Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated ~~filer,”~~filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of Common Stock, as of the latest practicable date.

(Amounts in thousands, except share amounts)	As Of						As Of
	September 30,			December 31.			September 30,			December 31.
	2017			2016			2019			2018
ASSETS
Current assets:
Cash and cash equivalents	$	24,168		$	37,099		$	79,290		$	23,275
Restricted cash		79			308			-			7
Accounts receivable and unbilled, net (includes $0.8 million and $2.3 million with related parties at September 30, 2017 and December 31, 2016, respectively)		74,708			79,767
Accounts receivable and unbilled, net (includes $1.1 million and $3.8 million with related parties at September 30, 2019 and December 31, 2018, respectively)								140,189			133,449
Prepaid expenses and other current assets		18,074			16,074			30,918			21,383
Total current assets		117,029			133,248			250,397			178,114
Property and equipment, net		45,903			43,805			43,715			52,255
Operating lease right-of-use assets								52,479			-
Goodwill		660,981			660,981			662,427			660,981
Intangible assets, net		108,234			136,071			57,345			69,179
Deferred income taxes		11,115			97			293			713
Other assets		5,614			4,903			5,673			6,691
Total assets	$	948,876		$	979,105		$	1,072,329		$	967,933
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	9,972		$	10,911
Accounts payable (includes $0.1 million and $0.3 million with related parties at September 30, 2019 and December 31, 2018, respectively)							$	20,684		$	16,737
Accrued expenses		20,085			24,417			102,535			87,493
Pre-funded study costs (includes $1.5 million and $3.9 million with related parties at September 30, 2017 and December 31, 2016, respectively)		53,246			51,948
Advanced billings (includes $2.7 million and $7.6 million with related parties at September 30, 2017 and December 31, 2016, respectively)		68,341			65,668
Current portion of long-term debt		15,469			12,375
Advanced billings (includes $1.3 million and $0.4 million with related parties at September 30, 2019 and December 31, 2018, respectively)								169,529			147,935
Other current liabilities		5,250			3,284			21,644			4,861
Total current liabilities		172,363			168,603			314,392			257,026
Long-term debt, net, less current portion		169,152			151,267			-			79,721
Operating lease liabilities								46,022			-
Deemed landlord liability, less current portion		27,104			28,527			-			24,484
Deferred income tax liability		513			12,030			5,578			439
Deferred credit		20,956			-
Other long-term liabilities		8,538			7,968			14,330			16,560
Total liabilities		398,626			368,395			380,322			378,230
Commitments and contingencies (see Note 11)
Commitments and contingencies (see Note 12)
Shareholders’ equity:
Preferred stock - $0.01 par-value; 5,000,000 shares authorized; no shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively		-			-
Common stock - $0.01 par-value; 250,000,000 shares authorized at September 30, 2017 and December 31, 2016, respectively; 37,403,764 and 40,662,856 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively		375			407
Preferred stock - $0.01 par-value; 5,000,000 shares authorized; 0 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively								-			-
Common stock - $0.01 par-value; 250,000,000 shares authorized at September 30, 2019 and December 31, 2018, respectively; 36,011,725 and 35,665,910 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively								360			356
Treasury stock - 200,000 shares at September 30, 2019 and December 31, 2018, respectively								(6,030	)		(6,030	)
Additional paid-in capital		628,558			623,629			663,044			639,381
Accumulated deficit		(77,420	)		(9,584	)
Retained earnings (accumulated deficit)								38,296			(41,487	)
Accumulated other comprehensive loss		(1,263	)		(3,742	)		(3,663	)		(2,517	)
Total shareholders’ equity		550,250			610,710			692,007			589,703
Total liabilities and shareholders’ equity	$	948,876		$	979,105		$	1,072,329		$	967,933

(Amounts in thousands, except per share amounts)	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2019			2018			2019			2018
Revenue, net (includes $4.6 million and $5.1 million with related parties for the three months ended September 30, 2019 and 2018, respectively, and $13.7 million and $9.2 million with related parties for the nine months ended September 30, 2019 and 2018, respectively)	$	216,238		$	179,253		$	631,083		$	512,474
Operating expenses:
Direct service costs, excluding depreciation and amortization		81,086			62,520			235,522			184,339
Reimbursed out-of-pocket expenses		70,984			61,476			212,563			173,587
Total direct costs		152,070			123,996			448,085			357,926
Selling, general and administrative		29,120			18,606			73,984			55,112
Depreciation		2,062			2,343			6,035			6,883
Amortization		2,995			7,390			11,834			22,171
Total operating expenses		186,247			152,335			539,938			442,092
Income from operations		29,991			26,918			91,145			70,382
Other expense, net:
Miscellaneous (expense) income, net		(273	)		482			(574	)		807
Interest expense, net		(253	)		(1,941	)		(1,956	)		(6,558	)
Total other expense, net		(526	)		(1,459	)		(2,530	)		(5,751	)
Income before income taxes		29,465			25,459			88,615			64,631
Income tax provision		5,488			6,154			17,985			14,207
Net income	$	23,977		$	19,305		$	70,630		$	50,424
Net income per share attributable to common shareholders:
Basic	$	0.67		$	0.54		$	1.97		$	1.41
Diluted	$	0.63		$	0.52		$	1.88		$	1.36
Weighted average common shares outstanding:
Basic		35,939			35,569			35,829			35,525
Diluted		37,835			37,125			37,507			36,795

MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED)

(Amounts in thousands)								(Accumulated			Accumulated
						Additional		Deficit)			Other
	Common		Treasury			Paid-In		Retained			Comprehensive
	Stock		Stock			Capital		Earnings			Income (Loss)			Total
BALANCE — December 31, 2017	$	355	$	(6,030	)	$	630,341	$	(120,402	)	$	(734	)	$	503,530
Impact to Retained Earnings from adoption of ASU 2014-09									5,730						5,730
BALANCE — January 1, 2018		355		(6,030	)		630,341		(114,672	)		(734	)		509,260
Net income									14,551						14,551
Foreign currency translation												629			629
Stock-based compensation expense							1,467								1,467
Stock options exercised							566								566
BALANCE — March 31, 2018	$	355	$	(6,030	)	$	632,374	$	(100,121	)	$	(105	)	$	526,473
Net income									16,568						16,568
Foreign currency translation												(2,010	)		(2,010	)
Stock-based compensation expense							1,487								1,487
Stock options exercised		1					608								609
BALANCE — June 30, 2018	$	356	$	(6,030	)	$	634,469	$	(83,553	)	$	(2,115	)	$	543,127
Net income									19,305						19,305
Foreign currency translation												(64	)		(64	)
Stock-based compensation expense							1,432								1,432
Stock options exercised							635								635
BALANCE — September 30, 2018	$	356	$	(6,030	)	$	636,536	$	(64,248	)	$	(2,179	)	$	564,435

								(Accumulated			Accumulated
						Additional		Deficit)			Other
	Common		Treasury			Paid-In		Retained			Comprehensive
	Stock		Stock			Capital		Earnings			Income (Loss)			Total
BALANCE — December 31, 2018	$	356	$	(6,030	)	$	639,381	$	(41,487	)	$	(2,517	)	$	589,703
Impact to Retained Earnings from adoption of ASU 2016-02									9,153						9,153
BALANCE — January 1, 2019		356		(6,030	)		639,381		(32,334	)		(2,517	)		598,856
Net income									19,198						19,198
Foreign currency translation												(274	)		(274	)
Stock-based compensation expense							3,183								3,183
Stock options exercised		1					933								934
BALANCE — March 31, 2019	$	357	$	(6,030	)	$	643,497	$	(13,136	)	$	(2,791	)	$	621,897
Net income									27,455						27,455
Foreign currency translation												414			414
Stock-based compensation expense							5,385								5,385
Stock options exercised		2					2,902								2,904
BALANCE — June 30, 2019	$	359	$	(6,030	)	$	651,784	$	14,319		$	(2,377	)	$	658,055
Net income									23,977						23,977
Foreign currency translation												(1,286	)		(1,286	)
Stock-based compensation expense							9,466								9,466
Stock options exercised		1					1,794								1,795
BALANCE — September 30, 2019	$	360	$	(6,030	)	$	663,044	$	38,296		$	(3,663	)	$	692,007
See notes to condensed consolidated financial statements.

(Amounts in thousands)	Nine Months Ended
	September 30,
	2019			2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	70,630		$	50,424
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		6,035			6,883
Amortization		11,834			22,171
Stock-based compensation expense		18,034			4,386
Amortization of debt issuance costs and discount		954			471
Noncash lease expense		7,212			-
Deferred income tax provision		2,839			7,260
Amortization and adjustment of deferred credit		(601	)		(7,515	)
Other		1,768			487
Changes in assets and liabilities:
Accounts receivable and unbilled, net		(5,982	)		(12,845	)
Prepaid expenses and other current assets		(9,039	)		(2,542	)
Accounts payable		2,818			(1,323	)
Accrued expenses		15,427			21,613
Advanced billings		21,901			28,277
Lease liabilities		(6,477	)		-
Other assets and liabilities, net		7,574			(605	)
Net cash provided by operating activities		144,927			117,142
CASH FLOWS FROM INVESTING ACTIVITIES:
Property and equipment expenditures		(12,152	)		(12,575	)
Other		(1,262	)		(186	)
Net cash used in investing activities		(13,414	)		(12,761	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from stock option exercises		5,686			1,810
Payment of debt		(80,438	)		(38,156	)
Payments on revolving loan		-			(70,000	)
Payment of deemed landlord liability		-			(1,387	)
Net cash used in financing activities		(74,752	)		(107,733	)
EFFECT OF EXCHANGE RATES ON CASH, CASH EQUIVALENTS, AND RESTRICTED CASH		(753	)		(889	)
INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH		56,008			(4,241	)
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period		23,282			26,492
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period	$	79,290		$	22,251

(Amounts in thousands, except per share amounts)

Three Months Ended

Nine Months Ended

September 30,

September 30,

2017

2016

2017

2016

Revenue:

Service revenue, net (includes $2.0 million and $6.9 million with related parties for the three months ended September 30, 2017 and 2016, respectively, and $8.9 million and $19.3 million with related parties for the nine months ended September 30, 2017 and 2016, respectively)

$
98,681

$
94,812

$
287,014

$
275,245

Reimbursed out-of-pocket revenue (includes $0.2 million and $1.4 million with related parties for the three months ended September 30, 2017 and 2016, respectively, and $1.3 million and $4.3 million with related parties for the nine months ended September 30, 2017 and 2016, respectively)

11,962

12,987

36,456

38,094

Total revenue

110,643

107,799

323,470

313,339

Operating expenses:

Direct costs, excluding depreciation and amortization

53,144

51,221

156,204

147,436

Reimbursed out-of-pocket expenses (includes $0.2 million and $1.4 million with related parties for the three months ended September 30, 2017 and 2016, respectively, and $1.3 million and $4.3 million with related parties for the nine months ended September 30, 2017 and 2016, respectively)

11,962

12,987

36,456

38,094

Selling, general and administrative

16,606

16,391

46,515

44,724

Depreciation

2,237

1,915

6,468

5,481

Amortization

9,496

12,668

28,406

38,004

Total operating expenses

93,445

95,182

274,049

273,739

Income from operations

17,198

12,617

49,421

39,600

Other expense, net:

Miscellaneous expense, net

(145
)

(378
)

(642
)

(1,319
)
Interest expense, net

(1,906
)

(4,656
)

(5,508
)

(16,550
)
Total other expense, net

(2,051
)

(5,034
)

(6,150
)

(17,869
)
Income before income taxes

15,147

7,583

43,271

21,731

Income tax provision

5,316

2,547

15,440

8,285

Net income

$
9,831

$
5,036

$
27,831

$
13,446

Net income per share attributable to common shareholders:

Basic

$
0.25

$
0.14

$
0.70

$
0.39

Diluted

$
0.25

$
0.13

$
0.69

$
0.39

Weighted average common shares outstanding:

Basic

38,579

37,118

39,803

34,138

Diluted

39,329

37,623

40,537

34,365

(Amounts in thousands)

Nine Months Ended

September 30,

2017

2016

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income

$
27,831

$
13,446

Adjustments to reconcile net income to net cash provided by operating
activities:

Depreciation

6,468

5,481

Amortization

28,406

38,004

Stock-based compensation expense

3,215

8,559

Amortization of debt issuance costs and discount

498

2,024

Deferred income tax benefit

(420
)

(568
)
Other

(615
)

(256
)
Changes in assets and liabilities:

Accounts receivable and unbilled, net

5,340

(16,606
)
Prepaid expenses and other current assets

(1,271
)

(8,733
)
Accounts payable

(467
)

(943
)
Accrued expenses

(4,840
)

1,257

Pre-funded study costs

1,149

6,810

Advanced billings

2,381

16,560

Other assets and liabilities, net

1,058

(2,368
)
Net cash provided by operating activities

68,733

62,667

CASH FLOWS FROM INVESTING ACTIVITIES:

Property and equipment expenditures

(8,329
)

(7,843
)
Acquisition of intangibles

(569
)

-

Other

44

83

Net cash used in investing activities

(8,854
)

(7,760
)
CASH FLOWS FROM FINANCING ACTIVITIES:

Payment for common stock issuance costs

-

(2,719
)
Proceeds from stock option exercises

1,187

452

Repurchases of common stock

(95,260
)

-

Payment of debt

(9,281
)

(225,054
)
Proceeds from revolving loan

40,000

-

Payments on revolving loan

(10,000
)

-

Payment of deemed landlord liability

(1,240
)

(1,129
)
Proceeds from common stock issued, net of underwriters discount

-

173,578

Net cash used in financing activities

(74,594
)

(54,872
)
EFFECT OF EXCHANGE RATES ON CASH, CASH EQUIVALENTS, AND
RESTRICTED CASH

1,555

227

(DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH

(13,160
)

262

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period

37,407

17,737

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period

$
24,247

$
17,999

Medpace Holdings, Inc. together with its subsidiaries (“Medpace” or the “Company”), a Delaware corporation, is a global provider of clinical research-based drug and medical device development services. The Company partners with pharmaceutical, biotechnology, and medical device companies in the development and execution of clinical trials. The Company’s drug development services focus on full service Phase I-IV clinical development services and include development plan design, ~~coordinated central laboratory,~~ project management, regulatory affairs, clinical monitoring, data management and analysis, pharmacovigilance new drug application submissions, ~~and~~ post-marketing clinical ~~support. The Company also provides bio-analytical~~support, laboratory services, clinical human pharmacology, imaging services, and electrocardiography reading support for clinical trials.

The Company’s operations are principally based in North America, Europe, and Asia.

The interim condensed consolidated financial statements include the accounts of the Company, are prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), and are unaudited. In the opinion of the Company’s management, all adjustments of a normal recurring nature necessary for a fair presentation have been reflected. Certain financial information that is normally included in annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, has been omitted. The preparation of the interim condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results and outcomes could differ from management’s estimates and assumptions. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2016~~2018.

