Clinical Solutions LLC

Highlights Second quarter revenue of $1,282.6 million, increased 6.1% sequentially and 26.6% year-over-year. Clinical Solutions net new business awards of $1,436.2 million for the second quarter, representing year-over-year growth of 21.2% and a book-to-bill ratio of 1.45x, and $4,971.5 million for the trailing twelve months, representing year-over-year growth of 8.2% and a book-to-bill ratio of 1.37x. Commercial Solutions net new business awards of $273.6 million for the second quarter, representing year-over-year growth of 55.3% and a book-to-bill ratio of 0.94x, and $1,257.4 million for the trailing twelve months, representing year-over-year growth of 4.8% and a book-to-bill ratio of 1.14x. Year-over-year ending backlog growth of 21.5% in Clinical Solutions and 17.8% in Deployment Solutions as of June 30, 2021. GAAP net income of $41.9 million increased from $3.9 million in the second quarter of 2020. Adjusted EBITDA of $174.6 million increased 47.1% year-over-year. GAAP diluted earnings per share of $0.40 increased from $0.04 in the second quarter of 2020. Adjusted diluted earnings per share of $0.97 increased 67.2% year-over-year. Updated full year 2021 guidance. MORRISVILLE, N.C., Aug. 09, 2021 (GLOBE NEWSWIRE) -- Syneos HealthSyneos Health (Nasdaq:SYNH), the only fully integrated biopharmaceutical solutions organization, today reported financial results for the three and six months ended June 30, 2021. “During the second quarter we exceeded the midpoint of our guidance across all financial metrics, with both Clinical and Commercial achieving double-digit growth year-over-year as we continue to emerge from the COVID-19 pandemic,” said Alistair Macdonald, CEO, Syneos Health. “Both segments delivered another quarter of strong awards, powering record backlog levels and fueling our robust growth expectations over the balance of 2021. Our unique strategy continues to resonate in the market, with our integrated product offerings and commercial expertise improving engagement across sites, patients and HCPs, while accelerating performance and increasing participant diversity.” Please refer to the "Use of Non-GAAP Financial Measures" and "Reconciliation of GAAP to Non-GAAP Measures" included in this press release and accompanying tables for important disclosures about non-GAAP measures and a reconciliation of these measures to the nearest GAAP measures. Second Quarter 2021 Results Revenue of $1,282.6 million increased 26.6% on a reported basis and 23.6% on a constant currency basis for the three months ended June 30, 2021, compared to the same period in the prior year, which was significantly impacted by the COVID-19 pandemic. Clinical Solutions revenue increased 31.1% on a reported basis and 27.5% on a constant currency basis to $991.1 million. Acquisitions contributed approximately 795 basis points and the divestiture of contingent staffing resulted in an approximate 85 basis point headwind to Clinical Solutions reported revenue growth. Commercial Solutions revenue increased 13.2% on a reported basis and 12.2% on a constant currency basis to $291.5 million. The divestiture of medication adherence resulted in an approximate 250 basis point headwind to Commercial Solutions reported revenue growth. Prior period segment results have been recast to reflect the move of Regulatory and Operations Consulting from Commercial Solutions to Clinical Solutions. GAAP net income for the three months ended June 30, 2021 increased 971.5% to $41.9 million, resulting in diluted earnings per share of $0.40, compared to GAAP net income of $3.9 million, or diluted earnings per share of $0.04, for the three months ended June 30, 2020. Adjusted net income for the three months ended June 30, 2021 increased 67.5% to $101.7 million, resulting in adjusted diluted earnings per share of $0.97, compared to adjusted net income of $60.7 million, or adjusted diluted earnings per share of $0.58 for the three months ended June 30, 2020. Adjusted EBITDA for the three months ended June 30, 2021 increased 47.1% to $174.6 million from the same period in the prior year. First Half 2021 Results Revenue of $2,491.4 million increased 14.5% on a reported basis and 12.5% on a constant currency basis for the six months ended June 30, 2021, compared to the same period in the prior year, which was significantly impacted by the COVID-19 pandemic. Clinical Solutions revenue increased 17.7% on a reported basis and 15.5% on a constant currency basis to $1,929.1 million. Acquisitions contributed approximately 660 basis points and the divestiture of contingent staffing resulted in an approximate 120 basis point headwind to Clinical Solutions reported revenue growth. Commercial Solutions revenue increased 4.4% on a reported basis and 3.6% on a constant currency basis to $562.3 million. The divestiture of medication adherence resulted in an approximate 250 basis point headwind to Commercial Solutions reported revenue growth. Prior period segment results have been recast to reflect the move of Regulatory and Operations Consulting from Commercial Solutions to Clinical Solutions. GAAP net income for the six months ended June 30, 2021 increased 115.1% to $80.6 million, resulting in diluted earnings per share of $0.77, compared to GAAP net income of $37.5 million, or diluted earnings per share of $0.36, for the six months ended June 30, 2020. Adjusted net income for the six months ended June 30, 2021 increased 40.0% to $184.9 million, resulting in adjusted diluted earnings per share of $1.76, compared to adjusted net income of $132.1 million, or adjusted diluted EPS of $1.25 for the six months ended June 30, 2020. Adjusted EBITDA for the six months ended June 30, 2021 increased 27.2% to $325.8 million from the same period in the prior year. Net New Business Awards and Backlog Net new business awards and book-to-bill ratios for the three and twelve months ended June 30, 2021 were as follows (in millions): Three Months Ended June 30, 2021 Twelve Months Ended June 30, 2021 Net new business awards Book-to-bill ratio Net new business awards Book-to-bill ratio (dollars in millions) Clinical Solutions $ 1,436.2 1.45x $ 4,971.5 1.37x Commercial Solutions 273.6 0.94x 1,257.4 1.14x Total $ 1,709.8 1.33x $ 6,228.9 1.32x Our backlog as of June 30, 2021 was as follows (in millions): 2021 2020 Growth % Clinical Solutions $ 10,966.9 $ 9,023.2 21.5 % Commercial Solutions - Deployment Solutions 718.4 609.7 17.8 % Total backlog $ 11,685.3 $ 9,632.9 21.3 % Liquidity and Capital Management Update Cash flows provided by operating activities were $88.7 million during the three months ended June 30, 2021, and reached a record level of $215.8 million during the six months ended June 30, 2021. On June 30, 2021, the Company amended its Credit Agreement, increasing Term Loan A by $495.0 million and using the proceeds, along with cash on hand, to repay the outstanding Term Loan B in full along with associated fees and expenses. The Company is not required to make a mandatory payment against the principal balance of Term Loan A until October 2022. During