0001060955-22-000021 | 6-K | XBRL Viewer

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Cover	6 Months Ended
Cover	Jun. 30, 2022
Cover [Abstract]
Document Type	6-K
Document Fiscal Year Focus	2022
Entity Registrant Name	ICON plc
Amendment Flag	false
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001060955
Current Fiscal Year End Date	--12-31
Document Period End Date	Jun. 30, 2022

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Current Assets:
Cash and cash equivalents	$ 614,918	$ 752,213
Available for sale investments	1,712	1,712
Accounts receivable, net of allowance for credit losses	1,357,268	1,342,770
Unbilled revenue	709,477	623,121
Other receivables	63,838	56,760
Prepayments and other current assets	130,977	114,323
Income taxes receivable	52,132	50,299
Total current assets	2,930,322	2,941,198
Non-current Assets:
Property, plant and equipment, net	313,110	336,444
Goodwill	8,970,283	9,037,931
Intangible assets	4,508,453	4,710,843
Operating right-of-use assets	160,417	198,123
Other receivables	53,236	70,557
Income taxes receivable	18,838	18,637
Deferred tax asset	54,051	48,392
Equity method investments	731	2,373
Investments in equity- long term	26,891	22,592
Total Assets	17,036,332	17,387,090
Current Liabilities:
Accounts payable	77,648	90,764
Unearned revenue	1,191,778	1,323,961
Other liabilities	1,118,975	949,629
Income taxes payable	38,223	59,433
Current bank credit lines and loan facilities	55,150	55,150
Total current liabilities	2,481,774	2,478,937
Non-current Liabilities:
Non-current bank credit lines and loan facilities	4,990,500	5,381,162
Lease liabilities	147,300	159,483
Non-current other liabilities	38,223	42,596
Non-current income taxes payable	216,942	172,109
Deferred tax liability	1,015,580	1,085,976
Commitments and contingencies	0	0
Total Liabilities	8,890,319	9,320,263
Shareholders' Equity:
Ordinary shares, par value 6 euro cents per share; 100,000,000 shares authorized, 81,526,607 shares issued and outstanding at June 30, 2022 and 81,554,683 shares issued and outstanding at December 31, 2021	6,637	6,640
Additional paid-in capital	6,787,365	6,733,910
Other undenominated capital	1,162	1,134
Accumulated other comprehensive loss	(192,935)	(90,937)
Retained earnings	1,543,784	1,416,080
Total Shareholders' Equity	8,146,013	8,066,827
Total Liabilities and Shareholders' Equity	$ 17,036,332	$ 17,387,090
Common Stock, Shares, Issued	81,526,607	81,554,683
Ordinary shares, shares outstanding (in shares)	81,526,607	81,554,683

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - € / shares	Jun. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Ordinary shares, par value (in EUR cents per share)	€ 0.06	€ 0.06
Ordinary shares, shares authorized (in shares)	100,000,000	100,000,000
Ordinary shares, shares issued (in shares)	81,526,607	81,554,683
Ordinary shares, shares outstanding (in shares)	81,526,607	81,554,683

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Statement [Abstract]
Revenue	$ 1,935,193	$ 871,155	$ 3,836,957	$ 1,729,353
Costs and expenses:
Direct costs (excluding depreciation and amortization)	1,392,062	631,123	2,770,529	1,257,367
Selling, general and administrative expense	189,953	89,867	385,214	175,901
Depreciation and amortization	144,019	17,276	285,424	34,681
Transaction and integration-related expenses	8,884	20,017	20,969	32,518
Restructuring	22,486	0	26,693	0
Total costs and expenses	1,757,404	758,283	3,488,829	1,500,467
Income from operations	177,789	112,872	348,128	228,886
Interest income	166	186	293	443
Interest expense	(47,111)	(24,551)	(91,536)	(27,278)
Income before provision for income taxes	130,844	88,507	256,885	202,051
Provision for income taxes	(14,254)	(14,133)	(27,540)	(30,281)
Income before share of earnings from equity method investments	116,590	74,374	229,345	171,770
Share of losses in equity method investments	(856)	(509)	(1,641)	(783)
Net income attributable to the Group	$ 115,734	$ 73,865	$ 227,704	$ 170,987
Net income per Ordinary Share attributable to the Group (note 14):
Basic (in USD per share)	$ 1.42	$ 1.40	$ 2.80	$ 3.23
Diluted (in USD per share)	$ 1.41	$ 1.38	$ 2.76	$ 3.21
Weighted average number of Ordinary Shares outstanding (note 14):
Basic (in shares)	81,398,071	52,909,368	81,430,507	52,860,414
Diluted (in shares)	82,312,946	53,381,501	82,462,842	53,294,435

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Comprehensive income:
Net income attributable to the group	$ 115,734	$ 73,865	$ 227,704	$ 170,987
Currency translation adjustment	(65,628)	10,242	(101,623)	(8,909)
Currency impact of long term funding (net of tax)	(552)	163	(375)	(239)
Amortization of interest rate hedge	0	57	0	113
Write off of loss on interest rate hedge	0	778	0	778
Total comprehensive income attributable to the group	$ 49,554	$ 85,105	$ 125,706	$ 162,730

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) - USD ($) $ in Thousands	Total	Ordinary shares	Additional Paid-in Capital	Other Undenominated Capital	Accumulated Other Comprehensive Loss	Retained Earnings
Beginning balance (in shares) at Dec. 31, 2020		52,788,093
Beginning balance at Dec. 31, 2020	$ 1,850,236	$ 4,580	$ 617,104	$ 1,134	$ (35,477)	$ 1,262,895
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	97,122					97,122
Issue of restricted share units / performance share units (in shares)		70,097
Issue of restricted share units / performance share units	5	$ 5
Non-cash stock compensation expense	6,310		6,310
Share issuance costs	(5)		(5)
Other comprehensive income (loss), net of tax	(19,497)				(19,497)
Ending balance (in shares) at Mar. 31, 2021		52,858,190
Ending balance at Mar. 31, 2021	1,934,171	$ 4,585	623,409	1,134	(54,974)	1,360,017
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	73,865					73,865
Exercise of share options (in shares)		4,020
Exercise of share options	170		170
Issue of restricted share units / performance share units (in shares)		95,853
Issue of restricted share units / performance share units	7	$ 7
Non-cash stock compensation expense	8,495		8,495
Share issuance costs	(5)		(5)
Other comprehensive income (loss), net of tax	11,240				11,240
Ending balance (in shares) at Jun. 30, 2021		52,958,063
Ending balance at Jun. 30, 2021	$ 2,027,943	$ 4,592	632,069	1,134	(43,734)	1,433,882
Beginning balance (in shares) at Dec. 31, 2021	81,554,683	81,554,683
Beginning balance at Dec. 31, 2021	$ 8,066,827	$ 6,640	6,733,910	1,134	(90,937)	1,416,080
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	111,970					111,970
Exercise of share options (in shares)		84,090
Exercise of share options	7,497	$ 6	7,491
Issue of restricted share units / performance share units (in shares)		74,769
Issue of restricted share units / performance share units	4	$ 4
Non-cash stock compensation expense	18,840		18,840
Share issuance costs	(3)		(3)
Share repurchase program (in shares)		(420,530)
Share repurchase program	(99,983)	$ (28)		28		(99,983)
Share repurchase costs	(17)					(17)
Other comprehensive income (loss), net of tax	(35,818)				(35,818)
Ending balance (in shares) at Mar. 31, 2022		81,293,012
Ending balance at Mar. 31, 2022	$ 8,069,317	$ 6,622	6,760,238	1,162	(126,755)	1,428,050
Beginning balance (in shares) at Dec. 31, 2021	81,554,683	81,554,683
Beginning balance at Dec. 31, 2021	$ 8,066,827	$ 6,640	6,733,910	1,134	(90,937)	1,416,080
Ending balance (in shares) at Jun. 30, 2022	81,526,607	81,526,607
Ending balance at Jun. 30, 2022	$ 8,146,013	$ 6,637	6,787,365	1,162	(192,935)	1,543,784
Beginning balance (in shares) at Mar. 31, 2022		81,293,012
Beginning balance at Mar. 31, 2022	8,069,317	$ 6,622	6,760,238	1,162	(126,755)	1,428,050
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	115,734					115,734
Exercise of share options (in shares)		75,671
Exercise of share options	7,653	$ 4	7,649
Issue of restricted share units / performance share units (in shares)		157,924
Issue of restricted share units / performance share units	11	$ 11
Non-cash stock compensation expense	19,478		19,478
Other comprehensive income (loss), net of tax	$ (66,180)				(66,180)
Ending balance (in shares) at Jun. 30, 2022	81,526,607	81,526,607
Ending balance at Jun. 30, 2022	$ 8,146,013	$ 6,637	$ 6,787,365	$ 1,162	$ (192,935)	$ 1,543,784

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash flows from operating activities:
Net income	$ 227,704	$ 170,987
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense	285,424	34,681
Impairment of long lived assets	20,749	0
Reduction in carrying value of operating right-of-use assets	23,570	14,037
Loss on equity method investments	1,641	783
Charge on interest rate hedge	0	891
Amortization of financing costs and debt discount	9,188	1,592
Stock compensation expense	38,186	14,874
Loss on extinguishment of debt	0	14,434
Deferred taxes	(75,265)	3,313
Unrealized foreign exchange gain	(37,421)	2,586
Other non-cash items	9,159	(3,909)
Changes in operating assets and liabilities:
Accounts receivable	(41,032)	36,650
Unbilled revenue	(33,187)	12,690
Unearned revenue	(176,904)	14,534
Other net assets	157,154	(77,789)
Net cash provided by operating activities	408,966	240,354
Cash flows from investing activities:
Purchase of property, plant and equipment	(47,840)	(21,653)
Purchase of equity method investment	0	(2,450)
Purchase of investments in equity - long term	(799)	(1,771)
Net cash used in investing activities	(48,639)	(25,874)
Cash flows from financing activities:
Proceeds from exercise of equity compensation	15,140	182
Share issue costs	(3)	(10)
Repurchase of ordinary shares	(99,983)	0
Share repurchase costs	(17)	0
Drawdown of bank credit lines and loan facilities	25,000	0
Repayment of bank credit lines and loan facilities	(425,000)	0
Net cash used in financing activities	(484,863)	172
Effect of exchange rate movements on cash	(12,759)	539
Net (decrease)/ increase in cash and cash equivalents	(137,295)	215,191
Cash and cash equivalents at beginning of period	752,213	840,305
Cash and cash equivalents at end of period	$ 614,918	$ 1,055,496

Basis of presentation	6 Months Ended
Basis of presentation	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of presentation	Basis of presentation These condensed consolidated financial statements which have been prepared in accordance with United States Generally Accepted Accounting Principles (“US GAAP”) have not been audited. The condensed consolidated financial statements reflect all adjustments, which are, in the opinion of management, necessary to present a fair statement of the operating results and financial position for the periods presented. The preparation of the condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures in the condensed consolidated financial statements. Actual results could differ from those estimates. The condensed consolidated financial statements should be read in conjunction with the accounting policies and notes to the consolidated financial statements included in ICON’s Form 20-F for the year ended December 31, 2021 (see note 2 - Significant accounting policies). Operating results for the six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the fiscal period ending December 31, 2022. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation. Most notably, the Company has presented transaction and integration-related expenses as a separate line in the Condensed Consolidated Statement of Operations and reclassified certain costs incurred in the six months ended June 30, 2021 within this line. These costs consist of transaction related expenses incurred as part of the Merger. These costs amounted to $32.5 million for the six months ended June 30, 2021 and were previously presented in the selling, general and administrative expenses but have been reclassified to transaction and integration-related expenses to conform to the current period’s presentation.