~~In August 2017,~~Our significant accounting policies are detailed in Note 3 “Summary of Significant Accounting Policies” of our Annual Report on Form 10-K for the ~~Board~~year ended December 31, 2018. Significant changes to our accounting policies as a result of ~~Directors~~adopting Accounting Standards Codification Topic 842 (“ASC 842”) are discussed below:

The Company enters into contracts to lease facilities and equipment to be used in its operations. At contract inception, the Company determines whether a contract contains a lease within the scope of Accounting Standard Codification Topic 842, Leases (“ASC 842”), and determines the appropriate classification of the lease as either operating or finance.

Contracts containing operating leases are recorded on the condensed consolidated balance sheets within Operating lease right-of-use (“ROU”) assets, Other current liabilities, and Operating lease liabilities. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future lease payments over the lease term as of the lease commencement date. In addition operating ROU assets also include lease payments made and exclude lease incentives and initial direct costs incurred. Operating lease expense for lease payments is recognized on a straight-line basis over the lease term within Total direct costs and Selling, general, and administrative expenses. Variable lease costs are primarily related to adjustments for inflation, common area maintenance and property tax and are recognized within Total direct costs and Selling, general and administrative expenses.

Contracts containing finance leases are recognized initially in the same manner as Operating lease ROU assets and liabilities, however are recorded on the condensed consolidated balance sheets within Property and equipment, net, Other current liabilities, and Other long-term liabilities. Finance lease assets are subsequently amortized on a straight line basis over the lease term within Depreciation expense, while the lease liability is accreted within Interest expense, net utilizing the discount rate determined at lease commencement and reduced by periodic lease payments over the lease term. Currently, the Company ~~(the “Board”) members who are~~does not affiliated with Cinven (the “Disinterested Directors”) approved a stock repurchase agreement with Medpace Limited Partnership, a Guernsey limited partnership (the “Limited Partnership” acting through its general partner, Medpace GP Limited, a Guernsey company,have any finance leases.

The discount rate utilized in determining the ~~“General Partner”~~present value of future payments for both operating and finance leases, unless implicit in the ~~Limited Partnership acting through~~lease contract, is determined based on the ~~General Partner, “Cinven”), pursuant~~Company’s collateralized incremental borrowing rate based on the information available at lease commencement.

Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option as determined at lease commencement.

Many of our lease agreements have both lease and non-lease components, which the Company repurchased 2,000,000 shares of the Company’s common stock from Cinven for aggregate consideration of approximately $60.5 million, representing a purchase price of $30.27 per share. The Company funded the repurchase with cash on hand and $40.0 million in borrowings under the Senior Secured Revolving Credit Facility.

In April 2017, the Board of the Company authorized a share repurchase program with an authorized repurchase level of $50.0 million. The share repurchase program, according to its terms, will expire in April 2018. Repurchases under the repurchase program may take place in the open market or ~~negotiated transactions, at the discretion of the Company’s management~~. During the three and nine months ended September 30, 2017, the Company repurchased 300,331 and 1,342,786 shares of its outstanding common stock for $8.3 million and $34.7 million, respectively, under this share repurchase program.

~~The~~ Company has elected to ~~constructively retire all repurchased shares~~treat as a single lease component for recognition purposes.

The Company may enter into short-term leases (leases with ~~all amounts paid in excess~~a lease term of ~~Common stock par value reflected within Accumulated deficit in~~less than 1 year), which it has elected not to capitalize as assets and liabilities on the ~~Company’s~~ condensed consolidated balance ~~sheets.~~sheets, but instead recognizes lease payments within Total direct costs and Selling, general, and administrative expenses on a straight line basis over the lease term.

In ~~January 2017,~~May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-01, Business Combinations. The standard changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. Under the new guidance, an entity first determines whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the set is not a business. If it’s not met, the entity then evaluates whether the set meets the requirement that a business include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, and for interim periods within those fiscal years. The Company, as permitted, early adopted ASU 2017-01 using the prospective method in the second quarter of 2017. ASU 2017-01 was considered in the asset acquisition described in Note 2.

In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The new guidance is intended to reduce diversity in practice by requiring the statement of cash flows to explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017, and for interim periods within those fiscal years. The Company, as permitted, early adopted ASU 2016-18 in the fourth quarter of 2016. As a result of this adoption, cash flows resulting from changes in restricted cash balances, are no longer presented as a component of net cash provided by operating activities in the Company’s condensed consolidated statements of cash flows, but have been reclassified and combined within (Decreases)/Increases in Cash, Cash Equivalents and Restricted Cash. This reclassification was retrospectively applied to all periods presented within the condensed consolidated statements of cash flows.

~~In March 2016, the FASB issued ASU No. 2016-09,~~ ~~Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting~~. The new guidance is intended to simplify certain aspects of accounting for share based payments to employees, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The Company elected to adopt this ASU in the first quarter of 2017 as required. The following summarizes the effects of the adoption on the Company's condensed consolidated financial statements:

~~Upon adoption, no other aspects of ASU 2016-09 had an effect on the Company's condensed consolidated financial statements or related footnote disclosures.~~

~~In February 2016, the FASB issued ASU 2016-02, Leases~~ ~~(Topic 842).~~ ~~The guidance in ASU 2016-02 supersedes the lease recognition requirements in ASC Topic 840,~~ ~~Leases (FAS 13)~~. ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. ASU 2016-02 will be applied on a modified retrospective basis to each prior reporting period presented and is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the effect this standard will have on its condensed consolidated financial statements.

~~In May 2014, the FASB~~ issued ASU No. 2014-09 ‘‘Revenue from Contracts with Customers,’’ (“ASC 606”) to clarify the principles of recognizing revenue and create common revenue recognition guidance between USU.S. GAAP and International Financial Reporting Standards. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. In May 2016, the FASB issued ASU 2016-12, Narrow-

Scope Improvements and Practical Expedients. In December 2016, the FASB issued ASU 2016-20 Technical Corrections and Improvements to Topic 606, Revenue From Contracts with Customers. ASUs’ 2016-20, 2016-12, 2016-10 and 2016-08 all clarify the interpretation guidance in ASU No. 2014-09, “Revenue from Contracts with Customers” specifically related to narrowing specific aspects of Topic 606 and adding illustrative examples to assist in the application of the guidance. The effective date and transition requirements in ASUs’ 2016-20, 2016-12, 2016-10, and 2016-08 are the same as the effective date and transition requirements of ASU 2014-09. ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, deferred the original effective date of ASU 2014-09 by one year. The new standard ~~allows for either a retrospective or modified retrospective approach to transition upon adoption. The new standard will be~~became effective for ~~annual reporting periods beginning after December 15, 2017. Early adoption is permitted for annual reporting periods beginning after December 15, 2016.~~

The Company continues to evaluate the potential impact of adopting this standard on its business policies, processes and systems, internal control over financial reporting environment, and financial reporting disclosures.

The Company expects that the majority of its contracts will have a single performance obligation that is satisfied over time, with revenue recognized based on overall project progress measured as of the financial statement date. This represents a change in the Company’s current revenue accounting methodology as a majority of contracts are accounted for with multiple units of account under the multiple element arrangement guidance. Under the current accounting methodology, certain revenue related to reimbursable expenses is presented either as a separate line item within Reimbursable out-of-pocket revenue or net of related expenses within Service revenue, net in the condensed consolidated statements of operations. As a result of having a single performance obligation, the Company anticipates that all revenue related to reimbursable expenses will prospectively be accounted for gross within a single revenue line item with related expenses presented gross within Direct Costs, excluding depreciation and amortization. Measurement of progress on contracts with customers will generally be based on the input measurement of cost incurred relative to the total expected costs to satisfy the performance obligation.

~~The Company will adopt ASU 2014-09 as well as the clarified guidance~~ in ~~ASUs’ 2016-20, 2016-12, 2016-10, 2016-08, utilizing the modified retrospective approach, during~~ the first quarter of 2018.

In May 2017, the Company acquired out of bankruptcy NephroGenex, Inc. (“Nephrogenex” or the “Debtor”), a publicly-held pharmaceutical company that had previously filed for relief under Chapter 11 of the United States Bankruptcy Code. The Company, which was the largest unsecured creditor of Nephrogenex, entered into an agreement through the bankruptcy process, to exchange its unsecured claim for 100% of the common stock in the post-bankruptcy, debt free Debtor. The assets of the acquired Debtor consist primarily of tax attributes as well as in-process research and development and other intangible assets. An analysis by the Company determined that substantially all the fair value of the assets on the date of acquisition is captured in the tax attributes, as the intangible assets account for a relatively immaterial portion of the fair market value of the total assets received. The acquisition of the Debtor was accounted for as an asset purchase.

The Company allocated its consideration paid of $1.2 million, consisting of accounts receivable and unbilled receivables and transaction related costs, on a pro rata basis to the assets acquired based on their respective fair values. Acquired assets include intangible assets of $0.5 million, deferred tax assets of $22.2 million, consisting of tax effected net operating losses in the amount of $21.1 (partially offset with a $7.6 million valuation allowance), tax effected capitalized research and development expenses of $8.5 million and tax effected federal tax credits of $1.4 million (partially offset with a $1.2 million valuation allowance) and deferred tax liabilities of $0.1 million. The excess amount of fair value received over consideration paid of $21.4 millioncumulative effect adjustment was recorded as a ~~Deferred credit~~reduction to the opening balance of Accumulated deficit in the condensed consolidated balance sheets in the amount of $5.7 million, with offsetting amounts of $23.9 million to Accounts receivable and ~~will be~~unbilled, net, $(1.6) million to Deferred income taxes, $35.1 million to Accrued expenses, $(57.4) million to Pre-funded study costs and $38.9 million to Advanced billings, respectively. The amounts recorded to Accounts receivable and unbilled, net, Deferred income taxes, Accrued expenses, Pre-funded study costs, and Advanced billings reflect differences between revenue recognized ~~within Income tax provision~~and billings to customers by project as well as costs incurred but not settled as of the implementation date. The above disclosed cumulative effect adjustments have been revised from the amounts previously disclosed in ~~proportion~~the Company’s interim financial statements filed on Form 10-Q for the quarterly periods ended March 31, 2018, June 30, 2018 and September 30, 2018 to correct certain immaterial misstatements to the ~~realization~~opening balance sheet adoption impact of the ~~deferred tax~~standard. The effects of these misstatements were immaterial to the Company’s results of operations.

In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)” (“ASC 842”). The guidance in ASC 842 supersedes the lease recognition requirements in ASC Topic 840, Leases (FAS 13) (“ASC 840”). The objective of ASC 842 is to increase transparency and comparability among organizations by requiring the recognition of Right-of-use assets (“ROU assets”) and Lease liabilities on the balance sheet. In addition, ASC 842 introduces additional disclosure requirements that are meant to enable users of the financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. ASC 842 became effective for the Company in the first quarter 2019.

ASC 842 allows by policy election, an entity to choose its transition approach. Entities must adopt ASC 842 on a either a modified retrospective basis to each prior reporting period presented or through an optional alternative method referred to as the “Comparatives Under ASC 840 Approach” which allows entities to apply the new requirements to only those leases that exist as of January 1, 2019. The Company has elected to adopt ASC 842 utilizing the Comparatives Under ASC 840 Approach. As such, ASC 842 is applied on a prospective basis as of January 1, 2019 and any cumulative catch up adjustment for differences between ASC 842 and ASC 840 were recorded upon adoption.

ASC 842 also allows for the election of certain practical expedients that are meant to ease the burden of transitioning to ASC 842 while still achieving compliance. The Company elected the “package of three” practical expedient allowing the Company to carry forward decisions made and documented under current U.S. GAAP, rather than reassessing all of the Company’s contracts to determine whether they are or contain leases and how they would be classified under ASC 842. The Company has decided not to elect the hindsight practical expedient, which had it been elected, would require the Company to reassess the lease term and assessment of impairment for all of the Company’s leases using the facts and circumstances known up to the adoption date of the standard.

ASC 842 had a material impact on our condensed consolidated balance sheets, as all leases currently classified as operating were recognized as ROU assets and ~~federal~~lease liabilities upon adoption. In addition, it was determined that two contracts entered into with a related party for two of the Company’s corporate offices that were classified as deemed assets and deemed liabilities under ASC 840 were determined to be operating leases under ASC 842. These deemed assets and liabilities were reclassified on the condensed consolidated balance sheets to ROU assets and lease liabilities and an adjustment to retained earnings was recorded as a cumulative adjustment for the difference in depreciation expense and operating lease expense as of the date of adoption.

In February 2018, the FASB issued ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” ASU 2018-02 allows for an entity to elect to reclassify the income tax ~~credits prospectively.~~effects on items within accumulated other comprehensive income resulting from U.S. tax reform to retained earnings. The guidance is effective for fiscal years beginning after December 15, 2018 with early adoption permitted, including interim periods within those years. The Company adopted this standard in the first quarter of 2019 and it had no impact on the condensed consolidated financial statements.

In January 2017, the FASB issued ASU 2017-04, “Intangibles- Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” ASU 2017-04 simplifies how an entity assesses goodwill for impairment by eliminating Step 2 from the goodwill impairment test. As amended, the goodwill impairment test will consist of one step comparing the fair value of a reporting unit with its carrying amount. An entity should recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance is effective for fiscal years beginning after December 15, 2019 with early adoption permitted. The Company adopted this standard on a prospective basis in the first quarter of 2019 and it had no impact to the condensed consolidated financial statements.

Basic and diluted earnings or loss per share (“EPS”) are computed using the two-class method, which is an earnings allocation that determines EPS for each class of common stock and participating securities according to dividends declared and participation rights in undistributed earnings. Restricted Stock Awards (“RSAs”) are considered participating securities because they are legally issued at the date of grant and holders are entitled to receive non-forfeitable dividends during the vesting term.

The computation of diluted EPS includes additional common shares, such as unvested stock options with exercise prices less than the average market price of the Company’s common stock during the period (“in-the-money options”), which would be considered outstanding under the treasury stock method. The treasury stock method assumes that additional shares would have to be issued in cases where the exercise price of stock options is less than the value of the common stock being acquired because the cash proceeds received from the stock option holder would not be sufficient to acquire that same number of shares. The Company does not compute diluted EPS in cases where the inclusion of such additional shares would be anti-dilutive in effect.

