599 | $ 130,618 |
CONSOLIDATED CONDENSED STATEM_5
CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss (Note 13) | Retained Earnings | Non-controlling Interest |
Balance at beginning of period (in shares) at Dec. 31, 2017 | 63,624,000 | |||||
Balance at beginning of period at Dec. 31, 2017 | $ 936,481 | $ 636 | $ 905,423 | $ (136,470) | $ 161,182 | $ 5,710 |
Exercise of common stock options and employee stock purchase plan purchases (in shares) | 436,000 | |||||
Exercise of common stock options and employee stock purchase plan purchases | 1,389 | $ 5 | 1,384 | |||
Stock-based compensation | 6,299 | 6,299 | ||||
Net income | 39,215 | 38,981 | 234 | |||
Other comprehensive loss, net of tax | 22,079 | 21,731 | 348 | |||
Balance at end of period (in shares) at Mar. 31, 2018 | 64,060,000 | |||||
Balance at end of period at Mar. 31, 2018 | 944,876 | $ 641 | 913,106 | (114,739) | 139,576 | 6,292 |
Balance at beginning of period (in shares) at Dec. 31, 2018 | 65,395,000 | |||||
Balance at beginning of period at Dec. 31, 2018 | $ 1,051,420 | $ 654 | 960,535 | (170,659) | 254,500 | 6,390 |
Exercise of common stock options and employee stock purchase plan purchases (in shares) | 141,692 | 219,000 | ||||
Exercise of common stock options and employee stock purchase plan purchases | $ 10,670 | $ 2 | 10,668 | |||
Stock-based compensation (in shares) | 33,000 | |||||
Stock-based compensation | 9,247 | 9,247 | ||||
Net income | 44,256 | 44,084 | 172 | |||
Other comprehensive loss, net of tax | (429) | (384) | (45) | |||
Balance at end of period (in shares) at Mar. 31, 2019 | 65,647,000 | |||||
Balance at end of period at Mar. 31, 2019 | $ 1,115,164 | $ 656 | $ 980,450 | $ (169,624) | $ 297,165 | $ 6,517 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The Company PRA Health Sciences, Inc. and its subsidiaries, or the Company, is a full-service global contract research organization providing a broad range of product development and data solution services to pharmaceutical and biotechnology companies around the world. The Company’s integrated services include data management, statistical analysis, clinical trial management, and regulatory and drug development consulting. Unaudited Interim Financial Information The interim consolidated condensed financial statements include the accounts of the Company and variable interest entities where the Company is the primary beneficiary. These financial statements are prepared in conformity with U.S. generally accepted accounting principles, or GAAP, and are unaudited. In the opinion of the Company’s management, all adjustments of a normal recurring nature necessary for a fair presentation have been reflected. Certain financial information that is normally included in annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, has been omitted. The accompanying interim consolidated condensed financial statements and related notes should be read in conjunction with the Company’s consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 . The preparation of the interim consolidated condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim consolidated condensed financial statements and the reported amounts of revenues and claims and expenses during the reporting period. Actual results could differ from those estimates. Recently Implemented Accounting Pronouncements On January 1, 2019, the Company adopted Accounting Standards Codification, or ASC, Topic 842, “Leases” (“ASC 842”) using the revised modified retrospective approach provided by ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements.” The revised modified retrospective approach recognizes the effects of initially applying the new leases standard as a cumulative effect adjustment to retained earnings as of the adoption date. Under this election, the provisions of ASC 840 apply to the accounting and disclosures for lease arrangements in the comparative periods in the Company's financial statements. The adoption of ASC 842 resulted in the recognition of lease liabilities of $211.7 million (recorded as $31.9 million in short-term lease liabilities and $179.8 million in long-term lease liabilities) and $187.1 million of lease right-of-use ("ROU") assets as of January 1, 2019. Upon adoption of ASC 842, the Company had lease obligations associated with deferred rent, lease loss liabilities, above market lease liabilities, and tenant improvement allowances, totaling $25.7 million , that were reclassified to the lease right-to-use assets. The Company had prepaid rent balances, totaling $1.1 million , that were reclassified to current portion of operating lease liabilities. The adoption of ASC 842 did not impact the statement of operations for the three months ended March 31, 2019 , consolidated statement of cash flows, or earnings per share. See Note 2 "Significant Accounting Policies" for further disclosures regarding the adoption of ASC 842. In August 2017, the Financial Accounting Standards Board, or FASB, issued ASU No. 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities," in order to simplify certain aspects of hedge accounting and improve disclosures of hedging arrangements. ASU No. 2017-12 eliminates the need to separately measure and report hedge ineffectiveness and generally requires the entire change in fair value of a hedging instrument to be presented in the same income statement line as the hedged item. Entities must apply the amendments to cash flow and net investment hedge relationships that exist on the date of adoption using a modified retrospective approach. The presentation and disclosure requirements must be applied prospectively. The Company adopted this standard effective January 1, 2019 and the application of ASU No. 2017-12 did not have a material impact on the Company's consolidated condensed financial statements. In February 2018, the FASB issued ASU No. 2018-02, "Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income." The amendments in this update allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017, or the Act. The amendments in this update also require entities to disclose their accounting policy for releasing income tax effects from accumulated other comprehensive income. The Company adopted this standard effective January 1, 2019 and the application of ASU No. 2018-02 resulted in a reclassification of $1.4 million from accumulated other comprehensive loss to retained earnings for the stranded tax effects resulting from the Act. In October 2018, the FASB issued ASU No. 2018-16, "Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes," which amends ASC 815, Derivatives and Hedging. This ASU adds the OIS rate based on SOFR to the list of permissible benchmark rates for hedge accounting purposes. The Company adopted ASU No. 2018-16 concurrent with adoption of ASU No. 2017-12, on January 1, 2019, and the application of ASU No. 2018-16 did not have a material impact on the Company’s consolidated condensed financial statements. Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment,” in order to simplify the subsequent measurement of goodwill by eliminating the Step 2 goodwill impairment test. Under the amendments in this ASU, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity will then recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The amendments to ASU No. 2017-04 are effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The adoption of ASU No. 2017-04 is not expected to have a material impact on the Company's consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, "Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract," in order to expand on the FASB's guidance of capitalized costs incurred in a cloud computing arrangement. The amendments in this update require an entity (customer) in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. The amendments to ASU No. 2018-15 are effective for the reporting period beginning after December 15, 2019, and interim periods therein, with early adoption permitted. The adoption of ASU No. 2018-15 is not expected to have a material impact on the Company's consolidated financial statements. Cash, Cash Equivalents, and Restricted Cash The Company receives cash advances from its customers to be used for the payment of investigator fees and other pass-through expenses. The terms of certain customer contracts require that such advances be maintained in separate escrow accounts; thus, these accounts are not commingled with the Company’s cash and cash equivalents. These accounts are presented separately in the consolidated condensed balance sheets as restricted cash. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated condensed balance sheets that sum to the total of the same amounts shown in the consolidated condensed statements of cash flows (in thousands): March 31, December 31, 2019 2018 2018 2017 Cash and cash equivalents $ 177,142 $ 129,901 $ 144,221 $ 192,229 Restricted cash 457 717 488 661 Total cash, cash equivalents, and restricted cash $ 177,599 $ 130,618 $ 144,709 $ 192,890 |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Significant accounting policies are detailed in "Note 2: Significant Accounting Policies" of the Annual Report on Form 10-K for the year ended December 31, 2018 . Significant changes to the Company's accounting policies as a result of adopting ASC 842 are discussed below: On January 1, 2019, the Company adopted ASC 842 using the revised modified retrospective approach. The revised modified retrospective approach recognizes the effects of initially applying the new leases standard as a cumulative effect adjustment to retained earnings as of the adoption date. Under this election, the provisions of ASC 840 apply to the accounting and disclosures for lease arrangements in the comparative periods in an entity’s financial statements. In addition, the Company elected the package of practical expedients permitted under the transition guidance within ASC 842, in which the Company need not reassess (i) the historical lease classification, (ii) whether any expired or existing contract is or contains a lease, or (iii) the initial direct costs for any existing leases. The Company’s material lease obligations are operating leases for office and other facilities in which the Company conducts business. The facility leases generally provide an initial lease term ranging from five to 20 years and include one or more optional extensions. The Company's leases have remaining lease terms of one year to 17 years . The leases typically include rent escalation clauses and for some markets the leases frequently include periodic market adjustments to the base rent over the term of the lease. In certain instances, the Company subleases space that has been exited or is no longer required. The Company’s sublease income is immaterial. Upon the initial application of ASC 842 on January 1, 2019 (the “transition date”), lease liabilities were measured by using the remaining minimum rental payments under ASC 840. The Company’s ASC 840 minimum rental payments include executory costs and rental payments that depend on an index or rate are calculated based on the rate in effect at the transition date. The lease liability is measured at the present value of future lease payments, discounted using the discount rate as of the transition date. In addition to recognizing the lease liability, the Company recognized a corresponding asset representing its right to use the underlying asset over the lease term, referred to as the lease ROU asset. The ROU asset is initially measured as the amount of lease liability, adjusted for any initial lease costs or lease payments made before or at the commencement of the lease, and reduced by any lease incentives and deferred rent. As of the transition date, the Company’s leases consisted of only operating leases and upon recognition of the lease liability and ROU assets, there was no adjustment to retained earnings. All leases entered into after January 1, 2019 are accounted for under ASC 842. Under ASC 842, a contract is or contains a lease when (i) explicitly or implicitly identified assets have been deployed in the contract and (ii) the customer obtains substantially all of the economic benefits from the use of that underlying asset and directs how and for what purpose the asset is used during the term of the contract. The Company also considers whether its service arrangements include the right to control the use of an asset. The Company determines if an arrangement is a lease at inception of the contract, which is the date on which the terms of the contract are agreed to and the agreement creates enforceable rights and obligations. The commencement date of the lease is the date that