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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Syneos Health Inc | NASDAQ:SYNH | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 42.98 | 42.96 | 42.99 | 0 | 01:00:00 |
ý
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
Delaware
|
|
27-3403111
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
Large accelerated filer
|
|
x
|
|
Accelerated filer
|
|
¨
|
Non-accelerated filer
|
|
¨
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
|
|
¨
|
|
|
|
|
Emerging growth company
|
|
¨
|
|
|
|
|
|
|
|
|
Page
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Item 1.
|
||
|
||
|
||
|
||
|
||
|
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Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
|
|
|
|
|
|
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|
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Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 5.
|
||
Item 6.
|
||
|
||
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands, except per share data)
|
||||||
Service revenue
|
$
|
1,057,196
|
|
|
$
|
252,078
|
|
Reimbursable out-of-pocket expenses
|
—
|
|
|
129,840
|
|
||
Total revenue
|
1,057,196
|
|
|
381,918
|
|
||
|
|
|
|
||||
Costs and operating expenses:
|
|
|
|
||||
Direct costs (exclusive of depreciation and amortization)
|
532,057
|
|
|
154,835
|
|
||
Reimbursable out-of-pocket expenses
|
308,766
|
|
|
129,840
|
|
||
Selling, general, and administrative
|
99,259
|
|
|
44,934
|
|
||
Restructuring and other costs
|
13,707
|
|
|
1,927
|
|
||
Transaction and integration-related expenses
|
25,211
|
|
|
2
|
|
||
Depreciation
|
18,028
|
|
|
6,164
|
|
||
Amortization
|
49,993
|
|
|
9,464
|
|
||
Total operating expenses
|
1,047,021
|
|
|
347,166
|
|
||
Income from operations
|
10,175
|
|
|
34,752
|
|
||
|
|
|
|
||||
Other (expense) income, net:
|
|
|
|
||||
Interest income
|
839
|
|
|
112
|
|
||
Interest expense
|
(31,736
|
)
|
|
(3,100
|
)
|
||
Loss on extinguishment of debt
|
(248
|
)
|
|
—
|
|
||
Other expense, net
|
(12,554
|
)
|
|
(3,457
|
)
|
||
Total other expense, net
|
(43,699
|
)
|
|
(6,445
|
)
|
||
(Loss) income before provision for income taxes
|
(33,524
|
)
|
|
28,307
|
|
||
Income tax benefit (expense)
|
8,972
|
|
|
(7,120
|
)
|
||
Net (loss) income
|
$
|
(24,552
|
)
|
|
$
|
21,187
|
|
|
|
|
|
||||
(Loss) earnings per share:
|
|
|
|
||||
Basic
|
$
|
(0.24
|
)
|
|
$
|
0.39
|
|
Diluted
|
$
|
(0.24
|
)
|
|
$
|
0.38
|
|
Weighted average common shares outstanding:
|
|
|
|
||||
Basic
|
104,449
|
|
|
54,015
|
|
||
Diluted
|
104,449
|
|
|
55,123
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Net (loss) income
|
$
|
(24,552
|
)
|
|
$
|
21,187
|
|
Unrealized gain on derivative instruments, net of income tax (expense) of $0 and $(87), respectively
|
434
|
|
|
150
|
|
||
Foreign currency translation adjustments, net of income tax (expense) of $(2,868) and $0, respectively
|
33,923
|
|
|
4,846
|
|
||
Comprehensive income
|
$
|
9,805
|
|
|
$
|
26,183
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
|
(In thousands, except share data)
|
||||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
186,719
|
|
|
$
|
321,262
|
|
Restricted cash
|
2,236
|
|
|
714
|
|
||
Accounts receivable billed, net
|
600,796
|
|
|
642,985
|
|
||
Accounts receivable unbilled
|
392,536
|
|
|
373,003
|
|
||
Contract assets
|
111,934
|
|
|
—
|
|
||
Prepaid expenses and other current assets
|
94,291
|
|
|
84,215
|
|
||
Total current assets
|
1,388,512
|
|
|
1,422,179
|
|
||
Property and equipment, net
|
173,051
|
|
|
180,412
|
|
||
Goodwill
|
4,306,244
|
|
|
4,292,571
|
|
||
Intangible assets, net
|
1,241,709
|
|
|
1,286,050
|
|
||
Deferred income tax assets
|
27,709
|
|
|
20,159
|
|
||
Other long-term assets
|
104,679
|
|
|
84,496
|
|
||
Total assets
|
$
|
7,241,904
|
|
|
$
|
7,285,867
|
|
|
|
|
|
||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
69,500
|
|
|
$
|
58,575
|
|
Accrued liabilities
|
518,383
|
|
|
500,303
|
|
||
Contract liabilities
|
643,338
|
|
|
559,270
|
|
||
Current portion of capital lease obligations
|
15,889
|
|
|
16,414
|
|
||
Current portion of long-term debt
|
31,250
|
|
|
25,000
|
|
||
Total current liabilities
|
1,278,360
|
|
|
1,159,562
|
|
||
Capital lease obligations, non-current
|
15,607
|
|
|
20,376
|
|
||
Long-term debt, non-current
|
2,908,366
|
|
|
2,945,934
|
|
||
Deferred income tax liabilities
|
22,265
|
|
|
37,807
|
|
||
Other long-term liabilities
|
110,047
|
|
|
99,609
|
|
||
Total liabilities
|
4,334,645
|
|
|
4,263,288
|
|
||
|
|
|
|
||||
Commitments and contingencies (Note 15)
|
|
|
|
||||
|
|
|
|
||||
Shareholders' equity:
|
|
|
|
||||
Preferred stock, $0.01 par value; 30,000,000 shares authorized, 0 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value; 600,000,000 shares authorized, 103,803,581 and 104,435,501 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively
|
1,038
|
|
|
1,044
|
|
||
Additional paid-in capital
|
3,394,586
|
|
|
3,414,389
|
|
||
Accumulated other comprehensive income (loss), net of tax
|
15,822
|
|
|
(22,385
|
)
|
||
Accumulated deficit
|
(504,187
|
)
|
|
(370,469
|
)
|
||
Total shareholders' equity
|
2,907,259
|
|
|
3,022,579
|
|
||