The following table sets forth the computation of basic and diluted earnings per share for the three and nine months ended September 30, ~~2017~~2019 and ~~2016,~~2018 (in thousands, except for earnings per share):


	Three Months Ended				Nine Months Ended				Three Months Ended				Nine Months Ended
	September 30,				September 30,				September 30,				September 30,
	2017		2016		2017		2016		2019		2018		2019		2018
Weighted-average shares:
Common shares outstanding		38,579		37,118		39,803		34,138		35,939		35,569		35,829		35,525
RSAs		62		-		60		-		98		141		101		144
Total weighted-average shares		38,641		37,118		39,863		34,138		36,037		35,710		35,930		35,669
Earnings per common share—Basic
Net income	$	9,831	$	5,036	$	27,831	$	13,446	$	23,977	$	19,305	$	70,630	$	50,424
Less: Undistributed earnings allocated to RSAs		16		-		42		-		65		76		199		204
Net income available to common shareholders—Basic	$	9,815	$	5,036	$	27,789	$	13,446	$	23,912	$	19,229	$	70,431	$	50,220

Net income per common share—Basic	$	0.25	$	0.14	$	0.70	$	0.39	$	0.67	$	0.54	$	1.97	$	1.41

Basic weighted-average common shares outstanding		38,579		37,118		39,803		34,138		35,939		35,569		35,829		35,525
Effect of diluted shares		750		505		734		227		1,896		1,556		1,678		1,270
Diluted weighted-average shares outstanding		39,329		37,623		40,537		34,365		37,835		37,125		37,507		36,795

Net income per common share—Diluted	$	0.25	$	0.13	$	0.69	$	0.39	$	0.63	$	0.52	$	1.88	$	1.36

During the three ~~months ended September 30, 2017~~ and 2016, respectively, there were 158,034 and 61,896 shares excluded from the computation of EPS because they were anti-dilutive under the treasury method calculation of diluted weighted average shares outstanding. During the nine months ended September 30, ~~2017 and 2016, respectively, there were 90,553 and 25,699 shares excluded from~~2019, the ~~computation of EPS because they were anti-dilutive under the treasury method calculation of diluted weighted average shares outstanding.~~

~~During the three months ended September 30, 2017, there were 27,500~~Company had 245,000 stock options, respectively, that were excluded ~~from the computation of EPS~~ due to the exercise price exceeding the average fair value of the Company’s common stock during the period. During the three and nine months ended September 30, ~~2017 and 2016, respectively, there were 27,500 and 643,680~~2018, the Company had 13,420 stock options, respectively, that were excluded ~~from the computation of EPS~~ due to the exercise price exceeding the average fair value of the Company’s common stock during the period.

The Company follows accounting guidance related to fair value measurements that defines fair value, establishes a framework for measuring fair value, and establishes a hierarchy for inputs used in measuring fair value. This hierarchy maximizes the use of “observable” inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The hierarchy specifies three levels based on the inputs, as follows:

Level 1: Valuations based on quoted prices in active markets for identical assets or liabilities.

Level 2: Valuations based on directly observable inputs or unobservable inputs corroborated by market data.

Level 3: Valuations based on unobservable inputs supported by little or no market activity representing management’s determination of assumptions of how market participants would price the assets or liabilities.

The fair value of financial instruments such as cash and cash equivalents, accounts receivable and unbilled, net, accounts payable, accrued expenses and advanced billings approximate their carrying amounts due to their short term maturities.

The Company does not have any recurring fair value measurements as of September 30, ~~2017.~~2019. There were no0 transfers between Level 1, Level 2 or Level 3 during the three orand nine months ended September 30, ~~2017 and 2016.~~2019 or 2018.

(5) ~~Accounts Receivable And Unbilled, Net~~Contract Assets and Contract Liabilities

Contract assets and liabilities are reflected in the Company’s condensed consolidated balance sheets within the accounts reflected below.

Accounts receivable represent amounts due from the Company’s customers who are concentrated primarily in the pharmaceutical, biotechnology, and medical device industries. Unbilled represents revenue recognized to date that has not been billed or is not yet contractually billable to the customer. In general, amounts become billable upon the achievement of negotiated contractual events, in accordance with predetermined payment schedules or when a reimbursable expense has been incurred. Amounts classified to unbilled ~~net includes service revenue and reimbursed out-of-pocket revenue.~~ are those billable to customers within one year from the respective balance sheet date.

Accounts receivable and unbilled, net consisted of the following (in thousands):

Unbilled receivables decreased from $49.4 million at December 31, 2018 to $27.0 million at September 30, 2019. The decrease is primarily driven by increased customer invoicing.

Advanced billings represents cash received from customers, or billed amounts per an agreed upon payment schedule, in advance of services being performed or revenue being recognized.

Advanced billings increased from $147.9 million at December 31, 2018 to $169.5 million at September 30, 2019. The increase is primarily driven by billing and/or collection activity in advance of revenue being earned for services performed.

On September 30, 2019, we had approximately $1.36 billion of performance obligations remaining to be performed for active projects.

	As of						As of
	September 30,			December 31,			September 30,			December 31,
	2017			2016			2019			2018
Intangible assets:
Finite-lived intangible assets:
Carrying amount:
Backlog	$	72,630		$	72,630		$	72,630		$	72,630
Customer relationships		145,051			145,051			145,051			145,051
Developed technologies		54,475			54,475			54,475			54,475
Other		3,074			2,505			3,074			3,074
Total finite-lived intangible assets		275,230			274,661			275,230			275,230
Accumulated amortization:
Backlog		(72,630	)		(72,630	)		(72,630	)		(72,630	)
Customer relationships		(86,063	)		(66,267	)		(119,478	)		(110,636	)
Developed technologies		(38,133	)		(29,961	)		(54,475	)		(51,751	)
Other		(1,816	)		(1,378	)		(2,948	)		(2,680	)
Total accumulated amortization		(198,642	)		(170,236	)		(249,531	)		(237,697	)
Total finite-lived intangible assets, net		76,588			104,425			25,699			37,533
Trade name (indefinite-lived)		31,646			31,646			31,646			31,646
Total intangible assets, net	$	108,234		$	136,071		$	57,345		$	69,179

As of September 30, ~~2017,~~2019, estimated amortization expense of the Company’s intangible assets for each of the next five years and thereafter is as follows (in thousands):

~~Principal payments~~In the second quarter of 2019, the Company paid off its remaining outstanding obligations against its term loan (the “Senior Secured Term Loan Facility”) under its 2016 Credit Agreement (the “Senior Secured Credit Agreement”). Upon satisfaction of the outstanding obligations of the Senior Secured Term Loan Facility, the Company recorded unamortized term loan issuance fees of $0.3 million to Selling, general and administrative expenses and the unamortized discount of $0.2 million to Interest expense, net.

On September 30, 2019 (the “Closing Date”), the Company obtained a new unsecured credit facility in an aggregate principal amount up to $50.0 million (the “Credit Facility”) through its wholly owned subsidiaries, Medpace, Inc., as borrower (the “Borrower”), and Medpace IntermediateCo, Inc., as guarantor (the “Guarantor”).

On the Closing Date, the Borrower and lender entered into a Loan Agreement (the “Loan Agreement”) providing for the Credit Facility, and the Guarantor executed a Guaranty Agreement providing for its guarantee of the payment and performance of the obligations under the Loan Agreement. The Loan Agreement provides that outstanding balances under the Credit Facility will bear interest at a rate of LIBOR plus 100 basis points (1.00%). The Loan Agreement also provides that the Credit Facility will expire in 364 days from the Closing Date.

The Loan Agreement contains other customary loan terms, representations and warranties, and affirmative and negative covenants, in each case, subject to customary limitations, exceptions and exclusions. The Loan Agreement contains certain events of default, including, among others, non-payment of principal or interest and breach of the covenants.

As of September 30, 2019, there were 0 outstanding borrowings under the Credit Facility and $0.2 million in letters of credit outstanding related to certain operating lease obligations, which are secured by the Credit Facility.

The Loan Agreement replaces the Company’s Senior Secured Credit Agreement dated as of December 8, 2016 (the “Prior Credit Agreement”), which was terminated on ~~debt~~September 30, 2019 (the “Termination Date”). As of September 30, 2019, 0 amounts were drawn under the Prior Credit Agreement and 0 fees or penalties were incurred as a result of the termination, other than the payment of accrued commitment fees of $0.1 million through the Termination Date. In addition, on the Termination Date, the Company recorded unamortized loan issuance fees of $0.7 million, consisting of $0.5 million in Selling, general and administrative and $0.2 million of interest expense, during the third quarter of 2019, representing unamortized loan origination fees and loan discounts, respectively, associated with the Prior Credit Agreement.

The Company enters into leases for real estate and equipment. Real estate leases are ~~due~~for our corporate office space and laboratories around the world. Real estate leases have remaining lease terms of less than 1 year to 20 years. Many of the Company’s leases include options to extend the leases on a month to month basis or for set periods for up to 20 years. Many leases also include options to terminate the leases within 1 year or per other contractual terms.

The components of lease expense as of September 30, 2019 were as follows (in thousands):

Supplemental cash flow information for the ~~Company’s debt based on Level 2 inputs using~~nine months ended September 30, 2019 related to the ~~market approach, which is primarily based on rates at which the debt is traded among financial institutions, approximates the carrying value~~leases was as follows (in thousands):

Supplemental balance sheet information as of September 30, ~~2017~~2019 related to the leases was as follows (in thousands):

Lease payments due related to lease liabilities as of September 30, 2019 were as follows (in thousands):

As of September 30, 2019, we have an additional operating lease related to a corporate office under construction, which has not yet commenced, with future payments of $124.0 million. This operating lease will commence in fiscal year 2020 with an initial lease term of 20 years and a renewal option for 2 10-year terms at prevailing market rates.

Rental expense under operating leases totaled $2.3 million and $6.9 million for the three and nine months ended September 30, 2018, respectively.

Future minimum rental payments for lease obligations with initial terms in excess of one year as of December 31, ~~2016.~~2018 are as follows (in thousands):

~~(9)~~Minimum annual payments required in conjunction with the Deemed landlord liabilities as of December 31, 2018 are as follows (in thousands):

The Company granted ~~974,896~~778,986 awards to employees under the 2016 Incentive Award Plan during the nine months ended September 30, ~~2017,~~2019, consisting of ~~777,550~~10,000 stock option awards ~~118,000 restricted stock awards (“RSA”)~~ and ~~38,000~~190,310 restricted stock units (“RSU”)~~, all~~ vesting after four ~~years.~~years, 5,000 stock option awards vesting after one year, 551,676 fully-vested stock option awards and 22,000 stock option awards with vesting in twelve equal monthly installments beginning on March 31, 2019. The Company granted an additional ~~41,346~~38,832 stock option awards, vesting ~~over~~after one year, to non-employee directors under the 2016 Incentive Award Plan, during the nine months ended September 30, ~~2017.~~2019.

~~The~~In the third quarter of 2019, Medpace Investors, LLC (“MPI”), a related party to the Company, ~~granted 45,923 Awards under~~filed a Tender Offer Statement (“Tender Offer”) offering to purchase, for cash, vested stock options of employee holders of options outstanding from the 2014 ~~Equity~~ Incentive ~~Plan, consisting~~Award Plan. The Tender Offer resulted in the tender and purchase of ~~34,812 stock~~229,431 vested options ~~vesting equally over four years~~from employee holders of options by MPI. Under generally accepted accounting guidance governing such transactions, because the Tender Offer was initiated by an economic interest holder in the Company, this transaction is accounted for as a settlement of vested options and ~~11,111 fully-vested shares,~~a reissuance of options at fair value as of the transaction date. Expense related to the reissuance of options to MPI is included as stock-based compensation expense of $5.1 million within Selling, general and administrative expenses during the three and nine months ended September 30, ~~2016.~~ 2019.

The Company ~~also~~ granted ~~643,680 stock options~~722,200 awards to employees under the 2016 Incentive Award Plan during the nine months ended September 30, ~~2016,~~2018, consisting of ~~626,650~~443,000 stock ~~options~~option awards and 279,200 RSUs, all vesting after four ~~years~~years. The Company granted an additional 33,801 stock option awards to non-employee directors under the 2016 Incentive Award Plan, during the nine months ended September 30, 2018. These awards will vest on the earlier of (a) the day immediately preceding the date of the first annual meeting following the date of grant and ~~17,030 stock options with one-third~~(b) the first anniversary of the date of grant, subject to the non-employee director continuing in service through the applicable vesting ~~on October 31, 2016, and the remainder vesting in eight equal monthly installments beginning in November 2016.~~date.

Stock-based compensation expense recognized in the condensed consolidated statements of operations related to all outstanding stock based compensation awards is summarized below (in thousands):

The Company’s effective income tax rate was ~~35.1%~~18.6% and ~~35.7%~~24.2% for the three ~~and nine~~ months ended September 30, ~~2017,~~2019 and 2018, respectively. The Company’s effective income tax rate was ~~33.6%~~20.3% and ~~38.1%~~22.0% for the ~~three and~~ nine months ended September 30, ~~2016,~~2019 and 2018, respectively. The Company’s effective income tax rate for the three and nine months ended September 30, ~~2017~~2019 varied from the U.S. statutory rate of ~~35.0%~~21% primarily due to the impact of state taxes, ~~domestic and foreign uncertain tax positions and the tax impact associated with~~which was favorably offset by previously acquired tax ~~attributes.~~attributes and excess tax benefits recognized from share-based compensation.

The Company is involved in legal proceedings from time to time in the ordinary course of its business, including employment claims and claims related to other business transactions. The Company cannot predict with certainty the outcome of such proceedings, but it believes that adequate reserves have been recorded and losses already recognized with respect to such ~~actions~~proceedings, which were immaterial as of September 30, ~~2017~~2019 and December 31, ~~2016.~~2018. There is a reasonable possibility that a loss exceeding amounts already recognized may be incurred related to these actions; however, the Company believes that such potential losses were immaterial as of September 30, ~~2017.~~2019.

The Company has several minimum purchase commitments for project related supplies totaling $11.1 million. In return for the commitment, Medpace receives preferential pricing. The commitments expire at various times through 2026.

The Company periodically extends short term loans or advances to employees, typically upon commencement of employment. Total receivables as a result of these employee advances of $0.2 million existed at September 30, ~~2017~~2019 and December 31, ~~2016,~~

2018, respectively, and are included in the Prepaid expenses and other current assets and Other assets line items of the condensed consolidated balance sheets, respectively, depending on the contractual repayment date.

The Company pays fees for director services provided by Cinven employees that are members of the Company’s Board of Directors and any related committees. The director fees are paid directly to Cinven in accordance with the Company’s non-employee director compensation policy. During the three and nine months ended September 30, 2017, the Company incurred board of director fees to Cinven of less than $0.1 million and $0.1 million, respectively, in the Company’s condensed consolidated statement of operations. During the three and nine months ended September 30, 2016, the Company incurred management fees to Cinven of less than $0.1 million and $0.2 million, respectively, in the Company’s condensed consolidated statements of operations.

