PRAH PRA Health Sciences Inc

PRA Health Sciences, Inc. (“PRA,” "we," "us" or the “Company”) (NASDAQ: PRAH) today reported financial results for the quarter ended September 30, 2020.

"I am very appreciative of the effort and focus of all of our employees despite the difficult health circumstances in the world today. As a result of this commitment, I am very pleased to report revenue and earnings that were significantly better than the guidance we provided in August and an increase to our 2020 guidance. I am also happy to report another quarter of record level gross and net new business awards," said Colin Shannon, PRA's President and Chief Executive Officer. "Although we continue to experience challenges with the pandemic, we believe we will finish 2020 strong and are well-positioned for 2021."

Net new business for our Clinical Research segment for the three months ended September 30, 2020 excluding reimbursement revenue was $737.9 million, representing a net book-to-bill ratio of 1.28 for the period. Net new business for our Clinical Research segment for the three months ended September 30, 2020 including reimbursement revenue was $986.0 million, representing a net book-to-bill of 1.35 for the period. Consistent with the prior quarters, we did not experience any material COVID-19 related cancellations during the third quarter. Net new business, excluding reimbursement revenue, contributed to an ending backlog at  September 30, 2020 of $5.1 billion, an increase of 11.0% year over year and 3.7% sequentially.

For the three months ended September 30, 2020, revenue was $796.3 million, which represents an increase of 2.0%, or $15.6 million, compared to the three months ended September 30, 2019 at actual foreign exchange rates. On a constant currency basis, revenue increased $10.3 million, an increase of 1.3% compared to the third quarter of 2019. By segment, the Clinical Research segment generated revenues of $732.1 million, while the Data Solutions segment generated revenues of $64.2 million. The increase in revenue for the quarter was attributable to increased billable hours offset by a decrease in the reimbursable portion of revenue, which was impacted by the continued disruption from the COVID-19 pandemic.

Direct costs, exclusive of depreciation and amortization, were $412.1 million during the three months ended September 30, 2020 compared to $389.3 million for the three months ended September 30, 2019 at actual foreign exchange rates. On a constant currency basis, direct costs increased $21.4 million compared to the third quarter of 2019. The increase in direct costs continues to be driven by increased labor costs in our Clinical Research segment and increased data costs in our Data Solutions segment. Direct costs were 51.7% of revenue during the third quarter of 2020 compared to 49.9% of revenue during the third quarter of 2019.

Selling, general and administrative expenses were $115.4 million during the three months ended September 30, 2020 compared to $95.5 million for the three months ended September 30, 2019. Selling, general and administrative costs were 14.5% of revenue during the third quarter of 2020 compared to 12.2% of revenue during the third quarter of 2019.

GAAP net income was $91.3 million for the three months ended September 30, 2020, or $1.41 per share on a diluted basis, compared to GAAP net income of $83.0 million for the three months ended September 30, 2019, or $1.25 per share on a diluted basis.

EBITDA was $148.3 million for the three months ended September 30, 2020, representing an increase of 15.3% compared to the three months ended September 30, 2019. Adjusted EBITDA was $132.3 million for the three months ended September 30, 2020, representing a decrease of 4.0% compared to the three months ended September 30, 2019.

Adjusted net income was $84.1 million for the three months ended September 30, 2020, representing a decrease of 3.6% compared to the three months ended September 30, 2019. Adjusted net income per diluted share was $1.30 for the three months ended September 30, 2020, representing a decrease of 1.5% compared to the three months ended September 30, 2019.

Nine Months Ended September 30, 2020 Financial Highlights

For the nine months ended September 30, 2020, revenue was $2,309.9 million, which represents an increase of 1.9%, or $43.9 million, compared to the nine months ended September 30, 2019 at actual foreign exchange rates. On a constant currency basis, revenue increased $48.5 million, representing an increase of 2.1% compared to the nine months ended September 30, 2019.

Reported GAAP income from operations was $231.0 million, reported GAAP net income was $145.8 million and reported GAAP net income per diluted share was $2.26 for the nine months ended September 30, 2020.