Total liabilities and shareholders' equity
|
$
|
7,241,904
|
|
|
$
|
7,285,867
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(In thousands)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net (loss) income
|
$
|
(24,552
|
)
|
|
$
|
21,187
|
|
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
68,021
|
|
|
15,628
|
|
||
Amortization of capitalized loan fees and original issue discount, net of Senior Notes premium
|
(34
|
)
|
|
201
|
|
||
Share-based compensation
|
7,879
|
|
|
5,819
|
|
||
Provision for (recovery of) doubtful accounts
|
171
|
|
|
(7
|
)
|
||
Provision for deferred income taxes
|
(10,735
|
)
|
|
87
|
|
||
Foreign currency transaction losses
|
6,364
|
|
|
2,707
|
|
||
Fair value adjustment of contingent tax-sharing obligation
|
1,194
|
|
|
—
|
|
||
Loss on extinguishment of debt
|
248
|
|
|
—
|
|
||
Other non-cash items
|
1,796
|
|
|
364
|
|
||
Changes in operating assets and liabilities, net of effect of business combinations:
|
|
|
|
||||
Accounts receivable, unbilled services, and advanced billings
|
(90,617
|
)
|
|
47,496
|
|
||
Accounts payable and accrued expenses
|
(14,241
|
)
|
|
(20,457
|
)
|
||
Other assets and liabilities
|
7,521
|
|
|
2,674
|
|
||
Net cash (used in) provided by operating activities
|
(46,985
|
)
|
|
75,699
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of property and equipment
|
(21,286
|
)
|
|
(10,571
|
)
|
||
Net cash used in investing activities
|
(21,286
|
)
|
|
(10,571
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Repayments of long-term debt
|
(31,250
|
)
|
|
—
|
|
||
Proceeds from revolving line of credit
|
—
|
|
|
15,000
|
|
||
Repayments of revolving line of credit
|
—
|
|
|
(25,000
|
)
|
||
Payments of capital leases
|
(4,479
|
)
|
|
—
|
|
||
Payments for repurchase of common stock
|
(37,493
|
)
|
|
—
|
|
||
Proceeds from exercise of stock options
|
5,668
|
|
|
5,153
|
|
||
Payments related to tax withholding for share-based compensation
|
(2,323
|
)
|
|
(1,173
|
)
|
||
Net cash used in financing activities
|
(69,877
|
)
|
|
(6,020
|
)
|
||
Effect of exchange rate changes on cash, cash equivalents, and restricted cash
|
5,127
|
|
|
2,854
|
|
||
Net change in cash, cash equivalents, and restricted cash
|
(133,021
|
)
|
|
61,962
|
|
||
Cash, cash equivalents, and restricted cash - beginning of period
|
321,976
|
|
|
103,078
|
|
||
Cash, cash equivalents, and restricted cash - end of period
|
$
|
188,955
|
|
|
$
|
165,040
|
|
|
|
|
|
||||
Supplemental disclosures of non-cash investing activities:
|
|
|
|
||||
Purchases of property and equipment included in liabilities
|
$
|
5,494
|
|
|
$
|
1,757
|
|
Vehicles acquired through capital lease agreements
|
$
|
1,184
|
|
|
$
|
—
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Cash and cash equivalents
|
$
|
186,719
|
|
|
$
|
321,262
|
|
Restricted cash
|
2,236
|
|
|
714
|
|
||
Total cash and cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows
|
$
|
188,955
|
|
|
$
|
321,976
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Gross cash position
|
$
|
145,210
|
|
|
$
|
195,376
|
|
Less: cash borrowings
|
(128,578
|
)
|
|
(88,226
|
)
|
||
Net cash position
|
$
|
16,632
|
|
|
$
|
107,150
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Accounts receivable billed
|
$
|
610,333
|
|
|
$
|
652,061
|
|
Allowance for doubtful accounts
|
(9,537
|
)
|
|
(9,076
|
)
|
||
Accounts receivable billed, net
|
$
|
600,796
|
|
|
$
|
642,985
|
|
|
Total
|
|
Clinical
Solutions |
|
Commercial
Solutions |
||||||
Balance at December 31, 2017:
|
|
|
|
|
|
||||||
Gross carrying amount
|
$
|
4,308,737
|
|
|
$
|
2,808,975
|
|
|
$
|
1,499,762
|
|
Accumulated impairment losses
(a)
|
(16,166
|
)
|
|
(8,142
|
)
|
|
(8,024
|
)
|
|||
Goodwill net of accumulated impairment losses
|
4,292,571
|
|
|
2,800,833
|
|
|
1,491,738
|
|
|||
2018 Activity:
|
|
|
|
|
|
||||||
Business combinations
(b)
|
(4,214
|
)
|
|
(2,529
|
)
|
|
(1,685
|
)
|
|||
Impact of foreign currency translation
|
17,887
|
|
|
11,927
|
|
|
5,960
|
|
|||
Balance at March 31, 2018:
|
|
|
|
|
|
||||||
Gross carrying amount
|
4,322,410
|
|
|
2,818,373
|
|
|
1,504,037
|
|
|||
Accumulated impairment losses
(a)
|
(16,166
|
)
|
|
(8,142
|
)
|
|
(8,024
|
)
|
|||
Goodwill net of accumulated impairment losses
|
$
|
4,306,244
|
|
|
$
|
2,810,231
|
|
|
$
|
1,496,013
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Foreign currency translation adjustments, net of tax
|
$
|
14,003
|
|
|
$
|
(23,514
|
)
|
Unrealized gains on derivative instruments, net of tax
|
1,819
|
|
|
1,129
|
|
||
Accumulated other comprehensive income (loss), net of tax
|
$
|
15,822
|
|
|
$
|
(22,385
|
)
|
|
Unrealized gain on derivative instruments, net of tax
|
|
Foreign currency translation adjustments, net of tax
|
|
Total
|
||||||
Balance at December 31, 2017
|
$
|
1,129
|
|
|
$
|
(23,514
|
)
|
|
$
|
(22,385
|
)
|
Reclassification of income tax benefit due to adoption of ASU 2018-02
|
256
|
|
|
3,594
|
|
|
3,850
|
|
|||
Balance at January 1, 2018
|
1,385
|
|
|
(19,920
|
)
|
|
(18,535
|
)
|
|||
Other comprehensive gain before reclassifications
|
711
|
|
|
33,923
|
|
|
34,634
|
|
|||
Amount of gain reclassified from accumulated other comprehensive income (loss) into the statements of operations
|
(277