Medpace Investors LLC, a noncontrolling shareholder of the Company that is owned by employees of the Company and managed by the Company’s chief executive officer, has a majority ownership interest in Symplmed, a private pharmaceutical development company. In addition, the chief executive officer and other executives of the Company are board members of Symplmed. The Company has operated under a Master Services Agreement (“MSA”) with Symplmed since 2013 (amended in 2014) to perform clinical trial related services. Certain task orders governed by this arrangement were amended in the third quarter of 2016, changing the fee structure from unitized in nature to time and materials and revised pricing to more appropriately reflect market pricing based on the Company’s leveraging of this work to develop and enhance certain new service capabilities. The Company has evaluated its relationship with Symplmed and concluded that Symplmed is not a variable interest entity because the Company has no direct ownership interest or relationship other than the MSA. During the three months ended September 30, 2017 and 2016, the Company recognized service revenue from Symplmed of less than $0.1 million and negative service revenue adjustments from Symplmed of $0.4 million, respectively, and during the nine months ended September 30, 2017 and 2016, the Company recognized service revenue from Symplmed of less than $0.1 million and negative service revenue adjustments from Symplmed of less than $0.1 million, respectively, in the Company’s condensed consolidated statements of operations.

The chief executive officer of the Company is a member of Coherus’s board of directors. During the three months ended September 30, 2017 and 2016, the Company recognized service revenue from Coherus of $1.4 million and $6.8 million, respectively, and during the nine months ended September 30, 2017 and 2016, the Company recognized service revenue from Coherus of $6.5 million and $18.2 million, respectively, in the Company’s condensed consolidated statements of operations. ~~In addition, the company recognized Reimbursed out-of-pocket revenue and Reimbursed out-of-pocket expenses with Coherus in the condensed consolidated statements of operations of $0.1~~ ~~million and $1.3~~ ~~million during the three months ended September 30, 2017 and 2016, respectively, and $1.1~~ ~~million and $4.2~~ ~~million during the nine months ended September 30, 2017 and 2016.~~ As of September 30, 2017 and December 31, 2016, respectively, the Company had Accounts receivable and unbilled, net from Coherus of $0.3 million and $2.0 million recorded in the condensed consolidated balance sheets. As of September 30, 2017 and December 31, 2016, respectively, the Company had, from Coherus, $2.6 million and $6.3 million of Advanced billings and $1.5 million and $3.8 million of Pre-funded study costs, in the condensed consolidated balance sheets.

Certain executives and employees of the Company, including the chief executive officer, have held equity investments in Xenon, a clinical-stage biopharmaceutical company. During the second quarter of 2017, the chief executive officer sold his entire equity position held in Xenon. Xenon is no longer considered to be a related party subsequent to this sale. During July 2015 the Company and Xenon entered into an amended MSA agreement for the Company to provide clinical trial related services. The Company recognized service revenue from Xenon of $0.4 million during the three months ended September 30, 2016, and service revenue from Xenon of $0.6 million and $0.8 million during the six months ended June 30, 2017 and nine months ended September 30, 2016, respectively, in the Company’s condensed consolidated statements of operations. As of December 31, 2016, the Company had, from Xenon, $1.3 million of Advanced billings and $0.1 million of Pre-funded study costs in the condensed consolidated balance sheets.

Cymabay is a clinical-stage biopharmaceutical company developing therapies to treat metabolic diseases with high unmet medical need, including serious rare and orphan disorders. During the first quarter of 2016, it was announced that a Medpace employee would join Cymabay’s board of directors. The Company and Cymabay entered into a MSA dated October 21, 2016. Subsequently, the Company and Cymabay have entered into several task orders for the Company to perform clinical trial related services. During the three ~~months ended September 30, 2017~~ and ~~2016, the Company recognized service revenue from Cymabay of $0.2 million and $0.1~~

~~million, respectively, and during the~~ nine months ended September 30, ~~2017 and 2016,~~2019, the Company recognized ~~service~~total revenue from Cymabay of ~~$0.4~~$3.5 million and ~~$0.3~~$9.4 million, respectively, and for the three and nine months ended September 30, 2018, the Company recognized total revenue from Cymabay of $4.1 million and $6.2 million, respectively,in the Company’s condensed consolidated statements of operations. As of September 30, 2019 and December 31, 2018, respectively, the Company had Advanced billings from Cymabay of $0.5 million and less than $0.1 million recorded in the condensed consolidated balance sheets. In addition, as of September 30, 2019 and December 31, 2018, respectively, the Company had Accounts receivable and unbilled, net from Cymabay of $0.6 million and $2.5 million recorded in the condensed consolidated balance sheets.

Certain executives and employees of the Company, including the chief executive officer, are members of LIB’s board of managers. The Company entered into a MSA dated November 24, 2015 with LIB, a company that engages in research, development, marketing and commercialization of pharmaceutical drugs. Subsequently, the Company and LIB have entered into several task orders for the Company to perform clinical trial related services. During the three and nine months ended September 30, ~~2017 and 2016,~~2019, the Company recognized ~~service~~total revenue from LIB of $0.5 million and ~~$0.1~~$1.5 million, respectively, and ~~during~~for the three and nine months ended September 30, ~~2017 and 2016,~~2018, the Company recognized ~~service~~total revenue from LIB of ~~$1.1~~$1.0 million and ~~$0.1~~$2.8 million, respectively, in the Company’s condensed consolidated statements of operations. As of September 30, ~~2017~~2019 and December 31, ~~2016,~~2018, respectively, the Company had Advanced billings from LIB of $0.4 million and $0.3 million recorded in the condensed consolidated balance sheets. In addition, as of September 30, 2019 and December 31, 2018, respectively, the Company had Accounts receivable and unbilled, net from LIB of ~~$0.2~~$0.1 million and ~~less than $0.1~~$1.0 million recorded in the condensed consolidated balance sheets.

Certain executives and employees of the Company, including the chief executive officer, are members of CinRx’s board of managers and/or have equity investments in CinRx, a biotech company. The Company and CinRx have entered into several task orders for the Company to perform clinical trial related services. During the three and nine months ended September 30, ~~2017,~~2019, the Company recognized ~~service~~total revenue from CinRx of $0.5 million and $2.8 million, respectively, and for the three and nine months ended September 30, 2018, the Company recognized total revenue from CinRx of less than $0.1 million and ~~$0.3~~$0.2, respectively, in the Company’s consolidated statements of operations. As of September 30, 2019 and December 31, 2018, respectively, the Company had Advanced billings from CinRx of $0.4 million and $0.1 million recorded in the condensed consolidated balance sheets. In addition, as of September 30, 2019 and December 31, 2018 the Company had Accounts receivable and unbilled, net from CinRx of$0.4 million, respectively, in the ~~Company’s~~ condensed consolidated ~~statements~~balance sheets.

The Summit Hotel, located on the Medpace campus, is owned by the chief executive officer, and managed by an unrelated hospitality management entity. Medpace incurs travel lodging and meeting expenses at The Summit. For the three and nine months ended September 30, 2019, Medpace incurred expenses of ~~operations.~~$0.2 million and $0.5 million, respectively, at The Summit.

~~Medpace Investors~~MPI is a noncontrolling shareholder and related party of Medpace Holdings, Inc. ~~Medpace Investors~~MPI is owned and managed by employees of the Company. The chief executive officer of Medpace is also the manager and majority unit holder of ~~Medpace Investors.~~MPI. The Company acted as a paying agent for ~~Medpace Investors~~MPI with taxing authorities principally in instances when employee tax payments or remittance of withholdings related to equity compensation are required. ~~During~~Refer to Note 10 of the ~~three and nine months ended~~Notes to Condensed Consolidated Financial Statements for details of the Tender Offer transaction. As of September 30, ~~2016,~~2019, the Company ~~paid $0.1~~had Prepaid expenses and other current assets from MPI of $0.3 million ~~and $0.8 million to various taxing authorities on behalf of Medpace Investors.~~

~~In December 2016,~~in the ~~Company entered into a purchase agreement~~condensed consolidated balance sheets for ~~four parcels of real estate property that are closely situated to~~tax-related receivables from the Medpace campus in Cincinnati, Ohio, from AT Redevelopment Company, LLC, which is wholly-owned by the Company’s chief executive officer. The purchase price of the real estate property was $0.4 million as determined by an independent third party broker's opinion of value. The transaction closed on January 11, 2017.transaction.

The Company entered into an operating lease for its corporate headquarters with an entity that is wholly owned by the chief executive officer of the Company. The Company has evaluated its relationship with the related party and concluded that the related party is not a variable interest entity because the Company has no direct ownership interest or relationship other than the lease. The lease for headquarters is for an initial term of twelve years through November 2022 with a renewal option for ~~one~~1 10-year term at prevailing market rates. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for its corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. Under ASC 842, operating lease cost recognized for the three and nine months ended September 30, 2019 was $0.5 million and $1.5 million, respectively. Under ASC 840, lease expense recognized for the three and nine months ended September 30, 2018 was $0.5 million and $1.6 million, respectively. The lease expense was allocated between Total direct costs and Selling, general and administrative in the condensed consolidated statements of operations.

In 2018, Medpace, Inc. entered into a multi-year lease agreement governing future occupancy of additional office space in Cincinnati, Ohio. The lease expires in 2040 and the Company has 2 10-year options to extend the term of the lease.

The Company entered into 2 multi-year lease agreements governing the occupancy of space of 2 buildings in Cincinnati, Ohio with an entity that is wholly owned by the Company’s chief executive officer and certain members of his immediate family. The Company assumed occupancy in 2012 and the leases expire in 2027 with the Company having 1 10-year option to extend the lease term. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for the corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. ~~Lease expense~~Under ASC 842, the Company has determined that the leases are operating leases. Operating lease cost recognized for ~~each of~~ the three ~~months ended September 30, 2017~~ and ~~2016 was $0.5 million, respectively, and lease expense recognized for each of the~~ nine months ended September 30, ~~2017~~2019 is $0.9 million and ~~2016 was $1.6~~$2.7 million, respectively. The lease ~~expense~~cost was allocated between ~~Direct~~Total direct costs ~~excluding depreciation and amortization,~~ and Selling, general and administrative in the condensed consolidated statements of operations.

The Company entered into two multi-year lease agreements governing the occupancy of space of two buildings in Cincinnati, Ohio with an entity that is wholly owned by the Company’s chief executive officer and certain members of his immediate family. In accordance with the accounting guidance related to leases under ASC 840, the Company was deemed in substance to be the owner of the property during the construction phase and at completion. Accordingly, the Company reflected the buildings and related liabilities as deemed assets from landlord building construction in Property and equipment, net, Other current liabilities, and Deemed landlord liability, less current portion, respectively, on the condensed consolidated balance sheets. The ~~Company assumed occupancy in 2012 and the leases expire in 2027 with the Company having one 10-year option to extend the lease term. The~~ deemed assets ~~are~~were being fully depreciated,

on a straight line basis, over the 15-year term of the lease. Deemed landlord liabilities ~~are~~were recorded at their net present value when the Company enters into qualifying leases and are reduced as the Company makes periodic lease payments on the properties. Accretion expense iswas being recorded over the term of the lease as a component of Interest expense, net in the Company’s condensed consolidated statements of operations. The Company paid ~~$0.9~~$1.0 million and $2.9 million during the three ~~months ended September 30, 2017~~ and ~~2016, respectively, and $2.8 million during the~~ nine months ended September 30, ~~2017 and 2016. The current and long-term portions of the Deemed landlord liability at September 30, 2017 were $1.8 million and $27.1 million, respectively.~~2018. The current and long-term portions of the Deemed landlord liability at December 31, ~~2016~~2018 were ~~$1.7~~$2.1 million and ~~$28.5~~$24.5 million, respectively. The Company has recognized deemed assets, net of ~~$16.8 million and $18.1~~$14.6 million at ~~September 30, 2017 and~~ December 31, ~~2016, respectively,~~2018 in the condensed consolidated balance sheets.

The Company incurs expenses for travel services for company executives provided by a private aviation charter company that is owned by the chief executive officer and the executive vice president of operations of the Company (“private aviation charter”). The Company may contract directly with the private aviation charter for the use of its aircraft or indirectly through a third party aircraft management and jet charter company (the “Aircraft Management Company”). The travel services provided are primarily for business purposes, with certain personal travel paid for as part of the executives’ compensation arrangements. The Aircraft Management Company also makes the private aviation charter aircraft available to third parties. The Company incurred travel expenses of $0.3 million and $0.4 million during the three months ended September 30, ~~2017~~2019 and ~~2016,~~2018, respectively, and $0.9 million and ~~$0.8~~$1.0 million during the nine months ended September 30, ~~2017~~2019 and ~~2016,~~2018, respectively, related to these travel services. These travel expenses are recorded in Selling, general and administrative in the Company’s condensed consolidated statements of operations.

~~During the nine months ended~~ As of September 30, ~~2017,~~2019 and December 31, 2018, the Company ~~engaged in the following significant non-cash investing and financing activities:~~

~~Acquired net assets totaling $0.7 million consisting of net Deferred tax assets of $22.2 million, offset by net Deferred tax liabilities~~had Accounts payable due to Aircraft Management Company of $0.1 million and ~~Deferred credits of $21.4~~$0.2 million, respectively, in ~~exchange for Accounts receivable and unbilled, net of $0.6 million and Other assets of $0.1 million.~~the condensed consolidated balance sheets.

(14) Entity Wide Disclosures

Revenue by Category

The following table disaggregates our revenue by major source (in thousands):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2019		2018		2019		2018
Therapeutic Area
Oncology	$	65,529	$	48,947	$	186,152	$	135,824
Other		53,484		42,200		158,676		114,852
Metabolic		34,919		30,037		102,287		90,748
AVAI		24,243		21,947		66,831		59,497
Cardiology		21,733		22,227		68,792		71,262
Central Nervous System		16,330		13,895		48,345		40,291
Total revenue	$	216,238	$	179,253	$	631,083	$	512,474

In the current quarter and for all periods presented, the revenue associated with medical device projects, previously a separate therapeutic area, has been included in the respective therapeutic area that best aligns with the therapeutic focus of the medical device project and represents how management evaluates disaggregated revenue in its internal reporting.

- 1619 -

Item 2. Management’s Discussion and Analysis ofof Financial Condition and Results of Operations

You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q, with our audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016~~2018 and with the information under the heading “Management Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016.~~2018. This item and the related discussion contain forward-looking statements reflecting current expectations that involve risks and uncertainties. Actual results and the timing of events may differ materially from those indicated in such forward-looking statements. Important factors that may cause such differences include, but are not limited to, those discussed under the “Forward-Looking Statements” below and “Risk Factors” in “Item 1A Risk Factors” of Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016.~~2018.

