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CORRESP
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CORRESP

 Simpson Thacher & Bartlett LLP

2475 HANOVER STREET

PALO ALTO, CA 94304

TELEPHONE:
+1-650-251-5000

FACSIMILE:
+1-650-251-5002

 Direct Dial Number

+1-650-251-5110

 E-mail Address

 wbrentani@stblaw.com

 January 24, 2020

Robert Shapiro

 Jim Allegretto

Daniel Morris

 Mara Ransom

Division of Corporation Finance

 Securities and Exchange
Commission

 100 F Street, N.E.

 Washington, D.C. 20549

Via Email

Re:
 PPD, Inc. – Registration Statement on Form S-1 (CIK
No. 0001793294)

 Ladies and Gentlemen:

On behalf of PPD, Inc. (the “Company”), and in connection with Amendment No. 1 to the registration statement on Form S-1 (“Amendment No. 1”) filed on January 16, 2020, we have attached as Annex A to this letter for review by the staff (the “Staff”) of the Securities and
Exchange Commission (the “Commission”) select proposed changed pages to Amendment No. 1, to be reflected in Amendment No. 2 to the registration statement on Form S-1 (“Draft
Amendment No. 2”). The Company has revised Draft Amendment No. 2 in response to the oral comment provided by Daniel Morris of the Staff to the undersigned on January 23, 2020 (the “oral
comment”), and to otherwise update its disclosure.

 In response to the oral comment, Draft Amendment No. 2 includes the
Company’s proposed draft of (i) two paragraphs including preliminary expectations of financial results for the year ended December 31, 2019, to be included at the end of the “Our Company” subsection of the Summary section
and (ii) the “Recent Developments” subsection of the Summary, in each case including the Company’s current calculation of the applicable amounts. While these amounts are subject to the Company’s ongoing review, the Company
does not expect that there will be any material variations with respect to the amounts ultimately included in Amendment No. 2 to be filed with the Commission.

*  *  *  *  *  *  *

NEW YORK        BEIJING        HONG
KONG        HOUSTON        LONDON        LOS ANGELES        SÃO
PAULO        TOKYO        WASHINGTON, D.C.

 2

 Please call me
(650-251-5110) if you wish to discuss our response to the oral comment or our other prior responses.

Very truly yours,

/s/ William B. Brentani

William B. Brentani

cc:
 B. Judd Hartman, Executive Vice President, General Counsel and Chief Administrative Officer,

 PPD, Inc.

 Jason M. Licht, Latham & Watkins, LLP

 Annex A

Select Proposed Changed Pages to Draft Amendment No. 2

[See Attached]

•

 Increased net authorizations from $2,491.6 million for 2015 to $3,421.0 million for 2018, representing a CAGR of
11.1%.

(1)
 Amounts are presented on an ASC 605 (as defined below) basis for comparability, as described in
“—Summary Consolidated Financial Data” below.

  On January 1, 2018, we adopted Accounting Standards
Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). Our consolidated financial data for the periods beginning January 1, 2018 and thereafter are presented in accordance with ASC 606.
Prior to January 1, 2018, we applied the accounting guidance from the application of ASC Topic 605, Revenue Recognition (“ASC 605”). As described in the “—Summary Consolidated Financial Data” below, our
consolidated financial data for the year ended December 31, 2018 has been presented on both an ASC 606 and ASC 605 basis to provide greater comparability of our operating results during 2018, consistent with the modified retrospective adoption
approach.

   Based on the midpoint of the ranges of our preliminary expectations of financial results for the year ended
December 31, 2019 provided under “—Recent Developments” below, we expect to report year over year revenue growth of 7.4%, income from operations growth of 11.4%, net income attributable to common stockholders of PPD, Inc. decline
of 46.9%, Adjusted EBITDA growth of 9.6% and net authorization growth of 11.8% for 2019 (revenue, income from operations, net income and Adjusted EBITDA are determined on an “ASC 606” basis as described in “—Summary Consolidated
Financial Data” below).