Significant accounting policies	6 Months Ended
Significant accounting policies	Jun. 30, 2022
Accounting Policies [Abstract]
Significant accounting policies	Significant accounting policies Revenue recognition The Company earns revenues by providing a number of different services to its customers. These services, which are integral elements of the clinical development process, include clinical trials management, consulting, contract staffing, data services and laboratory services. Contracts range in duration from a number of months to several years. ASC 606 requires application of five steps: (1) identify the contract(s) with a customer; (2) identify the performance obligation in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies the performance obligation(s). Clinical trial service revenue A clinical trial service is a single performance obligation satisfied over time. The full-service obligation in respect of a clinical trial (including those services performed by investigators and other parties) is considered a single performance obligation. Promises offered to the customer are not distinct within the context of the contract. We have concluded that ICON is the contract principal in respect of both direct services and in the use of third parties (principally investigator services) that support the clinical research project. The transaction price is determined by reference to the contract or change order value (total service revenue and pass-through/ reimbursable expenses) adjusted to reflect a realizable contract value. Revenue is recognized as the single performance obligation is satisfied. The progress towards completion for clinical service contracts is measured based on an input measure being total project costs incurred (inclusive of third party costs) at each reporting period as a percentage of forecasted total project costs. Contracting services revenue The Company has availed of the practical expedient which results in recognition of revenue on a right to invoice basis. Application of the practical expedient reflects the right to consideration from the customer in an amount that corresponds directly with the value to the customer of the performance completion to date. This reflects hours performed by contract staff. Consulting services revenue We have concluded that our consulting services contracts represent a single performance obligation satisfied over time. The transaction price is determined by reference to contract or change order value. Revenue is recognized as the performance obligation is satisfied. The progress towards completion for consulting contracts is measured based on total project inputs (time) at each reporting period as a percentage of forecasted total project inputs. Laboratory services revenue Revenue is recognized when, or as, obligations under the terms of a contract are satisfied, which occurs when control of the products or services are transferred to the customer. Revenue for laboratory services is measured as the amount of consideration we expect to receive in exchange for transferring products or services. Where contracts with customers contain multiple performance obligations, the transaction price is allocated to each performance obligation based on the estimated relative selling price of the promised good or service. Service revenue is recognized over time as the services are delivered to the customer based on the extent of progress towards completion of the performance obligation. The determination of the methodology to measure progress requires judgment and is based on the nature of services provided. This requires an assessment of the transfer of value to the customer. The right to invoice measure of progress is generally related to rate per unit contracts, as the extent of progress towards completion is measured based on discrete service or time-based increments, such as samples tested or labor hours incurred. Revenue is recorded in the amount invoiced since that amount corresponds to the value of the Company's performance and the transfer of value to the customer. Data services revenue The Company provides data reports and analytics to customers based on agreed-upon specifications, including the timing of delivery, which is typically either weekly, monthly, or quarterly. If a customer requests more than one type of data report or series of data reports within a contract, each distinct type of data report is a separate performance obligation. The contracts provide for the Company to be compensated for the value of each deliverable. The transaction price is determined using list prices, discount agreements, if any, and negotiations with the customers, and generally includes any out-of-pocket expenses. Typically, the Company bills in advance of services being provided with the amount being recorded as unearned revenue. When multiple performance obligations exist, the transaction price is allocated to performance obligations on a relative standalone selling price basis. In cases where the Company contracts to provide a series of data reports, or in some cases data, the Company recognizes revenue over time using the “units delivered” output method as the data or reports are delivered. Expense reimbursements are recorded to revenue as the expenses are incurred as they relate directly to the services performed. Commissions Incremental costs of obtaining a contract are recognized as an asset on the Condensed Consolidated Balance Sheet in respect of those contracts that exceed one year. Where commission costs relate to contracts that are less than one year, the practical expedient is applied as the amortization period of the asset which would arise on deferral would be one year or less. Business Combinations The cost of a business combination is measured as the aggregate of the fair values at the date of exchange of assets given, liabilities incurred or assumed and equity instruments issued in exchange for control. Where a business combination agreement provides for an adjustment to the cost of the acquisition which is contingent upon future events, the amount of the estimated adjustment is recognized at the acquisition date at the fair value of the contingent consideration. Any changes to this estimate outside the measurement period will depend on the classification of the contingent consideration. If the contingent consideration is classified as equity it shall not be re-measured and the settlement shall be accounted for within equity. If the contingent consideration is classified as a liability any adjustments will be accounted for through the Consolidated Statement of Operations or Other Comprehensive Income depending on whether the liability is considered a financial instrument. The assets, liabilities and contingent liabilities of businesses acquired are measured at their fair values at the date of acquisition. In the case of a business combination which is completed in stages, the fair values of the identifiable assets, liabilities and contingent liabilities are determined at the date of each exchange transaction. When the initial accounting for a business combination is determined provisionally, any subsequent adjustments to the provisional values allocated to the identifiable assets, liabilities and contingent liabilities are made within twelve months of the acquisition date and presented as adjustments to goodwill in the reporting period in which the adjustments are determined. The Company allocates a share of net income to the noncontrolling interest holders based on percentage ownership. Intangible Assets Intangible assets are amortized on a straight line basis over their estimated useful life. The carrying values of intangible assets are reviewed for recoverability to determine if the facts and circumstances suggest that a potential impairment may have occurred. If this review indicates that carrying values will not be recoverable the Company will record an impairment charge to reduce carrying values to estimated fair value.

Revenue

6 Months Ended

Jun. 30, 2022

Revenue from Contract with Customer [Abstract]

Revenue

Revenue disaggregated by customer profile is as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)



Clients 1-5	525,938		356,450		1,065,641		750,644
Clients 6-10	260,689		116,237		553,350		239,130
Clients 11-25	368,675		158,577		726,985		296,432
Other	779,891		239,891		1,490,981		443,147

Total	$	1,935,193	$	871,155	$	3,836,957	$	1,729,353

Revenue from individual customers greater than 10% of consolidated revenue in the respective periods was as follows:

Three Months Ended

Six Months Ended

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

Customer:

Customer A

12.7

15.9

Customer B

11.2

*Less than 10%

Accounts receivable, unbilled revenue (contract assets) and unearned revenue or payments on account (contract liabilities)

Accounts receivables and unbilled revenue are as follows:


	June 30, 2022		December 31, 2021
	(in thousands)
Contract assets:
Billed services (accounts receivable)	$	1,372,345	$	1,349,851
Unbilled services (unbilled revenue)	709,477		623,121
Accounts receivable and unbilled revenue, gross	2,081,822		1,972,972
Allowance for credit losses	(15,077)		(7,081)
Accounts receivable and unbilled revenue, net	$	2,066,745	$	1,965,891

Unbilled services and unearned revenue or payments on account (contract assets and liabilities) were as follows:


(in thousands, except percentages)	June 30, 2022		December 31, 2021		$ Change		% Change

Unbilled services (unbilled revenue)	$	709,477	$	623,121	$	86,356	13.9	%
Unearned revenue (payments on account)	(1,191,778)		(1,323,961)		132,183		(10.0)	%
Net balance	$	(482,301)	$	(700,840)	$	218,539	(31.2)	%

Timing may differ between the satisfaction of performance obligations and the invoicing and collection of amounts related to our contracts with customers. We record assets for amounts related to performance obligations that are satisfied but not yet billed and/or collected. These assets are recorded as unbilled services and therefore contract assets rather than accounts receivables when receipt of the consideration is conditional on something other than the passage of time. Liabilities are recorded for amounts that are collected in advance of the satisfaction of performance obligations or billed in advance of the revenue being earned.

Unbilled services/revenue balances arise where invoicing or billing is based on the timing of agreed milestones related to service contracts for clinical research. Contractual billing arrangements in respect of certain reimbursable expenses (principally investigators) require billing by the investigator to the Company prior to billing by the Company to the customer. As there is no contractual right to set-off between unbilled services (contract assets) and unearned revenue (contract liabilities), each are separately presented gross on the Condensed Consolidated Balance Sheet.

Unbilled services as at June 30, 2022 increased by $86.4 million compared to December 31, 2021. Unearned revenue decreased by $132.2 million over the same period resulting in an increase of $218.5 million in the net balance of unbilled services and unearned revenue or payments on account between December 31, 2021 and June 30, 2022. These fluctuations are primarily due to timing of payments and invoicing related to the Group's clinical trial management contracts. Billings and payments are established by contractual provisions including predetermined payment schedules which may or may not correspond to the timing of the transfer of control of the Company's services under the contract. Unbilled services arise from long-term contracts when a cost-based input method of revenue recognition is applied and revenue recognized exceeds the amount billed to the customer.

As of June 30, 2022 approximately $13.9 billion (June 30, 2021: $6.6 billion) of revenue is expected to be recognized in the future in respect of unsatisfied performance obligations. The Company expects to recognize revenue on approximately 49% of the unsatisfied performance obligation over the next 12 months, with the remainder recognized thereafter over the duration of the customer contracts.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Accounts receivable, unbilled revenue (contract assets) and unearned revenue or payments on account (contract liabilities)

6 Months Ended

Jun. 30, 2022

Revenue from Contract with Customer [Abstract]

Accounts receivable, unbilled revenue (contract assets) and unearned revenue or payments on account (contract liabilities)

Revenue

Revenue disaggregated by customer profile is as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)



Clients 1-5	525,938		356,450		1,065,641		750,644
Clients 6-10	260,689		116,237		553,350		239,130
Clients 11-25	368,675		158,577		726,985		296,432
Other	779,891		239,891		1,490,981		443,147

Total	$	1,935,193	$	871,155	$	3,836,957	$	1,729,353

Revenue from individual customers greater than 10% of consolidated revenue in the respective periods was as follows:

Three Months Ended

Six Months Ended

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

Customer:

Customer A

12.7

15.9

Customer B

11.2

*Less than 10%

Accounts receivable, unbilled revenue (contract assets) and unearned revenue or payments on account (contract liabilities)

Accounts receivables and unbilled revenue are as follows:


	June 30, 2022		December 31, 2021
	(in thousands)
Contract assets:
Billed services (accounts receivable)	$	1,372,345	$	1,349,851
Unbilled services (unbilled revenue)	709,477		623,121
Accounts receivable and unbilled revenue, gross	2,081,822		1,972,972
Allowance for credit losses	(15,077)		(7,081)
Accounts receivable and unbilled revenue, net	$	2,066,745	$	1,965,891

Unbilled services and unearned revenue or payments on account (contract assets and liabilities) were as follows:


(in thousands, except percentages)	June 30, 2022		December 31, 2021		$ Change		% Change

Unbilled services (unbilled revenue)	$	709,477	$	623,121	$	86,356	13.9	%
Unearned revenue (payments on account)	(1,191,778)		(1,323,961)		132,183		(10.0)	%
Net balance	$	(482,301)	$	(700,840)	$	218,539	(31.2)	%

- Definition

+ References

+ Details

Goodwill

6 Months Ended

Jun. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill


	Six Months Ended		Year Ended
	June 30, 2022		December 31, 2021
	(in thousands)
Opening balance	$	9,037,931	$	936,257
Current period acquisitions (Note 7)	—		8,120,006
Prior period acquisitions (Note 7)	(35,692)		—
Foreign exchange movement	(31,956)		(18,332)

Closing balance	$	8,970,283	$	9,037,931

There are no accumulated impairment charges as of June 30, 2022 and December 31, 2021.

Intangible assets

6 Months Ended

Jun. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible assets

Intangible assets, net consisted of the following:


	Six Months Ended		Year Ended
	June 30, 2022		December 31, 2021
Cost	(in thousands)
Customer relationships	$	4,076,062	$	4,056,642
Order backlog	536,685		528,022
Trade names & brands	204,604		204,685
Patient database	170,274		170,525
Technology assets	120,840		121,507



Total cost	5,108,465		5,081,381
Accumulated amortization	(600,012)		(370,538)

Net book value	$	4,508,453	$	4,710,843

The identifiable intangible assets are amortized over their estimated useful lives.

Business combinations

6 Months Ended

Jun. 30, 2022

Business Combinations [Abstract]

Business combinations

PRA Health Sciences, Inc. - Merger Completion

On July 1, 2021 (the "Merger Date"), the Company completed the Acquisition of PRA by means of a merger whereby Indigo Merger Sub, Inc., a Delaware corporation and subsidiary of ICON, merged with and into PRA, the parent of the PRA Health Sciences Group. The combined Group has retained the name ICON and brought together approximately 38,000 (as at the Merger date) employees across the globe, creating one of the world’s most advanced healthcare intelligence and clinical research organizations. The Merger was accounted for as a business combination using the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations.

The combined Company leverages its enhanced operations to transform clinical trials and accelerate biopharma customers’ commercial success through the development of much needed medicines and medical devices. The new ICON has a renewed focus on leveraging data, applying technology and accessing diverse patient populations to speed up drug development.

