QUINTILES IMS HOLDINGS, INC. (NYSE:Q) Files An 8-K Entry into a Material Definitive Agreement
Item1.01
| Entry into a Material Definitive Agreement. |
On May24, 2017, Quintiles IMS Holdings, Inc. (the Company)
entered into an underwriting agreement (the Underwriting
Agreement) with Morgan Stanley Co. LLC (the Underwriter) and
certain selling stockholders named therein (the Selling
Stockholders). to the Underwriting Agreement, the Selling
Stockholders agreed to sell 10,571,003 shares of the Companys
common stock, $0.01 par value per share (the Common Stock), to
the Underwriter at a price of $84.01 per share. Also to the
Underwriting Agreement, the Company purchased from the
Underwriter 3,571,003 shares of the Common Stock that were sold
by certain Selling Stockholders in the offering, at a per-share
purchase price equal to the per-share purchase price paid by the
Underwriter to the Selling Stockholders, resulting in an
aggregate purchase price of approximately $300 million (the
Repurchase). The Repurchase was funded with cash on hand and
borrowings from the Companys revolving credit facility.
The Underwriting Agreement contains customary representations,
warranties, and covenants of the Company and also provides for
customary indemnification by each of the Company, the Selling
Stockholders, and the Underwriter against certain liabilities and
customary contribution provisions in respect of those
liabilities.
The sale of the Common Stock by the Selling Stockholders was made
to the Companys Registration Statement on Form S-3 (Registration
No.333-218209), including a final prospectus supplement dated
May24, 2017 to the prospectus contained therein dated May24,
2017, filed by the Company with the Securities and Exchange
Commission to Rule 424(b)(7) under the Securities Act of 1933, as
amended. The sale of the Common Stock closed on May31, 2017.
The foregoing description of the Underwriting Agreement is
qualified in its entirety by reference to the Underwriting
Agreement, a copy of which is attached hereto as Exhibit 1.1 and
incorporated herein by reference.
| Item9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
See the Exhibit Index attached hereto.
About QUINTILES IMS HOLDINGS, INC. (NYSE:Q)
Quintiles IMS Holdings Inc, formerly Quintiles Transnational Holdings Inc., is a provider of biopharmaceutical development services and commercial outsourcing services. It is engaged in the development and commercialization of pharmaceutical therapies. Its segments include Product Development and Integrated Healthcare Services. Its Product Development segment is a contract research organization and is focused on Phase II-IV clinical trials and associated laboratory and analytical activities. The Integrated Healthcare Services segment includes commercial pharmaceutical sales and service organizations, and provides services, including commercial services, such as contract pharmaceutical sales forces, and healthcare business services for the healthcare sector, such as phase research, market access and consulting, health information analytics and technology consulting, and other healthcare solutions. QUINTILES IMS HOLDINGS, INC. (NYSE:Q) Recent Trading Information
QUINTILES IMS HOLDINGS, INC. (NYSE:Q) closed its last trading session up +1.01 at 86.44 with 884,026 shares trading hands.