the lessor makes an underlying asset available for use by a lessee. At the lease commencement date, a lease liability is recognized based on the present value of the lease payments not yet paid, discounted using the discount rate for the lease at lease commencement. When readily determinable, the discount rate used to calculate the lease liability is the rate implicit in the lease. As the Company's leases typically do not provide an implicit rate, the Company uses its incremental borrowing rate based on the lease term and economic environment at the lease commencement date. The lease term used to calculate the lease liability includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. With limited exceptions, the nature of the Company's facility leases is such that there are not economic or other conditions that would indicate that it is reasonably certain at lease commencement that the Company will exercise options to extend the term. The Company determines if its lease obligations are operating or finance leases at the lease commencement date and considers whether the lease grants an option to purchase the underlying asset that it is reasonably certain to exercise, the remaining economic life of the underlying asset, the present value of the sum of the remaining lease payments and any residual value guaranteed, and the nature of the asset. The initial measurement of the lease liability is determined based on the future lease payments, which may include lease payments that depend on an index or a rate (such as the consumer price index or other market index). The Company initially measures payments based on an index or rate by using the applicable rate at lease commencement and subsequent changes in such rates are recognized as variable lease costs. Variable payments that do not depend on a rate or index are not included in the lease liability and are recognized as they are incurred. The Company’s contracts that include a lease component generally include additional services that are transferred to the lessee (e.g., common-area maintenance services), which are nonlease components. Contracts typically also include other costs and fees that do not provide a separate service to the lessee, such as costs paid by the lessee to reimburse the lessor for administrative costs or payment for the lessor’s costs for property taxes, insurance related to the leased asset, and other lessor costs. The Company elected the practical expedient to account for the lease and nonlease components as a single lease component. At the lease commencement date, the Company recognizes a ROU asset representing its right to use the underlying asset over the lease term. If significant events, changes in circumstances, or other events indicate that the lease term has changed, the Company would reassess lease classification, remeasure the lease liability by using revised inputs as of the reassessment date, and adjust the ROU asset. These reassessment events are typically related to the exercise of optional renewals or significant new investments in leasehold improvements. The costs of services and costs related to reimbursements of the lessor’s cost are generally variable rent obligations, which are excluded from the future lease payments included in the lease liability. For leases with a term of one year or less (“short-term leases”), the Company has elected to not recognize the lease liability for these arrangements and the lease payments are recognized in the consolidated statement of operations on a straight-line basis over the lease term. The total expense for the operating lease liability is recognized on a straight-line basis over the lease term, beginning on the lease commencement date. The Company classifies the lease costs within operating expenses consistent with the classification policies for all other operating costs. The components of lease expense were as follows for the three months ended March 31, 2019 (in thousands): Three Months Ended March 31, 2019 Lease cost: Operating lease cost $ 9,469 Short-term lease cost 536 Variable lease cost 1,684 Lease income (39 ) Net lease cost $ 11,650 Supplemental cash flow information related to leases was as follows for the three months ended March 31, 2019 (in thousands): Three Months Ended March 31, 2019 Cash paid for amounts included in the measurements of lease liabilities, all included in operating cash flows: $ 9,807 Right-of-use assets obtained in exchange for lease obligations 846 Supplemental balance sheet information related to leases was as follows as of March 31, 2019 : As of March 31, 2019 Weighted average remaining lease term 8.4 years Weighted average discount rate 4.3% Maturities of operating lease liabilities were as follows as of March 31, 2019 (in thousands): 2019 (remaining) $ 28,204 2020 37,983 2021 34,636 2022 27,655 2023 21,973 Thereafter 90,691 Total lease payments 241,142 Less imputed interest (39,947 ) Total $ 201,195 As of March 31, 2019 , the Company has additional non-cancelable operating leases that have not yet commenced with future lease payments totaling $13.3 million . These leases will commence in April 2019 with initial lease terms of five to seven years . As of December 31, 2018 , the Company disclosed the following future non-cancelable rent obligations as determined under ASC 840 (in thousands): 2019 $ 43,675 2020 40,948 2021 37,469 2022 30,238 2023 24,235 Thereafter 90,978 Total lease payments $ 267,543 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company records certain assets and liabilities at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy that prioritizes the inputs used to measure fair value is described below. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3 — Unobservable inputs that are supported by little or no market activity. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The carrying amount of financial instruments, including cash and cash equivalents, accounts receivable, unbilled services, contract assets, accounts payable and advanced billings, approximate fair value due to the short maturities of these instruments. Recurring Fair Value Measurements The following table summarizes the fair value of the Company’s financial assets that are measured on a recurring basis as of March 31, 2019 (in thousands): Level 1 Level 2 Level 3 Total Assets: Interest rate swaps $ — $ 908 $ — $ 908 Total $ — $ 908 $ — $ 908 Non-recurring Fair Value Measurements Certain assets and liabilities are carried on the accompanying consolidated condensed balance sheets at cost and are not remeasured to fair value on a recurring basis. These assets include finite-lived intangible assets that are tested for impairment when a triggering event occurs and goodwill and identifiable indefinite-lived intangible assets that are tested for impairment annually on October 1 or when a triggering event occurs. As of March 31, 2019 , assets carried on the balance sheet and not remeasured to fair value on a recurring basis totaling approximately $2,188.9 million and are identified as Level 3 assets. These assets are comprised of goodwill of $1,499.9 million and identifiable intangible assets, net of $689.0 million . |
Concentration of Credit Risk
Concentration of Credit Risk | 3 Months Ended |
Mar. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents, accounts receivable, unbilled services, and derivatives. As of March 31, 2019 , substantially all of the Company’s cash and cash equivalents and derivatives were held in or invested with large financial institutions. Accounts receivable include amounts due from pharmaceutical and biotechnology companies. The Company establishes an allowance for potentially uncollectible receivables. In management’s opinion, there is no additional material credit risk beyond amounts provided for such losses. There were no individual customers for which revenue was greater than 10% of consolidated revenue in the three months ended March 31, 2019 and 2018. Accounts receivable and unbilled receivables from individual customers that were equal to or greater than 10% of consolidated accounts receivable and unbilled receivables at the respective dates were as follows: March 31, December 31, 2019 2018 Customer A 11.8 % 12.2 % Customer B * 11.4 % |
Accounts Receivable, Unbilled S
Accounts Receivable, Unbilled Services and Advanced Billings | 3 Months Ended |
Mar. 31, 2019 | |
Receivables [Abstract] | |
Accounts Receivable, Unbilled Services and Advanced Billings | Accounts Receivable, Unbilled Services and Advanced Billings Accounts receivable and unbilled services were as follows (in thousands): March 31, December 31, 2019 2018 Accounts receivable $ 463,256 $ 437,001 Unbilled services 136,252 133,147 Total accounts receivable and unbilled services 599,508 570,148 Less allowance for doubtful accounts (2,296 ) (2,049 ) Total accounts receivable and unbilled services, net $ 597,212 $ 568,099 Unbilled services as of March 31, 2019 and December 31, 2018 includes $69.2 million and $66.6 million , respectively, of contract assets where the Company’s right to bill is conditioned on criteria other than the passage of time. Impairment losses on contract assets were immaterial in the three months ended March 31, 2019 and 2018 . Advanced billings were as follows (in thousands): March 31, December 31, 2019 2018 Advanced billings $ 432,482 $ 441,357 The $8.9 million decrease in advanced billings from December 31, 2018 to March 31, 2019 was primarily due to the timing of customer payments. During the three months ended March 31, 2019 and 2018 , the Company recognized revenue of $261.1 million and $230.5 million related to advanced billings recorded as of January 1, 2019 and 2018. Performance Obligations Revenue recognized for the three months ended March 31, 2019 and 2018 from services completed in prior periods was $26.5 million and $3.9 million , respectively. This primarily relates to adjustments attributable to changes in estimates such as estimated total contract costs, and from contract modifications on long-term fixed price contracts executed in the current period, which results in changes to the transaction price. The Company does not disclose the value of the transaction price allocated to unsatisfied performance obligations on contracts that have an original contract term of less than one year. These contracts are short in duration and revenue recognition generally follows the delivery of the promised services. The total transaction price for the undelivered performance obligation on contracts with an original initial contract term greater than one year is $4.9 billion as of March 31, 2019 . This amount includes reimbursement revenue. The Company expects to recognize revenue over the remaining contract term of the individual projects, with contract terms generally ranging from one to five years |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The changes in the carrying amount of goodwill by reportable segment are as follows (in thousands): Clinical Research Data Solutions Consolidated Balance at December 31, 2018 $ 1,017,903 $ 476,859 $ 1,494,762 Currency translation 5,137 — 5,137 Balance at March 31, 2019 $ 1,023,040 $ 476,859 $ 1,499,899 There are no accumulated impairment charges as of March 31, 2019 and December 31, 2018 . Intangible Assets Intangible assets consist of the following (in thousands): March 31, 2019 December 31, 2018 Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount Customer relationships $ 558,247 $ (112,183 ) $ 446,064 $ 555,915 $ (103,248 ) $ 452,667 Trade names (finite-lived) 28,522 (13,756 ) 14,766 28,505 (12,810 ) 15,695 Patient list and other intangibles 44,474 (32,118 ) 12,356 44,474 (30,939 ) 13,535 Database 137,100 (39,258 ) 97,842 137,100 (32,561 ) 104,539 Total finite-lived intangible assets 768,343 (197,315 ) 571,028 765,994 (179,558 ) 586,436 Trade names (indefinite-lived) 118,010 — 118,010 118,010 — 118,010 Total intangible assets $ 886,353 $ (197,315 ) $ 689,038 $ 884,004 $ (179,558 ) $ 704,446 Amortization expense was $17.2 million and $18.1 million for the three months ended March 31, 2019 and 2018, respectively. The estimated future amortization expense of finite-lived intangible assets is expected to be as follows (in thousands): 2019 (remaining) $ 51,545 2020 69,108 2021 63,999 2022 49,610 2023 37,867 2024 and thereafter 298,899 Total $ 571,028 |
Revolving Credit Facilities and