Upon completion of the Merger, pursuant to the terms of the merger agreement, PRA became a wholly owned subsidiary of ICON plc. Under the terms of the Merger, PRA shareholders received per share $80 in cash and 0.4125 shares of ICON stock. The trading of PRA common stock on NASDAQ was suspended prior to market open on July 1, 2021.

In the six months ended June 30, 2022, the Company incurred $21.0 million of Merger-related expenses which were accounted for separately from the business combination and expensed as incurred within the “Transaction and integration related expenses” line item of the condensed consolidated statements of operations. These costs consisted primarily of integration costs including severance arrangements, retention agreements and advisory fees.

The Merger Date fair value of the consideration transferred consisted of the following:


	(in thousands)
Fair value of cash consideration	$	5,308,646
Fair value of ordinary shares issued to acquiree stockholders	5,658,126
Fair value of replacement share-based awards issued to acquiree employees	209,399
Repayment of term loan obligations and accrued interest *	865,800
	$	12,041,971

* This represents the portion of PRA debt paid by ICON. PRA also paid $401.6 million from available cash to settle debt obligations that existed at the Merger Date.

The following table summarizes the allocation of the consideration transferred based on the Merger Date fair values of assets acquired and liabilities assumed, with the excess of the purchase price over the estimated fair values of the identifiable net assets acquired recorded as goodwill:


	July 1
	2021
	(in thousands)
Cash and cash equivalents	$	259,971
Accounts receivable and unbilled revenue	934,308
Other current assets	125,156
Fixed assets	156,851
Operating lease right-of-use assets	180,601
Goodwill *	8,084,314
Intangible assets	4,919,000
Deferred tax assets	25,190
Other assets	33,928
Accounts payable	(50,259)
Accrued expenses and other current liabilities	(380,048)
Current portion of operating lease liabilities	(36,506)
Unearned revenue	(739,278)
Non-current portion of operating lease liabilities	(147,204)
Non-current deferred tax liabilities	(1,119,762)
Other non-current liabilities	(204,291)

Net assets acquired	$	12,041,971

* The goodwill in connection with the Merger is primarily attributable to the assembled workforce of PRA and the expected synergies of the Merger. None of the goodwill recognized is expected to be deductible for income tax purposes.

The following table summarizes the fair value of identified intangible assets and their respective useful lives as of the Merger Date (in thousands, except for estimated useful lives):


	Estimated Fair Value	Estimated Useful Life
Customer relationship	3,938,000	23 years
Order backlog	500,000	3 years
Trade names	202,000	3 years
Patient database	168,000	7 years
Technology	111,000	5 years
	4,919,000

At June 30, 2022, the Company completed its review of the July 1, 2021 acquisition balance sheet of PRA and completed final valuation reports associated with certain assets acquired and liabilities assumed. In the period since the Merger Date, the Company recognized certain measurement period adjustments as shown in the table below:


	Measurement period adjustments

	(in thousands)
Cash and cash equivalents	$	—
Accounts receivable and unbilled revenue	—
Other current assets	14,465
Fixed assets	(6,137)
Operating lease right-of-use assets	(11,744)
Goodwill	70,436
Intangible assets *	44,000
Deferred tax assets	(147,039)
Other assets	(1,166)
Accounts payable	—
Accrued expenses and other current liabilities	(37,496)
Current portion of operating lease liabilities	1,865
Unearned revenue **	19,623
Non-current portion of operating lease liabilities	10,454
Non-current deferred tax liabilities	193,837
Other non-current liabilities	(151,098)

* In the six months ended June 30, 2022, the Company incurred $2.2 million amortization which related to the year ended December 31, 2021 due to the timing of when the measurement period adjustment was identified.

** The unearned revenue measurement period adjustment also includes $16.0 million as a result of the early adoption of ASU 2021-08 'Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers' in Quarter 4 2021.

Pro forma financial information

The following pro forma financial information was derived from the historical financial statements of the Company and PRA and presents the combined results of operations as if the Merger had occurred on January 1, 2021. The pro forma financial information is presented for comparative purposes only and is not necessarily indicative of the results that would have actually occurred had the Merger been completed on January 1, 2021. In addition, the pro forma financial information presented for the comparative period does not give effect to any anticipated cost savings, operating efficiencies or other synergies that may result from the Merger, or any estimated costs that have been or will be incurred by the Company to integrate the assets and operations of PRA.


	Six Months Ended		Six Months Ended
	June 30, 2022		June 30, 2021
	(in thousands, except per share data)
Revenue	$	3,836,957	$	3,710,527
Net income (loss)	$	227,704	$	(183,780)

The pro forma financial information presented above for the six months ended June 30, 2021 reflect certain pro forma adjustments to the financial performance of the Company had the Merger date been completed on January 1, 2021. The pro forma adjustments primarily relate to the amortization of acquired intangible assets, interest expense, amortization of deferred financing costs related to the new financing arrangements, transaction costs, share-based compensation expense related to the acceleration of share-based compensation awards and replacement share-based awards, and financing fees. The pro forma adjustments were tax effected using the tax rate relevant in the appropriate jurisdiction.

The results presented above for the six months ended June 30, 2022 are as reported in the Condensed Consolidated Statement of Operations.

Equity method investments

6 Months Ended

Jun. 30, 2022

Equity Method Investments and Joint Ventures [Abstract]

Equity method investments

The Company has invested $4.9 million to obtain a 49% interest in the voting share capital of Oncacare Limited ("Oncacare"). The Company’s investment in Oncacare is accounted for under the equity method due to the Company's ability to exercise significant influence over Oncacare. The Company records its pro rata share of the earnings/losses of this investment in 'Share of equity method investments' in the Condensed Consolidated Statement of Operations.

The majority investor has the right to sell the 51% majority voting share capital exclusively to the Company in a two and half year period commencing from January 1, 2023 and ICON also has the right to acquire the 51% remaining voting share capital from August 1, 2025.

The following table represents our equity method investments at June 30, 2022:


	Ownership Percentage		Carrying Value		Carrying Value
	June 30, 2022		June 30, 2022		December 31, 2021
			(in thousands)
Oncacare Limited	49	%	$	731	$	2,373

The Company has recorded a loss of $0.9 million representing its pro rata share of the losses in Oncacare for the three months ended June 30, 2022. The Company recorded a loss of $1.6 million for the six months ended June 30, 2022.

During the year ended December 31, 2021, the Company provided a loan of $10 million to Oncacare in order to fund the continued development of the business operations. The loan accrues annual interest at 1.6% and the loan is repayable on June 30, 2025. Oncacare continues to perform in line with expectations.

Fair value measurements	6 Months Ended
Fair value measurements	Jun. 30, 2022
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 amounts of financial instruments, including cash and cash equivalents, accounts receivable, unbilled services, contract assets, accounts payable, and unearned revenue approximate fair value due to the short maturities of these instruments. Recurring Fair Value Measurements The Company classifies its interests in investments in equity-long term having considered the nature of its investment, the extent of influence over operating and financial decisions and the availability of readily determinable fair values. The Company determined that the interests in funds at June 30, 2022 and December 31, 2021 meet the definition of equity securities without readily determinable fair values. The Company concluded that the interests held at June 30, 2022 and December 31, 2021 qualify for the Net Asset Value (NAV) practical expedient in ASC 820 'Fair value measurements and disclosures'. There was an increase in fair value of $3.5 million (December 31, 2021: $3.2 million) recognized in net income during the year bringing the carrying value of the subscriptions to $26.9 million at June 30, 2022 (December 31, 2021: $22.6 million). Non-recurring Fair Value Measurements Certain assets and liabilities are carried on the accompanying Condensed Consolidated Balance Sheet at cost and are not re-measured 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 that is tested for impairment annually or when a triggering event occurs. As of June 30, 2022, assets carried on the balance sheet at cost and not re-measured to fair value on a recurring basis totaled approximately $13,478.7 million and are identified as Level 3 assets. These assets are comprised of goodwill of $8,970.3 million and identifiable intangible assets, net of $4,508.5 million. Refer to "Note 12 - Bank credit lines and loan facilities" for additional information regarding the fair value of long-term debt balances.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Restructuring

6 Months Ended

Jun. 30, 2022

Restructuring and Related Activities [Abstract]

Restructuring

In the six months ended June 30, 2022, a restructuring charge of $26.7 million was recorded in the Condensed Consolidated Statement of Operations under a restructuring plan adopted following a review of operations. The restructuring plan reflected resource rationalization across the business to improve employee utilization and an office consolidation program to optimize the Company's office footprint.


	Six Months Ended
	June 30, 2022		June 30, 2021
	(in thousands)
Restructuring charges	$	26,693	$	—
Net charge	$	26,693	$	—

At June 30, 2022, a total liability of $6.7 million was recorded on the Consolidated Balance Sheet relating to restructuring activities. The total liability included $5.1 million of facilities related liabilities of which $2.2 million is included within other liabilities and $2.9 million is included within non-current other liabilities. The remaining provision of $1.6 million relates to workforce reduction and is included within other liabilities.


	Six Months Ended		Year ended
	June 30, 2022		December 31, 2021
	(in thousands)

Opening provision	$	10,311	$	4,676
Additional provisions	2,551		11,272
Utilization	(6,151)		(5,637)
Ending provision	$	6,711	$	10,311

Operating leases

6 Months Ended

Jun. 30, 2022

Leases [Abstract]

Operating leases

Lease costs recorded under operating leases for the six months ended June 30, 2022 and June 30, 2021 were as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Operating lease costs	$	13,548	$	7,549	$	28,812	$	15,338
Income from sub-leases	(303)		(220)		(630)		(431)
Net operating lease costs	$	13,245	$	7,329	$	28,182	$	14,907

Of the total cost of $28.2 million incurred in the six months ended June 30, 2022 (June 30, 2021: $14.9 million), $27.1 million (June 30, 2021: $13.8 million) is recorded within selling, general and administration costs and $1.1 million (June 30, 2021: $1.1 million) is recorded within direct costs.

During the six months ended June 30, 2022 and June 30, 2021, costs incurred by the Group related to variable lease payments was de minimis.

Right-of-use assets obtained during the three months ended June 30, 2022, excluding early termination options, now reasonably certain to be exercised of $Nil (June 30, 2021: $Nil), totaled $29.0 million (June 30, 2021: $1.0 million). Right-of-use assets obtained during the six months ended June 30, 2022, excluding early termination options, now reasonably certain to be exercised of $Nil (June 30, 2021: $4.2 million), totaled $35.8 million (June 30, 2021: $3.8 million).

The weighted average remaining lease term and weighted-average discount rate at June 30, 2022 were 6.82 years and 2.65%, respectively.

Future minimum lease payments under non-cancelable leases as of June 30, 2022 were as follows:


	Minimum rental payments
(in thousands)	June 30, 2022
Year 1	$	49,554
Year 2	42,029
Year 3	28,422
Year 4	20,226
Year 5	16,870
Thereafter	53,190
Total future minimum lease payments	210,291
Lease imputed interest	(15,993)
Total	$	194,298

Operating lease liabilities are presented as current and non-current. Operating lease liabilities of $47.0 million have been included in other liabilities as at June 30, 2022 (June 30, 2021: $22.8 million).

Bank credit lines and loan facilities

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Bank credit lines and loan facilities

The Company had the following debt outstanding as of June 30, 2022 and December 31, 2021:


					Principal amount
	Interest rate as of		Interest rate as of		June 30,		December 31,
(in thousands)	June 30, 2022		December 31, 2021		2022		2021		Maturity Date
Credit Facilities:
Senior Secured Term Loan	4.563	%	2.750	%	$	4,601,213	$	5,001,213	July 2028

Senior Secured Notes	2.875	%	2.875	%	500,000		500,000		July 2026




Total debt					5,101,213		5,501,213

Less current portion of long-term debt					(55,150)		(55,150)
Total long-term debt					5,046,063		5,446,063
Less debt issuance costs and debt discount					(55,563)		(64,901)
Total long-term debt, net					$	4,990,500	$	5,381,162

The Company paid a $27.6 million debt discount in connection with the Senior Secured Credit Facility and Senior Secured Notes on July 1, 2021.

As of June 30, 2022, the contractual maturities of the Company's debt obligations were as follows:


Current maturities of long-term debt:	(in thousands)
2022 (remaining)	$	27,575
2023	55,150
2024	55,150
2025	55,150
2026 and thereafter	4,908,188
Total	$	5,101,213

The Company's primary financing arrangements are its senior secured credit facilities (the "Senior Secured Credit Facilities"), which consists of a senior secured term loan and a revolving credit facility, and the senior secured notes (the "Senior Secured Notes").