Adjusted Net Income was $206.7 million for the nine months ended September 30, 2020, a decrease of 14.7% compared to the same period in 2019. Adjusted Net Income per diluted share was $3.20 for the nine months ended September 30, 2020, down 12.1% compared to the same period in 2019.

Guidance

The full extent of the COVID-19 pandemic and its impact on our fourth quarter operations continues to remain uncertain. Specifically, the duration of the pandemic, the geographic location of specific outbreaks, and the length and scope of travel restrictions and business closures imposed by the governments of impacted countries could impact our financial results in the fourth quarter of 2020. These uncertainties could impact the assumptions used in the Company’s 2020 guidance if they result in business interruptions, such as the closure of our Phase I clinics, a slowdown in recruitment activities, or limited access to sites worldwide. However, the Company has used its best efforts to estimate the impact of COVID-19 on its business and the resulting impact on financial performance for the remainder of the year.

For full year 2020, the Company expects to achieve total revenues between $3.120 billion and $3.150 billion, GAAP net income per diluted share between $3.23 and $3.35 and adjusted net income per diluted share between $4.61 and $4.71, with an expected effective income tax rate of 23%.

Our actual effective tax rate may differ from our estimate due to, among other things, changes in the geographic allocation of our pre-tax income as well as changes in interpretations, analysis, and additional guidance that may be issued by regulatory agencies.

Our guidance assumes a EURO rate of 1.15 and a GBP rate of 1.30. All other foreign currency exchange rates are as of September 30, 2020.

A reconciliation of our non-GAAP measures, EBITDA, adjusted EBITDA, adjusted net income, adjusted net income per diluted share and our full year guidance to the corresponding GAAP measures is included in this press release.

Conference Call Details

PRA will host a conference call at 9:00 a.m. ET on November 5, 2020, to discuss the contents of this release and other relevant topics. To participate, please dial (877) 930-8062 within the United States or (253) 336-7647 outside the United States approximately 10 minutes before the scheduled start of the call. The conference ID for the call is 6797898. The conference call will also be accessible, live via audio broadcast, on the Investor Relations section of the PRA website at investor.prahs.com. A replay of the conference call will be available online at investor.prahs.com. In addition, an audio replay of the call will be available for one week following the call and can be accessed by dialing (855) 859-2056 within the United States or (404) 537-3406 outside the United States. The replay ID is 6797898.

Additional Information

A financial supplement with third quarter 2020 results, which should be read in conjunction with this press release, may be found in the Investor Relations section of our website at investor.prahs.com in a document titled “Q3 2020 Earnings Presentation.”

About PRA Health Sciences

PRA (NASDAQ: PRAH) 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. PRA’s integrated services include data management, statistical analysis, clinical trial management, and regulatory and drug development consulting. PRA’s global operations span more than 90 countries across North America, Europe, Asia, Latin America, Africa, Australia and the Middle East, and more than 17,500 employees. Since 2000, PRA has participated in more than 4,000 clinical trials. In addition, PRA has participated in the pivotal or supportive trials that led to U.S. Food and Drug Administration or international regulatory approval of more than 95 products. To learn more about PRA, please visit www.prahs.com.

Internet Posting of Information: The Company routinely posts information that may be important to investors in the "Investor Relations" section of the Company’s website at www.prahs.com. The Company encourages investors and potential investors to consult the Company’s website regularly for important information about the Company.