Revolving Credit Facilities and Long-Term Debt | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Revolving Credit Facilities and Long-Term Debt | Revolving Credit Facilities and Long-Term Debt Long-term debt consists of the following (in thousands): March 31, December 31, 2019 2018 Term loans, first lien $ 916,533 $ 916,533 Accounts receivable financing agreement 170,000 170,000 Total debt 1,086,533 1,086,533 Less current portion of long-term debt — — Total long-term debt 1,086,533 1,086,533 Less debt issuance costs (3,819 ) (4,149 ) Total long-term debt, net $ 1,082,714 $ 1,082,384 Principal payments on long-term debt are due as follows (in thousands): Current maturities of long-term debt: 2019 (remaining) $ — 2020 — 2021 1,086,533 2022 — Total $ 1,086,533 2016 Credit Facilities The senior secured credit facilities, or 2016 Credit Facilities, provide senior secured financing up to $1,400.0 million , consisting of: • a first lien term loan in an aggregate principal amount of up to $1,175.0 million ; and • revolving credit facilities, or the 2016 Revolver, in an aggregate principal amount of up to $225.0 million As collateral for borrowings under the 2016 Credit Facilities, the Company granted a pledge on primarily all of its assets, and the stock of wholly-owned U.S. restricted subsidiaries. The Company is subject to certain financial covenants, which require the Company to maintain certain debt-to-EBITDA and interest expense-to-EBITDA ratios. The 2016 Credit Facilities also contain covenants that, among other things, restrict the Company’s ability to create any liens, make investments and acquisitions, incur or guarantee additional indebtedness, enter into mergers or consolidations and other fundamental changes, conduct sales and other dispositions of property or assets, enter into sale-leaseback transactions or hedge agreements, prepay subordinated debt, pay dividends or make other payments in respect of capital stock, change the line of business, enter into transactions with affiliates, enter into burdensome agreements with negative pledge clauses, and make subsidiary distributions. After giving effect to the applicable restrictions on the payment of dividends under the 2016 Credit Facilities, subject to compliance with applicable law, as of March 31, 2019 and December 31, 2018 , all amounts in retained earnings were free of restriction and were available for the payment of dividends. The 2016 Credit Facilities also contain customary representations, warranties, affirmative covenants, and events of default. The variable interest rate is a rate equal to the London Interbank Offered Rate, or LIBOR, or the adjusted base rate, or ABR, at the election of the Company, plus a margin based on the ratio of total indebtedness to EBITDA. The margin ranges from 1.00% to 2.00% , in the case of LIBOR loans, and 0.00% to 1.00% , in the case of ABR loans. The Company has the option of 1 , 2 , 3 or 6 month base interest rates. For the three months ended March 31, 2019 , the weighted average interest rate on the first lien term loan was 3.96% . 2016 Revolver The 2016 Revolver provides for $225.0 million of potential borrowings and expires on December 6, 2021. The interest rate on the 2016 Revolver is based on the LIBOR with a 0% LIBOR floor or ABR , at the election of the Company, plus an applicable margin, based on the leverage ratio of the Company. The Company, at its discretion, may elect interest periods of 1 , 2 , 3 or 6 months. The Company is required to pay to the lenders a commitment fee for unused commitments of 0.2% to 0.4% based on the Company’s debt-to-EBITDA ratio. At March 31, 2019 and December 31, 2018 , the Company had no outstanding borrowings under the 2016 Revolver. In addition, at March 31, 2019 and December 31, 2018 , the Company had $5.5 million and $5.4 million , respectively, in letters of credit outstanding, which are secured by the 2016 Revolver. Accounts Receivable Financing Agreement The Company had $170.0 million outstanding on its accounts receivable financing agreement as of March 31, 2019 and December 31, 2018 . Loans under the accounts receivable financing agreement accrue interest at either a reserve-adjusted LIBOR or a base rate , plus 1.25% . The Company may prepay loans upon one business day's prior notice and may terminate the accounts receivable financing agreement with 15 days’ prior notice. For the three months ended March 31, 2019 , the weighted average interest rate on the accounts receivable financing agreement was 4.00% . The accounts receivable financing agreement contains various customary representations and warranties and covenants, and default provisions that provide for the termination and acceleration of the commitments and loans under the agreement in circumstances including, but not limited to, failure to make payments when due, breach of representations, warranties or covenants, certain insolvency events or failure to maintain the security interest in the trade receivables, and defaults under other material indebtedness. At March 31, 2019 and December 31, 2018 , there was $30.0 million of remaining capacity available under the accounts receivable financing agreement. Fair Value of Debt The estimated fair value of the Company’s debt and outstanding borrowings under its revolving credit facilities was $1,084.2 million at March 31, 2019 and December 31, 2018 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Authorized Shares The Company is authorized to issue up to one billion shares of common stock, with a par value of $0.01 . The Company is authorized to issue up to one hundred million shares of preferred stock, with a par value of $0.01 . Noncontrolling Interest Below is a summary of noncontrolling interest for the three months ended March 31 (in thousands): 2019 2018 Balance as of January 1, $ 6,390 $ 5,710 Comprehensive income Net income 172 234 Foreign currency adjustments, net of income tax (45 ) 348 Balance as of March 31, $ 6,517 $ 6,292 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Option and RSA/RSU Activity The 2018 Stock Incentive Plan, or the 2018 Plan, was approved by stockholders at the annual meeting on May 31, 2018. The 2018 Plan allows for the issuance of stock options, stock appreciation rights, restricted shares and restricted stock units, other stock-based awards, and performance compensation awards as permitted by applicable laws. The 2018 Plan authorized the issuance of 2,000,000 shares of common stock plus all shares that remained available under the prior plan on May 31, 2018. The Company granted 256,000 service-based options and 46,000 restricted stock awards and units, or RSAs/RSUs, with a total grant date fair value of $9.5 million and $4.9 million , respectively, during the three months ended March 31, 2019 . Aggregated information regarding the Company’s option plans is summarized below: Options Wtd. Average Exercise Price Wtd. Average Remaining Contractual Life (in years) Intrinsic Value (millions) Outstanding December 31, 2018 4,641,600 $ 62.29 7.8 $ 149.7 Granted 256,000 106.93 Exercised (141,692 ) 32.33 Expired or forfeited (51,400 ) 80.90 Outstanding March 31, 2019 4,704,508 $ 65.42 7.7 $ 211.3 Exercisable March 31, 2019 1,588,666 $ 25.11 5.5 $ 135.3 The Company’s RSAs/RSUs activity in 2019 is as follows: Awards Wtd. Average Grant-Date Fair Value Intrinsic Value (millions) Unvested December 31, 2018 344,250 $ 81.39 $ 31.7 Granted 46,000 105.53 Forfeited (11,500 ) 84.00 Unvested March 31, 2019 378,750 $ 84.25 $ 41.8 Employee Stock Purchase Plan In April 2017, the Board of Directors approved the PRA Health Sciences, Inc. 2017 Employee Stock Purchase Plan, or ESPP, which was approved by the Company’s shareholders on June 1, 2017. The ESPP allows eligible employees to authorize payroll deductions of up to 15% of their base salary or wages to be applied toward the purchase of shares of the Company’s common stock on the last trading day of any offering period. Participating employees will purchase shares of the Company's common stock at a discount of up to 15% on the lesser of the closing price of the Company's common stock on the NASDAQ Global Select Market (i) on the first trading day of the offering period or (ii) the last day of any offering period. Offering periods under the ESPP will generally be in six month increments, commencing on January 1 and July 1 of each calendar year with the administrator of the ESPP having the right to establish different offering periods. The Company recognized stock-based compensation expense of $1.1 million and $0.8 million associated with the ESPP during the three months ended March 31, 2019 and 2018, respectively. As of March 31, 2019 , there have been 154,019 shares issued and 2,845,981 shares reserved for future issuance under the ESPP. Stock-based Compensation Expense Stock-based compensation expense related to employee stock plans are summarized below (in thousands): Three Months Ended March 31, 2019 2018 Direct costs $ 2,928 $ 2,122 Selling, general and administrative 6,319 4,177 Total stock-based compensation expense $ 9,247 $ 6,299 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective income tax rate was 38.9% and 31.1% for the three months ended March 31, 2019 and 2018 , respectively. The effective tax rate for the three months ended March 31, 2018 included the effect of a decrease in the fair value of the earn-out liability related to the stock acquisition of Symphony Health, which is not included in taxable income, but instead decreases tax stock basis. The variation between the Company’s effective income tax rate and the U.S. statutory rate of 21% for the three months ended March 31, 2019 is primarily due to (i) the U.S. inclusion of amounts related to the estimated tax on global intangible low-taxed income, or GILTI and (ii) the U.S. inclusion of amounts related to the estimated base erosion anti abuse tax, or BEAT. Significant judgment is required related to the application of the recent U.S. tax reform (the “Act”), particularly with respect to GILTI and BEAT provisions. If changes occur in the Company’s tax structure, the structure of its customer arrangements, or interpretations of regulations that clarify these or other provisions of the Act, these changes could have a material effect on the Company’s tax provision. GAAP requires a two-step approach when evaluating uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence demonstrates that it is more likely than not that the position will be sustained upon audit, including resolution of any related appeals or litigation processes. The second step is to quantify the amount of tax benefit to recognize as the amount that is cumulatively more than 50% likely to be realized upon ultimate settlement with the taxing authorities. There were no material changes to the unrecognized tax benefits during the three months ended March 31, 2019 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings The Company is involved in legal proceedings from time to time in the ordinary course of its business, including employment claims and claims related to other business transactions. Although the outcome of such claims is uncertain, management believes that these legal proceedings will not have a material adverse effect on the financial condition or results of future operations of the Company. The Company is currently a party to litigation with the City of Sao Paulo, Brazil. The dispute relates to whether the export of services provided by the Company is subject to a local tax on services. The Company has not recorded a liability associated with the claim, which totaled $5.0 million at March 31, 2019 , given that it is not deemed probable the Company will incur a loss related to this case. However, a deposit totaling $5.0 million |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives The Company is exposed to certain risks relating to its ongoing business operations. The primary risk that the Company seeks to manage by using derivative instruments is interest rate risk arising from movement in market interest rates. Accordingly, the Company has instituted an interest rate hedging program that uses interest rate swaps designated as cash flow hedges to mitigate interest rate volatility. The Company swaps the difference between fixed and variable interest amounts calculated by reference to an agreed-upon notional principal amount, at specified intervals. The Company’s interest rate contracts are designated as hedging instruments. The following table presents the notional amounts and fair values (determined using Level 2 inputs) of the Company’s derivatives as of March 31, 2019 and December 31, 2018 (in thousands): March 31, 2019 December 31, 2018 Balance Sheet Classification Notional amount Asset Notional amount Asset Derivatives in an asset position: Other assets $ 625,000 $ 908 $ 625,000 $ 3,318 $ 625,000 $ 908 $ 625,000 $ 3,318 While the hedge remains effective, the Company records the change in the fair value of derivatives