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical facts contained herein, including statements regarding our future results of operations and financial position, business strategy, prospects, product approvals and plans and our objectives for future operations, are forward looking statements. The words “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” and similar expressions are intended to identify forward looking statements. Forward looking statements are based largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, prospects, short-term and long-term business operations and objectives, and financial needs. These forward looking statements are subject to inherent uncertainties, risks, changes in circumstances and other important factors that are difficult to predict. Moreover, we operate in a very competitive and rapidly changing environment in which new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all important factors on our business or the extent to which any factor, or combination of such factors, may cause actual results to differ materially from those contained in any forward looking statements we may make. In light of these risks, uncertainties and assumptions, the forward looking events and circumstances discussed may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward looking statements. We caution you therefore against relying on these forward looking statements.

We qualify all of our forward-looking statements by these cautionary statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise. For a further discussion of the risks relating to our business, see “Item 1A Risk Factors” of Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016.~~2018.

Business Overview

We are one of the world’s leading clinical contract research organizations, or CROs, by revenue, solely focused on providing scientifically-driven outsourced clinical development services to the biotechnology, pharmaceutical and medical device industries. Our mission is to accelerate the global development of safe and effective medical therapeutics. We differentiate ourselves from our competitors by our disciplined operating model centered on providing full-service Phase I-IV clinical development services and our therapeutic expertise. We believe this combination results in timely and cost-effective delivery of clinical development services for our customers. We believe that we are a partner of choice for small- and mid-sized biopharmaceutical companies based on our ability to consistently utilize our full-service, disciplined operating model to deliver timely and high-quality results for our customers.

We focus on conducting clinical trials across all major therapeutic areas, with particular strength in Cardiology, Metabolic Disease, Oncology, ~~Endocrinology,~~ Central Nervous System (“CNS”), Antiviral and Anti-infective (“AVAI”), as well as therapeutic expertise in Medical Devices. Our global platform includes approximately ~~2,500~~3,400 employees across 3537 countries, providing our customers with broad access to diverse markets and patient populations as well as local regulatory expertise and market knowledge.

~~Asset Acquisition~~

~~- 17 -~~

values. Acquired assets include intangible assets of $0.5 million, deferred tax assets of $22.2 million, consisting of tax effected net operating losses in the amount of $21.1 (partially offset with a $7.6 million valuation allowance), tax effected capitalized research and development expenses of $8.5 million and tax effected federal tax credits of $1.4 million (partially offset with a $1.2 million valuation allowance) and deferred tax liabilities of $0.1 million. The excess amount of fair value received over consideration paid of $21.4 million was recorded as a Deferred credit in the condensed consolidated balance sheets and will be recognized within Income tax provision in proportion to the realization of the deferred tax assets and federal tax credits prospectively.

How We Generate Revenue

~~Our revenue consists of net service revenue and reimbursed-out-of-pocket revenue.~~

~~Net Service Revenue~~

We earn ~~customer~~ fees through the performance of services detailed in our customer contracts. Contract scope and pricing is typically based on either a fixed-fee or unit-of-service model, ~~and~~with consideration of activities performed by third parties, as well as ancillary costs necessary to deliver on the contract scope that are reimbursable by our customers. Our contracts can range in duration from a few months to several years. These contracts are individually priced and negotiated based on the anticipated project scope, including the complexity of the project and the performance risks inherent in the project. The majority of our contracts are structured with an upfront fee that is collected at the time of contract signing, and the balance of the fee is collected over the duration of the contract either through an arranged billing schedule or upon completion of certain performance targets or defined milestones. ~~This payment structure is standard in the CRO industry.~~

~~Net service revenue,~~- 20 -

Revenue, which is distinct from billing and cash receipt, is ~~generally~~ recognized based on the proportional performance methodology, which is determined by assessing the proportion of performance completed or delivered to date compared to total specific measures to be delivered or completed under the termssatisfaction of the individual performance obligations identified in each contract. ~~The measures utilized~~Substantially all of our customer contracts consist of a single performance obligation, as the promise to ~~assess~~transfer the individual services defined in the contracts are not separately identifiable from other promises in the contract, and therefore not distinct. Our performance obligations are ~~specific to the service provided. Net service revenue for unit-of-service contracts is~~generally satisfied over time and recognized as services are ~~performed or delivered.~~performed. The progression of our contract performance obligations are measured primarily utilizing the input method of cost to cost. Cancellation provisions in our contracts allow our customers to terminate a contract either immediately or according to advance notice terms specified within the applicable contract, which is typically 30 days. Contract cancellation may occur for various reasons, including, but not limited to, adverse patient reactions, lack of efficacy, or inadequate patient enrollment. Upon cancellation, we are entitled to fees for services rendered through the date of termination, including payment for subsequent services necessary to conclude the study or close out the contract. These fees are typically ~~subject to negotiation~~discussed and agreed upon with the customer and are realized as ~~net service~~ revenue when ~~collection~~we believe the amount can be estimated reliably and its realization is ~~reasonably assured.~~probable. Changes in ~~net service~~ revenue from period to period are driven primarily by new business volume and task order execution activity, project cancellations, and the mix of active studies during a given period that can vary based on therapeutic area and or study life cycle stage.

~~Reimbursed Out-of-Pocket Revenue~~

Reimbursed out-of-pocket revenue consists primarily of expenses we incur in relation to projects that are reimbursed by our customers with no profit or mark-up. These expenses are defined in our contracts and generally include, but are not limited to, travel, meetings, printing, and shipping and handling fees. Such reimbursements received are included in revenue with the expenditures reflected as a separate component of operating expense. Certain fees paid to investigators and other disbursements in which we act as an agent on behalf of the study sponsor are reflected in the condensed consolidated statements of operations with no resulting effect on our revenue or expenses.

Costs and Expenses

Our costs and expenses are comprised primarily of our total direct costs, selling, general and administrative costs, depreciation and amortization and income taxes. ~~In addition, as noted above, we also have reimbursed out-of-pocket expenditures that are directly offset by our reimbursed out-of-pocket revenue.~~

Total Direct Costs ~~Excluding Depreciation and Amortization~~

~~Direct~~Total direct costs ~~excluding depreciation and amortization,~~ are primarily driven by labor and related employee benefits, but also include contracted third party service related expenses, fees paid to site investigators, reimbursed out of pocket expenses, laboratory supplies and other expenses contributing to service delivery. The other costs of service delivery can include office rent, utilities, supplies and software ~~license expenses,~~licenses which are allocated between Total direct costs ~~excluding depreciation and amortization~~ and selling, general and administrative expenses based on the estimated contribution among service delivery and support function efforts on a percentage basis. ~~Direct~~Total direct costs ~~excluding depreciation and amortization exclude reimbursed out-of-pocket expenses. Direct costs, excluding depreciation and amortization~~ are expensed as incurred and are not deferred in anticipation of contracts being awarded or finalization of changes in scope. ~~Direct~~Total direct costs, ~~excluding depreciation and amortization~~ as a percentage of net ~~service~~ revenue, can vary from period to period due to project labor efficiencies, changes in workforce, compensation/bonus programs and service mix.

~~- 18 -~~

Selling, General and Administrative

Selling, general and administrative expenses are primarily driven by compensation and related employee benefits, as well as rent, utilities, supplies, software licenses, professional fees (e.g., legal and accounting expenses), bad debt expense, travel, marketing and other operating expenses.

Depreciation

Depreciation is provided on our property and equipment on the straight-line method at rates adequate to allocate the cost of the applicable assets over their estimated useful lives, which is three to five years for computer hardware, software, phone, and medical imaging equipment, five to seven years for furniture and fixtures and other equipment, and thirty to forty years for buildings. Leasehold improvements ~~and deemed assets from landlord building construction~~ are amortized on a straight-line basis over the shorter of the estimated useful life of the improvement or the associated remaining lease term.

Amortization

Amortization relates to finite-lived intangible assets recognized as expense using the straight-line method or using an accelerated method over their estimated useful lives, which range in term from ~~17 months~~5 to 15 years.

Income Tax Provision

Income tax provision consists of federal, state and local taxes on income in multiple jurisdictions. Our income tax is impacted by the pre-tax earnings in jurisdictions with varying tax rates and any related tax credits that may be available to us. Our current and future provision for income taxes will vary from statutory rates due to the impact of valuation allowances in certain countries, income tax incentives, certain non-deductible expenses, and other discrete items.

Key Performance Metrics

To evaluate the performance of our business, we utilize a variety of financial and performance metrics. These key measures include new business awards, cancellations and backlog.

- 21 -

New Business Awards, Cancellations and Backlog

New business awards represent the value of anticipated future net ~~service~~ revenue that has been awarded during the period that is recognized in backlog. This value is recognized upon the signing of a contract or receipt of a written pre-contract confirmation from a customer that confirms an agreement in principle on budget and scope. New business awards also include contract amendments, or changes in scope, where the customer has provided written authorization for changes in budget and scope or has approved us to perform additional work as of the measurement date. Awards may not be recognized as backlog after consideration of a number of factors, including whether (i) the relevant net ~~service~~ revenue is expected only after a pending regulatory hurdle, which might result in cancellation of the study, (ii) the customer funding needed for commencement of the study is not believed to have been secured or (iii) study timelines are uncertain or not well defined. In addition, study amounts that extend beyond a three-year timeline are not included in backlog. The number and amount of new business awards can vary significantly from period to period, and an award’s contractual duration can range from several months to several years based on customer and project specifications.

Cancellations arise in the normal course of business and are reflected when we receive written confirmation from the customer to cease work on a contractual agreement. The majority of our customers can terminate our contracts without cause upon 30 days’ notice. Similar to new business awards, the number and amount of cancellations can vary significantly period over period due to timing of customer correspondence and study-specific circumstances. ~~Total cancellations in a period are offset against~~

Net new business awards represent gross new business awards received in a period ~~to determine net new business awards~~offset by total cancellations in ~~our backlog calculation.~~that period. Net new business awards were ~~$112.1~~$285.4 million and ~~$109.1~~$813.3 million for the three ~~months ended September 30, 2017~~ and ~~2016, respectively, and net new business awards were $311.3 million and $327.2 million for the~~ nine months ended September 30, ~~2017~~2019, respectively. Net new business awards were $227.6 million and ~~2016,~~$668.3 million for the three and nine months ended September 30, 2018, respectively.

Backlog represents anticipated future net ~~service~~ revenue from net new business awards that have not commenced or are currently in process but not complete. Reported backlog will fluctuate based on new business awards, changes in the scope of existing contracts, cancellations, revenue recognition on existing contracts and foreign exchange adjustments from non-U.S. dollar denominated backlog. As of September 30, ~~2017,~~2019, our backlog increased by ~~$29.6~~$204.2 million, or ~~6.2%~~19.9%, to ~~$510.0~~$1,228.7 million compared to ~~$480.4~~$1,024.5 million as of September 30, ~~2016.~~2018. Included within backlog as of September 30, ~~2017~~2019 was approximately ~~$275~~$675 million to ~~$285~~$695 million that we expect to convert to net ~~service~~ revenue over the next twelve months, with the remainder expected to convert to net ~~service~~ revenue thereafter.

The effect of foreign currency adjustments on backlog was as follows: ~~favorable~~unfavorable foreign currency adjustments of ~~$1.5~~$9.8 million for the three months ended September 30, ~~2017; favorable~~2019; unfavorable foreign currency adjustments of $12.4 million for the nine months ended September 30, 2019; unfavorable foreign currency adjustments of $2.6 million for the ~~nine~~three months ended

~~- 19 -~~

September 30, ~~2017;~~2018; and favorable foreign currency adjustments of ~~$0.4 million for the three months ended September 30, 2016; and unfavorable foreign currency adjustments of $1.0~~$0.6 million for the nine months ended September 30, ~~2016.~~2018.

Backlog and net new business award metrics may not be reliable indicators of our future period revenue as they are subject to a variety of factors that may cause material fluctuations from period to period. These factors include, but are not limited to, changes in the scope of projects, cancellations, and duration and timing of services provided.

Exchange Rate Fluctuations

The majority of our contracts and operational transactions are U.S. dollar denominated. The Euro represents the largest foreign currency denomination of our contractual and operational exposure. As a result, a portion of our revenue and expenses are subject to exchange rate fluctuations. We have translated the Euro into U.S. dollars using the following average exchange rates based on data obtained from www.xe.com:

Three Months Ended September 30,

Nine Months Ended September 30,

2017

2016

2017

2016

U.S. Dollars per Euro:

1.17

1.12

1.11

1.11

	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
U.S. Dollars per Euro:		1.11		1.16		1.12		1.19

- 22 -

Results of Operations

Three Months Ended September 30, ~~2017~~2019 compared to Three Months Ended September 30, ~~2016~~2018

	Three Months Ended												Three Months Ended
	September 30,												September 30,
(Amounts in thousands, except percentages)	2017			2016			Change			% Change			2019			2018			Change			% Change
Service revenue, net	$	98,681		$	94,812		$	3,869			4.1	%
Reimbursed out-of-pocket revenue		11,962			12,987			(1,025	)		(7.9	)%
Total revenue		110,643			107,799			2,844			2.6	%
Direct costs, excluding depreciation and amortization		53,144			51,221			1,923			3.8	%
Revenue, net													$	216,238		$	179,253		$	36,985			20.6	%
Direct service costs, excluding depreciation and amortization														81,086			62,520			18,566			29.7	%
Reimbursed out-of-pocket expenses		11,962			12,987			(1,025	)		(7.9	)%		70,984			61,476			9,508			15.5	%
Total direct costs														152,070			123,996			28,074			22.6	%
Selling, general and administrative		16,606			16,391			215			1.3	%		29,120			18,606			10,514			56.5	%
Depreciation		2,237			1,915			322			16.8	%		2,062			2,343			(281	)		(12.0	)%
Amortization		9,496			12,668			(3,172	)		(25.0	)%		2,995			7,390			(4,395	)		(59.5	)%
Total operating expenses		93,445			95,182			(1,737	)		(1.8	)%		186,247			152,335			33,912			22.3	%
Income from operations		17,198			12,617			4,581						29,991			26,918			3,073
Miscellaneous expense, net		(145	)		(378	)		233
Miscellaneous (expense) income, net														(273	)		482			(755	)
Interest expense, net		(1,906	)		(4,656	)		2,750						(253	)		(1,941	)		1,688
Income before income taxes		15,147			7,583			7,564						29,465			25,459			4,006
Income tax provision		5,316			2,547			2,769						5,488			6,154			(666	)
Net income	$	9,831		$	5,036		$	4,795					$	23,977		$	19,305		$	4,672

Nine Months Ended September 30, ~~2017~~2019 compared to Nine Months Ended September 30, ~~2016~~2018

	Nine Months Ended												Nine Months Ended
	September 30,												September 30,
(Amounts in thousands, except percentages)	2017			2016			Change			% Change			2019			2018			Change			% Change
Service revenue, net	$	287,014		$	275,245		$	11,769			4.3	%
Reimbursed out-of-pocket revenue		36,456			38,094			(1,638	)		(4.3	)%
Total revenue		323,470			313,339			10,131			3.2	%
Direct costs, excluding depreciation and amortization		156,204			147,436			8,768			5.9	%
Revenue, net													$	631,083		$	512,474		$	118,609			23.1	%
Direct service costs, excluding depreciation and amortization														235,522			184,339			51,183			27.8	%
Reimbursed out-of-pocket expenses		36,456			38,094			(1,638	)		(4.3	)%		212,563			173,587			38,976			22.5	%
Total direct costs														448,085			357,926			90,159			25.2	%
Selling, general and administrative		46,515			44,724			1,791			4.0	%		73,984			55,112			18,872			34.2	%
Depreciation		6,468			5,481			987			18.0	%		6,035			6,883			(848	)		(12.3	)%
Amortization		28,406			38,004			(9,598	)		(25.3	)%		11,834			22,171			(10,337	)		(46.6	)%
Total operating expenses		274,049			273,739			310			0.1	%		539,938			442,092			97,846			22.1	%
Income from operations		49,421			39,600			9,821						91,145			70,382			20,763
Miscellaneous expense, net		(642	)		(1,319	)		677
Miscellaneous (expense) income, net														(574	)		807			(1,381	)
Interest expense, net		(5,508	)		(16,550	)		11,042						(1,956	)		(6,558	)		4,602
Income before income taxes		43,271			21,731			21,540						88,615			64,631			23,984
Income tax provision		15,440			8,285			7,155						17,985			14,207			3,778
Net income	$	27,831		$	13,446		$	14,385					$	70,630		$	50,424		$	20,206

~~For the three months ended September 30, 2017 service~~Total revenue ~~net~~ increased by ~~$3.9~~$37.0 million to ~~$98.7 million, from $94.8~~$216.2 million for the three months ended September 30, ~~2016. For~~2019, from $179.3 million for the three months ended September 30, 2018. Total revenue increased by $118.6 million to $631.1 million for the nine months ended September 30, ~~2017 service revenue, net increased by $11.8~~2019, from $512.5 million ~~to $287.0 million, from $275.2 million. The increase~~ for the ~~three and~~ nine months ended September 30, ~~2017, compared to the same periods in the prior year,~~2018. The increases were primarily driven by growth within the Oncology ~~Metabolic,~~ and other uncategorized therapeutic areas.