the three months ended June 30, 2021, the Company repurchased $73.0 million of common stock and has $182.5 million of remaining share repurchase authorization available through December 31, 2022. Full Year 2021 Business Outlook The Company's guidance takes into account a number of factors, including existing backlog, current sales pipeline, trends in cancellations and delays, and the Company’s ForwardBound initiative, which includes expansion of the Syneos Operations Network, process optimization, and automation initiatives. In addition, the guidance presented below represents the Company’s best efforts to estimate the impact of COVID-19 on its business. The severity and duration of the COVID-19 pandemic are outside of the Company’s control and, given the uncertain nature of the pandemic, could cause the Company’s future operating results to be different from our current expectations, particularly if the impact of the pandemic worsens. Furthermore, the guidance presented below is based on current foreign currency exchange rates, current interest rates, and the Company's expected non-GAAP effective tax rate of approximately 24.0% for the year ending December 31, 2021. The guidance is based upon the Company's estimated number of weighted average diluted shares outstanding, and does not take into account any share repurchases beyond the second quarter of 2021. The Company's full year 2021 guidance is outlined below: Prior Guidance issued April 29, 2021 Updated Guidance issued August 9, 2021 FY 2021 FY 2021 Low High Low High (in millions, except per share data) (in millions, except per share data) Revenue $ 5,125.0 $ 5,325.0 $ 5,180.0 $ 5,300.0 GAAP Net Income 212.3 236.8 206.6 222.0 GAAP Diluted EPS 2.01 2.23 1.96 2.11 Adjusted EBITDA 745.0 785.0 750.0 780.0 Adjusted Diluted EPS $ 4.17 $ 4.42 $ 4.25 $ 4.43 Webcast and Conference Call Details Syneos Health will host a conference call at 8:00 a.m. ET on August 9, 2021, to discuss its second quarter 2021 financial results. The live webcast will be available in listen-only mode in the Events section of the Company's Investor Relations website at investor.syneoshealth.com. To participate via phone, please register in advance at this link. Upon registration, all telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number along with a unique passcode and registrant ID that can be used to access the call. An archived replay of the conference call is expected to be available online at investor.syneoshealth.com after 1:00 p.m. ET on August 9, 2021. About Syneos Health Syneos Health® (Nasdaq:SYNH) is the only fully integrated biopharmaceutical solutions organization. The Company, including a Contract Research Organization (CRO) and Contract Commercial Organization (CCO), is purpose-built to accelerate customer performance to address modern market realities. Syneos Health brings together approximately 27,000 clinical and commercial minds with the ability to support customers in more than 110 countries. The Company shares insights, uses the latest technologies, and applies advanced business practices to speed its customers’ delivery of important therapies to patients. To learn more about how Syneos Health is shortening the distance from lab to life® visit syneoshealth.com. Forward-Looking Statements Except for historical information, all of the statements, expectations, and assumptions contained in this press release are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995, including the future impact of the COVID-19 pandemic on our business, financial results and financial condition, anticipated financial results for the full year 2021, our foundation for growth in 2021, and plans for cost savings and capital deployment. Actual results might differ materially from those explicit or implicit in the forward-looking statements. Important factors that could cause actual results to differ materially include, but are not limited to: risks associated with the COVID-19 pandemic; the Company’s potential failure to generate a large number of new business awards and the risk of delay, termination, reduction in scope, or failure to go to contract of business awards; the Company’s potential failure to convert backlog to revenue; fluctuations in the Company’s operating results and effective income tax rate; the impact of potentially underpricing the Company’s contracts, overrunning cost estimates, or failing to receive approval for or experiencing delays with documentation of change orders; cyber-security and other risks associated with the Company’s information systems infrastructure; changes and costs of compliance with regulations related to data privacy; concentration of the Company’s customers or therapeutic areas; the risks associated with doing business internationally; risks related to the impact of the U.K.’s withdrawal from the European Union; challenges by tax authorities of the Company’s intercompany transfer pricing policies; the Company’s potential failure to successfully increase its market share, grow its business, and execute its growth strategies; the Company’s ability to effectively upgrade its information systems; the Company’s failure to perform its services in accordance with contractual requirements, regulatory standards, and ethical considerations; risks related to the management of clinical trials; risks related to investments in the Company’s customers’ businesses or drugs and the Company’s related commercial rights strategies; the need to hire, develop, and retain key personnel; the impact of unfavorable economic conditions, including the uncertain international economic environment, changes in exchange rates; effective income tax rate fluctuations; the Company’s ability to protect its intellectual property; risks related to the Company’s acquisition strategy, including its ability to realize synergies; the Company’s relationships with customers who are in competition with each other; any failure to realize the full value of the Company’s goodwill and intangible assets; risks related to restructuring; the Company’s compliance with anti-corruption and anti-bribery laws; the Company’s dependence on third parties; potential employment liability; the Company’s ability to utilize net operating loss carryforwards and other tax attributes; downgrades of the Company’s credit ratings; competition in the biopharmaceutical services industry; outsourcing trends and changes in aggregate spending and research and development budgets; the impact of, including changes in, government regulations and healthcare reform; the Company’s ability to keep pace with rapid technological change; the cost of and the Company’s ability to service its substantial indebtedness; other risks related to ownership of the Company’s common stock; and other risk factors set forth in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020 as updated by the Company’s other SEC filings, copies of which are available free of charge on the Company's website at investor.syneoshealth.com. The Company assumes no obligation and does not intend to update these forward-looking