|
)
|
|
—
|
|
|
(277
|
)
|
|||
Net current period other comprehensive gain, net of tax
|
434
|
|
|
33,923
|
|
|
34,357
|
|
|||
Balance at March 31, 2018
|
$
|
1,819
|
|
|
$
|
14,003
|
|
|
$
|
15,822
|
|
|
Before-Tax Amount
|
|
Tax (Expense) or Benefit
|
|
Net-of-Tax Amount
|
||||||
Foreign currency translation adjustments
|
$
|
36,791
|
|
|
$
|
(2,868
|
)
|
|
$
|
33,923
|
|
Unrealized gain on derivative instruments:
|
|
|
|
|
|
||||||
Unrealized gains arising during period
|
711
|
|
|
—
|
|
|
711
|
|
|||
Reclassification adjustment of realized gains to net income
|
(277
|
)
|
|
—
|
|
|
(277
|
)
|
|||
Net unrealized gain
|
434
|
|
|
—
|
|
|
434
|
|
|||
Other comprehensive income
|
$
|
37,225
|
|
|
$
|
(2,868
|
)
|
|
$
|
34,357
|
|
|
Before-Tax Amount
|
|
Tax (Expense) or Benefit
|
|
Net-of-Tax Amount
|
||||||
Foreign currency translation adjustments
|
$
|
4,846
|
|
|
$
|
—
|
|
|
$
|
4,846
|
|
Unrealized gain on derivative instruments:
|
|
|
|
|
|
||||||
Unrealized gains arising during the period
|
305
|
|
|
(112
|
)
|
|
193
|
|
|||
Reclassification adjustment of realized gains to net income
|
(68
|
)
|
|
25
|
|
|
(43
|
)
|
|||
Net unrealized gain
|
237
|
|
|
(87
|
)
|
|
150
|
|
|||
Other comprehensive income
|
$
|
5,083
|
|
|
$
|
(87
|
)
|
|
$
|
4,996
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
Net realized foreign currency loss
|
$
|
(5,517
|
)
|
|
$
|
(670
|
)
|
Net unrealized foreign currency loss
|
(6,364
|
)
|
|
(2,707
|
)
|
||
Other, net
|
(673
|
)
|
|
(80
|
)
|
||
Total other expense, net
|
$
|
(12,554
|
)
|
|
$
|
(3,457
|
)
|
|
March 31, 2018
|
||
Assets acquired:
|
|
||
Cash and cash equivalents
|
$
|
57,338
|
|
Restricted cash
|
433
|
|
|
Accounts receivable
|
367,169
|
|
|
Unbilled accounts receivable
|
261,585
|
|
|
Other current assets
|
95,506
|
|
|
Property and equipment
|
113,674
|
|
|
Intangible assets
|
1,334,200
|
|
|
Other assets
|
50,052
|
|
|
Total assets acquired
|
2,279,957
|
|
|
Liabilities assumed:
|
|
||
Accounts payable
|
38,072
|
|
|
Accrued liabilities
|
306,649
|
|
|
Contract liabilities
|
247,474
|
|
|
Capital leases
|
40,928
|
|
|
Long-term debt, current and non-current
|
737,872
|
|
|
Deferred income taxes, net
|
11,382
|
|
|
Other liabilities
|
121,238
|
|
|
Total liabilities assumed
|
1,503,615
|
|
|
Total identifiable assets acquired, net
|
776,342
|
|
|
Goodwill
|
$
|
3,729,281
|
|
|
Three Months Ended March 31, 2017
|
||
|
(In thousands, except per share data)
|
||
Pro forma total revenue
|
$
|
1,064,963
|
|
Pro forma net income
|
3,119
|
|
|
Pro forma income per share:
|
|
||
Basic
|
$
|
0.03
|
|
Diluted
|
$
|
0.03
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Trading securities
|
$
|
16,137
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
16,137
|
|
Derivative instruments
|
—
|
|
|
2,601
|
|
|
—
|
|
|
2,601
|
|
||||
Total assets
|
$
|
16,137
|
|
|
$
|
2,601
|
|
|
$
|
—
|
|
|
$
|
18,738
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Contingent tax-sharing obligation assumed through business combinations
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
51,674
|
|
|
$
|
51,674
|
|
Total liabilities
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
51,674
|
|
|
$
|
51,674
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Trading securities
|
$
|
16,318
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
16,318
|
|
Derivative instruments
|
—
|
|
|
2,179
|
|
|
—
|
|
|
2,179
|
|
||||
Total assets
|
$
|
16,318
|
|
|
$
|
2,179
|
|
|
$
|
—
|
|
|
$
|
18,497
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Contingent tax-sharing obligation assumed through business combinations
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
50,480
|
|
|
$
|
50,480
|
|
Total liabilities
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
50,480
|
|
|
$
|
50,480
|
|
Balance at December 31, 2017
|
$
|
50,480
|
|
Changes in fair value recognized in earnings
|
1,194
|
|
|
Payments
|
—
|
|
|
Balance at March 31, 2018
|
$
|
51,674
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||
|
Carrying Value
|
|
Estimated Fair Value
|
|
Carrying Value
|
|
Estimated Fair Value
|
||||||||
Term Loan A due August 2022
|
$
|
993,750
|
|
|
$
|
993,750
|
|
|
$
|
1,000,000
|
|
|
$
|
1,000,000
|
|
Term Loan B due August 2024 (net of original issue debt discount)
|
1,523,261
|
|
|
1,525,000
|
|
|
1,548,149
|
|
|
1,550,000
|
|
||||
7.5% Senior Unsecured Notes due 2024 (inclusive of unamortized premium)
|
442,092
|
|
|
433,225
|
|
|
443,507
|
|
|
433,729
|
|
|
Employee Severance Costs, Including Executive Transition Costs
|
|
Facility Closure and Lease Termination Costs
|
|
Other Costs
|
|
Total
|
||||||||
Balance at December 31, 2017
|
$
|
8,858
|
|
|
$
|
7,411
|
|
|
$
|
524
|
|
|
$
|
16,793
|
|
Expenses incurred
(a)
|
8,572
|
|
|
1,303
|
|
|
1,801
|
|
|
11,676
|
|
||||
Cash payments made
|
(9,511
|
)
|
|
(1,697
|
)
|
|
(1,683
|
)
|
|
(12,891
|
)
|
||||
Balance at March 31, 2018
|
$
|
7,919
|
|
|
$
|
7,017
|
|
|
$
|
642
|
|
|
$
|
15,578
|
|
|
Number of Shares
|
|
Weighted Average
Grant Date Fair Value |
|||
Non-vested at December 31, 2017
|
907,580
|
|
|
$
|
49.30
|
|
Granted
|
1,798,554
|
|
|
$
|
38.22
|
|
Vested
|
(172,277
|
)
|
|
$
|
49.39
|
|
Forfeited
|
(4,387