Total direct costs increased by ~~$1.0~~$28.1 million, to ~~$12.0~~$152.1 million for the three months ended September 30, ~~2017,~~2019 from ~~$13.0~~$124.0 million for the three months ended September 30, ~~2016. Reimbursed out-of-pocket revenue decreased~~2018. Total direct costs increased by ~~$1.6~~$90.2 million, to ~~$36.5~~$448.1 million for the nine months ended September 30, ~~2017,~~2019 from ~~$38.1~~$357.9 million for the nine months ended September 30, ~~2016.~~2018. The increase was primarily attributed to higher reimbursed out-of-pocket expenses and higher personnel costs to support the growth in service activities. Reimbursed out-of-pocket ~~revenues~~expenses, which can fluctuate significantly from period to period based on the timing of program initiation orand closeout, ~~and these changes do not necessarily correlate to changes in net service revenue. The reimbursements were offset by an equal amount of reimbursed out-of-pocket expenses.~~

~~Direct costs, excluding depreciation and amortization and Reimbursed out-of-pocket expenses~~

~~Our direct costs, excluding depreciation and amortization~~ increased ~~by $1.9 million, to $53.1 million for the three months ended September 30, 2017 from $51.2 million for the three months ended September 30, 2016.~~ ~~Our direct costs, excluding depreciation and amortization increased by $8.8~~ million, to $156.2 million for the nine months ended September 30, 2017 from $147.4 million for the nine months ended September 30, 2016. The increase was primarily attributed to higher personnel costs, lab related costs and office rent to support the growth in service activities. The employee related costs portion of direct costs, excluding depreciation and amortization increased by $1.3$9.5 million and ~~$6.7~~$39.0 million for the three and nine months ended September 30, ~~2017,~~2019, respectively, compared to the same period in the prior year. ~~Lab related~~The higher personnel costs portion increased by ~~$1.0~~$11.9 million and ~~$0.9 million for the three months and nine months ended September 30, 2017, respectively, compared to the same periods in the prior year. Office rent costs increased by $0.2 million and $0.7~~$35.0 million for the three and nine months ended September 30, ~~2017,~~2019, respectively, ~~compared to the same periods in the prior year.~~

Selling, general and administrative expenses increased by $0.2 million, to $16.6 million for the three months ended September 30, 2017 from $16.4 million for the three months ended September 30, 2016. Selling, general and administrative expenses increased by $1.8 million, to $46.5 million for the nine months ended September 30, 2017 from $44.7 million for the nine months ended September 30, 2016. This increase for the three months ended September 30, 2017 was primarily driven by higher personnel costs of $0.1 million, compared to the same period in the prior year. ~~The increase~~

Selling, general and administrative expenses increased by $10.5 million, to $29.1 million for the three months ended September 30, 2019 from $18.6 million for the three months ended September 30, 2018. Selling, general and administrative expenses increased by $18.9 million, to $74.0 million for the nine months ended September 30, ~~2017~~2019 from $55.1 million for the nine months ended September 30, 2018. This increase was primarily driven by higher personnel costs. The higher personnel costs ~~of $2.6~~portion increased by $8.7 million and $16.4 million for the three and nine months ended September 30, 2019, respectively, compared to the same period in the prior year. The employee related cost increase was offset by a reduction in bad debt expense of $1.2 million due primarily to net bad debt recoveries for the nine months ended September 30, 2017, compared to bad debt expense in the same period in the prior year.

Depreciation and amortization expense decreased by ~~$2.9~~$4.7 million, to ~~$11.7~~$5.1 million for the three months ended September 30, ~~2017~~2019 from ~~$14.6~~$9.7 million for the three months ended September 30, ~~2016.~~2018. Depreciation and amortization expense decreased by ~~$8.6~~$11.2 million, to ~~$34.9~~$17.9 million for the nine months ended September 30, ~~2017~~2019 from ~~$43.5~~$29.1 million for the nine months ended September 30, ~~2016.~~2018. The decrease in depreciation and amortization was primarily related to the continued amortization of our definite lived intangible assets, which are amortized on an accelerated basis.

Miscellaneous ~~expense,~~(expense) income, net decreased by ~~$0.2~~$0.8 million to ~~$0.1~~$0.3 million of expense for the three months ended September 30, ~~2017~~2019 from ~~$0.4~~$0.5 million of ~~expense~~income for the three months ended September 30, ~~2016.~~2018. Miscellaneous ~~expense,~~(expense) income, net decreased by ~~$0.7~~$1.4 million to $0.6 million of expense for the nine months ended September 30, ~~2017~~2019 from ~~$1.3~~$0.8 million of ~~expense~~income for the nine months ended September 30, ~~2016. The change for the nine months ended September 30, 2017 was~~2018. These changes were mainly attributable to foreign exchange gains or losses that arise in connection with the revaluation of short-term intercompany balances between our domestic and international subsidiaries, gains or losses from foreign currency transactions, such as those resulting from the settlement of third-party accounts receivables and payables denominated in a currency other than the local currency of the entity making the ~~payment and exit costs related to the previous headquarter lease.~~payment.

Interest expense, net decreased by ~~$2.8~~$1.7 million to $0.3 million for the three months ended September 30, 2019 from $1.9 million for the three months ended September 30, ~~2017 from $4.7 million for the three months ended September 30, 2016.~~2018. Interest expense, net decreased by ~~$11.0~~$4.6 million to ~~$5.5~~$2.0 million for the nine months ended September 30, ~~2017~~2019 from ~~$16.6~~$6.6 million for the nine months ended September 30, ~~2016.~~2018. The decrease in interest expense, net was related to ~~the~~a lower average ~~lower~~ outstanding balance under our Prior Senior Secured ~~Term Loan Facility~~Credit Facilities (as defined below)~~, as well as a lower effective interest rate as a result of the new credit agreement entered into in December 2016 (as described below)~~.

Income tax provision ~~increased~~decreased by ~~$2.8~~$0.7 million, to ~~$5.3~~$5.5 million for the three months ended September 30, ~~2017~~2019 from ~~$2.5 million for the three months ended September 30, 2016. Income tax provision increased by $7.2 million, to $15.4~~$6.2 million for the nine months ended September 30, ~~2017 from $8.3~~2018. Income tax provision increased by $3.8 million, to $18.0 million for the nine months ended September 30, ~~2016.~~2019 from $14.2 million for the nine months ended September 30, 2018. The overall effective tax rate for the three months ended September 30, ~~2017~~2019 was ~~35.1%~~18.6%, compared to an overall effective tax rate of ~~33.6%~~24.2% for the three months ended September 30, ~~2016.~~2018. The overall effective tax rate for the nine months ended September 30, ~~2017~~2019 was ~~35.7%~~20.3%, compared to an overall effective tax rate of ~~38.1%~~22.0% for the nine months ended September 30, ~~2016.~~2018. The ~~change~~decrease in the effective tax ~~rates and the increase in income tax provision was primarily due to the increases in projected pre-tax book income~~rate for the three ~~and~~months ended September 30, 2019 was primarily attributable to a notable amount of excess tax benefits recognized from share-based compensation that took place in the three months ended September 30, 2019. The decrease in the effective tax rate for the nine months ended September 30, ~~2017~~2019 was primarily attributable to a notable amount of excess tax benefits recognized from share-based compensation, which was partially offset ~~with~~by a ~~favorable impact associated with domestic~~reduction in the benefit for uncertain tax ~~positions and~~positions. The decrease in the ~~favorable~~income tax ~~impact associated with acquired~~provision for the three months ended September 30, 2019 was primarily due to excess tax ~~attributes.~~ benefits recognized from share-based compensation which was partially offset by an increase in pre-tax book income compared to the same period in the prior year. The increase in the income tax provision for the nine months ended September 30, 2019 was primarily due to an increase in pre-tax book income compared to the same period in the prior year, which was partially offset by excess tax benefits recognized from share-based compensation.

We assess our liquidity in terms of our ability to generate cash to fund our operating, investing and financing activities. Our principal sources of liquidity are operating cash flows and funds available for borrowing under our ~~Senior Secured Revolving Credit Facility (as defined below)~~new unsecured credit facility (the “Credit Facility”). As of September 30, ~~2017,~~2019, we had cash and cash equivalents of ~~$24.2 million, including approximately $0.1 million of restricted cash.~~$79.3 million. Approximately ~~$12.6~~$15.0 million of cash and cash equivalents, none of which was restricted, was held by our foreign subsidiaries as of September 30, ~~2017.~~ 2019. On ~~December 8, 2016,~~September 30, 2019, the Company entered into ~~a credit agreement (the “Senior Secured~~the Credit ~~Agreement”)~~Facility consisting of up to a $50.0 million revolving line of credit (the “Line of Credit”). The Credit Facility replaced a Senior Secured Term Loan Facility of $165.0 million ~~term loan~~ (the ~~“Senior~~“Prior Senior Secured Term Loan Facility”) and a Senior Secured Revolving Credit Facility of $150.0 million ~~revolving credit facility (the “Senior~~(the “Prior Senior Secured Revolving Credit Facility” and, together with the Senior Secured Term Loan Facility, the ~~“Senior~~“Prior Senior Secured Credit Facilities”). which were set to expire in December 2021. In relation to the termination of the Prior Senior Secured Credit Facilities, the Borrower has repaid all of its outstanding obligations. As a result, no amounts remain outstanding under the Prior Senior Secured Credit Facilities.

As of September 30, ~~2017,~~2019, we had ~~$119.7~~$49.8 million available for borrowing under ~~our Senior Secured Revolving~~the Credit Facility. Our expected primary cash needs on both a short and long-term basis are for investment in operational growth, capital expenditures, ~~payment of debt,~~ share repurchases, selective strategic bolt-on acquisitions, other investments, and other general corporate needs. We have historically funded our operations and growth with cash flow from operations and borrowings under our credit facilities. We expect to continue expanding our operations through organic growth and potentially highly selective bolt-on acquisitions and investments. We expect these activities will be funded from existing cash, cash flow from operations and, if necessary, borrowings under our existing or future credit facilities. We have deemed that foreign earnings will be indefinitely reinvested and therefore we have not provided taxes on these earnings. While we do not anticipate the need to repatriate these foreign earnings for liquidity purposes given our cash flows from operations and available ~~borrowings~~borrowing under existing and future credit facilities, we would incur taxes on these earnings if the need for repatriation due to liquidity purposes arises. We believe that our sources of liquidity and capital will be sufficient to finance our cash needs for the next 12 months and on a longer-term basis. However, we cannot assure you that our business will generate sufficient cash flow from operations, or that future borrowings will be available to us under our Senior Secured Credit Facilities or otherwise, in an amount sufficient to fund our liquidity needs. If our cash flows and capital resources are insufficient to service our indebtedness, we may be forced to reduce or delay capital

expenditures, sell assets, seek additional capital or restructure or refinance our indebtedness. These alternative measures may not be successful and may not permit us to meet our scheduled debt service obligations. Our ability to restructure or refinance our debt will depend on the condition of the capital markets and our financial condition at such time. Any refinancing of our debt could be at higher interest rates and may require us to comply with more onerous covenants, which could further restrict our business operations. In addition, the terms of existing or future debt agreements may restrict us from adopting some of these alternatives. In the absence of such operating results and resources, we could face substantial liquidity problems and might be required to dispose of material assets or operations to meet our debt service and other obligations. We may not be able to consummate those dispositions for fair market value or at all, and any proceeds that we could realize from any such dispositions may not be adequate to meet our debt service obligations then due. See “Risk Factors—Risks Relating to our Indebtedness—We may not be able to generate sufficient cash to service all of our indebtedness, and may be forced to take other actions to satisfy our obligations under our indebtedness that may not be successful” in Item 1A of Part I of the 2016 Annual Report on Form 10-K.

Cash flows from operations are driven mainly by net income, stock based compensation expense, amortization of intangibles and net movement in advanced billings, accrued expenses, prepaid and other current assets, and accounts receivable and unbilled, ~~net, advanced billings, pre-funded liabilities, accounts payable, accrued expenses, deferred taxes and deferred credits.~~net. Accounts receivable and unbilled, net, and advanced billings ~~and pre-funded liabilities~~ fluctuate on a regular basis as we perform our services, bill our customers and ultimately collect on those receivables. We attempt to negotiate payment terms in order to provide for payments prior to or soon after the provision of services, but this timing of collection can vary significantly on a period by period comparative basis.