statements, except as required by law. Use of Non-GAAP Financial Measures In addition to the financial measures prepared in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"), this press release contains certain non-GAAP financial measures, including adjusted net income (including adjusted diluted earnings per share), EBITDA, adjusted EBITDA, and non-GAAP effective income tax rate. We also present revenue growth in constant currency. Constant currency revenue growth is defined as revenues for a given period restated at the comparative period's foreign currency exchange rates measured against the comparative period's revenues. Constant currency segment revenue growth is defined as revenue for a given period restated at the comparative period’s foreign currency exchange rates measured against the comparative period’s revenues. A “non-GAAP financial measure” is generally defined as a numerical measure of a company’s financial performance that excludes or includes amounts from the most directly comparable measure calculated and presented in accordance with GAAP in the statements of operations, balance sheets, or statements of cash flows of the Company. The Company defines adjusted net income (including adjusted diluted earnings per share) as net income (including diluted earnings per share) excluding acquisition-related amortization; restructuring and other costs; transaction and integration-related expenses; share-based compensation expense; gain or loss on extinguishment of debt; other income (expense), net; and the income tax effect of the above adjustments. EBITDA represents earnings before interest, taxes, depreciation and amortization. The Company defines adjusted EBITDA as EBITDA, further adjusted to exclude expenses and transactions that the Company believes are not representative of its core operations, namely: restructuring and other costs; transaction and integration-related expenses; share-based compensation expense; other income (expense), net; and gain or loss on extinguishment of debt. The Company presents EBITDA and adjusted EBITDA because it believes they are useful metrics for investors as they are commonly used by investors, analysts and debt holders to measure the Company's ability to fund capital expenditures and meet working capital requirements. Each of the non-GAAP measures noted above are used by management and the Board to evaluate the Company's core operating results because they exclude certain items whose fluctuations from period-to-period do not necessarily correspond to changes in the core operations of the business. Adjusted net income (including adjusted diluted earnings per share) and adjusted EBITDA are used by management and the Board to assess the performance of the Company's business. Non-GAAP measures have limitations in that they do not reflect all of the amounts associated with the Company's results of operations as determined in accordance with GAAP. Also, other companies might calculate these measures differently. Investors are encouraged to review the reconciliations of the non-GAAP financial measures to their most directly comparable GAAP measures included in this press release and the accompanying tables. Investor Relations Contact: Ronnie Speight Senior Vice President, Investor Relations Phone: +1 919 745 2745 Email: Investor.Relations@syneoshealth.com Press/Media Contact: Gary Gatyas Executive Director, External Communications Phone: +1 908 763 3428 Email: gary.gatyas@syneoshealth.com Syneos Health, Inc. and Subsidiaries Consolidated Statements of Operations (in thousands, except per share data) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Revenue $ 1,282,611 $ 1,013,399 $ 2,491,356 $ 2,176,754 Costs and operating expenses: Direct costs (exclusive of depreciation and amortization) 992,581 805,892 1,937,831 1,729,906 Selling, general, and administrative expenses 144,669 108,344 281,983 233,891 Restructuring and other costs 3,966 8,171 11,194 16,891 Depreciation 18,158 17,304 36,605 34,529 Amortization 39,553 38,717 79,044 77,599 Total operating expenses 1,198,927 978,428 2,346,657 2,092,816 Income from operations 83,684 34,971 144,699 83,938 Total other expense, net: Interest expense, net 22,619 21,562 45,876 47,684 Loss on extinguishment of debt 2,199 — 2,802 — Other expense (income), net 7,827 5,761 (2,029 ) (13,169 ) Total other expense, net 32,645 27,323 46,649 34,515 Income before provision for income taxes 51,039 7,648 98,050 49,423 Income tax expense 9,134 3,737 17,421 11,938 Net income $ 41,905 $ 3,911 $ 80,629 $ 37,485 Earnings per share: Basic $ 0.40 $ 0.04 $ 0.77 $ 0.36 Diluted $ 0.40 $ 0.04 $ 0.77 $ 0.36 Weighted average common shares outstanding: Basic 103,937 104,198 104,105 104,232 Diluted 105,019 105,219 105,238 105,430 Syneos Health, Inc. and Subsidiaries Consolidated Balance Sheets (in thousands, except par value) (Unaudited) June 30, 2021 December 31, 2020 ASSETS Current assets: Cash, cash equivalents, and restricted cash $ 261,135 $ 272,173 Accounts receivable and unbilled services, net 1,369,921 1,344,781 Prepaid expenses and other current assets 117,240 121,058 Total current assets 1,748,296 1,738,012 Property and equipment, net 203,988 216,200 Operating lease right-of-use assets 222,034 223,285 Goodwill 4,789,784 4,776,178 Intangible assets, net 831,072 933,525 Deferred income tax assets 37,614 35,059 Other long-term assets 186,886 141,047 Total assets $ 8,019,674 $ 8,063,306 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 107,772 $ 113,684 Accrued expenses 625,623 611,042 Deferred revenue 802,256 793,068 Current portion of operating lease obligations 43,636 42,082 Current portion of finance lease obligations 17,061 17,455 Total current liabilities 1,596,348 1,577,331 Long-term debt 2,863,620 2,902,054 Operating lease long-term obligations 217,341 221,760 Finance lease long-term obligations 25,881 31,522 Deferred income tax liabilities 13,739 20,216 Other long-term liabilities 64,131 68,311 Total liabilities 4,781,060 4,821,194 Commitments and contingencies Shareholders' equity: Preferred stock, $0.01 par value; 30,000 shares authorized, 0 shares issued and outstanding at June 30, 2021 and December 31, 2020 — — Common stock, $0.01 par value; 600,000 shares authorized, 103,473 and 103,935 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively 1,035 1,039 Additional paid-in capital 3,430,375 3,461,747 Accumulated other comprehensive loss, net of taxes (25,641 ) (40,801 ) Accumulated deficit (167,155 ) (179,873 ) Total shareholders' equity 3,238,614 3,242,112 Total liabilities and shareholders' equity $ 8,019,674 $ 8,063,306 Syneos Health, Inc. and Subsidiaries Consolidated Statements of Cash Flows (in thousands) (Unaudited) Six Months Ended June 30, 2021 2020 Cash flows from operating activities: Net income $ 80,629 $ 37,485 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 115,649 112,128 Share-based compensation 33,792 32,173 (Recovery from) provision for doubtful accounts (473 ) 379 (Benefit from) provision for deferred income taxes (13,024 ) 8,750 Foreign currency transaction gains (3,563 ) (12,541 ) Fair value adjustment of contingent obligations (597 ) (3,943 ) Loss on extinguishment of debt 2,802 — Other non-cash items 5,007 1,501 Changes in operating assets and liabilities, net of effect of acquisitions: Accounts receivable, unbilled services, and deferred revenue (8,269 ) 52,670 Accounts payable and accrued expenses 30,117 (64,757 ) Other assets and liabilities (26,275 ) (8,680 ) Net cash provided by operating activities 215,795 155,165 Cash flows from investing activities: Payments related to acquisitions of businesses, net of cash acquired (14,635 ) — Proceeds from notes receivable from divestiture 5,000 — Purchases of property and equipment (22,337 ) (30,078 ) Proceeds from (investments in) unconsolidated affiliates 692 (7,202 ) Net cash used in investing activities (31,280 ) (37,280 ) Cash flows from financing activities: Proceeds from issuance of long-term debt, net of discount 494,505 — Payments of debt financing costs (544 ) — Repayments of long-term debt (602,277 ) (19,375 ) Proceeds from accounts receivable financing agreement 65,000 6,600 Repayments of accounts receivable financing agreement — (6,600 ) Proceeds from revolving line of credit — 300,000 Repayments of revolving line of credit — (150,000 ) Payments of contingent consideration related to acquisitions (6,196 ) (26,634 ) Payments of finance leases (8,380 ) (8,904 ) Payments for repurchases of common stock (117,521 ) (32,029 ) Proceeds from exercises of stock options 14,482 12,784 Payments related to tax withholdings for share-based compensation (29,892 ) (19,604 ) Net cash (used in) provided by financing activities (190,823 ) 56,238 Effect of exchange rate changes on cash, cash equivalents, and restricted cash (4,730 ) 5,218 Net change in cash, cash equivalents, and restricted cash (11,038 ) 179,341 Cash, cash equivalents, and restricted cash - beginning of period 272,173 163,689 Cash, cash equivalents, and restricted cash - end of period $ 261,135 $ 343,030 Syneos Health, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures (in thousands) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 EBITDA and adjusted EBITDA: Net income, as reported $ 41,905 $ 3,911 $ 80,629 $ 37,485 Interest expense, net 22,619 21,562 45,876 47,684 Income tax expense 9,134 3,737 17,421 11,938 Depreciation 18,158 17,304 36,605 34,529 Amortization (a) 39,553 38,717 79,044 77,599 EBITDA 131,369 85,231 259,575 209,235 Restructuring and other costs (b) 3,966 8,171 11,194 16,891 Transaction and integration-related expenses (c) 12,847 3,368 20,420 10,945 Share-based compensation (d) 16,439 16,175 33,792 32,173 Other expense (income), net (e) 7,827 5,761 (2,029 ) (13,169 ) Loss on extinguishment of debt (f) 2,199 — 2,802 — Adjusted EBITDA $ 174,647 $ 118,706 $ 325,754 $ 256,075 Syneos Health, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures (in thousands, except per share data) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Adjusted net income: Net income, as reported $ 41,905 $ 3,911 $ 80,629 $ 37,485 Amortization (a) 39,553 38,717 79,044 77,599 Restructuring and other costs (b) 3,966 8,171 11,194 16,891 Transaction and integration-related expenses (c) 12,847 3,368 20,420 10,945 Share-based compensation (d) 16,439 16,175 33,792 32,173 Other expense (income), net (e) 7,827 5,761 (2,029 ) (13,169 ) Loss on extinguishment of debt (f) 2,199 — 2,802 — Income tax adjustment to normalized rate (g) (22,995 ) (15,425 ) (40,965 ) (29,789 ) Adjusted net income $ 101,741 $ 60,678 $ 184,887 $ 132,135 Diluted weighted average common shares outstanding 105,019 105,219 105,238 105,430 Adjusted diluted earnings per share $ 0.97 $ 0.58 $ 1.76 $ 1.25 Represents the amortization of intangible assets associated with acquired backlog, customer relationships, trade names and trademarks, and intellectual property. Restructuring and other costs consist primarily of severance costs associated with a reduction/optimization of our workforce in line with our expectations of future business operations and termination costs in connection with abandonment and closure of redundant facilities and other lease-related charges. Represents fees associated with acquisitions, stock repurchases and secondary stock offerings, debt placement and refinancings, and other corporate transactions costs. Represents non-cash share-based compensation expense related to awards granted under equity incentive plans. Other expense (income) is comprised primarily of foreign currency exchange gains and losses. Loss on extinguishment of debt is associated with debt prepayments and refinancing activities. Represents the income tax effect of the non-GAAP adjustments made to arrive at adjusted net income using an estimated effective tax rate of approximately 24.0% for the three and six months ended June 30, 2021 and June 30, 2020. These rates have been adjusted to exclude tax impacts related to valuation allowances recorded against deferred tax assets. Syneos Health, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Full Year 2021 Guidance (in millions, except per share data) (Unaudited) Prior Guidance Issued April 29, 2021 Updated Guidance Issued August 9, 2021 Low High Low High EBITDA and Adjusted EBITDA: GAAP net income $ 212.3 $ 236.8 $ 206.6 $ 222.0 Adjustments (a): Interest expense, net 87.0 89.0 84.0 87.0 Income tax expense 91.0 101.5 88.6 95.2 Depreciation 77.0 78.0 78.0 80.0 Amortization 158.0 158.0 158.0 158.0 EBITDA 625.3 663.3 615.2 642.2 Restructuring and other costs 25.0 26.0 25.0 26.0 Transaction and integration-related expenses 36.0 36.0 43.0 44.0 Share-based compensation 68.0 69.0 66.0 67.0 Other income, net (9.9 ) (9.9 ) (2.0 ) (2.0 ) Loss on extinguishment of debt 0.6 0.6 2.8 2.8 Adjusted EBITDA $ 745.0 $ 785.0 $ 750.0 $ 780.0 Prior Guidance issued April 29, 2021 Updated Guidance issued August 9, 2021 Adjusted Net Income Adjusted Diluted Earnings Per Share Adjusted Net Income Adjusted Diluted Earnings Per Share Low High Low High Low High Low High Adjusted net income and adjusted diluted earnings per share: GAAP net income and diluted earnings per share $ 212.3 $ 236.8 $ 2.01 $ 2.23 $ 206.6 $ 222.0 $ 1.96 $ 2.11 Adjustments: Amortization (a) 158.0 158.0 1.49 1.49 158.0 158.0 1.50 1.50 Restructuring and other costs (a) 25.0 26.0 0.24 0.25 25.0 26.0 0.24 0.25 Transaction and integration-related expenses (a) 36.0 36.0 0.34 0.34 43.0 44.0 0.41 0.42 Share-based compensation (a) 68.0 69.0 0.64 0.65 66.0 67.0 0.63 0.64 Other income, net (a) (9.9 ) (9.9 ) (0.09 ) (0.09 ) (2.0 ) (2.0 ) (0.02 ) (0.02 ) Loss on extinguishment of debt (a) 0.6 0.6 0.01 0.01 2.8 2.8 0.03 0.03 Income tax adjustment to normalized rate (b) (48.5 ) (47.6 ) (0.46 ) (0.45 ) (52.6 ) (52.0 ) (0.50 ) (0.49 ) Adjusted net income and adjusted diluted earnings per share (c) $ 441.5 $ 468.9 $ 4.17 $ 4.42 $ 446.8 $ 465.8 $ 4.25 $ 4.43 a. Amounts are estimates with an estimated range of +/- 5% and are presented gross without the benefit of associated income tax deduction. b. Income tax expense is calculated and the adjustments are tax-affected at an approximate effective rate of 24.0%, which represents the Company's estimated full year non-GAAP effective tax rate. c. Guidance for Adjusted Diluted EPS is based on an expectation of a fully diluted weighted average share count for the year ending December 31, 2021 of approximately 105.2 million shares, which will vary by quarter.