  Our Markets

The drug development process involves the testing of drug candidates to demonstrate safety and efficacy in order to meet regulatory
requirements. Developing new drugs for the treatment of human disease is an extremely expensive, complex, high-risk and time-consuming process. It is estimated that bringing a new drug or medical device to market can take up to 15 years and cost
$2.5 billion or more. The drug development process consists of two stages: pre-clinical and clinical. The clinical stage is the most time-consuming and expensive part of the drug development process.
During the clinical stage, the drug candidate undergoes a series of tests in humans, including healthy volunteers, as well as participants with the targeted disease or condition. Human trials usually start on a small scale to assess safety, efficacy
and dosage (Phase I–II) and then expand to larger trials (Phase III) to test efficacy and safety in the target population. Phase IV, or post-approval trials, involve monitoring or verifying the risks and benefits of a drug product.

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•

 our ability to generate cash flow to service our substantial debt obligations; and

•

 other factors set forth under “Risk Factors” in this prospectus.

2017 Recapitalization Transaction

In May 2017, the Company and the Majority Sponsors completed a recapitalization (the “Recapitalization”) of Jaguar Holding Company I
(“Jaguar I”), the then indirect parent of Pharmaceutical Product Development, LLC and now indirect wholly owned subsidiary of PPD, Inc. The Recapitalization was effected through two mergers that resulted in Jaguar I becoming an indirect
wholly owned subsidiary of PPD, Inc. Prior to the Recapitalization, Jaguar I was majority owned and jointly controlled by the Majority Sponsors. Subsequent to the Recapitalization, the Company, and indirectly, Jaguar I, continue to be majority owned
and jointly controlled by the Majority Sponsors, through different affiliated investment funds, by rolling over existing equity and investing new equity of the Majority Sponsors into PPD, Inc., in connection with the Recapitalization. Additionally,
two investors, Blue Spectrum and the GIC Holder, both obtained direct minority ownership interests in PPD, Inc. through the Recapitalization. Prior to the Recapitalization, the controlling Majority Sponsors owned approximately 99.4% of the Company,
with the remainder owned by management and the independent directors. Subsequent to the Recapitalization, the controlling Majority Sponsors owned approximately 80.6% of the Company, GIC Private Limited (“GIC”) (through the GIC Holder) and
the Abu Dhabi Investment Authority (“ADIA”) (through Blue Spectrum) owned approximately 18.3% of the Company, and the remainder was owned by management and the independent directors. See “Principal Stockholders” for more
information on the Sponsors’ existing ownership interest in PPD, Inc.

 In connection with the Recapitalization, in May 2017, Eagle
II, a direct subsidiary of PPD, Inc., issued $550.0 million in aggregate principal amount of Initial Holdco Notes which were used to pay, in part, the cash consideration for the Recapitalization and fees and expenses related to the Recapitalization.
In May 2019, Eagle II issued $900.0 million in aggregate principal amount of Additional Holdco Notes to fund the payment of dividends and distributions to PPD, Inc., which PPD, Inc. used, together with cash on hand, to pay a special dividend of
$1,086.0 million to its stockholders, as well as fees and expenses associated with the issuance of the Additional Holdco Notes.

 For
additional information on the Recapitalization, see Note 2 to our audited consolidated financial statements included elsewhere in this prospectus.

Recent Developments

 November 2019
Dividend

  In November 2019, we declared, and subsequently paid, a special cash dividend to our stockholders of $160.0 million, or
$0.57 per share, with cash on hand. The special cash dividend was considered a return of the capital to our stockholders. A pro forma balance sheet is presented in our unaudited condensed consolidated financial statements included elsewhere in this
prospectus to give effect to the special cash dividend as if it was paid as of September 30, 2019. The pro forma balance sheet reflects an adjustment to cash for the dividend paid, an adjustment to decrease additional paid-in-capital and an
adjustment to increase accumulated deficit.