Senior Secured Credit Facilities

In conjunction with the completion of the Merger agreement, on July 1, 2021, ICON entered into a credit agreement providing for a senior secured term loan facility of $5,515 million and a senior secured revolving loan facility in an initial aggregate principal amount of $300 million (the "Senior Secured Credit Facilities").

Borrowings under the senior secured term loan facility amortize in equal quarterly installments in an amount equal to 1.00% per annum of the principal amount, with the remaining balance due at final maturity. The interest rate margin applicable to borrowings under the senior secured term loan facility is LIBOR plus an applicable margin of 2.50%, in each case, with a step down of 0.25% if the first lien net leverage ratio is equal to or less than 4.00 to 1.00. On November 10, 2021, the Company achieved a net leverage ratio of less than 4 times and the margin applicable to the senior secured term loan was reduced by 0.25%. The senior secured term loan facility is subject to a LIBOR floor of 0.50%.

The interest rate margin applicable to borrowings under the revolving loan facility will be, at the option of the borrower, either (i) the applicable base rate plus an applicable margin of 1.00%, 0.60% or 0.25% based on ICON’s current corporate family rating assigned by S&P of BB- (or lower), BB or BB+ (or higher), respectively, or (ii) LIBOR (or an alternative reference rate) plus an applicable margin of 2.00%, 1.60% or 1.25% based on ICON’s current corporate family rating assigned by S&P of BB- (or lower), BB or BB+ (or higher), respectively. In addition, lenders under the revolving loan facility are entitled to commitment fees as a percentage of the applicable margin at the time of drawing and utilization fees dependent on the proportion of the facility drawn. On April 11, 2022, $25 million of the senior secured revolving loan facility was drawn down at an interest rate of 1.75%, representing one month LIBOR plus a margin of 1.25%. This was repaid in full on May 9, 2022. Currently, $300.0 million remains available for borrowing under the senior secured revolving loan facility.

The Borrowers’ (as defined in the credit agreement) obligations under the Senior Secured Credit Facilities are guaranteed by ICON and the subsidiary guarantors. The Senior Secured Credit Facilities are secured by a lien on substantially all of ICON’s, the Borrowers’ and each of the subsidiary guarantor’s assets (subject to certain exceptions), and the Senior Secured Credit Facilities have a first-priority lien on such assets, which will rank pari passu with the lien securing the Senior Secured Notes (see below), subject to other permitted liens. Our long-term debt arrangements contain customary restrictive covenants and, as of June 30, 2022, we were in compliance with our restrictive covenants in all material respects.

On June 30, 2022 the Company repaid $100.0 million of the senior secured term loan facility and made a quarterly interest payment of $39.4 million. This repayments resulted in an additional charge associated with previously capitalized fees of $0.9 million.

On March 31, 2022 the Company repaid $300.0 million of the senior secured term loan facility and made a quarterly interest payment of $35.1 million. This repayment resulted in an additional charge associated with previously capitalized fees of $3.2 million.

On December 29, 2021, the Company repaid $500.0 million of the senior secured term loan facility and made a quarterly interest payment of $40.8 million. These repayments resulted in an additional charge associated with previously capitalized fees of $5.6 million. The Company is permitted to make prepayments on the senior secured term loan without penalty.

Senior Secured Notes

In addition to the Senior Secured Credit Facilities, on July 1, 2021, a subsidiary of the Company issued $500 million in aggregate principal amount of 2.875% senior secured notes due 2026 (the "Senior Secured Notes") in a private offering (the “Offering”). The Senior Secured Notes will mature on July 15, 2026.

Fair Value of Debt

The estimated fair value of the Company’s debt was $4,901.1 million at June 30, 2022. The fair values of the Senior Secured Credit Facilities and Senior Secured Notes were determined based on Level 2 inputs, which are based on rates at which the debt is traded among financial institutions.

Income taxes

6 Months Ended

Jun. 30, 2022

Income Tax Disclosure [Abstract]

Income taxes

Income taxes recognized during the six months ended June 30, 2022 and June 30, 2021, comprise:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Provision for income taxes (excluding restructuring)	$	20,092	$	14,133	$	34,207	$	30,281
Tax impact of restructuring	(5,838)		—		(6,667)		—
Provision for income taxes	$	14,254	$	14,133	$	27,540	$	30,281

As at June 30, 2022 the Company maintains a $222.2 million liability (December 31, 2021: $217.6 million) for unrecognized tax benefit, which is comprised of $202.0 million (December 31, 2021: $202.1 million) related to items generating unrecognized tax benefits and $20.2 million (December 31, 2021: $15.5 million) for interest and penalties related to such items. The Company recognizes interest accrued on unrecognized tax benefits as an additional income tax expense.

The Company has analyzed the filing positions in all of the significant federal, state and foreign jurisdictions where it is required to file income tax returns, as well as open tax years in these jurisdictions. The only periods subject to audit by the major tax jurisdictions where the Company does business are the 2016 through 2021 tax years. During such audits, local tax authorities may challenge the positions taken by us in our tax returns.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 21
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+ Details

Net income per ordinary share

6 Months Ended

Jun. 30, 2022

Earnings Per Share [Abstract]

Net income per ordinary share

Basic net income per ordinary share attributable to the Group has been computed by dividing net income available to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. Diluted net income per ordinary share is computed by adjusting the weighted average number of ordinary shares outstanding during the period for all potentially dilutive ordinary shares outstanding during the period and adjusting net income for any changes in income or loss that would result from the conversion of such potential ordinary shares. There is no difference in net income used for basic and diluted net income per ordinary share.

The reconciliation of the number of shares used in the computation of basic and diluted net income per ordinary share is as follows:


	Three Months Ended		Six Months Ended
	June 30, 2022	June 30, 2021	June 30, 2022	June 30, 2021
Weighted average number of ordinary shares outstanding for basic net income per ordinary share	81,398,071	52,909,368	81,430,507	52,860,414
Effect of dilutive share options and other awards outstanding under share based compensation programs	914,875	472,133	1,032,335	434,021
Weighted average number of ordinary shares outstanding for diluted net income per ordinary share	82,312,946	53,381,501	82,462,842	53,294,435


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Net income per Ordinary Share attributable to the Group:
Basic	$	1.42	$	1.40	$	2.80	$	3.23
Diluted	$	1.41	$	1.38	$	2.76	$	3.21

Share-based awards

6 Months Ended

Jun. 30, 2022

Share-Based Payment Arrangement [Abstract]

Share-based awards

Share Options

The following table summarizes option activity for the six months ended June 30, 2022:


	Options Outstanding Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life
Outstanding at December 31, 2021	1,695,460	$	104.79	5.39

Granted	108,643	$	229.94
Exercised	(159,761)	$	94.70
Canceled/expired	(36,531)	$	124.62

Outstanding at June 30, 2022	1,607,811	$	119.68	5.27

Exercisable at June 30, 2022	1,044,178	$	99.21	4.49

The Company issues ordinary shares for all options exercised. The total amount of fully vested share options which remained outstanding at June 30, 2022 was 1,044,178. Fully vested share options at June 30, 2022 have an average remaining contractual term of 4.49 years and an average exercise price of $99.21.

Fair value of Stock Options Assumptions

The weighted average fair value of options granted during the six months ended June 30, 2022 and June 30, 2021 was calculated using the Black-Scholes option pricing model. The weighted average grant date fair values and assumptions used were as follows:


	Six Months Ended
	June 30, 2022			June 30, 2021
Weighted average grant date fair value	$	68.40		$	49.15
Assumptions:
Expected volatility	31		%	30		%
Dividend yield	—		%	—		%
Risk-free interest rate	1.85		%	0.78		%
Expected life	5 years			5 years

Expected volatility is based on the historical volatility of our common stock over a period equal to the expected term of the options; the expected life represents the weighted average period of time that options granted are expected to be outstanding given consideration to vesting schedules and our historical experience of past vesting and termination patterns. The risk-free rate is based on the U.S. government zero-coupon bonds yield curve in effect at time of the grant for periods corresponding with the expected life of the option.

Restricted Share Units and Performance Share Units

On April 30 2019, the Company approved the 2019 Consultants and Directors Restricted Share Unit Plan (the “2019 Consultants RSU Plan”), which was effective as of May 16, 2019, pursuant to which the Compensation and Organization Committee of the Company’s Board of Directors may select any consultant, adviser or non-executive Director retained by the Company, or a Subsidiary to receive an award under the plan. 250,000 ordinary shares have been reserved for issuance under the 2019 Consultants RSU Plan. The awards are at par value and vest over a service period. Awards granted to non-executive directors during 2020, 2021 and 2022 vest in twelve months.

The Company has awarded RSUs and PSUs to certain key individuals of the Group. The following table summarizes RSU and PSU activity for the six months ended June 30, 2022:


	PSU Outstanding Number of Shares	PSU Weighted Average Grant Date Fair Value		RSU Outstanding Number of Shares	RSU Weighted Average Grant Date Fair Value
Outstanding at December 31, 2021	154,190	$	160.23	572,785	$	191.20

Granted	64,682	$	214.25	291,043	$	217.51
Shares vested	(45,567)	$	140.18	(187,126)	$	173.20
Forfeited	(2,718)	$	157.30	(43,175)	$	201.02

Outstanding at June 30, 2022	170,587	$	189.05	633,527	$	207.98

The fair value of PSUs vested for the six months ended June 30, 2022 totaled $6.4 million (full year 2021: $5.1 million).

The fair value of RSUs vested for the six months ended June 30, 2022 totaled $32.5 million (full year 2021: $83.5 million).

The PSUs vest based on service and specified EPS targets over the periods 2020 – 2022, 2021 - 2023 and 2022 - 2024. Depending on the amount of EPS from 2021 to 2024, up to an additional 85,293 PSUs may also be granted.

Non-cash stock compensation expense

Non-cash stock compensation expense for the six months ended June 30, 2022 and June 30, 2021 has been allocated as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Direct costs	$	5,833	$	3,101	$	10,832	$	5,156
Selling, general and administrative	13,450		5,379		27,354		9,718


	$	19,283	$	8,480	$	38,186	$	14,874

Share capital	6 Months Ended
Share capital	Jun. 30, 2022
Equity [Abstract]
Share capital	Share capital On July 1, 2021, the Company completed its Merger with PRA. In accordance with the terms of the Merger Agreement, the Company issued 27,372,427 shares of the Company’s ordinary share capital at par value in exchange for all outstanding PRA shares of common stock. The Company can acquire up to 10% of its outstanding ordinary shares (by way of redemption), in accordance with Irish law, the United States securities laws, and the Company’s constitutional documents through open market share acquisitions. On February 18, 2022, the Company commenced a share buyback program which was fully complete at March 31, 2022. Under this buyback program, 420,530 ordinary shares were redeemed by the Company for total consideration of $100.0 million. The buyback program gives a broker authority to acquire the Company’s ordinary shares from time to time on the open market in accordance with agreed terms and limitations. All ordinary shares that were redeemed under the buyback program were canceled in accordance with the Constitution of the Company and the nominal value of these shares transferred to other undenominated capital reserve as required under Irish Company Law.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Business Segment and Geographical Information

6 Months Ended

Jun. 30, 2022

Segment Reporting [Abstract]

Business Segment and Geographical Information

The Company is a clinical research organization ("CRO"), providing outsourced development services on a global basis to the pharmaceutical, biotechnology and medical device industries. It specializes in the strategic development, management and analysis of programs that support all stages of the clinical development process - from compound selection to Phase I-IV clinical studies. The Company has the expertise and capability to conduct clinical trials in most major therapeutic areas on a global basis and has the operational flexibility to provide development services on a stand-alone basis or as part of an integrated "full-service" solution. The Company has expanded through internal growth, together with a number of strategic acquisitions to enhance its expertise and capabilities in certain areas of the clinical development process.

The Company determines and presents operating segments based on the information that is internally provided to the chief operating decision maker, the (‘CODM’) in accordance with ASC 280 'Segment Reporting'. The Company determined that the CODM was comprised of the Chief Executive Officer and the Chief Financial Officer.

The Company operates as one reporting segment, which is the provision of outsourced development services on a global basis to the pharmaceutical, biotechnology and medical devices industries.