Highlights Revenue of $1,208.7 million for the three months ended March 31, 2021, representing a sequential increase of 6.0% compared to the three months ended December 31, 2020, and a year-over-year increase of 3.9% compared to the three months ended March 31, 2020. Net new business awards of $1,548.8 million and $5,880.1 million for the three and twelve months ended March 31, 2021, representing book-to-bill ratios of 1.28x and 1.32x, respectively. Clinical Solutions segment net new business awards of $1,215.5 million and $4,720.1 million for the three and twelve months ended March 31, 2021, representing book-to-bill ratios of 1.30x and 1.39x, respectively, and year-over-year backlog growth of 22.5% as of March 31, 2021. Commercial Solutions segment net new business awards of $333.3 million and $1,160.0 million for the three and twelve months ended March 31, 2021, representing book-to-bill ratios of 1.23x and 1.09x, respectively, and year-over-year Deployment Solutions backlog growth of 7.6%. GAAP net income of $38.7 million for the three months ended March 31, 2021, representing growth of 15.3% compared to the three months ended March 31, 2020. Adjusted EBITDA of $151.1 million for the three months ended March 31, 2021, representing growth of 10.0% compared to the three months ended March 31, 2020. GAAP diluted earnings per share of $0.37 for the three months ended March 31, 2021, representing growth of 15.6% compared to the three months ended March 31, 2020. Adjusted diluted earnings per share of $0.79 for the three months ended March 31, 2021, representing growth of 16.2% compared to the three months ended March 31, 2020. Full year 2021 guidance; revenue of $5,125 million to $5,325 million, GAAP net income of $212.3 million to $236.8 million, adjusted EBITDA of $745.0 million to $785.0 million, GAAP diluted earnings per share of $2.01 to $2.23, and adjusted diluted earnings per share of $4.17 to $4.42. MORRISVILLE, N.C., April 29, 2021 (GLOBE NEWSWIRE) -- Syneos Health (Nasdaq:SYNH), the only fully integrated biopharmaceutical solutions organization, today reported financial results for the three months ended March 31, 2021. “We delivered strong first quarter results and returned to year-over-year growth. Our integrated product development model, purpose-built to drive greater success for customers, continues to fuel robust backlog growth while delivering on the key drivers of our Value Creation Plan.” said Alistair Macdonald, Chief Executive Officer, Syneos Health. “We continued to invest in our Decentralized Solutions capabilities during the first quarter, further strengthening our Dynamic Assembly network with new partnerships in order to bring clinical trials closer to the patient. We remain confident in the long-term strength of our business given our market positioning and record backlog level, which we expect to fuel strong growth and profitability for the full year 2021.” Please refer to the "Use of Non-GAAP Financial Measures" and "Reconciliation of GAAP to Non-GAAP Measures" included in this press release and accompanying tables for important disclosures about non-GAAP measures and a reconciliation of these measures to the nearest GAAP measures. First Quarter 2021 Results For the three months ended March 31, 2021, revenue increased 3.9% to $1,208.7 million compared to the same period in the prior year. On a constant currency basis, revenue increased 2.9%. This increase was driven by revenue growth in Clinical Solutions partially offset by a revenue decline in Commercial Solutions, as discussed below. Prior period segment results have been recast to reflect the move of Regulatory and Operations Consulting from Commercial Solutions to Clinical Solutions. For the three months ended March 31, 2021, Clinical Solutions revenue increased 6.3% to $938.0 million compared to the same period in the prior year. On a constant currency basis, revenue increased 5.2%. This increase was primarily due to the positive impacts from the Synteract and Illingworth Research Group acquisitions along with increased project start up activity, partially offset by the divestiture of the Company’s contingent staffing business in the second quarter of 2020 and a slower recovery in reimbursable out-of-pocket expenses. Acquisitions contributed approximately 575 basis points to revenue growth, while the divestiture of contingent staffing resulted in an approximate 140 basis point headwind to revenue growth. For the three months ended March 31, 2021, Commercial Solutions revenue decreased 3.6% to $270.8 million from the same period in the prior year. On a constant currency basis, revenue decreased 4.2%. This decrease was primarily due to a disproportionate decline in reimbursable out-of-pocket expenses, driven by the impacts of COVID-19, as well as the divestiture of the Company’s medication adherence business in November 2020, partially offset by an increase in consulting services revenue. The decline in reimbursable out-of-pocket expenses and the divestiture of medication adherence resulted in an approximate 420 basis point and 245 basis point headwind to revenue growth, respectively. GAAP net income for the three months ended March 31, 2021 increased 15.3% to $38.7 million, resulting in diluted earnings per share of $0.37, compared to GAAP net income of $33.6 million, or diluted earnings per share of $0.32, for the three months ended March 31, 2020. The increases in GAAP net income and diluted earnings per share were primarily due to higher gross margin partially offset by higher selling, general and administrative expenses and lower other income. Adjusted net income for the three months ended March 31, 2021 increased 16.2% to $83.1 million, resulting in adjusted diluted earnings per share of $0.79, compared to adjusted net income of $71.5 million, or adjusted diluted earnings per share of $0.68 for the three months ended March 31, 2020. The increases in adjusted net income and adjusted diluted earnings per share were primarily due to the increase in adjusted EBITDA, discussed below, and lower interest expense. Adjusted EBITDA for the three months ended March 31, 2021 increased 10.0% to $151.1 million from the same period in the prior year. The increase in adjusted EBITDA was driven primarily by ForwardBound, including operating leverage, partially offset by the negative impact of fluctuations in foreign currency exchange rates. Net New Business Awards and Backlog Net new business awards were $1,548.8 million and $5,880.1 million for the three and twelve months ended March 31, 2021, representing book-to-bill ratios of 1.28x and 1.32x, respectively. Clinical Solutions net new business awards were $1,215.5 million and $4,720.1 million for the three and twelve months ended March 31, 2021, representing a book-to-bill