designated as hedging instruments under ASC 815 to accumulated other comprehensive loss in the Company's consolidated condensed balance sheet, net of deferred taxes, and will later reclassify into earnings, including the associated tax impact, when the hedged item affects earnings or is no longer expected to occur. For other derivative contracts that do not qualify or no longer qualify for hedge accounting, changes in the fair value of the derivatives are recognized in earnings each period. The table below presents the effect of the Company's derivatives on the consolidated condensed statements of operations and comprehensive income for the three months ended March 31, 2019 and 2018 (in thousands): Three Months Ended March 31, Derivatives in Cash Flow Hedging Relationships (Interest Rate Swaps) 2019 2018 Amount of pre-tax (loss) gain recognized in other comprehensive income $ (1,947 ) $ 3,693 Amount of loss reclassified from accumulated other comprehensive loss into interest expense, net (1,169 ) (1,998 ) The Company expects that $5.3 million of unrealized losses will be reclassified out of accumulated other comprehensive loss and into interest expense, net over the next 12 months. The effect of fair value and cash flow hedge accounting on the consolidated condensed statements of operations for the three months ended March 31, 2019 and 2018 , respectively, is as follows (in thousands): Three Months Ended March 31, 2019 2018 Interest expense, net $ (12,369 ) $ (14,825 ) Loss on cash flow hedging relationships in Subtopic 815-20 (interest contracts): Loss reclassified from accumulated other comprehensive loss into interest expense, net (1,169 ) (1,998 ) |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Below is a summary of the components of accumulated other comprehensive loss (in thousands): Foreign Currency Translation Derivative Instruments, Net of Tax Total Balance at December 31, 2018 $ (158,349 ) $ (12,310 ) $ (170,659 ) Impact from adoption of ASU 2018-02, Reclassification of certain tax effects from accumulated other comprehensive income — 1,419 1,419 Balance at January 1, 2019 (158,349 ) (10,891 ) (169,240 ) Other comprehensive loss before reclassifications 188 (1,433 ) (1,245 ) Reclassification adjustments — 861 861 Balance at March 31, 2019 $ (158,161 ) $ (11,463 ) $ (169,624 ) Foreign Currency Translation The change in the Company's foreign currency translation adjustment was due primarily to the movements in the British pound, Euro and Russian ruble exchange rates against the U.S. dollar. The U.S. dollar strengthened by 1.9% versus the Euro and weakened by 2.5% and 6.7% versus the British pound and the Russian ruble, respectively, between December 31, 2018 and March 31, 2019 . The movement in the British pound and Russian ruble contributed to a $5.0 million and $1.5 million decrease in accumulated other comprehensive loss, respectively, which was offset by a $6.1 million increase in accumulated other comprehensive loss due to movements in the Euro during the three months ended March 31, 2019 . Derivative Instruments |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic net income per share is calculated by dividing net income by the weighted average number of common shares outstanding for the applicable period. Diluted net income per share is calculated after adjusting the denominator of the basic net income per share calculation for the effect of all potentially dilutive common shares, which, in the Company’s case, includes shares issuable under the stock option and incentive award plans. The following table reconciles the basic to diluted weighted average shares outstanding (in thousands): Three Months Ended March 31, 2019 2018 Basic weighted average common shares outstanding 65,192 63,530 Effect of dilutive stock options and other awards under share-based compensation programs 1,655 2,631 Diluted weighted average common shares outstanding 66,847 66,161 Anti-dilutive shares 1,523 1,936 |
Segments
Segments | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Segments | Segments The Company is managed through two reportable segments: (i) the Clinical Research segment and (ii) the Data Solutions segment. In accordance with the provisions of ASC 280, "Segment Reporting", the Company's chief operating decision-maker has been identified as the Chief Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance for the entire company. • Clinical Research Segment: The Clinical Research segment, which primarily serves biopharmaceutical clients, provides outsourced clinical research and clinical trial related services. • Data Solutions Segment: The Data Solutions segment provides data and analytics, technology solutions and real-world insights and services primarily to the Company’s life science customers. The Company's chief operating decision-maker uses segment profit as the primary measure of each segment's operating results in order to allocate resources and in assessing the Company's performance. Asset information by segment is not presented, as this measure is not used by the chief operating decision-maker to assess the Company's performance. The Company’s reportable segment information is presented below (in thousands): Three Months Ended March 31, 2019 Three Months Ended March 31, 2018 Clinical Research Data Solutions Total Clinical Research Data Solutions Total Revenue $ 666,631 $ 55,391 $ 722,022 $ 645,074 $ 56,763 $ 701,837 Direct costs (exclusive of depreciation and amortization) 337,515 40,373 377,888 340,845 40,587 381,432 Reimbursable expenses 140,620 — 140,620 141,008 — 141,008 Segment profit 188,496 15,018 203,514 163,221 16,176 179,397 Less expenses not allocated to segments: Selling, general and administrative expenses 97,095 91,702 Transaction-related costs — (11,578 ) Depreciation and amortization expense 27,608 27,339 Loss (gain) on disposal of fixed assets, net 88 (14 ) Income from operations 78,723 71,948 Interest expense, net (12,369 ) (14,825 ) Foreign currency gains (losses), net 6,128 (83 ) Other expense, net (88 ) (199 ) Income before income taxes and equity in income of unconsolidated joint ventures $ 72,394 $ 56,841 Revenue by geographic location for each segment is as follows (in thousands): Three Months Ended March 31, 2019 Three Months Ended March 31, 2018 Clinical Research Data Solutions Total Clinical Research Data Solutions Total Revenue Americas: United States $ 442,969 $ 55,391 $ 498,360 $ 416,266 $ 56,763 $ 473,029 Other 12,573 — 12,573 11,992 — 11,992 Total Americas 455,542 55,391 510,933 428,258 56,763 485,021 Europe, Africa, and Asia-Pacific United Kingdom 171,238 — 171,238 174,351 — 174,351 Netherlands 24,367 — 24,367 28,473 — 28,473 Other 15,484 — 15,484 13,992 — 13,992 Total Europe, Africa, and Asia-Pacific 211,089 — 211,089 216,816 — 216,816 Total revenue $ 666,631 $ 55,391 $ 722,022 $ 645,074 $ 56,763 $ 701,837 |
Subsequent Events (Notes)
Subsequent Events (Notes) | 3 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In April 2019, the Company made the $83.2 million |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Recently Implemented and Recently Issued Accounting Pronouncements | Recently Implemented Accounting Pronouncements On January 1, 2019, the Company adopted Accounting Standards Codification, or ASC, Topic 842, “Leases” (“ASC 842”) using the revised modified retrospective approach provided by ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements.” The revised modified retrospective approach recognizes the effects of initially applying the new leases standard as a cumulative effect adjustment to retained earnings as of the adoption date. Under this election, the provisions of ASC 840 apply to the accounting and disclosures for lease arrangements in the comparative periods in the Company's financial statements. The adoption of ASC 842 resulted in the recognition of lease liabilities of $211.7 million (recorded as $31.9 million in short-term lease liabilities and $179.8 million in long-term lease liabilities) and $187.1 million of lease right-of-use ("ROU") assets as of January 1, 2019. Upon adoption of ASC 842, the Company had lease obligations associated with deferred rent, lease loss liabilities, above market lease liabilities, and tenant improvement allowances, totaling $25.7 million , that were reclassified to the lease right-to-use assets. The Company had prepaid rent balances, totaling $1.1 million , that were reclassified to current portion of operating lease liabilities. The adoption of ASC 842 did not impact the statement of operations for the three months ended March 31, 2019 , consolidated statement of cash flows, or earnings per share. See Note 2 "Significant Accounting Policies" for further disclosures regarding the adoption of ASC 842. In August 2017, the Financial Accounting Standards Board, or FASB, issued ASU No. 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities," in order to simplify certain aspects of hedge accounting and improve disclosures of hedging arrangements. ASU No. 2017-12 eliminates the need to separately measure and report hedge ineffectiveness and generally requires the entire change in fair value of a hedging instrument to be presented in the same income statement line as the hedged item. Entities must apply the amendments to cash flow and net investment hedge relationships that exist on the date of adoption using a modified retrospective approach. The presentation and disclosure requirements must be applied prospectively. The Company adopted this standard effective January 1, 2019 and the application of ASU No. 2017-12 did not have a material impact on the Company's consolidated condensed financial statements. In February 2018, the FASB issued ASU No. 2018-02, "Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income." The amendments in this update allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017, or the Act. The amendments in this update also require entities to disclose their accounting policy for releasing income tax effects from accumulated other comprehensive income. The Company adopted this standard effective January 1, 2019 and the application of ASU No. 2018-02 resulted in a reclassification of $1.4 million from accumulated other comprehensive loss to retained earnings for the stranded tax effects resulting from the Act. In October 2018, the FASB issued ASU No. 2018-16, "Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes," which amends ASC 815, Derivatives and Hedging. This ASU adds the OIS rate based on SOFR to the list of permissible benchmark rates for hedge accounting purposes. The Company adopted ASU No. 2018-16 concurrent with adoption of ASU No. 2017-12, on January 1, 2019, and the application of ASU No. 2018-16 did not have a material impact on the Company’s consolidated condensed financial statements. Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment,” in order to simplify the subsequent measurement of goodwill by eliminating the Step 2 goodwill impairment test. Under the amendments in this ASU, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity will then recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The amendments to ASU No. 2017-04 are effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The adoption of ASU No. 2017-04 is not expected to have a material impact on the Company's consolidated financial statements. and disclosures for lease arrangements in the comparative periods in an entity’s financial statements. In addition, the Company elected the package of practical expedients permitted under the transition guidance within ASC 842, in which the Company need not reassess (i) the historical lease classification, (ii) whether any expired or existing contract is or contains a lease, or (iii) the initial direct costs for any existing leases. The Company’s material lease obligations are operating leases for office and other facilities in which the Company conducts business. The facility leases generally provide an initial lease term ranging from five to 20 years and include one or more optional extensions. The Company's leases have remaining lease terms of one year to 17 years . The leases typically include rent escalation clauses and for some markets the leases frequently include periodic market adjustments to the base rent over the term of the lease. In certain instances, the Company subleases space that has been exited or is no longer required. The Company’s sublease income is immaterial. Upon the initial application of ASC 842 on January 1, 2019 (the “transition date”), lease liabilities were measured by using the remaining minimum rental payments under ASC 840. The Company’s ASC 840 minimum rental payments include executory costs and rental payments that depend on an index or rate are calculated based on the rate in effect at the transition date. The lease liability is measured at the present value of future lease payments, discounted using the discount rate as of the transition date. In addition to recognizing the lease liability, the Company recognized a corresponding asset representing its right to use the underlying asset over the lease term, referred to as the lease ROU asset. The ROU asset is initially measured as the amount of lease liability, adjusted for any initial lease costs or lease payments made before or at the commencement of the lease, and reduced by any lease incentives and deferred rent. As of the transition date, the Company’s leases consisted of only operating leases and upon recognition of the lease liability and ROU assets, there was no adjustment to retained earnings. All leases entered into after January 1, 2019 are accounted for under ASC 842. Under ASC 842, a contract is or contains a lease when (i) explicitly or implicitly identified assets have been deployed in the contract and (ii) the customer obtains substantially all of the economic benefits from the use of that underlying asset and directs how and for what purpose the asset is used during the term of the contract. The Company also considers whether its service arrangements include the right to control the use of an asset. The Company determines if an arrangement is a lease at inception of the contract, which is the date on which the terms of the contract are agreed to and the agreement creates enforceable rights and obligations. The commencement date of the lease is the date that the lessor makes an underlying asset available for use by a lessee. At the lease commencement date, a lease liability is recognized based on the present value of the lease payments not yet paid, discounted using the discount rate for the lease at lease commencement. When readily determinable, the discount rate used to calculate the lease liability is the rate implicit in the lease. As the Company's leases typically do not provide an implicit rate, the Company uses its incremental borrowing rate based on the lease term and economic environment at the lease commencement date. The lease term used to calculate the lease liability includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. With limited exceptions, the nature of the Company's facility leases is such that there are not economic or other conditions that would indicate that it is reasonably certain at lease commencement that the Company will exercise options to extend the term. The Company determines if its lease obligations are operating or finance leases at the lease commencement date and considers whether the lease grants an option to purchase the underlying asset that it is reasonably certain to exercise, the remaining economic life of the underlying asset, the present value of the sum of the remaining lease payments and any residual value guaranteed, and the nature of the asset. The initial measurement of the lease liability is determined based on the future lease payments, which may include lease payments that depend on an index or a rate (such as the consumer price index or other market index). The Company initially measures payments based on an index or rate by using the applicable rate at lease commencement and subsequent changes in such rates are recognized as variable lease costs. Variable payments that do not depend on a rate or index are not included in the lease liability and are recognized as they are incurred. The Company’s contracts that include a lease component generally include additional services that are transferred to the lessee (e.g., common-area maintenance services), which are nonlease components. Contracts typically also include other costs and fees that do not provide a separate service to the lessee, such as costs paid by the lessee to reimburse the lessor for administrative costs or payment for the lessor’s costs for property taxes, insurance related to the leased asset, and other lessor costs. The Company elected the practical expedient to account for the lease and nonlease components as a single lease component. At the lease commencement date, the Company recognizes a ROU asset representing its right to use the underlying asset over the lease term. If significant events, changes in circumstances, or other events indicate that the lease term has changed, the Company would reassess lease classification, remeasure the lease liability by using revised inputs as of the reassessment date, and adjust the ROU asset. These reassessment events are typically related to the exercise of optional renewals or significant new investments in leasehold improvements. The costs of services and costs related to reimbursements of the lessor’s cost are generally variable rent obligations, which are excluded from the future lease payments included in the lease liability. For leases with a term of one year or less (“short-term leases”), the Company has elected to not recognize the lease liability for these arrangements and the lease payments are recognized in the consolidated statement of operations on a straight-line basis over the lease term. |
Cash, Cash Equivalents, and Restricted Cash | The Company receives cash advances from its customers to be used for the payment of investigator fees and other pass-through expenses. The terms of certain customer contracts require that such advances be maintained in separate escrow accounts; thus, these accounts are not commingled with the Company’s cash and cash equivalents. These accounts are presented separately in the consolidated condensed balance sheets as restricted cash. |
Leases Liabilities | All leases entered into after January 1, 2019 are accounted for under ASC 842. Under ASC 842, a contract is or contains a lease when (i) explicitly or implicitly identified assets have been deployed in the contract and (ii) the customer obtains substantially all of the economic benefits from the use of that underlying asset and directs how and for what purpose the asset is used during the term of the contract. The Company also considers whether its service arrangements include the right to control the use of an asset. The Company determines if an arrangement is a lease at inception of the contract, which is the date on which the terms of the contract are agreed to and the agreement creates enforceable rights and obligations. The commencement date of the lease is the date that the lessor makes an underlying asset available for use by a lessee. At the lease commencement date, a lease liability is recognized based on the present value of the lease payments not yet paid, discounted using the discount rate for the lease at lease commencement. When readily determinable, the discount rate used to calculate the lease liability is the rate implicit in the lease. As the Company's leases typically do not provide an implicit rate, the Company uses its incremental borrowing rate based on the lease term and economic environment at the lease commencement date. The lease term used to calculate the lease liability includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. With limited exceptions, the nature of the Company's facility leases is such that there are not economic or other conditions that would indicate that it is reasonably certain at lease commencement that the Company will exercise options to extend the term. The Company determines if its lease obligations are operating or finance leases at the lease commencement date and considers whether the lease grants an option to purchase the underlying asset that it is reasonably certain to exercise, the remaining economic life of the underlying asset, the present value of the sum of the remaining lease payments and any residual value guaranteed, and the nature of the asset. The initial measurement of the lease liability is determined based on the future lease payments, which may include lease payments that depend on an index or a rate (such as the consumer price index or other market index). The Company initially measures payments based on an index or rate by using the applicable rate at lease commencement and subsequent changes in such rates are recognized as variable lease costs. Variable payments that do not depend on a rate or index are not included in the lease liability and are recognized as they are incurred. The Company’s contracts that include a lease component generally include additional services that are transferred to the lessee (e.g., common-area maintenance services), which are nonlease components. Contracts typically also include other costs and fees that do not provide a separate service to the lessee, such as costs paid by the lessee to reimburse the lessor for administrative costs or payment for the lessor’s costs for property taxes, insurance related to the leased asset, and other lessor costs. The Company elected the practical expedient to account for the lease and nonlease components as a single lease component. At the lease commencement date, the Company recognizes a ROU asset representing its right to use the underlying asset over the lease term. If significant events, changes in circumstances, or other events indicate that the lease term has changed, the Company would reassess lease classification, remeasure the lease liability by using revised inputs as of the reassessment date, and adjust the ROU asset. These reassessment events are typically related to the exercise of optional renewals or significant new investments in leasehold improvements. The costs of services and costs related to reimbursements of the lessor’s cost are generally variable rent obligations, which are excluded from the future lease payments included in the lease liability. For leases with a term of one year or less (“short-term leases”), the Company has elected to not recognize the lease liability for these arrangements and the lease payments are recognized in the consolidated statement of operations on a straight-line basis over the lease term. |
Fair Value Measurements | The Company records certain assets and liabilities at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy that prioritizes the inputs used to measure fair value is described below. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3 — Unobservable inputs that are supported by little or no market activity. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Restrictions on Cash and Cash Equivalents [Table Text Block] | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated condensed balance sheets that sum to the total of the same amounts shown in the consolidated condensed statements of cash flows (in thousands): March 31, December 31, 2019 2018 2018 2017 Cash and cash equivalents $ 177,142 $ 129,901 $ 144,221 $ 192,229 Restricted cash 457 717 488 661 Total cash, cash equivalents, and restricted cash $ 177,599 $ 130,618 $ 144,709 $ 192,890 |
Schedule of Cash and Cash Equivalents [Table Text Block] | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated condensed balance sheets that sum to the total of the same amounts shown in the consolidated condensed statements of cash flows (in thousands): March 31, December 31, 2019 2018 2018 2017 Cash and cash equivalents $ 177,142 $ 129,901 $ 144,221 $ 192,229 Restricted cash 457 717 488 661 Total cash, cash equivalents, and restricted cash $ 177,599 $ 130,618 $ 144,709 $ 192,890 |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Components of lease expense | Supplemental balance sheet information related to leases was as follows as of March 31, 2019 : As of March 31, 2019 Weighted average remaining lease term 8.4 years Weighted average discount rate 4.3% March 31, 2019 (in thousands): Three Months Ended March 31, 2019 Lease cost: Operating lease cost $ 9,469 Short-term lease cost 536 Variable lease cost 1,684 Lease income (39 ) Net lease cost $ 11,650 |
Summary of supplemental cash flow information | Supplemental cash flow information related to leases was as follows for the three months ended March 31, 2019 (in thousands): Three Months Ended March 31, 2019 Cash paid for amounts included in the measurements of lease liabilities, all included in operating cash flows: $ 9,807 Right-of-use assets obtained in exchange for lease obligations 846 |
Schedule of maturities of lease liabilities | Maturities of operating lease liabilities were as follows as of March 31, 2019 (in thousands): 2019 (remaining) $ 28,204 2020 37,983 2021 34,636 2022 27,655 2023 21,973 Thereafter 90,691 Total lease payments 241,142 Less imputed interest (39,947 ) Total $ 201,195 |