Net cash flows provided by operating activities was ~~$68.7~~$144.9 million for the nine months ended September 30, ~~2017~~2019 beginning with net income of ~~$27.8~~$70.6 million. Adjustments to reconcile net income to net cash provided by operating activities were ~~$37.6~~$48.1 million, primarily related to amortization of intangibles of ~~$28.4~~$11.8 million, depreciation of ~~$6.5~~$6.0 million, ~~and~~ stock based compensation expense of ~~$3.2~~$18.0 million ~~offset by $0.4 million~~and noncash lease expense of ~~benefit from deferred taxes.~~$7.2 million. Changes in operating assets and liabilities provided ~~$3.3~~$26.2 million in operating cash flows and was primarily driven by ~~decreased accounts receivable and unbilled, net of $5.3 million and~~ increased advanced billings of ~~$2.4~~$21.9 million and increased accrued expenses of $15.4 million, offset by ~~decreased accrued~~increased prepaid expenses and other current assets of ~~$4.8~~$9.0 million.

Net cash flows provided by operating activities was ~~$62.7~~$117.1 million for the nine months ended September 30, ~~2016~~2018 beginning with net income of ~~$13.4~~$50.4 million. Adjustments to reconcile net income to net cash provided by operating activities were ~~$53.2~~$34.1 million, primarily related to amortization of intangibles of ~~$38.0~~$22.2 million, depreciation of ~~$5.5~~$6.9 million, and ~~stock based compensation expense~~deferred income tax provision of ~~$8.6~~$7.3 million, offset by ~~$0.6~~$7.5 million of ~~benefit from~~amortization and adjustment of deferred ~~taxes.~~credit. Changes in operating assets and liabilities ~~used $4.0~~provided $32.6 million in operating cash flows and was primarily driven by increased ~~accounts receivable and unbilled services, net of $16.6 million, increased prepaid expenses and other current assets of $8.7 million, offset by increased~~ accrued expenses of ~~$1.3 million primarily related to employee related costs, a decrease in other assets and liabilities, net of $2.4~~$21.6 million and an increase in advanced billings of ~~$16.6~~$28.3 million, offset by increased accounts receivable and unbilled, net of $12.8 million.

Net cash used in investing activities was ~~$8.9~~$13.4 million for the nine months ended September 30, ~~2017~~2019 primarily consisting of property and equipment ~~expenditures and an acquisition of intangible assets.~~expenditures.

Net cash used in investing activities was ~~$7.8~~$12.8 million for the nine months ended September 30, ~~2016~~2018 primarily consisting of property and equipment expenditures.

Net cash used in financing activities was ~~$74.6~~$74.8 million for the nine months ended September 30, ~~2017~~2019 primarily related to ~~$95.2 million in repurchases of common stock, $9.3~~$80.4 million in principal payments on our Prior Senior Secured Term Loan Facility, ~~and $10.0~~

~~million in principal payments on our Senior Secured Revolving Credit Facility,~~ offset by ~~$40.0~~$5.7 million in proceeds from ~~the Senior Secured Revolving Credit Facility.~~stock option exercises.

Net cash used in financing activities was ~~$54.9~~$107.7 million for the nine months ended September 30, ~~2016~~2018 primarily related to ~~$225.0~~$70.0 million in principal payments on our ~~2014~~Prior Senior Secured Revolving Credit Facility and $38.2 million in principal payments on our Prior Senior Secured Term Loan ~~Facility, offset by the IPO proceeds received of $173.6 million. The remaining activity consisted of rental payments on deemed landlord assets and the payment of common stock issuance costs.~~

In August 2017, the Disinterested Directors of the Company approved a stock repurchase agreement with Medpace Limited Partnership, a Guernsey limited partnership (the “Limited Partnership” acting through its general partner, Medpace GP Limited, a Guernsey company, the “General Partner” and, the Limited Partnership acting through the General Partner, “Cinven”), pursuant to which the Company repurchased 2,000,000 shares of the Company’s common stock from Cinven for aggregate consideration of approximately $60.5 million, representing a purchase price of $30.27 per share. The Company funded the repurchase with cash on hand and $40.0 million in borrowings under our Senior Secured Revolving Credit Facility.

In April 2017, the Board of the Company authorized a share repurchase program with an authorized level of $50.0 million. The share repurchase program, according to its terms, will expire in April 2018. Repurchases under the repurchase program may take place in the open market or ~~negotiated transactions, at the discretion of the Company’s management~~. During the three and nine months ended September 30, 2017, the Company repurchased 300,331 and 1,342,786 shares of its outstanding common stock for $8.3 million and $34.7 million, respectively, under this share repurchase program.

The Company has elected to constructively retire all repurchased shares with all amounts paid in excess of Common stock par value reflected within Accumulated deficit in the Company’s condensed consolidated balance sheets.

As of September 30, ~~2017,~~2019, we had ~~total~~no indebtedness of $185.7 million, which was attributed to outstanding borrowings on the Senior Secured Credit Facilities. There was $30.0 million in outstanding borrowings under the Senior Secured Revolving Credit Facility as of September 30, 2017. As of September 30, 2017, we had $0.3and $0.2 million in letters of credit outstanding related to certain operating lease obligations, which are secured by the ~~Senior Secured Revolving~~ Credit Facility. ~~See~~Refer to Note 8 of the Notes to ~~our audited consolidated financial statements on our Annual Report on Form 10-K~~Condensed Consolidated Financial Statements for details regarding our ~~Senior Secured~~ Credit ~~Facilities.~~Facility.

We have various contractual obligations, which are recorded as liabilities in our condensed consolidated financial statements. ~~Other items, such as operating lease obligations, are not recognized as liabilities in our condensed consolidated financial statements but are required to be disclosed.~~ The following table summarizes our future payments for all contractual obligations and ~~interest related to indebtedness, including the $30.0 million balance on the Senior Secured Revolving Credit Facility~~commercial commitments for the partial and full years subsequent to the quarter ended September 30, ~~2017.~~2019.

There have been no material changes, except as follows, to our contractual obligations as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016:~~2018.

Principal payments in the above table are based on the terms contained in our agreements. Interest payments are based on the interest rate in effect on September 30, ~~2017.~~2019.

~~Off balance~~Off-balance sheet arrangements refer to any transaction, agreement or other contractual arrangement to which an entity not consolidated under our entity structure exists, where we have an obligation arising under a guarantee contract, derivative instrument or variable interest or a retained or contingent interest in assets transferred to such an entity or similar arrangement that serves as credit, liquidity or market risk support for such assets. We have no ~~off balance~~off-balance sheet arrangements currently.

The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America, or U.S. GAAP, requires us to make a variety of decisions which affect reported amounts and related disclosures, including the selection of appropriate accounting principles and the assumptions on which to base accounting estimates. In reaching such decisions, we apply judgment based on our understanding and analysis of the relevant circumstances, including our historical experience and other assumptions. Actual results could differ from our estimates. We are committed to incorporating accounting principles, assumptions and estimates that promote the representational faithfulness, verifiability, neutrality and transparency of the accounting information included in the financial statements.

There have been no significant changes in the critical accounting policies and estimates as previously described in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016.~~2018, except for the below:

The Company enters into contracts to lease facilities and equipment to be used in its operations. At contract inception, the Company determines whether a contract contains a lease within the scope of Accounting ~~Standards~~Standard Codification Topic 842, Leases (“ASC 842”), and determines the appropriate classification of the lease as either operating or finance.

Contracts containing operating leases are recorded on the ~~Financial Accounting Standards Board~~condensed consolidated balance sheets within Operating lease right-of-use (“~~FASB”~~ROU”) ~~issued Accounting Standards Update (“ASU”) 2017-01, Business Combinations. The standard changes the definition of a business to assist entities with evaluating when a set of transferred~~assets, Other current liabilities, and Operating lease liabilities. Operating lease ROU assets and ~~activities is a business. Under~~operating lease liabilities are recognized based on the ~~new guidance, an entity first determines whether substantially all of the fair~~present value of the ~~gross~~future lease payments over the lease term as of the lease commencement date. In addition operating ROU assets ~~acquired~~also include lease payments made and exclude lease incentives and initial direct costs incurred. Operating lease expense for lease payments is ~~concentrated in~~recognized on a ~~single identifiable asset or a group of similar identifiable assets. If this threshold is met,~~straight-line basis over the ~~set is not a business. If it’s not met, the entity then evaluates whether the set meets the requirement that a business include, at a minimum, an input~~lease term within Total direct costs and ~~a substantive process that together significantly contribute~~Selling, general, and administrative expenses. Variable lease costs are primarily related to ~~the ability to create outputs. ASU 2017-01 is effective~~adjustments for ~~fiscal years beginning after December 15, 2017,~~inflation, common area maintenance and ~~for interim periods~~property tax and are recognized within ~~those fiscal years. The Company, as permitted, early adopted ASU 2017-01 using the prospective method~~Total direct costs and Selling, general and administrative expenses.

Contracts containing finance leases are recognized initially in the ~~second quarter of 2017. ASU 2017-01 was considered in the asset acquisition described in Note 2.~~

In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The new guidance is intended to reduce diversity in practice by requiring the statement of cash flows to explain the change during the period in the total of cash, cash equivalentssame manner as Operating lease ROU assets and amounts generally described as restricted cash and restricted cash equivalents. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017, and for interim periods within those fiscal years. The Company, as permitted, early adopted ASU 2016-18 in the fourth quarter of 2016. As a result of this adoption, cash flows resulting from changes in restricted cash balances,liabilities, however are no longer presented as a component of net cash provided by operating activities in the Company’s condensed consolidated statements of cash flows, but have been reclassified and combined within (Decreases)/Increases in Cash, Cash Equivalents and Restricted Cash. This reclassification was retrospectively applied to all periods presented withinrecorded on the condensed consolidated ~~statements of cash flows.~~

~~In March 2016, the FASB issued ASU No. 2016-09,~~ ~~Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting. The new guidance is intended to simplify certain aspects of accounting for share based payments to employees, including the accounting for income taxes, forfeitures,~~balance sheets within Property and statutory tax withholding requirements, as well as classification in the statement of cash flows. The Company elected to adopt this ASU in the first quarter of 2017 as required. The following summarizes the effects of the adoption on the Company's condensed consolidated financial statements:

~~Upon adoption, no other aspects of ASU 2016-09 had an effect on the Company's condensed consolidated financial statements or related footnote disclosures.~~

~~In February 2016, the FASB issued ASU 2016-02, Leases~~ ~~(Topic 842).~~ ~~The guidance in ASU 2016-02 supersedes the lease recognition requirements in ASC Topic 840,~~ ~~Leases (FAS 13). ASU 2016-02 requires an entity to recognize~~ assets and liabilities ~~arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. ASU 2016-02 will be applied~~ on a modified retrospective basis to each prior reporting period presented and is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the effect this standard will have on its condensed consolidated financial statements.

In May 2014, the FASB issued ASU No. 2014-09 ‘‘Revenue from Contracts with Customers,’’ to clarify the principles of recognizing revenue and create common revenue recognition guidance between US GAAP and International Financial Reporting Standards. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. In May 2016, the FASB issued ASU 2016-12, Narrow-Scope Improvements and Practical Expedients. In December 2016, the FASB issued ASU 2016-20 Technical Corrections and Improvements to Topic 606, Revenue From Contracts with Customers. ASUs’ 2016-20, 2016-12, 2016-10 and 2016-08 all clarify the interpretation guidance in ASU No. 2014-09, “Revenue from Contracts with Customers” specifically related to narrowing specific aspects of Topic 606 and adding illustrative examples to assist in the application of the guidance. The effective date and transition requirements in ASUs’ 2016-20, 2016-12, 2016-10, and 2016-08 are the same as the effective date and transition requirements of ASU 2014-09. ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, deferred the original effective date of ASU 2014-09 by one year. The new standard allows for either a retrospective or modified retrospective approach to transition upon adoption. The new standard will be effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted for annual reporting periods beginning after December 15, 2016.

The Company expects that the majority of its contracts will have a single performance obligation that is satisfied over time, with revenue recognized based on overall project progress measured as of the financial statement date. This represents a change in the Company’s current revenue accounting methodology as a majority of contracts are accounted for with multiple units of account under the multiple element arrangement guidance. Under the current accounting methodology, certain revenue related to reimbursable expenses is presented either as a separate line item within Reimbursable out-of-pocket revenue or net of related expenses within Service revenue, net in the condensed consolidated ~~statements~~balance sheets, but instead recognizes lease payments within Total direct costs and Selling, general, and administrative expenses on a straight line basis over the lease term.

Refer to Note 2 of ~~having a single performance obligation,~~ the ~~Company anticipates that all revenue related~~Notes to ~~reimbursable expenses will prospectively be accounted~~Condensed Consolidated Financial Statements for ~~gross within a single revenue line item with related expenses presented gross within Direct Costs, excluding depreciation and amortization. Measurement~~management’s discussion of ~~progress on contracts with customers will generally be based on~~ the ~~input measurement~~effect of ~~cost incurred relative to the total expected costs to satisfy the performance obligation.~~ recent accounting pronouncements.

~~The Company will adopt ASU 2014-09 as well as the clarified guidance in ASUs’ 2016-20, 2016-12, 2016-10, 2016-08, utilizing the modified retrospective approach, during the first quarter of 2018.~~

There have been no material changes to our quantitative and qualitative disclosures about market risk as compared to the quantitative and qualitative disclosures about market risk described in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016.~~2018.

In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Our management, with the participation of our chief executive officer and chief financial officer, evaluated, as of the end of the period covered by this Quarterly Report on Form 10-Q, the effectiveness of our disclosure controls and procedures (as defined in Rules ~~13a-15(e)~~13a-15(f) and ~~15d-15(e)~~15d-15(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on that evaluation, ~~our chief executive officer~~ and ~~chief financial officer~~as previously reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, management has concluded that ~~our disclosure controls and procedures were~~the Company’s internal control over financial reporting was not effective ~~at the reasonable assurance level~~ as of September 30, ~~2017.~~2019 due to a material weakness related to the implementation of ASU No. 2014-09 “Revenue from Contracts with Customers (Topic 606)”. We are in the process of remediating the material weakness, however, the material weakness will not be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively. During the period, the Company has enhanced its review controls to remediate the material weakness and improve its internal control over financial reporting.

~~There was~~During the nine months ended September 30, 2019, the Company adopted ASU 2016-02 and centralized the Company's lease accounting system and processes effective January 1, 2019. This implementation resulted in a material change to the Company's internal control over financial reporting as of that date. The operating effectiveness of these changes will be evaluated as part of our annual assessment of the effectiveness of internal control over financial reporting for the fiscal year ended December 31, 2019.

Other than described above, there were no ~~change~~changes in our internal control over financial reporting ~~(as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) identified in connection with the evaluation of our internal control performed~~that occurred during the ~~fiscal quarter~~three months ended September 30, ~~2017,~~2019 that ~~has~~have materially affected, or isare reasonably likely to materially affect, our internal control over financial reporting.

We are party to legal proceedings incidental to our business. While the outcome of these matters could differ from management’s expectations, we do not believe that the resolution of these matters is reasonably likely to have a material adverse effect to our financial statements.