Contacts: 

Helen O’Donnell Solebury TroutManaging Director 203.428.3213 InvestorRelations@prahs.com or hodonnell@soleburytrout.com

Forward-Looking Statements

This press release contains forward-looking statements that reflect, among other things, the Company’s current expectations and anticipated results of operations, all of which are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements, market trends or industry results to differ materially from those expressed or implied by such forward-looking statements. For this purpose, any statements contained herein that are not statements of historical fact may constitute forward-looking statements. Without limiting the foregoing, words such as “anticipates,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “may,” “plans,” “projects,” “should,” “targets,” “will” and the negative thereof and similar words and expressions are intended to identify forward-looking statements. Actual results may differ materially from the Company’s expectations due to a number of factors, including that the current COVID-19 pandemic has adversely affected and may continue to affect adversely our business and results of operations; most of the Company’s contracts may be terminated on short notice and that the Company may be unable to maintain large customer contracts or to enter into new contracts; the Company may underprice contracts, overrun its cost estimates, or fail to receive approval for, or experience delays in, documenting change orders; the historical indications of the relationship of backlog to revenues may not be indicative of their future relationship; the Company may be unable to attract suitable investigators and patients for its clinical trials; the Company could be subject to employment liability with its embedded and functional outsourcing solutions as it places employees at the physical workplaces of its clients; the Company may lose key personnel or be unable to recruit and retain experienced personnel; the Company may be unable to maintain information systems or effectively update them; a failure or breach of the Company’s IT systems could result in customer information being compromised or otherwise significantly disrupt the Company’s business operations; client or therapeutic concentration or competition among clients could harm the Company’s business; if the Company does not keep pace with rapid technological changes, its services may become less competitive or obsolete; the Company may be unable to successfully identify, acquire and integrate businesses, services and technologies or to manage joint ventures; the Company’s business is subject to economic, political and other risks associated with international operations, including foreign currency exchange rate fluctuations; the Company may be exposed to liabilities under anti-corruption laws due to the global nature of its business; the Company’s failure to perform services in accordance with contractual requirements, certain laws and regulatory standards, and ethical considerations may subject it to significant costs or liability, damage its reputation and cause it to lose existing business or not receive new business; the Company’s services are related to treatment of human patients, and it could face liability if a patient is harmed; the Company’s relationships with existing or potential clients who are in competition with each other may adversely impact the degree to which other clients or potential clients use its services; the Company may be unable to compete effectively with other players in the biopharmaceutical services industry; changes in accounting standards may adversely affect the Company’s financial statements; the Company’s effective income tax rate may fluctuate which may adversely affect its operations, earnings, and earnings per share; the Company may not realize the full value of its goodwill and intangible assets, and may be unable to use net operating loss carry-forwards; the Company’s suppliers may increase its costs to obtain, restrict its use of or refuse to license its data, or the Company may otherwise be unable to continue to obtain products, services and licenses from third parties; the Company may be unable to protect its intellectual property; patent and other intellectual property litigation could be time-consuming and costly; biopharmaceutical industry outsourcing trends could change and adversely affect the Company’s operations and growth rate; government regulators or customers may limit the scope of prescriptions or withdraw products from the market; the U.S. and international healthcare industry is subject to political, economic and/or regulatory influences and changes, such as healthcare reform; current and proposed laws and regulations regarding the protection of personal data could result in increased risks of liability or increased cost or could limit the Company’s service offerings; the Company has substantial indebtedness, some of which have interest rates pricing using a spread over LIBOR, and may incur additional indebtedness in the future, which could adversely affect the Company’s financial condition; circumstances beyond the Company’s control could cause industry-wide reduction in demand for its services; and other factors that are set forth in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K filed with the SEC on February 21, 2020. The forward-looking statements in this release speak only as of the date hereof, and the Company undertakes no obligation to update any such statement after the date of this release, whether as a result of new information, future developments or otherwise, except as may be required by applicable law.