|
)
|
|
$
|
39.68
|
|
Non-vested at March 31, 2018
|
2,529,470
|
|
|
$
|
41.44
|
|
|
Three Months Ended March 31,
|
||||||
Statement of Operations Classification
|
2018
|
|
2017
|
||||
Direct costs
|
$
|
3,752
|
|
|
$
|
2,713
|
|
Selling, general, and administrative expenses
|
4,036
|
|
|
3,106
|
|
||
Restructuring and other costs
|
91
|
|
|
—
|
|
||
Total share-based compensation expense
|
$
|
7,879
|
|
|
$
|
5,819
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
Numerator:
|
|
|
|
||||
Net (loss) income
|
$
|
(24,552
|
)
|
|
$
|
21,187
|
|
Denominator:
|
|
|
|
||||
Basic weighted average common shares outstanding
|
104,449
|
|
|
54,015
|
|
||
Effect of dilutive securities:
|
|
|
|
||||
Stock options and other awards under deferred share-based compensation programs
|
—
|
|
|
1,108
|
|
||
Diluted weighted average common shares outstanding
|
104,449
|
|
|
55,123
|
|
||
(Loss) earnings per share:
|
|
|
|
||||
Basic
|
$
|
(0.24
|
)
|
|
$
|
0.39
|
|
Diluted
|
$
|
(0.24
|
)
|
|
$
|
0.38
|
|
|
Three Months Ended March 31,
|
||||
|
2018
|
|
2017
|
||
Anti-dilutive stock options and other awards
|
1,097
|
|
|
908
|
|
Anti-dilutive stock options and other awards under deferred share-based compensation programs excluded based on reporting of net loss for the period
|
898
|
|
|
—
|
|
Total common stock equivalents excluded from diluted earnings per share computation
|
1,995
|
|
|
908
|
|
|
March 31, 2018
|
||
Capitalized costs incurred to obtain or fulfill contracts with customers
|
$
|
20,973
|
|
|
Three Months Ended March 31, 2018
|
||
Amortization of capitalized costs
|
$
|
3,134
|
|
|
As Reported
|
|
Adjustments
|
|
Adjusted
|
||||||
|
December 31, 2017
|
|
ASC 606 Adoption
|
|
January 1, 2018
|
||||||
ASSETS
|
|
|
|
|
|
||||||
Current assets:
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
321,262
|
|
|
$
|
—
|
|
|
$
|
321,262
|
|
Restricted cash
|
714
|
|
|
—
|
|
|
714
|
|
|||
Accounts receivable billed, net
|
642,985
|
|
|
—
|
|
|
642,985
|
|
|||
Accounts receivable unbilled
|
373,003
|
|
|
(152,644
|
)
|
|
220,359
|
|
|||
Contract assets
|
—
|
|
|
94,567
|
|
|
94,567
|
|
|||
Prepaid expenses and other current assets
|
84,215
|
|
|
19,452
|
|
|
103,667
|
|
|||
Total current assets
|
1,422,179
|
|
|
(38,625
|
)
|
|
1,383,554
|
|
|||
Property and equipment, net
|
180,412
|
|
|
—
|
|
|
180,412
|
|
|||
Goodwill
|
4,292,571
|
|
|
—
|
|
|
4,292,571
|
|
|||
Intangible assets, net
|
1,286,050
|
|
|
—
|
|
|
1,286,050
|
|
|||
Deferred income tax assets
|
20,159
|
|
|
5,857
|
|
|
26,016
|
|
|||
Other long-term assets
|
84,496
|
|
|
12,601
|
|
|
97,097
|
|
|||
Total assets
|
$
|
7,285,867
|
|
|
$
|
(20,167
|
)
|
|
$
|
7,265,700
|
|
|
|
|
|
|
|
||||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
|
|
|||||
Current liabilities:
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
58,575
|
|
|
$
|
—
|
|
|
$
|
58,575
|
|
Accrued liabilities
|
500,303
|
|
|
49,611
|
|
|
549,914
|
|
|||
Contract liabilities
|
559,270
|
|
|
34,075
|
|
|
593,345
|
|
|||
Current portion of capital lease obligations
|
16,414
|
|
|
—
|
|
|
16,414
|
|
|||
Current portion of long-term debt
|
25,000
|
|
|
—
|
|
|
25,000
|
|
|||
Total current liabilities
|
1,159,562
|
|
|
83,686
|
|
|
1,243,248
|
|
|||
Capital lease obligations, non-current
|
20,376
|
|
|
—
|
|
|
20,376
|
|
|||
Long-term debt, non-current
|
2,945,934
|
|
|
—
|
|
|
2,945,934
|
|
|||
Deferred income tax liabilities
|
37,807
|
|
|
(8,355
|
)
|
|
29,452
|
|
|||
Other long-term liabilities
|
99,609
|
|
|
3,317
|
|
|
102,926
|
|
|||
Total liabilities
|
4,263,288
|
|
|
78,648
|
|
|
4,341,936
|
|
|||
Shareholders' equity:
|
|
|
|
|
|
||||||
Preferred stock
|
—
|
|
|
—
|
|
|
—
|
|
|||
Common stock
|
1,044
|
|
|
—
|
|
|
1,044
|
|
|||
Additional paid-in capital
|
3,414,389
|
|
|
—
|
|
|
3,414,389
|
|
|||
Accumulated other comprehensive loss, net of tax
|
(22,385
|
)
|
|
—
|
|
|
(22,385
|
)
|
|||
Accumulated deficit
|
(370,469
|
)
|
|
(98,815
|
)
|
|
(469,284
|
)
|
|||
Total shareholders' equity
|
3,022,579
|
|
|
(98,815
|
)
|
|
2,923,764
|
|
|||
Total liabilities and shareholders' equity
|
$
|
7,285,867
|
|
|
$
|
(20,167
|
)
|
|
$
|
7,265,700
|
|
|
Three Months Ended March 31, 2018
|
||||||
|
ASC 606
As Reported |
|
ASC 605
As Adjusted |
||||
Service revenue
|
$
|
1,057,196
|
|
|
$
|
760,058
|
|
Reimbursable out-of-pocket expenses
|
—
|
|
|
310,098
|
|
||
Total revenue
|
1,057,196
|
|
|
1,070,156
|
|
||
Direct costs (exclusive of depreciation and amortization)
|
532,057
|
|
|
536,888
|
|
||
Reimbursable out-of-pocket expenses
|
308,766
|
|
|
310,098
|
|
||
Selling, general, and administrative
|
99,259
|
|
|
99,716
|
|
||
Restructuring and other costs
|
13,707
|
|
|
13,707
|
|
||
Transaction and integration-related expenses
|
25,211
|
|
|
25,211
|
|
||
Depreciation
|
18,028
|
|
|
18,028
|
|
||
Amortization
|
49,993
|
|
|
49,993
|
|
||
Total operating expenses
|
1,047,021
|
|
|
1,053,641
|
|
||
Income from operations
|
10,175
|
|
|
16,515
|
|
||
Other expense, net:
|
|
|
|
|
|||
Interest income
|
839
|
|
|
839
|
|
||
Interest expense
|
(31,736
|
)
|
|
(31,736
|
)
|
||
Loss on extinguishment of debt
|
(248
|
)
|
|
(248
|
)
|
||
Other expense, net
|
(12,554
|
)
|
|
(12,554
|
)
|
||