ratio of 1.30x and 1.39x, respectively. Commercial Solutions net new business awards were $333.3 million and $1,160.0 million for the three and twelve months ended March 31, 2021, representing book-to-bill ratios of 1.23x and 1.09x, respectively. These net new business awards contributed to an ending backlog of $11,218.0 million as of March 31, 2021, consisting of $10,509.9 million for Clinical Solutions and $708.1 million for the Deployment Solutions offering within Commercial Solutions. Liquidity and Capital Management Update Cash flows provided by operating activities were $127.1 million during the three months ended March 31, 2021. During the three months ended March 31, 2021, the Company made $41.8 million and $64.1 million of voluntary prepayments against its Term Loan A and Term Loan B, respectively that were applied to future mandatory principal payments due. The Company is not required to make a mandatory payment against the principal balance of Term Loan A until October 2022 and Term Loan B until maturity in August 2024. The Company also amended its accounts receivable financing agreement to increase the amount it can borrow from $300.0 million to $365.0 million, and drew down the additional $65.0 million to partially fund the Term Loan A and Term Loan B voluntary prepayments. During the three months ended March 31, 2021, the Company repurchased $44.5 million of common stock and has $255.5 million of remaining share repurchase authorization available through December 31, 2022. Full Year 2021 Business Outlook The Company's guidance takes into account a number of factors, including existing backlog, current sales pipeline, trends in cancellations and delays, and the Company’s ForwardBound initiative, which includes expansion of the Syneos Operations Network, process optimization, and automation initiatives. In addition, the guidance presented below represents the Company’s best efforts to estimate the impact of COVID-19 on its business. The severity and duration of the COVID-19 pandemic are outside of the Company’s control and, given the uncertain nature of the pandemic, could cause the Company’s future operating results to be different from our current expectations, particularly if the impact of the pandemic worsens. Furthermore, the guidance presented below is based on current foreign currency exchange rates, current interest rates, and the Company's expected non-GAAP effective tax rate of approximately 24.0% for the year ending December 31, 2021. The guidance is based upon the Company's estimated number of weighted average diluted shares outstanding, and does not take into account any share repurchases beyond the first quarter of 2021. The Company's full year 2021 guidance is outlined below: FY 2021 Low High (in millions, except per share data) Revenue $ 5,125.0 $ 5,325.0 GAAP Net Income 212.3 236.8 GAAP Diluted EPS 2.01 2.23 Adjusted EBITDA 745.0 785.0 Adjusted Diluted EPS $ 4.17 $ 4.42 Webcast and Conference Call Details Syneos Health will host a conference call at 8:00 a.m. ET on April 29, 2021, to discuss its first quarter 2021 financial results. The live webcast will be available in listen-only mode in the Events section of the Company's Investor Relations website at investor.syneoshealth.com. To participate via phone, please register in advance at this link. Upon registration, all telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number along with a unique passcode and registrant ID that can be used to access the call. An archived replay of the conference call is expected to be available online at investor.syneoshealth.com after 1:00 p.m. ET on April 29, 2021. About Syneos Health Syneos Health® (Nasdaq:SYNH) is the only fully integrated biopharmaceutical solutions organization. The Company, including a Contract Research Organization (CRO) and Contract Commercial Organization (CCO), is purpose-built to accelerate customer performance to address modern market realities. Syneos Health brings together approximately 25,000 clinical and commercial minds with the ability to support customers in more than 110 countries. The Company shares insights, uses the latest technologies, and applies advanced business practices to speed its customers’ delivery of important therapies to patients. To learn more about how Syneos Health is shortening the distance from lab to life® visit syneoshealth.com. Forward-Looking Statements Except for historical information, all of the statements, expectations, and assumptions contained in this press release are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995, including the future impact of the COVID-19 pandemic on our business, financial results and financial condition, anticipated financial results for the full year 2021, our foundation for growth in 2021, and plans for cost savings and capital deployment. Actual results might differ materially from those explicit or implicit in the forward-looking statements. Important factors that could cause actual results to differ materially include, but are not limited to: risks associated with the COVID-19 pandemic; the Company’s potential failure to generate a large number of new business awards and the risk of delay, termination, reduction in scope, or failure to go to contract of business awards; the Company’s potential failure to convert backlog to revenue; fluctuations in the Company’s operating results and effective income tax rate; the impact of potentially underpricing the Company’s contracts, overrunning cost estimates, or failing to receive approval for or experiencing delays with documentation of change orders; cyber-security and other risks associated with the Company’s information systems infrastructure; changes and costs of compliance with regulations related to data privacy; concentration of the Company’s customers or therapeutic areas; the risks associated with doing business internationally; risks related to the impact of the U.K.’s withdrawal from the European Union; challenges by tax authorities of the Company’s intercompany transfer pricing policies; the Company’s potential failure to successfully increase its market share, grow its business, and execute its growth strategies; the Company’s ability to effectively upgrade its information systems; the Company’s failure to perform its services in accordance with contractual requirements, regulatory standards, and ethical considerations; risks related to the management of clinical trials; risks related to investments in the Company’s customers’ businesses or drugs and the Company’s related commercial rights strategies; the need to hire, develop, and retain key personnel; the impact of unfavorable economic conditions, including the uncertain international economic environment, changes in exchange rates; effective income tax rate fluctuations; the Company’s ability to protect its intellectual property; risks related to the Company’s acquisition strategy, including its ability to realize synergies; the Company’s relationships with customers who are in competition with each other; any failure to realize the full value of the Company’s