For a discussion of our potential risks and uncertainties, see the information under the heading “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016.~~2018. There have been no significant changes from the risk factors previously disclosed in our Annual ~~Report, except as provided in our quarterly report on Form 10-Q for the quarter ended June 30, 2017.~~Report.

~~This table provides certain information with respect to our purchases of shares of the Company’s common stock during the third fiscal quarter of 2017:~~

On January 10, 2017, an employee exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 1,851 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $30,000.

Date	Equity Plan	Number of Stock Options Exercised		Exercise Price		Approximate Aggregate Purchase Price
July 1, 2019	2014 Equity Incentive Plan		2,222	$	14.41	$	32,000
July 9, 2019	2014 Equity Incentive Plan		240		16.20		3,900
July 26, 2019	2014 Equity Incentive Plan		1,117		16.20		18,100
July 26, 2019	2014 Equity Incentive Plan		600		14.41		8,600
July 29, 2019	2014 Equity Incentive Plan		16,667		14.41		240,200
July 31, 2019	2014 Equity Incentive Plan		2,763		14.41		39,800
August 5, 2019	2014 Equity Incentive Plan		8,306		14.41		119,700
August 5, 2019	2014 Equity Incentive Plan		3,703		16.20		60,000
August 9, 2019	2014 Equity Incentive Plan		1,111		16.20		18,000
August 15, 2019	2014 Equity Incentive Plan		200		14.41		2,900
August 16, 2019	2014 Equity Incentive Plan		13,000		18.23		237,000
August 16, 2019	2014 Equity Incentive Plan		3,851		14.41		55,500
August 16, 2019	2014 Equity Incentive Plan		4,481		16.20		72,600
August 19, 2019	2014 Equity Incentive Plan		740		14.41		10,700
August 19, 2019	2014 Equity Incentive Plan		1,111		16.20		18,000
August 21, 2019	2014 Equity Incentive Plan		926		18.23		16,900
August 26, 2019	2014 Equity Incentive Plan		1,851		16.20		30,000
August 28, 2019	2014 Equity Incentive Plan		1,200		14.41		17,300
August 29, 2019	2014 Equity Incentive Plan		2,000		14.41		28,800
August 30, 2019	2014 Equity Incentive Plan		10,718		14.41		154,400
September 3, 2019	2014 Equity Incentive Plan		1,570		14.41		22,600
September 3, 2019	2014 Equity Incentive Plan		1,851		16.20		30,000
September 10, 2019	2014 Equity Incentive Plan		3,805		14.41		54,800
September 10, 2019	2014 Equity Incentive Plan		4,444		16.20		72,000
September 17, 2019	2014 Equity Incentive Plan		5,703		14.41		82,200
September 23, 2019	2014 Equity Incentive Plan		4,000		16.20		64,800
September 24, 2019	2014 Equity Incentive Plan		6,535		14.41		94,200
September 24, 2019	2014 Equity Incentive Plan		1,851		16.20		30,000
September 27, 2019	2014 Equity Incentive Plan		11,111		14.41		160,100
Total			117,677			$	1,795,100

On February 2, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a 925 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $13,300 and 277 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $4,500.

On February 10, 2017, an employee exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 1,000 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $14,400.

On February 15, 2017, an employee exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 1,851 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $30,000.

On February 21, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a 1,500 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $21,600 and 462 shares of our common stock at a price of $16.89 per share for an aggregate purchase price of approximately $7,800.

On February 28, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a 2,555 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $36,800 and 832 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $13,500.

On March 2, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a 1,185 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $17,100 and 250 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $4,100.

On April 1, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 8,154 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $117,500.

On April 5, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 370 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $5,300 and 1,851 shares of our common stock at a price of $18.23 per share for an aggregate purchase price of approximately $33,700.

On April 6, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 648 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $10,500.

On May 2, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 11,648 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $167,800, 4,259 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $69,000 and 2,222 shares of our common stock at a price of $16.88 per share for an aggregate purchase price of approximately $37,500.

On May 5, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 9,260 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $150,100.

On May 24, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 2,777 shares of our common stock at a price of $16.21 per share for an aggregate purchase price of approximately $45,000.

On June 12, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 6,666 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $96,100 and 1,851 shares of our common stock at a price of $16.20 per share for an aggregate purchase price of approximately $30,000.

On June 23, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 8,334 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $120,100 and 1,851 shares of our common stock at a price of $16.20 per share for an aggregate purchase price of approximately $30,000.

On July 7, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 370 shares of our common stock at a price of $16.20 per share for an aggregate purchase price of approximately $6,000.

On July 19, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 1,852 shares of our common stock at a price of $18.23 per share for an aggregate purchase price of approximately $33,800.

On July 25, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 1,600 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $23,100.

On August 4, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 464 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $6,700.

On August 18, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 463 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $6,700 and 278 shares of our common stock at a price of $16.20 per share for an aggregate purchase price of approximately $4,500.

On September 5, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 50 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $700.

On September 25, 2017, employees exercised stock options granted under the 2014 Equity Incentive Plan to purchase a total of 4,167 shares of our common stock at a price of $14.41 per share for an aggregate purchase price of approximately $60,000 and 1,852 shares of our common stock at a price of $16.20 per share for an aggregate purchase price of approximately $30,000.

All of the forgoing transactions involved issuances of securities to employees of the Company and are exempt from registration pursuant to Rule 701 promulgated under the Securities Act of 1933, as ~~amended.~~amended, as transactions pursuant to benefit plans and contracts relating to compensation.

The exhibits in the accompanying Exhibit Index preceding the signature page are filed or furnished as a part of this report and are incorporated herein by reference.

~~Incorporated by Reference~~

Exhibit
Number

~~Exhibit Description~~

~~Form~~

~~File No.~~

~~Exhibit~~

Filing
Date

Filed/
Furnished
Herewith

~~31.1~~

~~Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer~~

~~31.2~~

~~Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer~~

~~32.1~~

~~Section 1350 Certification of Chief Executive Officer~~

~~32.2~~

~~Section 1350 Certification of Chief Financial Officer~~

~~101.INS~~

~~XBRL Instance Document~~

~~101.SCH~~

~~XBRL Taxonomy Extension Schema Document~~

~~101.CAL~~

~~XBRL Taxonomy Calculation Linkbase Document~~

~~101.DEF~~

~~XBRL Taxonomy Extension Definition Linkbase Document~~

~~101.LAB~~

~~XBRL Taxonomy Extension Label Linkbase Document~~

~~101.PRE~~

~~XBRL Taxonomy Extension Presentation~~

Incorporated by Reference

Exhibit
Number

Exhibit Description

Form

File No.

Exhibit

Filing
Date

Filed/
Furnished
Herewith

10.1

Loan Agreement dated as of September 30, 2019, by and among Medpace, Inc., as borrower, and PNC Bank, National Association.

8-K

001-37856

10.1

10/1/19

31.1

Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer

31.2

Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer

32.1

Section 1350 Certification of Chief Executive Officer

32.2

Section 1350 Certification of Chief Financial Officer

101.INS

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock $0.01 par value	MEDP	NASDAQ

Large accelerated filer	☐		Accelerated filer	☐☒
Non-accelerated filer	☒☐	~~(Do not check if a smaller reporting company)~~	Smaller reporting company	☐
Emerging growth company	☒

Class		Number of Shares Outstanding
Common Stock $0.01 par value		~~37,606,244~~36,030,398 shares outstanding as of October ~~27, 2017~~25, 2019

Item Number		Page
	PART I — FINANCIAL INFORMATION	3
Item 1.	Financial Statements (unaudited)
	~~Condensed Consolidated Balance Sheets as of September 30, 2017 and December 31, 2016~~	3
	Condensed Consolidated Balance Sheets as of September 30, 2019 and December 31, 2018	3
	Condensed Consolidated Statements of Operations for the three and nine months ended September 30, ~~2017~~2019 and ~~2016~~2018	4
	Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, ~~2017~~2019 and ~~2016~~2018	5
	Condensed Consolidated Statements of ~~Cash Flows~~Shareholders’ Equity for the three and nine months ended September 30, ~~2017~~2019 and ~~2016~~2018	6
	Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2019 and 2018	7
	Notes to Condensed Consolidated Financial Statements	78
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1720
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	2627
Item 4.	Controls and Procedures	27

	PART II — OTHER INFORMATION	2728
Item 1.	Legal Proceedings	2728
Item 1A.	Risk Factors	2728
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2729
Item 3.	Defaults Upon Senior Securities	29
Item 4.	Mine Safety Disclosures	29
Item 5.	Other Information	29
Item 6.	Exhibits	29

~~EXHIBIT INDEX~~		30
	~~SIGNATURES~~EXHIBIT INDEX	31
	SIGNATURES	32

	Amortization		Amortization
Remainder of 2017	$	9,495
2018		29,561
2019		14,828
Remainder of 2019			$	2,995
2020		7,877		7,876
2021		5,114		5,114
2022				3,353
2023				2,199
Later years		9,713		4,162
	$	76,588	$	25,699

ASSETS	As of
	January 1, 2019			Adjustments			December 31, 2018
Current assets:
Prepaid expenses and other current assets		21,013			(370	)		21,383
Total current assets		177,744			(370	)		178,114
Property and equipment, net		37,613			(14,642	)		52,255
Operating lease right-of-use assets		51,854			51,854			-
Total assets	$	1,004,775		$	36,842		$	967,933
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Other current liabilities		10,951			6,090			4,861
Total current liabilities		263,116			6,090			257,026
Operating lease liabilities		45,294			45,294			-
Deemed landlord liability, less current portion		-			(24,484	)		24,484
Deferred income tax liability		3,158			2,719			439
Other long-term liabilities		14,630			(1,930	)		16,560
Total liabilities		405,919			27,689			378,230
Shareholders’ equity:
Accumulated deficit		(32,334	)		9,153			(41,487	)
Total shareholders’ equity		598,856			9,153			589,703
Total liabilities and shareholders’ equity	$	1,004,775		$	36,842		$	967,933

2017 (remaining)	$	3,094
2018		16,500
2019		16,500
2020		20,625
2021		129,000
Total	$	185,719

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Operating lease cost	$	3,241	$	9,578
Variable lease cost		649		1,995

	Nine Months Ended September 30, 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	6,979

Right-of-use assets obtained in exchange for lease obligations:
Operating leases		8,476

	As of September 30, 2019
Operating lease right-of-use assets	$	52,479

Other current liabilities	$	10,249
Operating lease liabilities		46,022
Total operating lease liabilities	$	56,271

Weighted Average Remaining Lease Term (years)
Operating leases	6.6
Weighted Average Discount Rate
Operating leases		6.1	%

	Operating Leases
Remainder of 2019	$	3,151
2020		12,416
2021		12,142
2022		9,644
2023		7,378
Later years		24,411
Total lease payments		69,142
Less: imputed interest		(12,871	)
Total	$	56,271

			Non-Related		Total
	Related Party		Parties Operating		Operating
	Operating Lease		Leases		Leases
2019	$	1,987	$	6,186	$	8,173
2020		6,843		6,617		13,460
2021		6,964		5,873		12,837
2022		6,757		3,694		10,451
2023		5,229		3,257		8,486
Thereafter		103,870		5,752		109,622
Total minimum lease payments	$	131,650	$	31,379	$	163,029

	Related Party				Total
	Minimum Lease		Less:		Principal
	Payments		Interest		Amounts Due
2019	$	3,918	$	1,818	$	2,100
2020		3,988		1,662		2,326
2021		4,039		1,490		2,549
2022		4,092		1,301		2,791
2023		4,145		1,095		3,050
Thereafter		15,697		1,929		13,768
Total	$	35,879	$	9,295	$	26,584

	Nine Months Ended September 30, 2017					Nine Months Ended September 30, 2019
				Weighted Average					Weighted Average
	Stock Options			Exercise Price		Stock Options			Exercise Price
Outstanding - beginning of period		2,350,166		$	17.57		2,945,040		$	24.18
Granted		818,896		$	28.29		856,939		$	54.90
Exercised		(83,675	)	$	15.26		(345,815	)	$	16.28
Forfeited/Expired		(225,051	)	$	20.66		(347,921	)	$	19.29
Outstanding - end of period		2,860,336		$	20.46		3,108,243		$	34.08

Exercisable - end of period		939,835		$	15.34		1,446,664		$	38.15

	Nine Months Ended
	September 30, ~~2017~~2019
	Shares/Units
Outstanding and unvested - beginning of period		~~59,258~~421,200
Granted		~~156,000~~190,310
Vested		-
Forfeited		-(66,040	)
Outstanding and unvested - end of period		~~215,258~~545,470

Cumulative vested shares - end of period		~~1,854,658~~1,913,916




	Nine			Nine
	Months			Months
	Ended			Ended			Nine Months Ended
	September 30,			September 30,			September 30,
Cash Flows (Amounts in thousands)	2017			2016			2019			2018
Net cash provided by operating activities	$	68,733		$	62,667		$	144,927		$	117,142
Net cash used in investing activities		(8,854	)		(7,760	)		(13,414	)		(12,761	)
Net cash used in financing activities		(74,594	)		(54,872	)		(74,752	)		(107,733	)
Effect of exchange rates on cash and cash equivalents		1,555			227
(Decrease) Increase in cash, cash equivalents and restricted cash	$	(13,160	)	$	262
Effect of exchange rates on cash, cash equivalents and restricted cash								(753	)		(889	)
Increase (decrease) in cash, cash equivalents and restricted cash							$	56,008		$	(4,241	)

	Payments Due by Period										Payments Due by Period
Contractual Obligations (In thousands)	Total		Remaining 2017		1-3 years		3-5 years		More than 5 years		Total		Remaining 2019		1-3 years		3-5 years		More than 5 years
Long-term debt obligations	$	185,719	$	3,094	$	33,000	$	149,625	$	-	$	-	$	-	$	-	$	-	$	-
Interest on long-term debt		18,004		1,295		9,398		7,311	-			-		-		-		-	-
Operating lease obligations												193,173		3,151		34,390		27,352		128,280
Deemed landlord liabilities												-		-		-		-		-
Total	$	203,723	$	4,389	$	42,398	$	156,936	$	-	$	193,173	$	3,151	$	34,390	$	27,352	$	128,280

Period	Total Number of Shares Purchased (a), (b)		Average Price Paid per Share (a), (b)		Total Number of Shares Purchased as Part of Publically Announced Plan (a)		Approximate Dollar Value of Share That May Yet Be Purchased Under the Plan (a)
July 1, 2017, through July 31, 2017		300,311	$	27.65		300,311	$	15,325,865
August 1, 2017, through August 31, 2017		2,000,000	$	30.27		-
September 1, 2017, through September 30, 2017		-				-
Total		2,300,311				300,311

	MEDPACE HOLDINGS, INC.

	/s/ Jesse J. Geiger
	Jesse J. Geiger
	Chief Financial Officer, and Chief Operating Officer, Laboratory Operations (Authorized Officer and Principal Financial Officer)