Total other expense, net
|
(43,699
|
)
|
|
(43,699
|
)
|
||
Loss before provision for income taxes
|
(33,524
|
)
|
|
(27,184
|
)
|
||
Income tax benefit
|
8,972
|
|
|
8,177
|
|
||
Net loss
|
$
|
(24,552
|
)
|
|
$
|
(19,007
|
)
|
Loss per share attributable to common shareholders:
|
|
|
|
||||
Basic
|
$
|
(0.24
|
)
|
|
$
|
(0.18
|
)
|
Diluted
|
$
|
(0.24
|
)
|
|
$
|
(0.18
|
)
|
|
|
|
|
||||
Weighted average common shares outstanding:
|
|
|
|
||||
Basic
|
104,449
|
|
|
104,449
|
|
||
Diluted
|
104,449
|
|
|
104,449
|
|
•
|
ASC 606 delayed the recognition of revenue principally related to Full Service customer clinical trials in the Company’s Clinical Solutions segment as revenue was previously recognized when contractual items (i.e. “units”) were delivered or on a proportional performance basis, generally using output measures of progress specific to the services provided, such as site or investigator recruitment, patient enrollment and data management. These measures excluded reimbursed investigator payments, other pass-through costs, and out-of-pocket expenses, which were recognized as incurred and presented separately as a component of total revenue in the unaudited condensed consolidated statement of operations. Pursuant to the adoption of ASC 606, the majority of revenue recognized related to Full Service customer clinical trials is accounted for using project costs as an input measure of progress, and includes reimbursable pass-through costs and out-of-pocket expenses.
|
•
|
ASC 606 delayed the recognition of revenue in the Company’s Commercial Solutions segment as certain costs to recruit and train the contract field promotion teams, and revenue for the related reimbursements, are deferred and amortized over the contract term under ASC 606. These amounts were previously recognized as each separate service was delivered to the customer. These delays were partially offset by the acceleration of revenue recognition on certain incentive fee programs that were previously recognized upon customer approval.
|
|
March 31, 2018
|
||||||
|
ASC 606
As Reported |
|
ASC 605
As Adjusted |
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
186,719
|
|
|
$
|
186,719
|
|
Restricted cash
|
2,236
|
|
|
2,236
|
|
||
Accounts receivable billed, net
|
600,796
|
|
|
600,796
|
|
||
Accounts receivable unbilled
|
392,536
|
|
|
578,043
|
|
||
Contract assets
|
111,934
|
|
|
—
|
|
||
Prepaid expenses and other current assets
|
94,291
|
|
|
72,981
|
|
||
Total current assets
|
1,388,512
|
|
|
1,440,775
|
|
||
Property and equipment, net
|
173,051
|
|
|
173,051
|
|
||
Goodwill
|
4,306,244
|
|
|
4,306,244
|
|
||
Intangible assets, net
|
1,241,709
|
|
|
1,241,709
|
|
||
Deferred income tax assets
|
27,709
|
|
|
21,617
|
|
||
Other long-term assets
|
104,679
|
|
|
92,402
|
|
||
Total assets
|
$
|
7,241,904
|
|
|
$
|
7,275,798
|
|
|
|
|
|
||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
69,500
|
|
|
$
|
69,500
|
|
Accrued liabilities
|
518,383
|
|
|
466,185
|
|
||
Contract liabilities
|
643,338
|
|
|
617,236
|
|
||
Current portion of capital lease obligations
|
15,889
|
|
|
15,889
|
|
||
Current portion of long-term debt
|
31,250
|
|
|
31,250
|
|
||
Total current liabilities
|
1,278,360
|
|
|
1,200,060
|
|
||
Capital lease obligations, non-current
|
15,607
|
|
|
15,607
|
|
||
Long-term debt, non-current
|
2,908,366
|
|
|
2,908,366
|
|
||
Deferred income tax liabilities
|
22,265
|
|
|
31,536
|
|
||
Other long-term liabilities
|
110,047
|
|
|
106,500
|
|
||
Total liabilities
|
4,334,645
|
|
|
4,262,069
|
|
||
Shareholders' equity:
|
|
|
|
||||
Preferred stock
|
—
|
|
|
—
|
|
||
Common stock
|
1,038
|
|
|
1,038
|
|
||
Additional paid-in capital
|
3,394,586
|
|
|
3,394,586
|
|
||
Accumulated other comprehensive income, net of tax
|
15,822
|
|
|
17,932
|
|
||
Accumulated deficit
|
(504,187
|
)
|
|
(399,827
|
)
|
||
Total shareholders' equity
|
2,907,259
|
|
|
3,013,729
|
|
||
Total liabilities and shareholders' equity
|
$
|
7,241,904
|
|
|
$
|
7,275,798
|
|
•
|
The reported assets were less than the total assets that would have been reported had the prior revenue recognition guidance remained in effect. This was largely due to unbilled accounts receivable and contract assets being derecognized on certain Clinical Solutions contracts for which ASC 606 adoption delayed revenue recognition, partially offset by the deferral of certain recruiting and training costs in Commercial Solutions contracts and capitalized sales commissions. The reported liabilities were greater than the total liabilities that would have been reported had the prior revenue recognition guidance remained in effect. This was largely due to advances and deferred revenue in excess of contract assets that are required to be presented net on a contract-by-contract basis.
|
•
|
The adoption of ASC 606 primarily resulted in a revenue recognition delay as of January 1, 2018, which resulted in an increase of the Company’s deferred tax asset position. As the Company records full reserves for its net federal deferred tax assets in the United States, a portion of the impact was offset by a corresponding increase to the valuation allowance against the deferred tax asset position.