Revenues are allocated to individual entities based on where the work is performed in accordance with the Company's global transfer pricing model. Revenues and income from operations in Ireland are a function of our global contracting model and the Group’s transfer pricing model.

ICON Ireland (Ireland Segment) acts as the Group entrepreneur under the Company’s global transfer pricing model given its role in the development and management of the Group, its ownership of key intellectual property and customer relationships, its key role in the mitigation of risks faced by the Group and its responsibility for maintaining the Company’s global network. ICON Ireland enters into the majority of the Company’s customer contracts.

ICON Ireland remunerates other operating entities in the Group on the basis of a guaranteed cost plus mark-up for the services they perform in each of their local territories. The cost plus mark-up for each ICON entity is established to ensure that each of ICON Ireland and the ICON entities that are involved in the conduct of services for customers, earn an appropriate arms-length return having regard to the assets owned, risks borne, and functions performed by each entity from these intercompany transactions. The cost plus mark-up policy is reviewed annually to ensure that it is market appropriate. The integration of entities acquired through the Merger into this global network and global transfer pricing model remains ongoing.

The geographic split of revenue disclosed for each region outside Ireland is the cost plus revenue attributable to these entities. The residual revenues of the Group, once each ICON entity has been paid its respective intercompany service fee, generally fall to be retained by ICON Ireland. As such, revenues and income from operations in Ireland are a function of this global transfer pricing model and comprise revenues of the Group after deducting the cost plus revenues attributable to the activities performed outside Ireland. The integration of entities acquired through the Merger into the global transfer pricing model remains ongoing and these entities were not substantially part of the Group's cost plus arrangement in the period ended June 30, 2022.

The Company's areas of operation outside of Ireland include the United States, United Kingdom, Austria, Belgium, Bulgaria, Czech Republic, France, Germany, Hungary, Italy, Latvia, Poland, Portugal, Romania, Russia, Serbia, Spain, Sweden, The Netherlands, Turkey, Ukraine, Canada, Argentina, Brazil, Chile, Colombia, Mexico, Peru, China (including Hong Kong), India, Israel, Japan, Singapore, South Korea, The Philippines, Taiwan, Thailand, Australia, New Zealand, South Africa, Belarus, Bermuda, British Virgin Islands, Costa Rica, Croatia, Denmark, Egypt, Estonia, Finland, Georgia, Greece, Guatemala, Iceland, Jersey, Kenya, Lithuania, Luxembourg, Malaysia, Norway, Panama, Puerto Rico, Slovakia, Switzerland and Uruguay.

The geographical distribution of the Company’s segment measures as at June 30, 2022 and December 31, 2021 and for the six months ended June 30, 2022 and June 30, 2021 is as follows:

a) The distribution of revenue by geographical area was as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Ireland	$	500,972	$	363,730	$	868,330	$	671,851
Rest of Europe	428,393		118,579		884,458		238,933
U.S.	894,016		313,113		1,864,645		665,609
Rest of World	111,812		75,733		219,524		152,960

Total	$	1,935,193	$	871,155	$	3,836,957	$	1,729,353

b) The distribution of income from operations by geographical area was as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Ireland *	$	55,544	$	85,736	$	65,418	$	174,648
Rest of Europe	59,173		8,794		118,682		16,404
U.S.	53,321		12,470		113,789		25,707
Rest of World	9,751		5,872		50,239		12,127

Total	$	177,789	$	112,872	$	348,128	$	228,886

* Includes the full amount of the amortization charge associated with the intangible asset acquired in the Merger.

c) The distribution of long-lived assets (property, plant and equipment and operating right-of-use assets), net, by geographical area was as follows:


	June 30, 2022		December 31, 2021
	(in thousands)
Ireland	$	121,020	$	118,253
Rest of Europe	97,600		121,174
U.S.	208,479		239,828
Rest of World	46,428		55,312

Total	$	473,527	$	534,567

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Significant accounting policies (Policies)	6 Months Ended
Significant accounting policies (Policies)	Jun. 30, 2022
Accounting Policies [Abstract]
Reclassifications	Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation. Most notably, the Company has presented transaction and integration-related expenses as a separate line in the Condensed Consolidated Statement of Operations and reclassified certain costs incurred in the six months ended June 30, 2021 within this line. These costs consist of transaction related expenses incurred as part of the Merger. These costs amounted to $32.5 million for the six months ended June 30, 2021 and were previously presented in the selling, general and administrative expenses but have been reclassified to transaction and integration-related expenses to conform to the current period’s presentation.
Revenue recognition	Revenue recognition The Company earns revenues by providing a number of different services to its customers. These services, which are integral elements of the clinical development process, include clinical trials management, consulting, contract staffing, data services and laboratory services. Contracts range in duration from a number of months to several years. ASC 606 requires application of five steps: (1) identify the contract(s) with a customer; (2) identify the performance obligation in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies the performance obligation(s). Clinical trial service revenue A clinical trial service is a single performance obligation satisfied over time. The full-service obligation in respect of a clinical trial (including those services performed by investigators and other parties) is considered a single performance obligation. Promises offered to the customer are not distinct within the context of the contract. We have concluded that ICON is the contract principal in respect of both direct services and in the use of third parties (principally investigator services) that support the clinical research project. The transaction price is determined by reference to the contract or change order value (total service revenue and pass-through/ reimbursable expenses) adjusted to reflect a realizable contract value. Revenue is recognized as the single performance obligation is satisfied. The progress towards completion for clinical service contracts is measured based on an input measure being total project costs incurred (inclusive of third party costs) at each reporting period as a percentage of forecasted total project costs. Contracting services revenue The Company has availed of the practical expedient which results in recognition of revenue on a right to invoice basis. Application of the practical expedient reflects the right to consideration from the customer in an amount that corresponds directly with the value to the customer of the performance completion to date. This reflects hours performed by contract staff. Consulting services revenue We have concluded that our consulting services contracts represent a single performance obligation satisfied over time. The transaction price is determined by reference to contract or change order value. Revenue is recognized as the performance obligation is satisfied. The progress towards completion for consulting contracts is measured based on total project inputs (time) at each reporting period as a percentage of forecasted total project inputs. Laboratory services revenue Revenue is recognized when, or as, obligations under the terms of a contract are satisfied, which occurs when control of the products or services are transferred to the customer. Revenue for laboratory services is measured as the amount of consideration we expect to receive in exchange for transferring products or services. Where contracts with customers contain multiple performance obligations, the transaction price is allocated to each performance obligation based on the estimated relative selling price of the promised good or service. Service revenue is recognized over time as the services are delivered to the customer based on the extent of progress towards completion of the performance obligation. The determination of the methodology to measure progress requires judgment and is based on the nature of services provided. This requires an assessment of the transfer of value to the customer. The right to invoice measure of progress is generally related to rate per unit contracts, as the extent of progress towards completion is measured based on discrete service or time-based increments, such as samples tested or labor hours incurred. Revenue is recorded in the amount invoiced since that amount corresponds to the value of the Company's performance and the transfer of value to the customer. Data services revenue The Company provides data reports and analytics to customers based on agreed-upon specifications, including the timing of delivery, which is typically either weekly, monthly, or quarterly. If a customer requests more than one type of data report or series of data reports within a contract, each distinct type of data report is a separate performance obligation. The contracts provide for the Company to be compensated for the value of each deliverable. The transaction price is determined using list prices, discount agreements, if any, and negotiations with the customers, and generally includes any out-of-pocket expenses. Typically, the Company bills in advance of services being provided with the amount being recorded as unearned revenue. When multiple performance obligations exist, the transaction price is allocated to performance obligations on a relative standalone selling price basis. In cases where the Company contracts to provide a series of data reports, or in some cases data, the Company recognizes revenue over time using the “units delivered” output method as the data or reports are delivered. Expense reimbursements are recorded to revenue as the expenses are incurred as they relate directly to the services performed. Commissions Incremental costs of obtaining a contract are recognized as an asset on the Condensed Consolidated Balance Sheet in respect of those contracts that exceed one year. Where commission costs relate to contracts that are less than one year, the practical expedient is applied as the amortization period of the asset which would arise on deferral would be one year or less.
Business Combinations	Business Combinations The cost of a business combination is measured as the aggregate of the fair values at the date of exchange of assets given, liabilities incurred or assumed and equity instruments issued in exchange for control. Where a business combination agreement provides for an adjustment to the cost of the acquisition which is contingent upon future events, the amount of the estimated adjustment is recognized at the acquisition date at the fair value of the contingent consideration. Any changes to this estimate outside the measurement period will depend on the classification of the contingent consideration. If the contingent consideration is classified as equity it shall not be re-measured and the settlement shall be accounted for within equity. If the contingent consideration is classified as a liability any adjustments will be accounted for through the Consolidated Statement of Operations or Other Comprehensive Income depending on whether the liability is considered a financial instrument. The assets, liabilities and contingent liabilities of businesses acquired are measured at their fair values at the date of acquisition. In the case of a business combination which is completed in stages, the fair values of the identifiable assets, liabilities and contingent liabilities are determined at the date of each exchange transaction. When the initial accounting for a business combination is determined provisionally, any subsequent adjustments to the provisional values allocated to the identifiable assets, liabilities and contingent liabilities are made within twelve months of the acquisition date and presented as adjustments to goodwill in the reporting period in which the adjustments are determined. The Company allocates a share of net income to the noncontrolling interest holders based on percentage ownership.
Intangible Assets	Intangible Assets Intangible assets are amortized on a straight line basis over their estimated useful life. The carrying values of intangible assets are reviewed for recoverability to determine if the facts and circumstances suggest that a potential impairment may have occurred. If this review indicates that carrying values will not be recoverable the Company will record an impairment charge to reduce carrying values to estimated fair value.

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Revenue (Tables)

6 Months Ended

Jun. 30, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

Revenue disaggregated by customer profile is as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)



Clients 1-5	525,938		356,450		1,065,641		750,644
Clients 6-10	260,689		116,237		553,350		239,130
Clients 11-25	368,675		158,577		726,985		296,432
Other	779,891		239,891		1,490,981		443,147

Total	$	1,935,193	$	871,155	$	3,836,957	$	1,729,353

Revenue from individual customers greater than 10% of consolidated revenue in the respective periods was as follows:

Three Months Ended

Six Months Ended

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

Customer:

Customer A

12.7

15.9

Customer B

11.2

*Less than 10%

Accounts receivable, unbilled revenue (contract assets) and unearned revenue or payments on account (contract liabilities) (Tables)

6 Months Ended

Jun. 30, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Accounts Receivables and Unbilled Revenue, and Unbilled Services and Unearned Revenue

Accounts receivables and unbilled revenue are as follows:


	June 30, 2022		December 31, 2021
	(in thousands)
Contract assets:
Billed services (accounts receivable)	$	1,372,345	$	1,349,851
Unbilled services (unbilled revenue)	709,477		623,121
Accounts receivable and unbilled revenue, gross	2,081,822		1,972,972
Allowance for credit losses	(15,077)		(7,081)
Accounts receivable and unbilled revenue, net	$	2,066,745	$	1,965,891

Unbilled services and unearned revenue or payments on account (contract assets and liabilities) were as follows:


(in thousands, except percentages)	June 30, 2022		December 31, 2021		$ Change		% Change

Unbilled services (unbilled revenue)	$	709,477	$	623,121	$	86,356	13.9	%
Unearned revenue (payments on account)	(1,191,778)		(1,323,961)		132,183		(10.0)	%
Net balance	$	(482,301)	$	(700,840)	$	218,539	(31.2)	%

Goodwill (Tables)

6 Months Ended

Jun. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill


	Six Months Ended		Year Ended
	June 30, 2022		December 31, 2021
	(in thousands)
Opening balance	$	9,037,931	$	936,257
Current period acquisitions (Note 7)	—		8,120,006
Prior period acquisitions (Note 7)	(35,692)		—
Foreign exchange movement	(31,956)		(18,332)

Closing balance	$	8,970,283	$	9,037,931

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

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+ Details

Intangible assets (Tables)

6 Months Ended

Jun. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

Intangible assets, net consisted of the following:


	Six Months Ended		Year Ended
	June 30, 2022		December 31, 2021
Cost	(in thousands)
Customer relationships	$	4,076,062	$	4,056,642
Order backlog	536,685		528,022
Trade names & brands	204,604		204,685
Patient database	170,274		170,525
Technology assets	120,840		121,507



Total cost	5,108,465		5,081,381
Accumulated amortization	(600,012)		(370,538)

Net book value	$	4,508,453	$	4,710,843

Business combinations (Tables)

6 Months Ended

Jun. 30, 2022

Business Combinations [Abstract]

Schedule of Fair Value of PRA Health Sciences Inc Acquisition Consideration

The Merger Date fair value of the consideration transferred consisted of the following:


	(in thousands)
Fair value of cash consideration	$	5,308,646
Fair value of ordinary shares issued to acquiree stockholders	5,658,126
Fair value of replacement share-based awards issued to acquiree employees	209,399
Repayment of term loan obligations and accrued interest *	865,800
	$	12,041,971

* This represents the portion of PRA debt paid by ICON. PRA also paid $401.6 million from available cash to settle debt obligations that existed at the Merger Date.