Schedule of future non-cancelable rent obligations as determined under ASC 840 | As of December 31, 2018 , the Company disclosed the following future non-cancelable rent obligations as determined under ASC 840 (in thousands): 2019 $ 43,675 2020 40,948 2021 37,469 2022 30,238 2023 24,235 Thereafter 90,978 Total lease payments $ 267,543 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of the fair value of financial assets and liabilities measured on a recurring basis | The following table summarizes the fair value of the Company’s financial assets that are measured on a recurring basis as of March 31, 2019 (in thousands): Level 1 Level 2 Level 3 Total Assets: Interest rate swaps $ — $ 908 $ — $ 908 Total $ — $ 908 $ — $ 908 |
Concentration of Credit Risk (T
Concentration of Credit Risk (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Schedule of concentration of risk by risk factor | Accounts receivable and unbilled receivables from individual customers that were equal to or greater than 10% of consolidated accounts receivable and unbilled receivables at the respective dates were as follows: March 31, December 31, 2019 2018 Customer A 11.8 % 12.2 % Customer B * 11.4 % * Less than 10% |
Accounts Receivable, Unbilled_2
Accounts Receivable, Unbilled Services and Advanced Billings (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Receivables [Abstract] | |
Schedule of accounts receivable and unbilled services | Accounts receivable and unbilled services were as follows (in thousands): March 31, December 31, 2019 2018 Accounts receivable $ 463,256 $ 437,001 Unbilled services 136,252 133,147 Total accounts receivable and unbilled services 599,508 570,148 Less allowance for doubtful accounts (2,296 ) (2,049 ) Total accounts receivable and unbilled services, net $ 597,212 $ 568,099 |
Schedule of advanced billings | Advanced billings were as follows (in thousands): March 31, December 31, 2019 2018 Advanced billings $ 432,482 $ 441,357 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in the carrying amount of goodwill | The changes in the carrying amount of goodwill by reportable segment are as follows (in thousands): Clinical Research Data Solutions Consolidated Balance at December 31, 2018 $ 1,017,903 $ 476,859 $ 1,494,762 Currency translation 5,137 — 5,137 Balance at March 31, 2019 $ 1,023,040 $ 476,859 $ 1,499,899 |
Schedule of intangible assets | Intangible assets consist of the following (in thousands): March 31, 2019 December 31, 2018 Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount Customer relationships $ 558,247 $ (112,183 ) $ 446,064 $ 555,915 $ (103,248 ) $ 452,667 Trade names (finite-lived) 28,522 (13,756 ) 14,766 28,505 (12,810 ) 15,695 Patient list and other intangibles 44,474 (32,118 ) 12,356 44,474 (30,939 ) 13,535 Database 137,100 (39,258 ) 97,842 137,100 (32,561 ) 104,539 Total finite-lived intangible assets 768,343 (197,315 ) 571,028 765,994 (179,558 ) 586,436 Trade names (indefinite-lived) 118,010 — 118,010 118,010 — 118,010 Total intangible assets $ 886,353 $ (197,315 ) $ 689,038 $ 884,004 $ (179,558 ) $ 704,446 |
Schedule of estimated future amortization expense | The estimated future amortization expense of finite-lived intangible assets is expected to be as follows (in thousands): 2019 (remaining) $ 51,545 2020 69,108 2021 63,999 2022 49,610 2023 37,867 2024 and thereafter 298,899 Total $ 571,028 |
Revolving Credit Facilities a_2
Revolving Credit Facilities and Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Long-term debt consists of the following (in thousands): March 31, December 31, 2019 2018 Term loans, first lien $ 916,533 $ 916,533 Accounts receivable financing agreement 170,000 170,000 Total debt 1,086,533 1,086,533 Less current portion of long-term debt — — Total long-term debt 1,086,533 1,086,533 Less debt issuance costs (3,819 ) (4,149 ) Total long-term debt, net $ 1,082,714 $ 1,082,384 |
Schedule of principal payments on long-term debt due | Principal payments on long-term debt are due as follows (in thousands): Current maturities of long-term debt: 2019 (remaining) $ — 2020 — 2021 1,086,533 2022 — Total $ 1,086,533 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Summary of noncontrolling interest | Below is a summary of noncontrolling interest for the three months ended March 31 (in thousands): 2019 2018 Balance as of January 1, $ 6,390 $ 5,710 Comprehensive income Net income 172 234 Foreign currency adjustments, net of income tax (45 ) 348 Balance as of March 31, $ 6,517 $ 6,292 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of stock option activity | Aggregated information regarding the Company’s option plans is summarized below: Options Wtd. Average Exercise Price Wtd. Average Remaining Contractual Life (in years) Intrinsic Value (millions) Outstanding December 31, 2018 4,641,600 $ 62.29 7.8 $ 149.7 Granted 256,000 106.93 Exercised (141,692 ) 32.33 Expired or forfeited (51,400 ) 80.90 Outstanding March 31, 2019 4,704,508 $ 65.42 7.7 $ 211.3 Exercisable March 31, 2019 1,588,666 $ 25.11 5.5 $ 135.3 |
Schedule of RSA/RSU activity | The Company’s RSAs/RSUs activity in 2019 is as follows: Awards Wtd. Average Grant-Date Fair Value Intrinsic Value (millions) Unvested December 31, 2018 344,250 $ 81.39 $ 31.7 Granted 46,000 105.53 Forfeited (11,500 ) 84.00 Unvested March 31, 2019 378,750 $ 84.25 $ 41.8 |
Schedule of stock-based compensation expense | Stock-based compensation expense related to employee stock plans are summarized below (in thousands): Three Months Ended March 31, 2019 2018 Direct costs $ 2,928 $ 2,122 Selling, general and administrative 6,319 4,177 Total stock-based compensation expense $ 9,247 $ 6,299 |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of notional amounts and fair values (determined using level 2 inputs) of derivatives | The following table presents the notional amounts and fair values (determined using Level 2 inputs) of the Company’s derivatives as of March 31, 2019 and December 31, 2018 (in thousands): March 31, 2019 December 31, 2018 Balance Sheet Classification Notional amount Asset Notional amount Asset Derivatives in an asset position: Other assets $ 625,000 $ 908 $ 625,000 $ 3,318 $ 625,000 $ 908 $ 625,000 $ 3,318 |
Schedule of the effect of derivatives on the condensed consolidated statements of operations and comprehensive (loss) income | The effect of fair value and cash flow hedge accounting on the consolidated condensed statements of operations for the three months ended March 31, 2019 and 2018 , respectively, is as follows (in thousands): Three Months Ended March 31, 2019 2018 Interest expense, net $ (12,369 ) $ (14,825 ) Loss on cash flow hedging relationships in Subtopic 815-20 (interest contracts): Loss reclassified from accumulated other comprehensive loss into interest expense, net (1,169 ) (1,998 ) three months ended March 31, 2019 and 2018 (in thousands): Three Months Ended March 31, Derivatives in Cash Flow Hedging Relationships (Interest Rate Swaps) 2019 2018 Amount of pre-tax (loss) gain recognized in other comprehensive income $ (1,947 ) $ 3,693 Amount of loss reclassified from accumulated other comprehensive loss into interest expense, net (1,169 ) (1,998 ) |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Summary of components of accumulated other comprehensive loss | Below is a summary of the components of accumulated other comprehensive loss (in thousands): Foreign Currency Translation Derivative Instruments, Net of Tax Total Balance at December 31, 2018 $ (158,349 ) $ (12,310 ) $ (170,659 ) Impact from adoption of ASU 2018-02, Reclassification of certain tax effects from accumulated other comprehensive income — 1,419 1,419 Balance at January 1, 2019 (158,349 ) (10,891 ) (169,240 ) Other comprehensive loss before reclassifications 188 (1,433 ) (1,245 ) Reclassification adjustments — 861 861 Balance at March 31, 2019 $ (158,161 ) $ (11,463 ) $ (169,624 ) |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of weighted average basic and diluted common shares | The following table reconciles the basic to diluted weighted average shares outstanding (in thousands): Three Months Ended March 31, 2019 2018 Basic weighted average common shares outstanding 65,192 63,530 Effect of dilutive stock options and other awards under share-based compensation programs 1,655 2,631 Diluted weighted average common shares outstanding 66,847 66,161 Anti-dilutive shares 1,523 1,936 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information | The Company’s reportable segment information is presented below (in thousands): Three Months Ended March 31, 2019 Three Months Ended March 31, 2018 Clinical Research Data Solutions Total Clinical Research Data Solutions Total Revenue $ 666,631 $ 55,391 $ 722,022 $ 645,074 $ 56,763 $ 701,837 Direct costs (exclusive of depreciation and amortization) 337,515 40,373 377,888 340,845 40,587 381,432 Reimbursable expenses 140,620 — 140,620 141,008 — 141,008 Segment profit 188,496 15,018 203,514 163,221 16,176 179,397 Less expenses not allocated to segments: Selling, general and administrative expenses 97,095 91,702 Transaction-related costs — (11,578 ) Depreciation and amortization expense 27,608 27,339 Loss (gain) on disposal of fixed assets, net 88 (14 ) Income from operations 78,723 71,948 Interest expense, net (12,369 ) (14,825 ) Foreign currency gains (losses), net 6,128 (83 ) Other expense, net (88 ) (199 ) Income before income taxes and equity in income of unconsolidated joint ventures $ 72,394 $ 56,841 |
Schedule of segment revenue by geographic location | Revenue by geographic location for each segment is as follows (in thousands): Three Months Ended March 31, 2019 Three Months Ended March 31, 2018 Clinical Research Data Solutions Total Clinical Research Data Solutions Total Revenue Americas: United States $ 442,969 $ 55,391 $ 498,360 $ 416,266 $ 56,763 $ 473,029 Other 12,573 — 12,573 11,992 — 11,992 Total Americas 455,542 55,391 510,933 428,258 56,763 485,021 Europe, Africa, and Asia-Pacific United Kingdom 171,238 — 171,238 174,351 — 174,351 Netherlands 24,367 — 24,367 28,473 — 28,473 Other 15,484 — 15,484 13,992 — 13,992 Total Europe, Africa, and Asia-Pacific 211,089 — 211,089 216,816 — 216,816 Total revenue $ 666,631 $ 55,391 $ 722,022 $ 645,074 $ 56,763 $ 701,837 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Recently Implemented Accounting Pronouncements | |||
Operating lease liability | $ 201,195 | ||
Current lease liabilities | 30,985 | ||
Non-current lease liabilities | 170,210 | ||
Lease right-of-use assets, net | $ 179,532 | ||
Accounting Standards Update 2016-02 | |||
Recently Implemented Accounting Pronouncements | |||
Operating lease liability | $ 211,700 | ||
Current lease liabilities | 31,900 | ||
Non-current lease liabilities | 179,800 | ||
Lease right-of-use assets, net | 187,100 | ||
Lease obligations | $ 25,700 | ||
Prepaid rent | $ 1,100 | ||
Accounting Standards Update 2018-02 | |||
Recently Implemented Accounting Pronouncements | |||
Impact from adoption of new accounting principle | 0 | ||
Accumulated Other Comprehensive Loss (Note 13) | |||
Recently Implemented Accounting Pronouncements | |||
Impact from adoption of new accounting principle | 1,419 | ||
Accumulated Other Comprehensive Loss (Note 13) | Accounting Standards Update 2018-02 | |||
Recently Implemented Accounting Pronouncements | |||
Impact from adoption of new accounting principle | $ 1,419 |
Basis of Presentation - Schedul
Basis of Presentation - Schedule of Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 177,142 | $ 144,221 | $ 129,901 | $ 192,229 |
Restricted cash | 457 | 488 | 717 | 661 |
Total cash, cash equivalents, and restricted cash | $ 177,599 | $ 144,709 | $ 130,618 | $ 192,890 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | |
Operating lease not yet commenced | $ 13.3 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Operating lease, initial term of contract | 5 years |
Operating lease, remaining term of contract | 1 year |
Operating lease not yet commenced, term of contract | 5 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Operating lease, initial term of contract | 20 years |
Operating lease, remaining term of contract | 17 years |
Operating lease not yet commenced, term of contract | 7 years |
Significant Accounting Polici_5
Significant Accounting Policies - Components of lease (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Lease, Cost [Abstract] | |
Operating lease cost | $ 9,469 |
Short-term lease cost | 536 |
Variable lease cost | 1,684 |
Lease income | (39) |
Net lease cost | $ 11,650 |
Weighted average remaining lease term | 8 years 4 months 24 days |
Weighted average discount rate | 4.30% |
Significant Accounting Polici_6