Use of Non-GAAP Financial Measures

This press release includes EBITDA, adjusted EBITDA, adjusted net income and adjusted net income per diluted share, each of which are financial measures not prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). Management believes that these measures provide useful supplemental information to management and investors regarding our operating results as they exclude certain items whose fluctuation from period- to- period do not necessarily correspond to changes in the operating results of our business. As a result, management and our board of directors regularly use EBITDA and adjusted EBITDA as a tool in evaluating our operating and financial performance and in establishing discretionary annual bonuses. Adjusted EBITDA is also the basis for covenant compliance EBITDA, which is used in certain covenants in the credit agreement governing our senior secured credit facilities. In addition, management believes that EBITDA, adjusted EBITDA and adjusted net income (including adjusted net income per share on a diluted basis) facilitate comparisons of our operating results with those of other companies by backing out of GAAP net income items relating to variations in capital structures (affecting interest expense), taxation, and the age and book depreciation of facilities and equipment (affecting relative depreciation expense), which may vary for different companies for reasons unrelated to operating performance. We believe that EBITDA, adjusted EBITDA and adjusted net income (including adjusted net income per share on a diluted basis) are frequently used by securities analysts, investors, and other interested parties in the evaluation of issuers, many of which also present EBITDA, adjusted EBITDA and adjusted net income (including adjusted net income per share on a diluted basis) when reporting their results in an effort to facilitate an understanding of their operating results.

These non-GAAP financial measures have limitations as analytical tools, and you should not consider these measures in isolation, or as a substitute for analysis of our results as reported under GAAP. Additionally, because not all companies use identical calculations, these presentations of EBITDA, adjusted EBITDA and adjusted net income (including adjusted net income per share on a diluted basis) may not be comparable to similarly titled measures of other companies.

EBITDA represents net income before interest, taxes, depreciation and amortization. Adjusted EBITDA and adjusted net income (including adjusted net income per share on a diluted basis) represent EBITDA and net income (including diluted net income per share), respectively, adjusted to exclude stock-based compensation expense, loss (gain) on disposal of fixed assets, loss on modification or extinguishment of debt, foreign currency losses (gains), other non-operating expense (income), equity in (gains) losses of unconsolidated joint ventures, transaction-related costs, acquisition-related costs, severance costs and restructuring charges, prior year foreign research and development credits, lease termination expense,  non-cash rent adjustment, adjustment to reflect amounts attributable to noncontrolling interest and other charges. Adjusted net income is also adjusted to exclude amortization of intangible assets, amortization of terminated interest rate swaps, and amortization of deferred financing costs. EBITDA, adjusted EBITDA and adjusted net income are not measurements of our financial performance under GAAP and should not be considered as alternatives to net income or other performance measures derived in accordance with GAAP or as alternatives to cash flow from operating activities as measures of our liquidity. EBITDA, adjusted EBITDA and adjusted net income have limitations as analytical tools, and you should not consider such measures either in isolation or as substitutes for analyzing our results as reported under GAAP.

Some of these limitations are:

• EBITDA and adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs;
• EBITDA and adjusted EBITDA do not reflect our interest expense, or the cash requirements necessary to service interest or principal payments, on our debt;
• EBITDA and adjusted EBITDA do not reflect our tax expense or the cash requirements to pay our taxes;
• EBITDA and adjusted EBITDA do not reflect historical capital expenditures or future requirements for capital expenditures or contractual commitments;
• although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and adjusted EBITDA do not reflect any cash requirements for such replacements; and
• other companies in our industry may calculate EBITDA and adjusted EBITDA differently, limiting their usefulness as comparative measures.

Because of these limitations, EBITDA and adjusted EBITDA should not be considered as discretionary cash available to us to reinvest in the growth of our business or as a measure of cash that will be available to us to meet our obligations.

Constant Currency

Constant currency comparisons are based on translating local currency amounts in the current year period at actual foreign exchange rates for the prior year. The Company routinely evaluates its financial performance on a constant currency basis in order to facilitate period-to-period comparisons without regard to the impact of changing foreign currency exchange rates.