Schedule of PRA Health Sciences Inc Acquisition


	July 1
	2021
	(in thousands)
Cash and cash equivalents	$	259,971
Accounts receivable and unbilled revenue	934,308
Other current assets	125,156
Fixed assets	156,851
Operating lease right-of-use assets	180,601
Goodwill *	8,084,314
Intangible assets	4,919,000
Deferred tax assets	25,190
Other assets	33,928
Accounts payable	(50,259)
Accrued expenses and other current liabilities	(380,048)
Current portion of operating lease liabilities	(36,506)
Unearned revenue	(739,278)
Non-current portion of operating lease liabilities	(147,204)
Non-current deferred tax liabilities	(1,119,762)
Other non-current liabilities	(204,291)

Net assets acquired	$	12,041,971

Schedule of Fair Value of Intangible Assets PRA Health Sciences Inc Acquisition

The following table summarizes the fair value of identified intangible assets and their respective useful lives as of the Merger Date (in thousands, except for estimated useful lives):


	Estimated Fair Value	Estimated Useful Life
Customer relationship	3,938,000	23 years
Order backlog	500,000	3 years
Trade names	202,000	3 years
Patient database	168,000	7 years
Technology	111,000	5 years
	4,919,000

Schedule of Proforma Information of PRA Health Sciences Inc Acquisition


	Six Months Ended		Six Months Ended
	June 30, 2022		June 30, 2021
	(in thousands, except per share data)
Revenue	$	3,836,957	$	3,710,527
Net income (loss)	$	227,704	$	(183,780)

Schedule of Measurement period adjustments of PRA Health Sciences Inc Acquisition

In the period since the Merger Date, the Company recognized certain measurement period adjustments as shown in the table below:


	Measurement period adjustments

	(in thousands)
Cash and cash equivalents	$	—
Accounts receivable and unbilled revenue	—
Other current assets	14,465
Fixed assets	(6,137)
Operating lease right-of-use assets	(11,744)
Goodwill	70,436
Intangible assets *	44,000
Deferred tax assets	(147,039)
Other assets	(1,166)
Accounts payable	—
Accrued expenses and other current liabilities	(37,496)
Current portion of operating lease liabilities	1,865
Unearned revenue **	19,623
Non-current portion of operating lease liabilities	10,454
Non-current deferred tax liabilities	193,837
Other non-current liabilities	(151,098)

Equity method investments (Tables)

6 Months Ended

Jun. 30, 2022

Equity Method Investments and Joint Ventures [Abstract]

Summary of Equity Method Investments

The following table represents our equity method investments at June 30, 2022:


	Ownership Percentage		Carrying Value		Carrying Value
	June 30, 2022		June 30, 2022		December 31, 2021
			(in thousands)
Oncacare Limited	49	%	$	731	$	2,373

Restructuring (Tables)

6 Months Ended

Jun. 30, 2022

Restructuring and Related Activities [Abstract]

Summary of Restructuring Charges


	Six Months Ended
	June 30, 2022		June 30, 2021
	(in thousands)
Restructuring charges	$	26,693	$	—
Net charge	$	26,693	$	—

Summary of Details of Movement in Restructuring Charges


	Six Months Ended		Year ended
	June 30, 2022		December 31, 2021
	(in thousands)

Opening provision	$	10,311	$	4,676
Additional provisions	2,551		11,272
Utilization	(6,151)		(5,637)
Ending provision	$	6,711	$	10,311

Operating leases (Tables)

6 Months Ended

Jun. 30, 2022

Leases [Abstract]

Schedule of Lease Costs

Lease costs recorded under operating leases for the six months ended June 30, 2022 and June 30, 2021 were as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Operating lease costs	$	13,548	$	7,549	$	28,812	$	15,338
Income from sub-leases	(303)		(220)		(630)		(431)
Net operating lease costs	$	13,245	$	7,329	$	28,182	$	14,907

Schedule of Operating Lease Maturity

Future minimum lease payments under non-cancelable leases as of June 30, 2022 were as follows:


	Minimum rental payments
(in thousands)	June 30, 2022
Year 1	$	49,554
Year 2	42,029
Year 3	28,422
Year 4	20,226
Year 5	16,870
Thereafter	53,190
Total future minimum lease payments	210,291
Lease imputed interest	(15,993)
Total	$	194,298

Bank credit lines and loan facilities (Tables)

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Schedule of Outstanding Debt

The Company had the following debt outstanding as of June 30, 2022 and December 31, 2021:


					Principal amount
	Interest rate as of		Interest rate as of		June 30,		December 31,
(in thousands)	June 30, 2022		December 31, 2021		2022		2021		Maturity Date
Credit Facilities:
Senior Secured Term Loan	4.563	%	2.750	%	$	4,601,213	$	5,001,213	July 2028

Senior Secured Notes	2.875	%	2.875	%	500,000		500,000		July 2026




Total debt					5,101,213		5,501,213

Less current portion of long-term debt					(55,150)		(55,150)
Total long-term debt					5,046,063		5,446,063
Less debt issuance costs and debt discount					(55,563)		(64,901)
Total long-term debt, net					$	4,990,500	$	5,381,162

Schedule of Contractual Maturities of Debt

As of June 30, 2022, the contractual maturities of the Company's debt obligations were as follows:


Current maturities of long-term debt:	(in thousands)
2022 (remaining)	$	27,575
2023	55,150
2024	55,150
2025	55,150
2026 and thereafter	4,908,188
Total	$	5,101,213

Income taxes (Tables)

6 Months Ended

Jun. 30, 2022

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense

Income taxes recognized during the six months ended June 30, 2022 and June 30, 2021, comprise:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Provision for income taxes (excluding restructuring)	$	20,092	$	14,133	$	34,207	$	30,281
Tax impact of restructuring	(5,838)		—		(6,667)		—
Provision for income taxes	$	14,254	$	14,133	$	27,540	$	30,281

Net income per ordinary share (Tables)

6 Months Ended

Jun. 30, 2022

Earnings Per Share [Abstract]

Schedule of Reconciliation of Number of Shares Used in Computation of Basic and Diluted Net Income Per Ordinary Share

The reconciliation of the number of shares used in the computation of basic and diluted net income per ordinary share is as follows:


	Three Months Ended		Six Months Ended
	June 30, 2022	June 30, 2021	June 30, 2022	June 30, 2021
Weighted average number of ordinary shares outstanding for basic net income per ordinary share	81,398,071	52,909,368	81,430,507	52,860,414
Effect of dilutive share options and other awards outstanding under share based compensation programs	914,875	472,133	1,032,335	434,021
Weighted average number of ordinary shares outstanding for diluted net income per ordinary share	82,312,946	53,381,501	82,462,842	53,294,435


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Net income per Ordinary Share attributable to the Group:
Basic	$	1.42	$	1.40	$	2.80	$	3.23
Diluted	$	1.41	$	1.38	$	2.76	$	3.21

Share-based awards (Tables)

6 Months Ended

Jun. 30, 2022

Share-Based Payment Arrangement [Abstract]

Summary of Stock Option Activity

The following table summarizes option activity for the six months ended June 30, 2022:


	Options Outstanding Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life
Outstanding at December 31, 2021	1,695,460	$	104.79	5.39

Granted	108,643	$	229.94
Exercised	(159,761)	$	94.70
Canceled/expired	(36,531)	$	124.62

Outstanding at June 30, 2022	1,607,811	$	119.68	5.27

Exercisable at June 30, 2022	1,044,178	$	99.21	4.49

Schedule of Weighted Average Fair Values and Assumptions Used

The weighted average grant date fair values and assumptions used were as follows:


	Six Months Ended
	June 30, 2022			June 30, 2021
Weighted average grant date fair value	$	68.40		$	49.15
Assumptions:
Expected volatility	31		%	30		%
Dividend yield	—		%	—		%
Risk-free interest rate	1.85		%	0.78		%
Expected life	5 years			5 years

Summary of RSU and PSU Activity

The following table summarizes RSU and PSU activity for the six months ended June 30, 2022:


	PSU Outstanding Number of Shares	PSU Weighted Average Grant Date Fair Value		RSU Outstanding Number of Shares	RSU Weighted Average Grant Date Fair Value
Outstanding at December 31, 2021	154,190	$	160.23	572,785	$	191.20

Granted	64,682	$	214.25	291,043	$	217.51
Shares vested	(45,567)	$	140.18	(187,126)	$	173.20
Forfeited	(2,718)	$	157.30	(43,175)	$	201.02

Outstanding at June 30, 2022	170,587	$	189.05	633,527	$	207.98

Schedule of Non-cash Stock Compensation Expense

Non-cash stock compensation expense for the six months ended June 30, 2022 and June 30, 2021 has been allocated as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Direct costs	$	5,833	$	3,101	$	10,832	$	5,156
Selling, general and administrative	13,450		5,379		27,354		9,718


	$	19,283	$	8,480	$	38,186	$	14,874

Business Segment and Geographical Information (Tables)

6 Months Ended

Jun. 30, 2022

Segment Reporting [Abstract]

Schedule of Distribution of Revenue by Geographical Area

The distribution of revenue by geographical area was as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Ireland	$	500,972	$	363,730	$	868,330	$	671,851
Rest of Europe	428,393		118,579		884,458		238,933
U.S.	894,016		313,113		1,864,645		665,609
Rest of World	111,812		75,733		219,524		152,960

Total	$	1,935,193	$	871,155	$	3,836,957	$	1,729,353

Schedule of Distribution of Income from Operations by Geographical Area

The distribution of income from operations by geographical area was as follows:


	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
	(in thousands)				(in thousands)
Ireland *	$	55,544	$	85,736	$	65,418	$	174,648
Rest of Europe	59,173		8,794		118,682		16,404
U.S.	53,321		12,470		113,789		25,707
Rest of World	9,751		5,872		50,239		12,127

Total	$	177,789	$	112,872	$	348,128	$	228,886

* Includes the full amount of the amortization charge associated with the intangible asset acquired in the Merger.