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
Revenue:
|
|
|
|
||||
Clinical Solutions service revenue
|
$
|
786,839
|
|
|
$
|
249,497
|
|
Commercial Solutions service revenue
|
270,357
|
|
|
2,581
|
|
||
Total segment service revenue
|
1,057,196
|
|
|
252,078
|
|
||
Reimbursable out-of-pocket expenses not allocated to segments
|
—
|
|
|
129,840
|
|
||
Total consolidated revenue
|
$
|
1,057,196
|
|
|
$
|
381,918
|
|
Segment direct costs:
|
|
|
|
||||
Clinical Solutions
|
$
|
353,893
|
|
|
$
|
149,887
|
|
Commercial Solutions
|
174,412
|
|
|
2,235
|
|
||
Total segment direct costs
|
528,305
|
|
|
152,122
|
|
||
Reimbursable out-of-pocket expenses:
|
|
|
|
||||
Clinical Solutions
|
$
|
261,478
|
|
|
$
|
—
|
|
Commercial Solutions
|
47,288
|
|
|
—
|
|
||
Total segment reimbursable out-of-pocket expenses
|
308,766
|
|
|
—
|
|
||
Segment selling, general, and administrative expenses:
|
|
|
|
||||
Clinical Solutions
|
$
|
65,946
|
|
|
$
|
36,790
|
|
Commercial Solutions
|
19,518
|
|
|
—
|
|
||
Total segment selling, general, and administrative expenses
|
85,464
|
|
|
36,790
|
|
||
Segment operating income:
|
|
|
|
||||
Clinical Solutions
|
$
|
105,522
|
|
|
$
|
62,820
|
|
Commercial Solutions
|
29,139
|
|
|
346
|
|
||
Total segment operating income
|
134,661
|
|
|
63,166
|
|
||
Operating expenses not allocated to segments:
|
|
|
|
||||
Reimbursable out-of-pocket expenses not allocated to segments
|
$
|
—
|
|
|
$
|
129,840
|
|
Corporate selling, general, and administrative expenses not allocated to segments
|
9,759
|
|
|
5,038
|
|
||
Share-based compensation included in direct costs not allocated to segments
|
3,752
|
|
|
2,713
|
|
||
Share-based compensation included in selling, general, and administrative expenses not allocated to segments
|
4,036
|
|
|
3,106
|
|
||
Restructuring and other costs
|
13,707
|
|
|
1,927
|
|
||
Transaction and integration-related expenses
|
25,211
|
|
|
2
|
|
||
Depreciation and amortization
|
68,021
|
|
|
15,628
|
|
||
Total consolidated income from operations
|
$
|
10,175
|
|
|
$
|
34,752
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
Revenue:
|
|
|
|
||||
North America
(a)
|
$
|
731,766
|
|
|
$
|
142,759
|
|
Europe, Middle East, and Africa
|
228,837
|
|
|
80,012
|
|
||
Asia-Pacific
|
77,980
|
|
|
20,209
|
|
||
Latin America
|
18,613
|
|
|
9,098
|
|
||
Total service revenue
|
1,057,196
|
|
|
252,078
|
|
||
Reimbursable-out-of-pocket expenses
|
—
|
|
|
129,840
|
|
||
Total revenue
|
$
|
1,057,196
|
|
|
$
|
381,918
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Property and equipment, net:
|
|
|
|
||||
North America
(a)
|
$
|
127,171
|
|
|
$
|
136,101
|
|
Europe, Middle East and Africa
|
27,733
|
|
|
25,517
|
|
||
Asia-Pacific
|
13,879
|
|
|
14,700
|
|
||
Latin America
|
4,268
|
|
|
4,094
|
|
||
Total property and equipment, net
|
$
|
173,051
|
|
|
$
|
180,412
|
|
(1)
|
reduce by
0.25%
overall the applicable margins for alternate base rate (“ABR”) loans and Adjusted Eurocurrency Rate loans with respect to both Term Loan A and Term Loan B, resulting in:
|
(2)
|
reset the period in which a prepayment premium with respect to Term Loan B is required for a “Repricing Transaction” (as defined in the Credit Agreement) to
six months
after the closing date of the Repricing Amendment.
|
•
|
the customer has received appropriate internal funding approval and collection of the award value is probable;
|
•
|
the project or projects are not contingent upon completion of another trial or event;
|
•
|
the project or projects are expected to commence within a certain period of time from the end of the quarter in which the award was granted;
|
•
|
the customer has entered or intends to enter into a comprehensive contract as soon as practicable; and
|
•
|
for awards related to our FSP offering, only a maximum of twelve months of services are included.