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS  (in thousands, except per share amounts) (unaudited)

	Three Months Ended September 30,								Nine Months Ended September 30,
	2020				2019				2020				2019
Revenue	$	796,307			$	780,691			$	2,309,907			$	2,266,022
Operating expenses:
Direct costs (exclusive of depreciation and amortization expense)	412,076				389,304				1,211,278				1,153,441
Reimbursable expenses	156,389				169,965				481,497				471,682
Selling, general and administrative expenses	115,409				95,542				332,346				291,439
Transaction-related costs	(45,074		)		572				(44,465		)		572
Depreciation and amortization expense	33,315				29,264				98,078				85,462
Loss on disposal of fixed assets, net	32				256				207				900
Income from operations	124,160				95,788				230,966				262,526
Interest expense, net	(10,721		)		(12,974		)		(36,102		)		(37,834		)
Loss on modification or extinguishment of debt	—				(1,855		)		—				(1,855		)
Foreign currency (losses) gains, net	(9,128		)		5,408				(12,036		)		1,864
Other (expense) income, net	(1		)		15				(1		)		(66		)
Income before income taxes	104,310				86,382				182,827				224,635
Provision for income taxes	13,058				3,375				37,041				56,317
Net income	91,252				83,007				145,786				168,318
Net income attributable to noncontrolling interest	—				—				—				(99		)
Net income attributable to PRA Health Sciences, Inc.	$	91,252			$	83,007			$	145,786			$	168,219
Net income per share attributable to common stockholders:
Basic	$	1.44			$	1.28			$	2.31			$	2.58
Diluted	$	1.41			$	1.25			$	2.26			$	2.53
Weighted average common shares outstanding:
Basic	63,447				64,771				63,184				65,096
Diluted	64,874				66,213				64,558				66,607

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (in thousands, except share amounts) (unaudited)

	September 30,				December 31,
	2020				2019
ASSETS
Current assets:
Cash and cash equivalents	$	336,228			$	236,232
Restricted cash	—				38
Accounts receivable and unbilled services, net of allowance for credit losses of $3,236 at September 30, 2020	708,810				658,517
Other current assets	89,261				90,780
Total current assets	1,134,299				985,567
Fixed assets, net	191,798				180,716
Operating lease right-of-use assets	178,514				186,343
Goodwill	1,672,409				1,502,756
Intangible assets, net	613,023				638,577
Other assets	49,171				50,471
Total assets	$	3,839,214			$	3,544,430
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of borrowings under credit facilities	$	—			$	88,800
Current portion of long-term debt	25,000				25,000
Accounts payable	31,873				55,293
Accrued expenses and other current liabilities	324,082				304,799
Current portion of operating lease liabilities	38,627				37,603
Advanced billings	580,158				505,714
Total current liabilities	999,740				1,017,209
Long-term debt, net	1,255,969				1,140,178
Long-term portion of operating lease liabilities	161,309				172,370
Deferred tax liabilities	47,794				78,511
Other long-term liabilities	49,136				46,171
Total liabilities	2,513,948				2,454,439
Commitments and contingencies
Stockholders' equity:
Preferred stock (100,000,000 authorized shares; $0.01 par value)
Issued and outstanding -- none	—				—
Common stock (1,000,000,000 authorized shares; $0.01 par value)
Issued and outstanding -- 64,100,349 and 63,491,550 at September 30, 2020 and December 31, 2019, respectively	641				635
Additional paid-in capital	1,089,115				1,006,182
Accumulated other comprehensive loss	(153,558		)		(160,108		)
Retained earnings	389,068				243,282
Total stockholders' equity	1,325,266				1,089,991
Total liabilities and stockholders' equity	$	3,839,214			$	3,544,430

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (in thousands) (unaudited)