Schedule of Distribution of Depreciation and Amortization by Geographical Area

The distribution of long-lived assets (property, plant and equipment and operating right-of-use assets), net, by geographical area was as follows:


	June 30, 2022		December 31, 2021
	(in thousands)
Ireland	$	121,020	$	118,253
Rest of Europe	97,600		121,174
U.S.	208,479		239,828
Rest of World	46,428		55,312

Total	$	473,527	$	534,567

Basis of presentation (Details) $ in Millions	Jun. 30, 2021 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business acquisition, transaction costs	$ 32.5

Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Revenue (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Disaggregation of Revenue [Line Items]
Revenue	$ 1,935,193	$ 871,155	$ 3,836,957	$ 1,729,353
Clients 1-5
Disaggregation of Revenue [Line Items]
Revenue	525,938	356,450	1,065,641	750,644
Clients 6-10
Disaggregation of Revenue [Line Items]
Revenue	260,689	116,237	553,350	239,130
Clients 11-25
Disaggregation of Revenue [Line Items]
Revenue	368,675	158,577	726,985	296,432
Other
Disaggregation of Revenue [Line Items]
Revenue	$ 779,891	$ 239,891	$ 1,490,981	$ 443,147
Customer A \| Customer concentration risk \| Revenue benchmark
Disaggregation of Revenue [Line Items]
Customer concentration risk		12.70%		15.90%
Customer B \| Customer concentration risk \| Revenue benchmark
Disaggregation of Revenue [Line Items]
Customer concentration risk		11.20%		11.20%

Accounts receivable, unbilled revenue (contract assets) and unearned revenue or payments on account (contract liabilities) - Schedule of Accounts Receivables and Unbilled Revenue (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Contract Assets [Abstract]
Billed services (accounts receivable)	$ 1,372,345	$ 1,349,851
Unbilled services (unbilled revenue)	709,477	623,121
Accounts receivable and unbilled revenue, gross	2,081,822	1,972,972
Allowance for credit losses	(15,077)	(7,081)
Accounts receivable and unbilled revenue, net	$ 2,066,745	$ 1,965,891

Accounts receivable, unbilled revenue (contract assets) and unearned revenue or payments on account (contract liabilities) - Schedule of Unbilled Services and Unearned Revenue or Payments on Account (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Unbilled services (unbilled revenue)	$ 709,477	$ 623,121
Change in unbilled services (unbilled revenue)	$ 86,356
Percentage change in unbilled services (unbilled revenue)	13.90%
Unearned revenue (payments on account)	$ (1,191,778)	(1,323,961)
Change in unearned revenue (payments on account)	$ 132,183
Percentage change in unearned revenue (payments on account)	(10.00%)
Net balance	$ (482,301)	$ (700,840)
Change in net balance	$ 218,539
Percentage change in net balance	(31.20%)

Accounts receivable, unbilled revenue (contract assets) and unearned revenue or payments on account (contract liabilities) - Narrative (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Increase in unbilled services (unbilled revenue)	$ 86,356
Decrease in unearned revenue (payments on account)	132,183
Increase in net balance	218,539
Revenue, remaining performance obligation	$ 13,900,000	$ 6,600,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation percentage	49.00%
Revenue, remaining performance obligation, expected timing of satisfaction, period	12 months

Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Goodwill [Roll Forward]
Opening balance	$ 9,037,931	$ 936,257
Current period acquisitions (Note 7)	0	8,120,006
Prior period acquisitions (Note 7)	(35,692)	0
Foreign exchange movement	(31,956)	(18,332)
Closing balance	$ 8,970,283	$ 9,037,931

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Goodwill - Narrative (Details) - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Accumulated impairment loss	$ 0	$ 0

Intangible assets (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Total cost	$ 5,108,465	$ 5,081,381
Accumulated amortization	(600,012)	(370,538)
Net book value	4,508,453	4,710,843
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Total cost	4,076,062	4,056,642
Order backlog
Finite-Lived Intangible Assets [Line Items]
Total cost	536,685	528,022
Trade names & brands
Finite-Lived Intangible Assets [Line Items]
Total cost	204,604	204,685
Patient database
Finite-Lived Intangible Assets [Line Items]
Total cost	170,274	170,525
Technology assets
Finite-Lived Intangible Assets [Line Items]
Total cost	$ 120,840	$ 121,507

Business combinations - Narrative (Details) $ / shares in Units, $ in Thousands		3 Months Ended		6 Months Ended
	Jul. 01, 2021 Employee $ / shares shares	Jun. 30, 2022 USD ($)	Jun. 30, 2021 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2021 USD ($)
Business Acquisition [Line Items]
Entity number of employees \| Employee	38,000
Acquisition-related costs		$ 8,884	$ 20,017	$ 20,969	$ 32,518
PRA Health Sciences, Inc
Business Acquisition [Line Items]
Business acquisition, share price (in USD per share) \| $ / shares	$ 80
Business acquisition, number of shares issued (in shares) \| shares	0.4125
Integration-related costs				$ 21,000

Business combinations - Schedule of Fair Value of PRA Health Sciences Inc Acquisition Consideration (Details) - PRA Health Sciences, Inc $ in Thousands	Jul. 01, 2021 USD ($)
Business Acquisition [Line Items]
Fair value of cash consideration	$ 5,308,646
Fair value of ordinary shares issued to acquiree stockholders	5,658,126
Fair value of replacement share-based awards issued to acquiree employees	209,399
Repayment of term loan obligations and accrued interest	865,800
Total consideration transferred	12,041,971
Payments to settle debt obligations that existed prior to acquisition date	$ 401,600

Business combinations - Schedule of PRA Health Sciences Inc Acquisition (Details) - USD ($)	Jun. 30, 2022	Dec. 31, 2021	Jul. 01, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Goodwill	$ 8,970,283,000	$ 9,037,931,000		$ 936,257,000
PRA Health Sciences, Inc
Business Acquisition [Line Items]
Cash and cash equivalents			$ 259,971,000
Accounts receivable and unbilled revenue			934,308,000
Other current assets			125,156,000
Fixed assets			156,851,000
Operating lease right-of-use assets			180,601,000
Goodwill			8,084,314,000
Intangible assets			4,919,000,000
Deferred tax assets			25,190,000
Other assets			33,928,000
Accounts payable			(50,259,000)
Accrued expenses and other current liabilities			(380,048,000)
Current portion of operating lease liabilities			(36,506,000)
Unearned revenue			(739,278,000)
Non-current portion of operating lease liabilities			(147,204,000)
Non-current deferred tax liabilities			(1,119,762,000)
Other non-current liabilities			(204,291,000)
Net assets acquired			12,041,971,000
Goodwill expected to be tax deductible			$ 0

Business combinations - Schedule of Fair Value of Intangible Assets PRA Health Sciences Inc Acquisition (Details) - PRA Health Sciences, Inc $ in Thousands	Jul. 01, 2021 USD ($)
Business Acquisition [Line Items]
Estimated Fair Value	$ 4,919,000
Customer relationships
Business Acquisition [Line Items]
Estimated Fair Value	$ 3,938,000
Estimated Useful Life	23 years
Order backlog
Business Acquisition [Line Items]
Estimated Fair Value	$ 500,000
Estimated Useful Life	3 years
Trade names
Business Acquisition [Line Items]
Estimated Fair Value	$ 202,000
Estimated Useful Life	3 years
Patient database
Business Acquisition [Line Items]
Estimated Fair Value	$ 168,000
Estimated Useful Life	7 years
Technology
Business Acquisition [Line Items]
Estimated Fair Value	$ 111,000
Estimated Useful Life	5 years

Schedule of Measurement Period Adjustments of PRA Health Sciences Inc Acquisition (Details) - PRA Health Sciences, Inc - USD ($) $ in Thousands	3 Months Ended	6 Months Ended	12 Months Ended
	Dec. 31, 2021	Jun. 30, 2022	Jun. 30, 2022
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Cash and cash equivalents			$ 0
Accounts receivable and unbilled revenue			0
Other current assets			14,465
Fixed assets			(6,137)
Operating lease right-of-use assets			(11,744)
Goodwill			70,436
Intangible assets			44,000
Deferred tax assets			(147,039)
Other assets			(1,166)
Accounts payable			0
Accrued expenses and other current liabilities			(37,496)
Current portion of operating lease liabilities			1,865
Unearned Revenue			19,623
Non-current portion of operating lease liabilities			10,454
Non-current deferred tax liabilities			193,837
Other non-current liabilities			$ (151,098)
Amortization adjustment		$ 2,200
Accounting Standards Update 2021-08
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Unearned Revenue	$ 16,000

Business combinations - Schedule of Proforma Information of PRA Health Sciences Inc Acquisition (Details) - PRA Health Sciences, Inc - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Business Acquisition [Line Items]
Revenue	$ 3,836,957	$ 3,710,527
Net income (loss)	$ 227,704	$ (183,780)

Equity method investments - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021	Jul. 24, 2020
Related Party Transaction [Line Items]
Equity method investments	$ 731		$ 731		$ 2,373	$ 4,900
Equity method investment, ownership percentage	49.00%		49.00%
Equity method investment, majority ownership percentage	51.00%		51.00%
Equity method investment, period majority voting share capital can be sold to the company			2 years 6 months
Loss on equity method investments	$ 856	$ 509	$ 1,641	$ 783
Oncacare
Related Party Transaction [Line Items]
Loan granted to related party					$ 10,000
Related party, loan interest rate					1.60%

Equity method investments - Summary of Equity Method Investments (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021	Jul. 24, 2020
Equity Method Investments and Joint Ventures [Abstract]
Ownership Percentage	49.00%
Carrying Value	$ 731	$ 2,373	$ 4,900

Fair value measurements (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
Fair value measurements (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Increase (Decrease) in Equity Securities, FV-NI	$ 3.5	$ 3.2
Carrying value of long-term investments in equity	26.9	$ 22.6
Fair value, nonrecurring \| Fair value, inputs, level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets at fair value	13,478.7
Goodwill at fair value	8,970.3
Net intangible assets at fair value	$ 4,508.5

Restructuring - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021	Dec. 31, 2020
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 22,486	$ 0	$ 26,693	$ 0
Provision balance	6,711		6,711		$ 10,311	$ 4,676
Employee severance
Restructuring Cost and Reserve [Line Items]
Provision balance	1,600		1,600
Other liability \| Other liabilities
Restructuring Cost and Reserve [Line Items]
Provision balance	2,200		2,200
Other liability \| Non-current other liabilities
Restructuring Cost and Reserve [Line Items]
Provision balance	2,900		2,900
Facility liability
Restructuring Cost and Reserve [Line Items]
Provision balance	$ 5,100		$ 5,100

Restructuring - Summary of Restructuring Charges (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Restructuring and Related Activities [Abstract]
Restructuring charges	$ 22,486	$ 0	$ 26,693	$ 0

Restructuring - Summary of Details of Movement in Restructuring Charges (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Restructuring Reserve [Roll Forward]
Opening provision	$ 10,311	$ 4,676
Additional provisions	2,551	11,272
Utilization	(6,151)	(5,637)
Ending provision	$ 6,711	$ 10,311

Operating leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Leases [Abstract]
Operating lease costs	$ 13,548	$ 7,549	$ 28,812	$ 15,338
Income from sub-leases	(303)	(220)	(630)	(431)
Net operating lease costs	$ 13,245	$ 7,329	$ 28,182	$ 14,907

Operating leases - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Lessee, Lease, Description [Line Items]
Total lease cost	$ 13,245	$ 7,329	$ 28,182	$ 14,907
Early termination options reasonably certain to be exercised	0	0	0	4,200
Right-of-use assets obtained in exchange for lease obligations	$ 29,000	$ 1,000	$ 35,800	$ 3,800
Weighted average remaining lease term	6 years 9 months 25 days		6 years 9 months 25 days
Weighted average discount rate	2.65%		2.65%
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other Liabilities	Other Liabilities	Other Liabilities	Other Liabilities
Other liabilities
Lessee, Lease, Description [Line Items]
Operating lease liabilities	$ 47,000	$ 22,800	$ 47,000	$ 22,800
Selling, general and administration costs
Lessee, Lease, Description [Line Items]
Total lease cost			27,100	13,800
Direct costs
Lessee, Lease, Description [Line Items]
Total lease cost			$ 1,100	$ 1,100

Operating leases - Schedule of Operating Lease Maturity (Details) $ in Thousands	Jun. 30, 2022 USD ($)
Leases [Abstract]
Year 1	$ 49,554
Year 2	42,029
Year 3	28,422
Year 4	20,226
Year 5	16,870
Thereafter	53,190
Total future minimum lease payments	210,291
Lease imputed interest	(15,993)
Total	$ 194,298

Bank credit lines and loan facilities - Schedule of Outstanding Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021	Jul. 01, 2021
Debt Instrument [Line Items]
Total debt	$ 5,101,213	$ 5,501,213
Less current portion of long-term debt	(55,150)	(55,150)
Total long-term debt	5,046,063	5,446,063
Less debt issuance costs and debt discount	(55,563)	(64,901)
Total long-term debt, net	$ 4,990,500	$ 5,381,162
Senior Secured Term Loan \| Senior Secured Term Loan
Debt Instrument [Line Items]
Debt instrument, interest rate	4.563%	2.75%	1.00%
Total debt	$ 4,601,213	$ 5,001,213
Senior Secured Notes \| Senior Secured Notes
Debt Instrument [Line Items]
Debt instrument, interest rate	2.875%	2.875%	2.875%
Total debt	$ 500,000	$ 500,000

