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Filing Details

Accession Number:: 0001144204-17-046029
Form Type:: 13D Filing
Publication Date:: 2017-08-30 21:03:18

Filed By:: Canada Pension Plan Investment Board
Company:: Iqvia Holdings Inc.
Filing Date:: 2017-08-31
SEC Url:: 13D Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Sole Voting Power	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
Canada Pension Plan Investment Board	1,569,600	13,729,411	1,569,600	13,729,411	15,299,011	7.1%
CPP Investment Board Private Holdings, Inc	0	13,722,811	0	13,722,811	13,722,811	6.3%

Filing

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________________

SCHEDULE 13D/A

(Amendment No. 2)

Under the Securities Exchange Act of 1934

________________________

QUINTILES IMS HOLDINGS, INC.

(Name of Issuer)

Common Stock, $0.01 par value per share		74876Y101
(Title of class of securities)		(CUSIP number)

Eric Wetlaufer

Canada Pension Plan Investment Board

One Queen Street East, Suite 2500

Toronto, ON M5C 2W5 Canada

Tel: (416) 868-1171

(Name, address and telephone number of person authorized
to receive notices and communications)

August 28, 2017

(Date of event which requires filing of this statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ¨.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

(Continued on following pages)

NAMES OF REPORTING PERSONS

Canada Pension Plan Investment Board

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) ¨

(b) x

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT

TO ITEM 2(d) or 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

NUMBER OF SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING PERSON

WITH

SOLE VOTING POWER

1,569,600

SHARED VOTING POWER

13,729,411

SOLE DISPOSITIVE POWER

1,569,600

SHARED DISPOSITIVE POWER

13,729,411

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

15,299,011

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

(SEE INSTRUCTIONS)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

7.1%⁽¹⁾

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

(1) Based on a total of 216,526,774 shares of Common Stock of the issuer outstanding as of July 31, 2017, as reported in the Form 10-Q filed by the issuer with the Securities and Exchange Commission on August 4, 2017.

NAMES OF REPORTING PERSONS

CPP Investment Board Private Holdings, Inc.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) ¨

(b) x

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT

TO ITEM 2(d) or 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

NUMBER OF SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING PERSON
WITH

SOLE VOTING POWER

SHARED VOTING POWER

13,722,811

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

13,722,811

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

13,722,811

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

(SEE INSTRUCTIONS)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.3%⁽²⁾

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

(2) Based on a total of 216,526,774 shares of Common Stock of the issuer outstanding as of July 31, 2017, as reported in the Form 10-Q filed by the issuer with the Securities and Exchange Commission on August 4, 2017.

Explanatory Note

This Amendment No. 2 (this “Amendment No. 2”) to Schedule 13D is being filed to reflect the sale of certain shares (the “Common Shares”) of common stock, par value $0.01 per share, of Quintiles IMS Holdings, Inc., a Delaware corporation (the “Issuer”) by CPP Investment Board Private Holdings, Inc. (“CPPIB-PHI”) pursuant to Rule 144 of the Securities Act of 1933, as amended (“Rule 144”).

Unless otherwise indicated, all references to “$” in this Schedule 13D are to U.S. dollars.

Information reported in the original Schedule 13D remains in effect except to the extent that it is amended or superseded by information contained in this Amendment No. 2.

Item 2.

Identity and Background

The last paragraph of Item 2 of the original Schedule 13D is hereby amended and replaced with the following, and Schedule I of the original Schedule 13D is hereby amended and replaced with Schedule I attached hereto:

In accordance with the provisions of General Instruction C to Schedule 13D, with respect to each Reporting Person, information concerning the name, business address, principal occupation and citizenship of its general partners, executive officers and board of directors and each person controlling such Reporting Person (collectively, the “Covered Persons”), required by Item 2 of Schedule 13D, is provided on Schedule I and is incorporated by reference herein. To the Reporting Persons’ knowledge, none of the Covered Persons listed on Schedule I has been, during the last five years, (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 4.

Purpose of Transaction

Item 4 of Schedule 13D is hereby supplemented as follows:

On August 28, 2017, CPPIB-PHI sold an aggregate of 1,739,415 Common Shares owned by CPPIB-PHI pursuant to Rule 144, at a price of $97.33 per Common Share for an aggregate purchase price of $169,297,261.95.

Item 5.

Interest in Securities of the Issuer

Items 5(a)-(b) of Schedule 13D are hereby amended and replaced in its entirety as follows:

(a)-(b)

See items 7 to 11 and 13 on pages 2 and 3 of this Schedule 13D.

CPPIB beneficially owns 15,299,011 Common Shares, representing approximately 7.1% of the outstanding Common Shares. CPPIB-PHI beneficially owns 13,722,811 Common Shares, representing approximately 6.3% of the outstanding Common Shares. Such percentages are calculated based on a total of 216,526,774 Common Shares outstanding as of July 31, 2017, as reported in the prospectus supplement filed by the Issuer with the Securities and Exchange Commission on August 4, 2017.

CPPIB-PHI directly owns 13,722,811 Common Shares and CPPIB is an indirect beneficial owner of such Common Shares owned by CPPIB-PHI. CPPIB-PHI and CPPIB have shared voting power and shared dispositive power with respect to such 13,722,811 Common Shares.

In addition, CPPIB directly owns 1,569,600 Common Shares, with respect to which it has sole voting power and sole dispositive power, and indirectly owns 6,600 Common Shares through CPPIB MAP Cayman SPC, a wholly-owned subsidiary of CPPIB, with respect to which it has shared voting power and shared dispositive power. The 6,600 Common Shares directly owned by CPPIB MAP Cayman SPC are subject to investment management agreements with an unaffiliated investment manager who may be deemed to have direct voting and investment power and dispositive power with respect to such shares.

As a result of the Shareholders Agreement, the Reporting Persons may be deemed to be members of a group (the “Group”) holding over 10% of the outstanding Common Shares for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. Each Reporting Person disclaims beneficial ownership of any of the Issuer’s securities owned by any member of the Group, other than the securities covered by this Schedule 13D, as listed in items 7-11 on pages 2 and 3 of this Schedule 13D.

SIGNATURES

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: August 30, 2017

CANADA PENSION PLAN INVESTMENT BOARD

By:	/s/ Eric M. Wetlaufer
	Name:	Eric M. Wetlaufer
	Title:	Senior Managing Director & Global Head of Public Market Investments

CPP INVESTMENT BOARD PRIVATE HOLDINGS, INC.

By:	/s/ Pierre Abinakle
	Name:	Pierre Abinakle
	Title:	Director & Secretary

SCHEDULE I

Directors of CPPIB

Heather Munroe-Blum