|
|
Balance at March 31,
|
|
|
|
|||||||||
|
2018
|
|
2017
|
|
Change
|
||||||||
Clinical Solutions
|
$
|
3,813.7
|
|
|
$
|
1,884.5
|
|
|
$
|
1,929.2
|
|
102.4
|
%
|
Commercial Solutions - Selling Solutions
(a)
|
466.5
|
|
|
—
|
|
|
466.5
|
|
n/m
|
|
|||
Total Backlog
|
$
|
4,280.2
|
|
|
$
|
1,884.5
|
|
|
$
|
2,395.7
|
|
127.1
|
%
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
Clinical Solutions
|
$
|
549.7
|
|
|
$
|
248.6
|
|
Commercial Solutions
|
322.4
|
|
|
—
|
|
||
Total net new business awards
|
$
|
872.1
|
|
|
$
|
248.6
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2018
|
|
2017
|
|
Change
|
|||||||||
Service revenue
|
$
|
1,057,196
|
|
|
$
|
252,078
|
|
|
$
|
805,118
|
|
|
319.4
|
%
|
Reimbursable out-of-pocket expenses
|
—
|
|
|
129,840
|
|
|
(129,840
|
)
|
|
(100.0
|
)%
|
|||
Total revenue
|
1,057,196
|
|
|
381,918
|
|
|
675,278
|
|
|
176.8
|
%
|
|||
Costs and operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|||
Direct costs (exclusive of depreciation and amortization)
|
532,057
|
|
|
154,835
|
|
|
377,222
|
|
|
243.6
|
%
|
|||
Reimbursable out-of-pocket expenses
|
308,766
|
|
|
129,840
|
|
|
178,926
|
|
|
137.8
|
%
|
|||
Selling, general, and administrative
|
99,259
|
|
|
44,934
|
|
|
54,325
|
|
|
120.9
|
%
|
|||
Restructuring and other costs
|
13,707
|
|
|
1,927
|
|
|
11,780
|
|
|
611.3
|
%
|
|||
Transaction and integration-related expenses
|
25,211
|
|
|
2
|
|
|
25,209
|
|
|
n/m
|
|
|||
Depreciation and amortization
|
68,021
|
|
|
15,628
|
|
|
52,393
|
|
|
335.3
|
%
|
|||
Total operating expenses
|
1,047,021
|
|
|
347,166
|
|
|
699,855
|
|
|
201.6
|
%
|
|||
Income from operations
|
10,175
|
|
|
34,752
|
|
|
(24,577
|
)
|
|
(70.7
|
)%
|
|||
Total other expense, net
|
(43,699
|
)
|
|
(6,445
|
)
|
|
(37,254
|
)
|
|
(578.0
|
)%
|
|||
(Loss) income before provision for income taxes
|
(33,524
|
)
|
|
28,307
|
|
|
(61,831
|
)
|
|
(218.4
|
)%
|
|||
Income tax benefit (expense)
|
8,972
|
|
|
(7,120
|
)
|
|
16,092
|
|
|
226.0
|
%
|
|||
Net (loss) income
|
$
|
(24,552
|
)
|
|
$
|
21,187
|
|
|
$
|
(45,739
|
)
|
|
(215.9
|
)%
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||||||||
|
2018
|
|
% of total
|
|
2017
|
|
% of total
|
|
Change
|
|||||||||||
Clinical Solutions
|
$
|
786,839
|
|
|
74.4
|
%
|
|
$
|
249,497
|
|
|
99.0
|
%
|
|
$
|
537,342
|
|
|
215.4
|
%
|
Commercial Solutions
|
270,357
|
|
|
25.6
|
%
|
|
2,581
|
|
|
1.0
|
%
|
|
267,776
|
|
|
n/m
|
|
|||
Total service revenue
|
$
|
1,057,196
|
|
|
|
|
$
|
252,078
|
|
|
|
|
$
|
805,118
|
|
|
319.4
|
%
|
|
Three Months Ended March 31, 2018 to 2017
|
||
Change in:
|
|
|
|
Salaries, benefits, and incentive compensation
|
$
|
328,979
|
|
Facilities and IT related costs
|
27,182
|
|
|
Other
|
21,061
|
|
|
Total
|
$
|
377,222
|
|
|
Three Months Ended March 31,
|
|
|
||||||||||
|
2018
(a)
|
|
2017
(b)
|
|
Change
|
||||||||
Direct costs
|
$
|
174,412
|
|
|
$
|
2,235
|
|
|
$
|
172,177
|
|
|
n/m
|
Reimbursable out-of-pocket expenses
|
47,288
|
|
|
—
|
|
|
$
|
47,288
|
|
|
n/m
|
||
Total segment direct costs and reimbursable out-of-pocket expenses
|
$
|
221,700
|
|
|
$
|
2,235
|
|
|
$
|
219,465
|
|
|
n/m
|
Percentage of service revenue
|
21.0
|
%
|
|
0.9
|
%
|
|
20.1
|
%
|
|
|
|||
Gross margin percentage
|
18.0
|
%
|
|
13.4
|
%
|
|
4.6
|
%
|
|
|
|
Three Months Ended
|
|
|
|
|
|||||||||
|
March 31, 2018
|
|
March 31, 2017
|
|
Change
|
|||||||||
Selling, general, and administrative
|
$
|
99,259
|
|
|
$
|
44,934
|
|
|
$
|
54,325
|
|
|
120.9
|
%
|
Percentage of service revenue
|
9.4
|
%
|
|
17.8
|
%
|
|
|
|
|
|
Three Months Ended March 31, 2018 to 2017
|
||
Change in:
|
|
|
|
Salaries, benefits, and incentive compensation
|
$
|
35,617
|
|
Professional services fees
|
11,513
|
|
|
Other expenses
|
7,195
|
|
|
Total
|
$
|
54,325
|
|
|
Three Months Ended March 31,
|
||||||
|
2018
|
|
2017
|
||||
Professional fees
|
$
|
14,700
|
|
|
$
|
2
|
|
Integration and personnel retention-related costs
|
9,293
|
|
|
—
|
|
||
Contingent tax-sharing obligations fair value adjustment
|
1,194
|
|
|
—
|
|
||
Other
|
24
|
|
|
—
|
|
||
Total transaction and integration-related expenses
|
$
|
25,211
|
|
|
$
|
2
|
|
|
Three Months Ended
|
|
|
|
|
|||||||||
|
March 31, 2018
|
|
March 31, 2017
|
|
Change
|
|||||||||
Interest income
|
$
|
839
|
|
|
$
|
112
|
|
|
$
|
727
|
|
|
649.1
|
%
|
Interest expense
|
(31,736
|
)
|
|
(3,100
|
)
|
|
(28,636
|
)
|
|
(923.7
|
)%
|
|||
Loss on extinguishment of debt
|
(248
|
)
|
|
—
|
|
|
(248
|
)
|
|
(100.0
|
)%
|
|||
Other expense, net
|
(12,554
|
)
|
|
(3,457
|
)
|
|
(9,097
|
)
|
|
(263.1
|
)%
|
|||
Total other expense, net
|
$
|
(43,699
|
)
|
|
$
|
(6,445
|
)
|
|
$
|
(37,254
|
)
|
|
(578.0
|
)%
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Balance sheet statistics:
|
|
|
|
||||
Cash and cash equivalents
(a)
|
$
|
186,719
|
|
|
$
|
321,262
|
|
Working capital (excluding restricted cash)
|
107,916
|
|
|
261,903
|
|
|
Three Months Ended
|
|
|
||||||||
|
March 31, 2018
|
|
March 31, 2017
|
|
Change
|
||||||
Net cash (used in) provided by operating activities
|
$
|
(46,985
|
)
|
|
$
|
75,699
|
|
|
$
|
(122,684
|
)
|
Net cash used in investing activities
|
(21,286
|
)
|
|
(10,571
|
)
|
|
(10,715
|
)
|
|||
Net cash used in financing activities
|
(69,877
|
)
|
|
(6,020
|
)
|
|
(63,857
|
)
|
•
|
Enhanced the risk assessment process to take into account risks associated with the new revenue standard.