Bank credit lines and loan facilities - Narrative (Details) $ in Thousands	Jun. 30, 2022 USD ($)	Apr. 11, 2022 USD ($)	Mar. 31, 2022 USD ($)	Dec. 29, 2021 USD ($)	Nov. 10, 2021	Jul. 01, 2021 USD ($)	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Long-term debt	$ 4,990,500						$ 5,381,162
Long-term debt at fair value	$ 4,901,100
Senior Secured Credit Facility and Senior Secured Notes \| Senior Secured Term Loan
Debt Instrument [Line Items]
Debt discount paid						$ 27,600
Senior Secured Term Loan \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread on variable rate (in percent)						2.50%
Variable rate, step down percentage (in percent)						0.25%
First lien net leverage ratio					4
Decrease in basis spread on variable rate					0.25%
Senior Secured Term Loan \| London Interbank Offered Rate (LIBOR) \| Maximum
Debt Instrument [Line Items]
First lien net leverage ratio						4.00
Senior Secured Term Loan \| London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate (in percent)						0.50%
First lien net leverage ratio						1.00
Senior Secured Term Loan \| Senior Secured Term Loan
Debt Instrument [Line Items]
Debt instrument, principal amount						$ 5,515,000
Debt instrument, interest rate	4.563%					1.00%	2.75%
Repayments of senior debt	$ 100,000		$ 300,000	$ 500,000
Interest paid	39,400		35,100	40,800
Payments of debt restructuring costs	900		$ 3,200	$ 5,600
Senior secured revolving loan facility \| London Interbank Offered Rate (LIBOR) \| Variable rate component two
Debt Instrument [Line Items]
Basis spread on variable rate (in percent)						1.60%
Senior secured revolving loan facility \| London Interbank Offered Rate (LIBOR) \| Maximum \| Variable rate component two
Debt Instrument [Line Items]
Basis spread on variable rate (in percent)						2.00%
Senior secured revolving loan facility \| London Interbank Offered Rate (LIBOR) \| Minimum \| Variable rate component two
Debt Instrument [Line Items]
Basis spread on variable rate (in percent)		1.25%				1.25%
Senior secured revolving loan facility \| Base rate \| Variable rate component one
Debt Instrument [Line Items]
Basis spread on variable rate (in percent)						0.60%
Senior secured revolving loan facility \| Base rate \| Maximum \| Variable rate component one
Debt Instrument [Line Items]
Basis spread on variable rate (in percent)						1.00%
Senior secured revolving loan facility \| Base rate \| Minimum \| Variable rate component one
Debt Instrument [Line Items]
Basis spread on variable rate (in percent)						0.25%
Senior secured revolving loan facility \| Senior Secured Term Loan
Debt Instrument [Line Items]
Debt instrument, interest rate		1.75%
Long-term debt		$ 25,000
Line of credit facility, remaining borrowing capacity	$ 300,000
Senior secured revolving loan facility \| Line of credit \| Senior secured revolving loan facility
Debt Instrument [Line Items]
Debt instrument, maximum borrowing capacity						$ 300,000
Senior Secured Notes \| Senior Secured Notes
Debt Instrument [Line Items]
Debt instrument, principal amount						$ 500,000
Debt instrument, interest rate	2.875%					2.875%	2.875%

Bank credit lines and loan facilities - Schedule of Contractual Maturities of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
2022 (remaining)	$ 27,575
2023	55,150
2024	55,150
2025	55,150
2026 and thereafter	4,908,188
Total debt	$ 5,101,213	$ 5,501,213

Income taxes - Schedule of Components of Income Tax Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Tax Disclosure [Abstract]
Provision for income taxes (excluding restructuring)	$ 20,092	$ 14,133	$ 34,207	$ 30,281
Tax impact of restructuring	(5,838)	0	(6,667)	0
Provision for income taxes	$ 14,254	$ 14,133	$ 27,540	$ 30,281

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income taxes - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Liability for unrecognized tax benefit	$ 222.2	$ 217.6
Items generating unrecognized tax benefits	202.0	202.1
Interest and related penalties	$ 20.2	$ 15.5

Net income per ordinary share - Schedule of Reconciliation of Number of Shares Used in Computation of Basic and Diluted Net Income Per Ordinary Share (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Earnings Per Share [Abstract]
Weighted average number of ordinary shares outstanding for basic net income per ordinary share (in shares)	81,398,071	52,909,368	81,430,507	52,860,414
Effect of dilutive share options and other awards outstanding under share based compensation programs (in shares)	914,875	472,133	1,032,335	434,021
Weighted average number of ordinary shares outstanding for diluted net income per ordinary share (in shares)	82,312,946	53,381,501	82,462,842	53,294,435

Net income per ordinary share - Schedule of Reconciliation of Net Income Attributable to the Group (Details) - $ / shares	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Net income per Ordinary Share attributable to the Group:
Basic (in USD per share)	$ 1.42	$ 1.40	$ 2.80	$ 3.23
Diluted (in USD per share)	$ 1.41	$ 1.38	$ 2.76	$ 3.21

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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+ Details

Share-based awards - Summary of Stock Option Activity (Details) - Employee Stock Option			6 Months Ended
	Jun. 30, 2022 $ / shares shares	Dec. 31, 2021 $ / shares shares	Jun. 30, 2022 $ / shares shares
Options Outstanding Number of Shares
Outstanding at beginning of period (in shares) \| shares			1,695,460
Granted (in shares) \| shares			108,643
Exercised (in shares) \| shares			(159,761)
Canceled/expired (in shares) \| shares			(36,531)
Outstanding at end of period (in shares) \| shares	1,607,811	1,695,460	1,607,811
Exercisable at end of period (in shares) \| shares	1,044,178		1,044,178
Weighted Average Exercise Price
Outstanding at beginning of period (in USD per share) \| $ / shares			$ 104.79
Granted (in USD per share) \| $ / shares			229.94
Exercised (in USD per share) \| $ / shares			94.70
Canceled/expired (in USD per share) \| $ / shares			124.62
Outstanding at end of period (in USD per share) \| $ / shares	$ 119.68	$ 104.79	119.68
Exercisable at end of period (in USD per share) \| $ / shares	$ 99.21		$ 99.21
Weighted Average Remaining Contractual Life
Weighted average contractual term of options outstanding	5 years 3 months 7 days	5 years 4 months 20 days
Weighted average contractual term of options exercisable	4 years 5 months 26 days

Share-based awards - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions		6 Months Ended	12 Months Ended	35 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Dec. 31, 2021	Mar. 31, 2022	May 16, 2019
Employee Stock Option
Compensation Related Costs Share Based Payments Disclosure [Line Items]
Number of shares exercisable (in shares)	1,044,178	1,044,178
Weighted average contractual term of options exercisable	4 years 5 months 26 days
Weighted average exercise price of options exercisble (USD per share)	$ 99.21	$ 99.21
Consultants Restricted Stock Units 2019
Compensation Related Costs Share Based Payments Disclosure [Line Items]
Ordinary shares which have been reserved for issuance (in shares)					250,000
Consultants Restricted Stock Units 2019 \| Non-executive directors
Compensation Related Costs Share Based Payments Disclosure [Line Items]
Shares vesting period				12 months
Performance Share Unit (PSUs)
Compensation Related Costs Share Based Payments Disclosure [Line Items]
Fair value of stock units vested		$ 6.4	$ 5.1
Restricted Stock Units (RSUs)
Compensation Related Costs Share Based Payments Disclosure [Line Items]
Fair value of stock units vested		$ 32.5	$ 83.5
PSUs based on service and EPS targets \| Maximum
Compensation Related Costs Share Based Payments Disclosure [Line Items]
Stock units to be granted (in shares)	85,293	85,293

Share-based awards - Schedule of Weighted Average Fair Values and Assumptions Used (Details) - Employee Stock Option - $ / shares	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value	$ 68.40	$ 49.15
Assumptions:
Expected volatility	31.00%	30.00%
Dividend yield	0.00%	0.00%
Risk-free interest rate	1.85%	0.78%
Expected life	5 years	5 years

Share-based awards - Summary of RSU and PSU Activity (Details)	6 Months Ended
	Jun. 30, 2022 $ / shares shares
Performance Share Unit (PSUs)
Outstanding Number of Shares
Outstanding at beginning of period (in shares) \| shares	154,190
Granted (in shares) \| shares	64,682
Shares vested (in shares) \| shares	(45,567)
Forfeited (in shares) \| shares	(2,718)
Outstanding at end of period (in shares) \| shares	170,587
Weighted Average Grant Date Fair Value
Outstanding at beginning of period (in USD per share) \| $ / shares	$ 160.23
Granted (in USD per share) \| $ / shares	214.25
Shares vested (in USD per share) \| $ / shares	140.18
Forfeited (in USD per share) \| $ / shares	157.30
Outstanding at end of period (in USD per share) \| $ / shares	$ 189.05
Restricted Stock Units (RSUs)
Outstanding Number of Shares
Outstanding at beginning of period (in shares) \| shares	572,785
Granted (in shares) \| shares	291,043
Shares vested (in shares) \| shares	(187,126)
Forfeited (in shares) \| shares	(43,175)
Outstanding at end of period (in shares) \| shares	633,527
Weighted Average Grant Date Fair Value
Outstanding at beginning of period (in USD per share) \| $ / shares	$ 191.20
Granted (in USD per share) \| $ / shares	217.51
Shares vested (in USD per share) \| $ / shares	173.20
Forfeited (in USD per share) \| $ / shares	201.02
Outstanding at end of period (in USD per share) \| $ / shares	$ 207.98

Share-based awards - Schedule of Non-cash Stock Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock compensation expense	$ 19,283	$ 8,480	$ 38,186	$ 14,874
Direct costs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock compensation expense	5,833	3,101	10,832	5,156
Selling, general and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock compensation expense	$ 13,450	$ 5,379	$ 27,354	$ 9,718

Share capital (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended	6 Months Ended
Share capital (Details) - USD ($) $ in Thousands	Jul. 01, 2021	Mar. 31, 2022	Mar. 31, 2022	Jun. 30, 2022
Equity, Class of Treasury Stock [Line Items]
Share repurchase program, value of shares repurchased			$ 99,983
Ordinary shares
Equity, Class of Treasury Stock [Line Items]
Issue of shares associated with a business combination (in shares)	27,372,427
Share repurchase program, number of shares repurchased (in shares)			420,530
Share repurchase program, value of shares repurchased			$ 28
Buyback Program
Equity, Class of Treasury Stock [Line Items]
Share repurchase program, number of shares repurchased (in shares)		420,530
Share repurchase program, value of shares repurchased		$ 100,000
Buyback Program \| Maximum
Equity, Class of Treasury Stock [Line Items]
Share repurchase program, authorized percentage				10.00%

Business Segment and Geographical Information - Narrative (Details)	6 Months Ended
	Jun. 30, 2022 segment
Segment Reporting [Abstract]
Number of operating segments	1

Business Segment and Geographical Information - Schedule of Distribution of Revenue by Geographical Area (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Reporting Information [Line Items]
Revenue	$ 1,935,193	$ 871,155	$ 3,836,957	$ 1,729,353
Ireland
Segment Reporting Information [Line Items]
Revenue	500,972	363,730	868,330	671,851
Rest of Europe
Segment Reporting Information [Line Items]
Revenue	428,393	118,579	884,458	238,933
U.S.
Segment Reporting Information [Line Items]
Revenue	894,016	313,113	1,864,645	665,609
Rest of World
Segment Reporting Information [Line Items]
Revenue	$ 111,812	$ 75,733	$ 219,524	$ 152,960

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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+ Details

Business Segment and Geographical Information - Schedule of Distribution of Income from Operations by Geographical Area (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Reporting Information [Line Items]
Income from operations	$ 177,789	$ 112,872	$ 348,128	$ 228,886
Ireland
Segment Reporting Information [Line Items]
Income from operations	55,544	85,736	65,418	174,648
Rest of Europe
Segment Reporting Information [Line Items]
Income from operations	59,173	8,794	118,682	16,404
U.S.
Segment Reporting Information [Line Items]
Income from operations	53,321	12,470	113,789	25,707
Rest of World
Segment Reporting Information [Line Items]
Income from operations	$ 9,751	$ 5,872	$ 50,239	$ 12,127

Business Segment and Geographical Information - Schedule of Distribution of Depreciation and Amortization by Geographical Area (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Long-lived assets	$ 473,527	$ 534,567
Ireland
Segment Reporting Information [Line Items]
Long-lived assets	121,020	118,253
Rest of Europe
Segment Reporting Information [Line Items]
Long-lived assets	97,600	121,174
U.S.
Segment Reporting Information [Line Items]
Long-lived assets	208,479	239,828
Rest of World
Segment Reporting Information [Line Items]
Long-lived assets	$ 46,428	$ 55,312