	Nine Months Ended September 30,
	2020				2019
Cash flows from operating activities:
Net income	$	145,786			$	168,318
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense	98,078				85,462
Amortization of debt issuance costs	1,266				1,364
Amortization of terminated interest rate swaps	4,559				4,960
Stock-based compensation expense	50,613				30,407
Change in fair value of acquisition-related contingent consideration	(44,500		)		—
Unrealized foreign currency losses (gains), net	17,413				(7,773		)
Deferred income tax benefit	(32,067		)		(25,408		)
Other reconciling items	8,221				792
Changes in operating assets and liabilities, net of acquired assets and assumed liabilities:
Accounts receivable, unbilled services and advanced billings	20,890				(104,589		)
Other operating assets and liabilities	(3,156		)		(4,289		)
Payment of acquisition-related contingent consideration	—				(83,249		)
Net cash provided by operating activities	267,103				65,995
Cash flows from investing activities:
Purchase of fixed assets	(54,024		)		(61,210		)
(Cash paid) proceeds received for interest on interest rate swap, net	(6,414		)		1,076
Distributions from unconsolidated joint ventures	—				418
Proceeds from the sale of fixed assets	29				26
Acquisition of Care Innovations, Inc., net of cash acquired	(158,824		)		—
Net cash used in investing activities	(219,233		)		(59,690		)
Cash flows from financing activities:
Repurchase and retirement of common stock	—				(300,000		)
Borrowings on accounts receivable financing agreement	—				30,000
Borrowings on line of credit	100,000				40,000
Proceeds from issuance of long-term debt	—				300,000
Repayments of line of credit	(55,000		)		(40,000		)
Repayments of long-term debt	(18,750		)		(25,000		)
Acquisition of noncontrolling interest	—				(4,138		)
Proceeds from stock issued under employee stock purchase plan and stock option exercises	29,741				30,180
Payments for debt issuance costs	(470		)		—
Net cash provided by financing activities	55,521				31,042
Effects of foreign exchange changes on cash, cash equivalents, and restricted cash	(3,433		)		(266		)
Change in cash, cash equivalents, and restricted cash	99,958				37,081
Cash, cash equivalents, and restricted cash, beginning of period	236,270				144,709
Cash, cash equivalents, and restricted cash, end of period	$	336,228			$	181,790

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES RECONCILIATION OF NON-GAAP MEASURES (in thousands, except per share amounts) (unaudited)

	Three Months Ended September 30,								Nine Months Ended September 30,
	2020				2019				2020				2019
Net income attributable to PRA Health Sciences, Inc.	$	91,252			$	83,007			$	145,786			$	168,219
Depreciation and amortization expense	33,315				29,264				98,078				85,462
Interest expense, net	10,721				12,974				36,102				37,834
Provision for income taxes	13,058				3,375				37,041				56,317
EBITDA	148,346				128,620				317,007				347,832
Stock-based compensation expense (a)	19,343				11,244				50,613				30,407
Loss on disposal of fixed assets, net (b)	32				256				207				900
Foreign currency losses (gains), net (c)	9,128				(5,408		)		12,036				(1,864		)
Other non-operating expense (income), net (d)	1				(15		)		1				66
Transaction-related costs (e)	(45,074		)		572				(44,465		)		572
Acquisition-related costs (f)	332				654				1,577				4,334
Lease termination expense (g)	—				—				—				(266		)
Non-cash rent adjustment (h)	(650		)		16				(70		)		322
Loss on modification or extinguishment of debt (j)	—				1,855				—				1,855
Other charges (i)	891				—				2,641				—
Non-operating income attributable to noncontrolling interest	—				—				—				190
Adjusted EBITDA	$	132,349			$	137,794			$	339,547			$	384,348
Net income attributable to PRA Health Sciences, Inc.	$	91,252			$	83,007			$	145,786			$	168,219
Provision for income taxes	13,058				3,375				37,041				56,317
Amortization of intangible assets	19,032				17,090				57,190				51,433
Amortization of deferred financing costs	424				462				1,266				1,364
Amortization of terminated interest rate swaps	1,432				1,671				4,559				4,960
Stock-based compensation expense (a)	19,343				11,244				50,613				30,407
Loss on disposal of fixed assets, net (b)	32				256				207				900
Foreign currency losses (gains), net (c)	9,128				(5,408		)		12,036				(1,864		)
Other non-operating expense (income), net (d)	1				(15		)		1				66
Transaction-related costs (e)	(45,074		)		572				(44,465		)		572
Acquisition-related costs (f)	332				654				1,577				4,334
Lease termination expense (g)	—				—				—				(266		)
Non-cash rent adjustment (h)	(650		)		16				(70		)		322
Loss on modification or extinguishment of debt (j)	—				1,855				—				1,855
Other charges (i)	891				—				2,641				—
Non-operating income attributable to noncontrolling interest	—				—				—				190
Adjusted pre-tax income	109,201				114,779				268,382				318,809
Adjusted tax expense (j)	(25,116		)		(27,546		)		(61,729		)		(76,515		)
Adjusted net income	$	84,085			$	87,233			$	206,653			$	242,294
Diluted weighted average common shares outstanding	64,874				66,213				64,558				66,607
Adjusted net income per diluted share	$	1.30			$	1.32			$	3.20			$	3.64