Significant Accounting Policies - Summary of supplemental cash flow information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Accounting Policies [Abstract] | |
Cash paid for amounts included in the measurements of lease liabilities, all included in operating cash flows: | $ 9,807 |
Right-of-use assets obtained in exchange for lease obligations | $ 846 |
Significant Accounting Polici_7
Significant Accounting Policies - Schedule of maturities of lease liabilities (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Accounting Policies [Abstract] | |
2019 (remaining) | $ 28,204 |
2020 | 37,983 |
2021 | 34,636 |
2022 | 27,655 |
2023 | 21,973 |
Thereafter | 90,691 |
Total lease payments | 241,142 |
Less imputed interest | (39,947) |
Total | $ 201,195 |
Significant Accounting Polici_8
Significant Accounting Policies - Schedule of future non-cancelable rent obligations as determined under ASC 840 (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Accounting Policies [Abstract] | |
2019 | $ 43,675 |
2020 | 40,948 |
2021 | 37,469 |
2022 | 30,238 |
2023 | 24,235 |
Thereafter | 90,978 |
Total lease payments | $ 267,543 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured on a Recurring Basis (Details) - Recurring $ in Thousands | Mar. 31, 2019USD ($) |
Assets: | |
Assets fair value | $ 908 |
Interest rate swap | |
Assets: | |
Assets fair value | 908 |
Level 1 | |
Assets: | |
Assets fair value | 0 |
Level 1 | Interest rate swap | |
Assets: | |
Assets fair value | 0 |
Level 2 | |
Assets: | |
Assets fair value | 908 |
Level 2 | Interest rate swap | |
Assets: | |
Assets fair value | 908 |
Level 3 | |
Assets: | |
Assets fair value | 0 |
Level 3 | Interest rate swap | |
Assets: | |
Assets fair value | $ 0 |
Fair Value Measurements - Non-r
Fair Value Measurements - Non-recurring Fair Value Measurements (Details) - Nonrecurring - Level 3 $ in Millions | Mar. 31, 2019USD ($) |
Assets fair value measurements | |
Assets fair value | $ 2,188.9 |
Goodwill | 1,499.9 |
Identifiable intangible assets | $ 689 |
Concentration of Credit Risk (D
Concentration of Credit Risk (Details) - Customer Concentration Risk - Accounts receivable and unbilled receivables | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Customer A | ||
Concentration risk | ||
Concentration risk percentage | 11.80% | 12.20% |
Customer B | ||
Concentration risk | ||
Concentration risk percentage | 11.40% |
Accounts Receivable, Unbilled_3
Accounts Receivable, Unbilled Services and Advanced Billings - Schedules (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Receivables [Abstract] | ||
Accounts receivable | $ 463,256 | $ 437,001 |
Unbilled services | 136,252 | 133,147 |
Total accounts receivable and unbilled services | 599,508 | 570,148 |
Less allowance for doubtful accounts | (2,296) | (2,049) |
Total accounts receivable and unbilled services, net | 597,212 | 568,099 |
Advanced billings | $ 432,482 | $ 441,357 |
Accounts Receivable, Unbilled_4
Accounts Receivable, Unbilled Services and Advanced Billings - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Increase in contract assets | $ 69,200 | $ 66,600 | |
Contract asset impairment losses | 0 | $ 0 | |
Advanced billings | 432,482 | $ 441,357 | |
Revenue related to contract liabilities | 261,100 | 230,500 | |
Revenue recognized from services completed in prior periods | $ 26,500 | $ 3,900 | |
Performance obligation timing description | The Company does not disclose the value of the transaction price allocated to unsatisfied performance obligations on contracts that have an original contract term of less than one year. | ||
Accounting Standards Update 2014-09 | Reclassification from adoption of ASC 606 | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Advanced billings | $ (8,900) |
Accounts Receivable, Unbilled_5
Accounts Receivable, Unbilled Services and Advanced Billings - Performance Obligations (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01 $ in Billions | Mar. 31, 2019USD ($) |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Remaining performance obligation, amount | $ 4.9 |
Minimum | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 1 year |
Maximum | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Remaining performance obligation, expected timing of satisfaction, period | 5 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Changes in the Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Changes in carrying amount of goodwill | |
Balance at beginning of period | $ 1,494,762 |
Currency translation | 5,137 |
Balance at end of period | 1,499,899 |
Clinical Research | |
Changes in carrying amount of goodwill | |
Balance at beginning of period | 1,017,903 |
Currency translation | 5,137 |
Balance at end of period | 1,023,040 |
Data Solutions | |
Changes in carrying amount of goodwill | |
Balance at beginning of period | 476,859 |
Currency translation | 0 |
Balance at end of period | $ 476,859 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Accumulated impairment charges | $ 0 | $ 0 | |
Amortization expense | $ 17,200,000 | $ 18,100,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Goodwill And Intangible Assets | ||
Total finite-lived intangible assets, gross | $ 768,343 | $ 765,994 |
Accumulated Amortization | (197,315) | (179,558) |
Net Amount | 571,028 | 586,436 |
Trade names (indefinite-lived) | 118,010 | 118,010 |
Total intangible assets, gross | 886,353 | 884,004 |
Total intangible assets, net | 689,038 | 704,446 |
Customer relationships | ||
Goodwill And Intangible Assets | ||
Total finite-lived intangible assets, gross | 558,247 | 555,915 |
Accumulated Amortization | (112,183) | (103,248) |
Net Amount | 446,064 | 452,667 |
Trade names (finite-lived) | ||
Goodwill And Intangible Assets | ||
Total finite-lived intangible assets, gross | 28,522 | 28,505 |
Accumulated Amortization | (13,756) | (12,810) |
Net Amount | 14,766 | 15,695 |
Patient list and other intangibles | ||
Goodwill And Intangible Assets | ||
Total finite-lived intangible assets, gross | 44,474 | 44,474 |
Accumulated Amortization | (32,118) | (30,939) |
Net Amount | 12,356 | 13,535 |
Database | ||
Goodwill And Intangible Assets | ||
Total finite-lived intangible assets, gross | 137,100 | 137,100 |
Accumulated Amortization | (39,258) | (32,561) |
Net Amount | $ 97,842 | $ 104,539 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense of Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
2019 (remaining) | $ 51,545 | |
2020 | 69,108 | |
2021 | 63,999 | |
2022 | 49,610 | |
2023 | 37,867 | |
2024 and thereafter | 298,899 | |
Net Amount | $ 571,028 | $ 586,436 |
Revolving Credit Facilities a_3
Revolving Credit Facilities and Long-Term Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Long-term debt | ||
Total debt | $ 1,086,533 | $ 1,086,533 |
Less current portion of long-term debt | 0 | 0 |
Total long-term debt | 1,086,533 | 1,086,533 |
Less debt issuance costs | (3,819) | (4,149) |
Long-term debt, net | 1,082,714 | 1,082,384 |
Term loans, first lien | ||
Long-term debt | ||
Total debt | 916,533 | 916,533 |
Accounts receivable financing agreement | ||
Long-term debt | ||
Total debt | $ 170,000 | $ 170,000 |
Revolving Credit Facilities a_4
Revolving Credit Facilities and Long-Term Debt - Schedule of Future Principal Payments (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Current maturities of long-term debt: | ||
2019 (remaining) | $ 0 | |
2020 | 0 | |
2021 | 1,086,533 | |
2022 | 0 | |
Total debt | $ 1,086,533 | $ 1,086,533 |
Revolving Credit Facilities a_5
Revolving Credit Facilities and Long-Term Debt - 2016 Credit Facilities and Revolver (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Long-term debt | ||
Maximum borrowing capacity | $ 1,400,000,000 | |
Term loans, first lien | ||
Long-term debt | ||
Maximum borrowing capacity | 1,175,000,000 | |
2016 Revolver | ||
Long-term debt | ||
Maximum borrowing capacity | $ 225,000,000 | |
Interest period, option one | 1 month | |
Interest period, option two | 2 months | |
Interest period, option three | 3 months | |
Interest period, option four | 6 months | |
Outstanding borrowings | $ 0 | |
Outstanding letters of credit | $ 5,500,000 | $ 5,400,000 |
2016 Revolver | Minimum | ||
Long-term debt | ||
Commitment fee (as a percent) | 0.20% | |
2016 Revolver | Maximum | ||
Long-term debt | ||
Commitment fee (as a percent) | 0.40% | |
2016 Revolver | LIBOR | Minimum | ||
Long-term debt | ||
Variable base rate minimum floor (as a percent) | 0.00% | |
2016 Credit Facilities | ||
Long-term debt | ||
Interest period, option one | 1 month | |
Interest period, option two | 2 months | |
Interest period, option three | 3 months | |
Interest period, option four | 6 months | |
Weighted average interest rate (percentage) | 3.96% | |
2016 Credit Facilities | LIBOR | Minimum | ||
Long-term debt | ||
Applicable margin on variable rate basis (as a percent) | 1.00% | |
2016 Credit Facilities | LIBOR | Maximum | ||
Long-term debt | ||
Applicable margin on variable rate basis (as a percent) | 2.00% | |
2016 Credit Facilities | ABR | Minimum | ||
Long-term debt | ||
Applicable margin on variable rate basis (as a percent) | 0.00% | |
2016 Credit Facilities | ABR | Maximum | ||
Long-term debt | ||
Applicable margin on variable rate basis (as a percent) | 1.00% |
Revolving Credit Facilities a_6
Revolving Credit Facilities and Long-Term Debt - Accounts Receivable Financing Agreement and Fair Value of Debt (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Fair Value of Debt | |
Estimated fair value of long-term debt | $ 1,084.2 |
Accounts receivable financing agreement | |
Long-term debt | |
Outstanding borrowings | $ 170 |
Notice period for prepayment of loans | 1 day |
Notice period required for termination of agreement | 15 days |
Weighted average interest rate (as a percent) | 4.00% |
Remaining borrowing capacity | $ 30 |
Accounts receivable financing agreement | LIBOR | |
Long-term debt | |
Applicable margin on variable rate basis (as a percent) | 1.25% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Stockholders' Equity Note [Abstract] | ||
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Stockholders' Equity - Noncontr
Stockholders' Equity - Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Summary of noncontrolling interest | ||
Balance as of January 1, | $ 6,390 | $ 5,710 |
Comprehensive income | ||
Net income | 172 | 234 |
Foreign currency adjustments, net of income tax | (45) | 348 |
March 31, | $ 6,517 | $ 6,292 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option and RSA/RSU Activity (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | May 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock issuance authorized (in shares) | 2,000,000 | |
Options granted (in shares) | 256,000 | |
Restricted Stock Awards (RSAs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock awards granted in period (in shares) | 46,000 | |
Total grant date fair value of awards granted | $ 4.9 | |
Employee stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total grant date fair value of awards granted | $ 9.5 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Option Summary (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Options | ||
Outstanding at beginning of period (in shares) | 4,641,600 | |
Granted (in shares) | 256,000 | |
Exercised (in shares) | (141,692) | |
Expired or forfeited (in shares) | (51,400) | |
Outstanding at end of period (in shares) | 4,704,508 | 4,641,600 |
Exercisable (in shares) | 1,588,666 | |
Wtd. Average Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ 62.29 | |
Granted (in dollars per share) | 106.93 | |
Exercised (in dollars per share) | 32.33 | |
Expired or forfeited (in dollars per share) | 80.90 | |
Outstanding at end of period (in dollars per share) | 65.42 | $ 62.29 |
Exercisable (in dollars per share) | $ 25.11 | |
Wtd. Average Remaining Contractual Life (in years) | ||
Outstanding | 7 years 8 months 12 days | 7 years 9 months 18 days |
Exercisable at end of period | 5 years 6 months | |
Intrinsic Value (millions) | ||
Outstanding | $ 211.3 | $ 149.7 |
Exercisable at end of period | $ 135.3 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Awards and Units (Details) - RSAs and RSUs - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Awards | ||
Outstanding at beginning of period (in shares) | 344,250 | |
Granted (in shares) | 46,000 | |
Forfeited (in shares) | (11,500) | |
Outstanding at end of period (in shares) | 378,750 | |
Wtd. Average Grant-Date Fair Value | ||
Outstanding at beginning of period (in dollars per share) | $ 81.39 | |
Granted (in dollars per share) | 105.53 | |
Forfeited (in dollars per share) | 84 | |
Outstanding at end of period (in dollars per share) | $ 84.25 | |
Intrinsic Value | ||
Outstanding | $ 41.8 | $ 31.7 |