goodwill and intangible assets; risks related to restructuring; the Company’s compliance with anti-corruption and anti-bribery laws; the Company’s dependence on third parties; potential employment liability; the Company’s ability to utilize net operating loss carryforwards and other tax attributes; downgrades of the Company’s credit ratings; competition in the biopharmaceutical services industry; outsourcing trends and changes in aggregate spending and research and development budgets; the impact of, including changes in, government regulations and healthcare reform; the Company’s ability to keep pace with rapid technological change; the cost of and the Company’s ability to service its substantial indebtedness; other risks related to ownership of the Company’s common stock; and other risk factors set forth in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020 as updated by the Company’s other SEC filings, copies of which are available free of charge on the Company's website at investor.syneoshealth.com. The Company assumes no obligation and does not intend to update these forward-looking statements, except as required by law. Use of Non-GAAP Financial Measures In addition to the financial measures prepared in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"), this press release contains certain non-GAAP financial measures, including adjusted net income (including adjusted diluted earnings per share), EBITDA, adjusted EBITDA, and non-GAAP effective income tax rate. We also present revenue growth in constant currency. Constant currency revenue growth is defined as revenues for a given period restated at the comparative period's foreign currency exchange rates measured against the comparative period's revenues. Constant currency segment revenue growth is defined as revenue for a given period restated at the comparative period’s foreign currency exchange rates measured against the comparative period’s revenues. A “non-GAAP financial measure” is generally defined as a numerical measure of a company’s financial performance that excludes or includes amounts from the most directly comparable measure calculated and presented in accordance with GAAP in the statements of operations, balance sheets, or statements of cash flows of the Company. The Company defines adjusted net income (including adjusted diluted earnings per share) as net income (including diluted earnings per share) excluding acquisition-related amortization; restructuring and other costs; transaction and integration-related expenses; share-based compensation expense; gain or loss on extinguishment of debt; other income (expense), net; and the income tax effect of the above adjustments. EBITDA represents earnings before interest, taxes, depreciation and amortization. The Company defines adjusted EBITDA as EBITDA, further adjusted to exclude expenses and transactions that the Company believes are not representative of its core operations, namely: restructuring and other costs; transaction and integration-related expenses; share-based compensation expense; other income (expense), net; and gain or loss on extinguishment of debt. The Company presents EBITDA and adjusted EBITDA because it believes they are useful metrics for investors as they are commonly used by investors, analysts and debt holders to measure the Company's ability to fund capital expenditures and meet working capital requirements. Each of the non-GAAP measures noted above are used by management and the Board to evaluate the Company's core operating results because they exclude certain items whose fluctuations from period-to-period do not necessarily correspond to changes in the core operations of the business. Adjusted net income (including adjusted diluted earnings per share) and adjusted EBITDA are used by management and the Board to assess the performance of the Company's business. Non-GAAP measures have limitations in that they do not reflect all of the amounts associated with the Company's results of operations as determined in accordance with GAAP. Also, other companies might calculate these measures differently. Investors are encouraged to review the reconciliations of the non-GAAP financial measures to their most directly comparable GAAP measures included in this press release and the accompanying tables. Investor Relations Contact: Ronnie Speight Senior Vice President, Investor Relations Phone: +1 919 745 2745 Email: Investor.Relations@syneoshealth.com Press/Media Contact: Gary Gatyas Executive Director, External Communications Phone: +1 908 763 3428 Email: gary.gatyas@syneoshealth.com Syneos Health, Inc. and Subsidiaries Consolidated Statements of Operations (in thousands, except per share data) (unaudited) Three Months Ended March 31, 2021 2020 Revenue $ 1,208,745 $ 1,163,355 Costs and operating expenses: Direct costs (exclusive of depreciation and amortization) 945,250 924,014 Selling, general, and administrative expenses 137,314 125,547 Restructuring and other costs 7,228 8,720 Depreciation 18,447 17,225 Amortization 39,491 38,882 Total operating expenses 1,147,730 1,114,388 Income from operations 61,015 48,967 Total other expense, net: Interest expense, net 23,257 26,122 Loss on extinguishment of debt 603 — Other income, net (9,856 ) (18,930 ) Total other expense, net 14,004 7,192 Income before provision for income taxes 47,011 41,775 Income tax expense 8,287 8,201 Net income $ 38,724 $ 33,574 Earnings per share attributable to common shareholders: Basic $ 0.37 $ 0.32 Diluted $ 0.37 $ 0.32 Weighted average common shares outstanding: Basic 104,274 104,265 Diluted 105,457 105,642 Syneos Health, Inc. and Subsidiaries Consolidated Balance Sheets (in thousands, except par value) (unaudited) March 31, 2021 December 31, 2020 ASSETS Current assets: Cash, cash equivalents, and restricted cash $ 264,689 $ 272,173 Accounts receivable and unbilled services, net 1,299,168 1,344,781 Prepaid expenses and other current assets 110,521 121,058 Total current assets 1,674,378 1,738,012 Property and equipment, net 202,618 216,200 Operating lease right-of-use assets 215,048 223,285 Goodwill 4,780,179 4,776,178 Intangible assets, net 896,386 933,525 Deferred income tax assets 34,964 35,059 Other long-term assets 151,076 141,047 Total assets $ 7,954,649 $ 8,063,306 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 113,881 $ 113,684 Accrued expenses 587,757 611,042 Deferred revenue 773,025 793,068 Current portion of operating lease obligations 40,759 42,082 Current portion of finance lease obligations 16,863 17,455 Total current liabilities 1,532,285 1,577,331 Long-term debt 2,862,574 2,902,054 Operating lease long-term obligations 213,662 221,760 Finance lease long-term obligations 27,768 31,522 Deferred income tax liabilities 17,043 20,216 Other long-term liabilities 64,440 68,311 Total liabilities 4,717,772 4,821,194 Commitments and contingencies Shareholders' equity: Preferred stock, $0.01 par value; 30,000 shares authorized, 0 shares issued and outstanding at March 31, 2021 and December 31, 2020 — — Common stock, $0.01 par value; 600,000 shares authorized, 