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES RECONCILIATION OF GAAP TO NON-GAAP GUIDANCE (in millions, except per share amounts) (unaudited)

	FY 2020
	Low					High
Total Revenue	$	3,120.0				$	3,150.0
	FY 2020
	Adjusted Net Income										Adjusted Diluted Earnings Per Share
	Low					High					Low					High
Net income and net income per diluted share	$	209.0				$	217.0				$	3.23				$	3.35
Adjustments:
Provision for income taxes	56.0					58.0					0.86					0.90
Amortization of intangible assets	76.0					76.0					1.17					1.17
Amortization of deferred financing costs	2.0					2.0					0.03					0.03
Amortization of terminated interest rate swaps	4.0					4.0					0.06					0.06
Stock-based compensation expense (a)	69.0					69.0					1.07					1.07
Foreign currency losses, net (c)	12.0					12.0					0.19					0.19
Transaction-related costs (e)	(45.0			)		(45.0			)		(0.70			)		(0.70			)
Acquisition-related costs (f)	2.0					2.0					0.03					0.03
Other charges (i)	3.0					3.0					0.05					0.05
Adjusted pre-tax income	388.0					398.0					5.99					6.15
Adjusted tax expense (j)	(89.0			)		(93.0			)		(1.38			)		(1.44			)
Adjusted net income and adjusted net income per diluted share	$	299.0				$	305.0				$	4.61				$	4.71

(a) Stock-based compensation expense represents the amount of recurring non-cash expense related to the Company’s equity compensation programs.(b) Loss on disposal of fixed assets represents the costs incurred in connection with the sale or disposition of fixed assets, primarily IT equipment and furniture and fixtures. We exclude these losses from adjusted EBITDA and adjusted net income because they result from investing decisions rather than from decisions made related to our ongoing operations.(c) Foreign currency gains (losses), net primarily relates to gains or losses that arise in connection with the revaluation of short-term inter-company balances between our domestic and international subsidiaries. In addition, this amount includes gains or losses from foreign currency transactions, such as those resulting from the settlement of third-party accounts receivable and payables denominated in a currency other than the local currency of the entity making the payment. We exclude these gains and losses from adjusted EBITDA and adjusted net income because they result from financing decisions rather than from decisions made related to our ongoing operations and because fluctuations from period- to- period do not necessarily correspond to changes in our operating results.(d) Other non-operating expense, net represents income and expense that are non-operating and whose fluctuations from period- to- period do not necessarily correspond to changes in our operating results.(e) Transaction-related costs include fees associated with costs associated with acquisition related earn-out liabilities, our secondary offerings, stock-based compensation expense related to the transfer restrictions on vested options, the amendment to our accounts receivable financing agreement, and expenses associated with our acquisitions.(f) Acquisition-related costs primarily consist of professional fees, rebranding costs, the elimination of redundant facilities and any other costs incurred directly related to the integration of these acquisitions.(g) Lease termination expense represents charges incurred in connection with the termination of leases at locations that are no longer being used by the Company.(h) We have escalating leases that require the amortization of rent expense on a straight-line basis over the life of the lease. The non-cash rent adjustment represents the difference between rent expense recorded in the consolidated statement of operations and the amount of cash actually paid.(i) Represents charges incurred that are not considered part of our core operating results.(j) Represents the tax effect of adjusted pre-tax income at our estimated effective tax rate.