Stock-Based Compensation - Empl
Stock-Based Compensation - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Employee Stock Purchase Plan | ||
Compensation expense | $ 9,247 | $ 6,299 |
Employee Stock Purchase Plan | ||
Employee Stock Purchase Plan | ||
Offering period increments under the ESPP | 6 months | |
Compensation expense | $ 1,100 | $ 800 |
Shares issued (in shares) | 154,019 | |
Shares reserved (in shares) | 2,845,981 | |
Employee Stock Purchase Plan | Maximum | ||
Employee Stock Purchase Plan | ||
Payroll deduction, as a percentage of base wages, an employee may authorize to be applied toward the purchase of common stock under the ESPP | 15.00% | |
Percentage of discount on the purchase price of common stock during the offering period under the ESPP | 15.00% |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Stock-based compensation | ||
Total stock-based compensation expense | $ 9,247 | $ 6,299 |
Direct costs | ||
Stock-based compensation | ||
Total stock-based compensation expense | 2,928 | 2,122 |
Selling, general and administrative | ||
Stock-based compensation | ||
Total stock-based compensation expense | $ 6,319 | $ 4,177 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate (as a percent) | 38.90% | 31.10% |
U.S. statutory rate (as a percent) | 21.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Tax related claim on export of services provided $ in Millions | Mar. 31, 2019USD ($) |
Commitments and Contingencies | |
Tax contingency, amount of claim | $ 5 |
Deposit made in tax litigation | $ 5 |
Derivatives - Hedging Instrumen
Derivatives - Hedging Instruments (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Derivatives in an asset position: | ||
Notional amount | $ 625,000,000 | $ 625,000,000 |
Asset/(Liability) | 908,000 | 3,318,000 |
Interest rate swap | Designated as hedging instruments | Level 2 | Other assets | ||
Derivatives in an asset position: | ||
Notional amount | 625,000,000 | 625,000,000 |
Asset/(Liability) | $ 908,000 | $ 3,318,000 |
Derivatives - Cash Flow Hedging
Derivatives - Cash Flow Hedging Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Effect of derivatives on the consolidated statements of operations and comprehensive income (loss) | ||
Interest expense, net | $ (12,369) | $ (14,825) |
Cash flow hedging | Interest rate swap | ||
Effect of derivatives on the consolidated statements of operations and comprehensive income (loss) | ||
Amount of pre-tax (loss) gain recognized in other comprehensive income | (1,947) | |
Amount of pre-tax (loss) gain recognized in other comprehensive income | 3,693 | |
Amount of loss reclassified from accumulated other comprehensive loss into interest expense, net | $ (1,169) | |
Amount of loss reclassified from accumulated other comprehensive loss into interest expense, net | $ (1,998) |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Interest rate swap | Cash flow hedging | |
Derivative [Line Items] | |
Unrealized losses expected to be reclassified out of accumulated other comprehensive loss into interest expense over the next 12 months | $ 5.3 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Components (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Jan. 01, 2019 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | $ 1,051,420 | |
Other comprehensive loss before reclassifications | (1,245) | |
Reclassification adjustments | 861 | |
Balance at end of period | 1,115,164 | |
Total | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (170,659) | |
Impact from adoption of ASU 2018-02, Reclassification of certain tax effects from accumulated other comprehensive income | $ 1,419 | |
Balance at end of period | (169,624) | |
Foreign Currency Translation | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (158,349) | |
Impact from adoption of ASU 2018-02, Reclassification of certain tax effects from accumulated other comprehensive income | 0 | |
Other comprehensive loss before reclassifications | 188 | |
Reclassification adjustments | 0 | |
Balance at end of period | (158,161) | |
Derivative Instruments, Net of Tax | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (12,310) | |
Impact from adoption of ASU 2018-02, Reclassification of certain tax effects from accumulated other comprehensive income | $ 1,419 | |
Other comprehensive loss before reclassifications | (1,433) | |
Reclassification adjustments | 861 | |
Balance at end of period | $ (11,463) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Narrative (Details) - Foreign currency translation $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Euro | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Change in valuation of U.S. Dollar during the period (as a percent) | (1.90%) |
Other comprehensive income (loss) before reclassifications, net of tax | $ 6.1 |
British Pound | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Change in valuation of U.S. Dollar during the period (as a percent) | 2.50% |
Other comprehensive income (loss) before reclassifications, net of tax | $ (5) |
Russian Ruble | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Change in valuation of U.S. Dollar during the period (as a percent) | 6.70% |
Other comprehensive income (loss) before reclassifications, net of tax | $ (1.5) |
Net Income Per Share (Details)
Net Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Reconciliation of basic to diluted weighted average shares outstanding | ||
Basic weighted average common shares outstanding (in shares) | 65,192 | 63,530 |
Effect of dilutive stock options and other awards under share-based compensation programs (in shares) | 1,655 | 2,631 |
Diluted weighted average common shares outstanding (in shares) | 66,847 | 66,161 |
Anti-dilutive shares (in shares) | 1,523 | 1,936 |
Segments (Details)
Segments (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019USD ($)segment | Mar. 31, 2018USD ($) | |
Segment Reporting [Abstract] | ||
Reportable segments | segment | 2 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 722,022 | $ 701,837 |
Selling, general and administrative expenses | 97,095 | 91,702 |
Transaction-related costs | 0 | (11,578) |
Depreciation and amortization expense | 27,608 | 27,339 |
Loss (gain) on disposal of fixed assets, net | 88 | (14) |
Income from operations | 78,723 | 71,948 |
Interest expense, net | (12,369) | (14,825) |
Foreign currency gains (losses), net | 6,128 | (83) |
Other expense, net | (88) | (199) |
Income before income taxes and equity in income of unconsolidated joint ventures | 72,394 | 56,841 |
Direct costs (exclusive of depreciation and amortization) | ||
Segment Reporting Information [Line Items] | ||
Cost of revenue | 377,888 | 381,432 |
Reimbursable expenses | ||
Segment Reporting Information [Line Items] | ||
Cost of revenue | 140,620 | 141,008 |
Clinical Research | ||
Segment Reporting Information [Line Items] | ||
Revenue | 666,631 | 645,074 |
Data Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenue | 55,391 | 56,763 |
Operating segments | ||
Segment Reporting Information [Line Items] | ||
Revenue | 722,022 | 701,837 |
Segment profit | 203,514 | 179,397 |
Operating segments | Direct costs (exclusive of depreciation and amortization) | ||
Segment Reporting Information [Line Items] | ||
Cost of revenue | 377,888 | 381,432 |
Operating segments | Reimbursable expenses | ||
Segment Reporting Information [Line Items] | ||
Cost of revenue | 140,620 | 141,008 |
Operating segments | Clinical Research | ||
Segment Reporting Information [Line Items] | ||
Revenue | 666,631 | 645,074 |
Segment profit | 188,496 | 163,221 |
Operating segments | Clinical Research | Direct costs (exclusive of depreciation and amortization) | ||
Segment Reporting Information [Line Items] | ||
Cost of revenue | 337,515 | 340,845 |
Operating segments | Clinical Research | Reimbursable expenses | ||
Segment Reporting Information [Line Items] | ||
Cost of revenue | 140,620 | 141,008 |
Operating segments | Data Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenue | 55,391 | 56,763 |
Segment profit | 15,018 | 16,176 |
Operating segments | Data Solutions | Direct costs (exclusive of depreciation and amortization) | ||
Segment Reporting Information [Line Items] | ||
Cost of revenue | 40,373 | 40,587 |
Operating segments | Data Solutions | Reimbursable expenses | ||
Segment Reporting Information [Line Items] | ||
Cost of revenue | 0 | 0 |
Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Selling, general and administrative expenses | 97,095 | 91,702 |
Transaction-related costs | 0 | (11,578) |
Depreciation and amortization expense | 27,608 | 27,339 |
Loss (gain) on disposal of fixed assets, net | 88 | (14) |
Income from operations | 78,723 | 71,948 |
Interest expense, net | (12,369) | (14,825) |
Foreign currency gains (losses), net | 6,128 | (83) |
Other expense, net | $ (88) | $ (199) |
Segments - Segment Revenue by G
Segments - Segment Revenue by Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | $ 722,022 | $ 701,837 |
Americas | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 510,933 | 485,021 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 498,360 | 473,029 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 12,573 | 11,992 |
Europe, Africa, and Asia-Pacific | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 211,089 | 216,816 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 171,238 | 174,351 |
Netherlands | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 24,367 | 28,473 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 15,484 | 13,992 |
Clinical Research | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 666,631 | 645,074 |
Clinical Research | Americas | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 455,542 | 428,258 |
Clinical Research | United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 442,969 | 416,266 |
Clinical Research | Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 12,573 | 11,992 |
Clinical Research | Europe, Africa, and Asia-Pacific | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 211,089 | 216,816 |
Clinical Research | United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 171,238 | 174,351 |
Clinical Research | Netherlands | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 24,367 | 28,473 |
Clinical Research | Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 15,484 | 13,992 |
Data Solutions | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 55,391 | 56,763 |
Data Solutions | Americas | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 55,391 | 56,763 |
Data Solutions | United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 55,391 | 56,763 |
Data Solutions | Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 0 | 0 |
Data Solutions | Europe, Africa, and Asia-Pacific | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 0 | 0 |
Data Solutions | United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 0 | 0 |
Data Solutions | Netherlands | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | 0 | 0 |
Data Solutions | Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenue | $ 0 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 1 Months Ended |
Apr. 30, 2019USD ($) | |
Contingent Earn-out Payments | Symphony Health Solutions | Subsequent Event | |
Subsequent Event [Line Items] | |
Payment associated with year-end 2018 earn-out | $ 83.2 |
Uncategorized Items - q1201910-
Label | Element | Value |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | $ (10,891,000) |
Additional Paid-in Capital [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 905,423,000 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 960,535,000 |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | (158,349,000) |
AOCI Attributable to Parent [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | (169,240,000) |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | (136,470,000) |
Retained Earnings [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 253,081,000 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 100,595,000 |
Noncontrolling Interest [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 5,710,000 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 6,390,000 |
Common Stock [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | 636,000 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | $ 654,000 |
Shares, Outstanding | us-gaap_SharesOutstanding | 63,624,000 |
Shares, Outstanding | us-gaap_SharesOutstanding | 65,395,000 |
Accounting Standards Update 2014-09 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (60,587,000) |
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (60,587,000) |
Accounting Standards Update 2018-02 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (1,419,000) |