104,226 and 103,935 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively 1,042 1,039 Additional paid-in capital 3,440,840 3,461,747 Accumulated other comprehensive loss, net of taxes (39,174 ) (40,801 ) Accumulated deficit (165,831 ) (179,873 ) Total shareholders' equity 3,236,877 3,242,112 Total liabilities and shareholders' equity $ 7,954,649 $ 8,063,306 Syneos Health, Inc. and Subsidiaries Consolidated Statements of Cash Flows (in thousands) (unaudited) Three Months Ended March 31, 2021 2020 Cash flows from operating activities: Net income $ 38,724 $ 33,574 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 57,938 56,107 Share-based compensation 17,353 15,998 (Recovery from) provision for doubtful accounts (187 ) 271 (Benefit from) provision for deferred income taxes (4,653 ) 8,159 Foreign currency transaction gains (9,522 ) (15,019 ) Fair value adjustment of contingent obligations (597 ) (4,095 ) Loss on extinguishment of debt 603 — Other non-cash items 953 1,104 Changes in operating assets and liabilities, net of effect of business combinations: Accounts receivable, unbilled services, and deferred revenue 30,997 (53,078 ) Accounts payable and accrued expenses 518 (66,426 ) Other assets and liabilities (5,039 ) (15,202 ) Net cash provided by (used in) operating activities 127,088 (38,607 ) Cash flows from investing activities: Payments related to acquisition of business, net of cash acquired (9,982 ) — Purchases of property and equipment (11,173 ) (11,870 ) Proceeds from (investments in) unconsolidated affiliates 1,374 (6,750 ) Net cash used in investing activities (19,781 ) (18,620 ) Cash flows from financing activities: Payments of debt financing costs (49 ) — Repayments of long-term debt (105,856 ) — Proceeds from accounts receivable financing agreement 65,000 6,600 Repayments of accounts receivable financing agreement — (6,600 ) Proceeds from revolving line of credit — 300,000 Payments of contingent consideration related to business combinations (6,196 ) (26,592 ) Payments of finance leases (4,269 ) (4,674 ) Payments for repurchases of common stock (44,505 ) (32,029 ) Proceeds from exercises of stock options 10,804 12,358 Payments related to tax withholdings for share-based compensation (26,295 ) (19,145 ) Net cash (used in) provided by financing activities (111,366 ) 229,918 Effect of exchange rate changes on cash, cash equivalents, and restricted cash (3,425 ) (420 ) Net change in cash, cash equivalents, and restricted cash (7,484 ) 172,271 Cash, cash equivalents, and restricted cash - beginning of period 272,173 163,689 Cash, cash equivalents, and restricted cash - end of period $ 264,689 $ 335,960 Syneos Health, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures (in thousands) (unaudited) Three Months Ended March 31, 2021 2020 EBITDA and adjusted EBITDA: Net income, as reported $ 38,724 $ 33,574 Interest expense, net 23,257 26,122 Income tax expense 8,287 8,201 Depreciation 18,447 17,225 Amortization (a) 39,491 38,882 EBITDA 128,206 124,004 Restructuring and other costs (b) 7,228 8,720 Transaction and integration-related expenses (c) 7,573 7,577 Share-based compensation (d) 17,353 15,998 Other income, net (e) (9,856 ) (18,930 ) Loss on extinguishment of debt (f) 603 — Adjusted EBITDA $ 151,107 $ 137,369 Syneos Health, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures (in thousands, except per share data) (unaudited) Three Months Ended March 31, 2021 2020 Adjusted net income: Net income, as reported $ 38,724 $ 33,574 Amortization (a) 39,491 38,882 Restructuring and other costs (b) 7,228 8,720 Transaction and integration-related expenses (c) 7,573 7,577 Share-based compensation (d) 17,353 15,998 Other income, net (e) (9,856 ) (18,930 ) Loss on extinguishment of debt (f) 603 — Income tax adjustment to normalized rate (g) (17,970 ) (14,364 ) Adjusted net income $ 83,146 $ 71,457 Diluted weighted average common shares outstanding 105,457 105,642 Adjusted diluted earnings per share $ 0.79 $ 0.68 Represents the amortization of intangible assets associated with acquired backlog, customer relationships, trade names and trademarks, and intellectual property. Restructuring and other costs consist primarily of severance costs associated with a reduction/optimization of our workforce in line with our expectations of future business operations and termination costs in connection with abandonment and closure of redundant facilities and other lease-related charges. Represents fees associated with business combinations, stock repurchases and secondary stock offerings, debt placement and refinancings, and other corporate transactions costs. Represents non-cash share-based compensation expense related to awards granted under equity incentive plans. Other income is comprised primarily of foreign currency exchange gains and losses. Loss on extinguishment of debt is associated with debt prepayments and refinancing activities. Represents the income tax effect of the non-GAAP adjustments made to arrive at adjusted net income using an estimated effective tax rate of approximately 24.0% for the three months ended March 31, 2021 and March 31, 2020. These rates have been adjusted to exclude tax impacts related to valuation allowances recorded against deferred tax assets. Syneos Health, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Full Year 2021 Guidance (in millions, except per share data) (Unaudited) Low High EBITDA and Adjusted EBITDA: GAAP net income $ 212.3 $ 236.8 Adjustments (a): Interest expense, net 87.0 89.0 Income tax expense 91.0 101.5 Depreciation 77.0 78.0 Amortization 158.0 158.0 EBITDA 625.3 663.3 Restructuring and other costs 25.0 26.0 Transaction and integration-related expenses 36.0 36.0 Share-based compensation 68.0 69.0 Other income, net (9.9 ) (9.9 ) Loss on extinguishment of debt 0.6 0.6 Adjusted EBITDA $ 745.0 $ 785.0 Adjusted Net Income Adjusted Diluted Earnings Per Share Low High Low High Adjusted net income and adjusted diluted earnings per share: GAAP net income and diluted earnings per share $ 212.3 $ 236.8 $ 2.01 $ 2.23 Adjustments: Amortization (a) 158.0 158.0 1.49 1.49 Restructuring and other costs (a) 25.0 26.0 0.24 0.25 Transaction and integration-related expenses (a) 36.0 36.0 0.34 0.34 Share-based compensation (a) 68.0 69.0 0.64 0.65 Other income, net (a) (9.9 ) (9.9 ) (0.09 ) (0.09 ) Loss on extinguishment of debt (a) 0.6 0.6 0.01 0.01 Income tax adjustment to normalized rate (b) (48.5 ) (47.6 ) (0.46 ) (0.45 ) Adjusted net income and adjusted diluted earnings per share (c) $ 441.5 $ 468.9 $ 4.17 $ 4.42 Amounts are estimates with an estimated range of +/- 5% and are presented gross without the benefit of associated income tax deduction. Income tax expense is calculated and the adjustments are tax-affected at an approximate effective rate of 24.0%, which represents the Company's estimated full year non-GAAP effective tax rate. Guidance for Adjusted Diluted EPS is based on an expectation of a fully diluted weighted average share count for the year ending December 31, 2021 of approximately 105.9 million shares, which will vary by quarter.