|
•
|
Added controls that address risks associated with the five-step model for recording revenue, including the revision of our contract review controls.
|
Period
|
|
Total number of shares purchased
|
|
Average price paid per share
|
|
Total number of shares purchased as part of publicly announced plans or programs
|
|
Approximate dollar value of shares that may yet be purchased under the plans or programs
|
||||||
|
|
(in thousands, except share and per share data)
|
||||||||||||
January 1, 2018 - January 31, 2018
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
February 1, 2018 - February 28, 2018
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
250,000
|
|
March 1, 2018 - March 31, 2018
|
|
948,100
|
|
|
$
|
39.55
|
|
|
948,100
|
|
|
$
|
212,507
|
|
|
|
948,100
|
|
|
|
|
948,100
|
|
|
|
|
|
|
Incorporated by Reference (Unless Otherwise Indicated)
|
|||
Exhibit Number
|
|
Exhibit Description
|
Form
|
File No.
|
Exhibit
|
Filing Date
|
3.1
|
|
8-K
|
001-36730
|
3.1
|
January 8, 2018
|
|
3.2
|
|
8-K
|
001-36730
|
3.2
|
January 8, 2018
|
|
10.1
|
|
8-K
|
001-36730
|
10.1
|
May 7, 2018
|
|
10.2#
|
|
8-K
|
001-36730
|
10.1
|
January 3, 2018
|
|
10.3#
|
|
—
|
—
|
—
|
Filed herewith
|
|
10.4#
|
|
—
|
—
|
—
|
Filed herewith
|
|
10.5#
|
|
—
|
—
|
—
|
Filed herewith
|
|
10.6#
|
|
—
|
—
|
—
|
Filed herewith
|
|
10.7#
|
|
—
|
—
|
—
|
Filed herewith
|
|
10.8#
|
|
—
|
—
|
—
|
Filed herewith
|
|
31.1
|
|
—
|
—
|
—
|
Filed herewith
|
|
31.2
|
|
—
|
—
|
—
|
Filed herewith
|
|
32.1
|
|
—
|
—
|
—
|
Furnished herewith
|
|
32.2
|
|
—
|
—
|
—
|
Furnished herewith
|
|
101.INS
|
|
XBRL Instance Document.
|
—
|
—
|
—
|
Filed herewith
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
—
|
—
|
—
|
Filed herewith
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
—
|
—
|
—
|
Filed herewith
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
—
|
—
|
—
|
Filed herewith
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.
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—
|
—
|
—
|
Filed herewith
|
101.PRE
|
|
Taxonomy Extension Presentation Linkbase Document.
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—
|
—
|
—
|
Filed herewith
|
|
|
|
|
|
SYNEOS HEALTH, INC.
|
|
|
|
Date: May 8, 2018
|
|
/s/ Jason Meggs
|
|
|
Jason Meggs
|
|
|
Chief Financial Officer (Principal Financial and Accounting Officer)
|
|
|
|
Incorporated by Reference (Unless Otherwise Indicated)
|
|||
Exhibit Number
|
|
Exhibit Description
|
Form
|
File No.
|
Exhibit
|
Filing Date
|
3.1
|
|
Certificate of Amendment of Certificate of Incorporation
of Syneos Health, Inc.
|
8-K
|
001-36730
|
3.1
|
January 8, 2018
|
3.2
|
|
Amended and Restated Bylaws of Syneos Health, Inc.
|
8-K
|
001-36730
|
3.2
|
January 8, 2018
|
10.1
|
|
Amendment No. 1 to the Credit Agreement, dated as of May 4, 2018, among Syneos Health, Inc., the lenders party thereto, Credit Suisse AG, Cayman Islands Branch, as Administrative Agent, and each of the other parties thereto.
|
8-K
|
001-36730
|
10.1
|
May 7, 2018
|
10.2#
|
|
Letter Agreement, dated January 3, 2018, between INC
Research Holdings, Inc. and Gregory S. Rush.
|
8-K
|
001-36730
|
10.1
|
January 3, 2018
|
10.3#
|
|
Executive Employment Agreement, effective April 8, 2014, by and between INC Research, LLC and Jason Meggs.
|
—
|
—
|
—
|
Filed herewith
|
10.4#
|
|
Letter Agreement, dated March 20, 2018, by and among Syneos Health, Inc. and Jason Meggs.
|
—
|
—
|
—
|
Filed herewith
|
10.5#
|
|
Letter Agreement, effective May 6, 2018, by and among Syneos Health, Inc. and Jason Meggs.
|
—
|
—
|
—
|
Filed herewith
|
10.6#
|
|
Form of Performance-Based Restricted Stock Unit Award Agreement under the INC Research Holdings, Inc. 2014 Equity Incentive Plan.
|
—
|
—
|
—
|
Filed herewith
|
10.7#
|
|
Form of Global Restricted Stock Unit Award Agreement under the INC Research Holdings, Inc. 2014 Equity Incentive Plan for the Chief Executive Officer.
|
—
|
—
|
—
|
Filed herewith
|
10.8#
|
|
Form of Global Restricted Stock Unit Award Agreement under the INC Research Holdings, Inc. 2014 Equity Incentive Plan for the Chief Financial Officer.
|
—
|
—
|
—
|
Filed herewith
|
31.1
|
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
—
|
—
|
—
|
Filed herewith
|
31.2
|
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
—
|
—
|
—
|
Filed herewith
|
32.1
|
|
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
—
|
—
|
—
|
Furnished herewith
|
32.2
|
|
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
—
|
—
|
—
|
Furnished herewith
|
101.INS
|
|
XBRL Instance Document.
|
—
|
—
|
—
|
Filed herewith
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
—
|
—
|
—
|
Filed herewith
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
—
|
—
|
—
|
Filed herewith
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
—
|
—
|
—
|
Filed herewith
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
—
|
—
|
—
|
Filed herewith
|
101.PRE
|
|
Taxonomy Extension Presentation Linkbase Document.
|
—
|
—
|
—
|
Filed herewith
|
1 Year Syneos Health Chart |
1 Month Syneos Health Chart |
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