  Preliminary Financial and Operational Information

The following information reflects our preliminary expectations of financial results and certain operational information for the year ended
December 31, 2019, based on currently available information. We have provided

 9

ranges, rather than specific amounts, for the financial results and operational information below, primarily because all of our financial and other closing procedures for the year ended December
31, 2019 have not yet been completed and, as a result, our final results and operational information upon the completion of our closing procedures may vary from the preliminary estimates included herein. We anticipate that our consolidated financial
statements for the year ended December 31, 2019 will not be available until after the date of this prospectus and will be included in our annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) following
this offering.

 Preliminary Financial Results and Operational Information

Although the financial results for the year ended December 31, 2019 are not yet finalized, we estimate that the financial results (as
determined on an ASC 606 basis as described in “—Summary Consolidated Financial Data” below except as otherwise noted therein) and certain operational information will fall within the following ranges:

Year Ended
December 31, 2019

Low

High

(dollars in thousands)

 Statement of operations data:

 Revenue(a)

$
4,020,000

$
4,034,000

 Income from operations

412,000

418,000

 Net income attributable to common stockholders of PPD, Inc.

48,700

53,700

 Cash flow data:

 Net cash provided by operating activities

$
430,000

$
434,000

 Cash paid for interest

301,000

301,000

 Net cash paid for capital expenditures

124,000

126,000

 Other financial and operating
data:(b)

 Adjusted EBITDA.

$
772,000

$
778,000

 Adjusted Net Income

$
281,737

$
286,737

 Backlog (at end of period)

$
 7,057,000

$
 7,073,000

 Backlog conversion

11.8
%

12.0
%

 Net authorizations ..

$
 3,820,000

$
3,830,000

 Net book-to-bill

1.2
x

1.2
x

 Balance sheet data:

 Cash and cash equivalents (at end of period)

$
342,500

$
345,500

 Total debt (at end of period)

5,639,000

5,649,000

(a)
 Revenue by segment is estimated to fall within the following ranges:

 Segment revenue:

 Clinical Development Services.

$
2,540,000

$
2,546,000

 Laboratory Services

595,000

599,000

 Other revenue not allocated to segments

885,000

889,000

 Total revenue

$
4,020,000

$
4,034,000

(b)
 See footnotes under “—Summary Consolidated Financial Data” below for description of these
metrics.

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 Non-GAAP Measures Reconciliations

Adjusted EBITDA and Adjusted Net Income are non-GAAP measures used by management to measure our operating performance. The following table
provides a reconciliation from our preliminary estimates of net income attributable to common stockholders of PPD, Inc. to preliminary estimates of Adjusted EBITDA and Adjusted Net Income for the year ended December 31, 2019 (at the low end and high
end of the estimated ranges set forth above). In addition, please see footnotes 8 and 9 to the table under the heading “—Summary Consolidated Financial Data” for additional information about how we calculate Adjusted EBITDA and
Adjusted Net Income, the reasons why we include these measures and certain limitations to their use.

Year Ended
December 31, 2019

Low

High

(in thousands)

 Adjusted EBITDA:

 Net income attributable to common stockholders of PPD, Inc.

$
48,700

$
53,700

 Recapitalization investment portfolio consideration

(6,800
)

(6,800
)

 Net income attributable to noncontrolling interests

4,900

4,900

 Net income

46,800

51,800

 Interest expense, net

312,000

312,000

 Provision for income taxes

2,500

3,500

 Depreciation and amortization

265,000

265,000

 Stock-based compensation expense

16,000

16,000

 Option holder special bonuses(a)

19,000

19,000

 Other expense, net

27,500

27,500

 Goodwill and other asset impairments

1,500

1,500

 Sponsor fees and related costs(b)

3,800

3,800

 Severance and charges for other cost reduction activities(c)

10,400

10,400

 Transaction-related costs(d)

23,000

23,000

 Loss (gain) on investments(e)

19,000

19,000

 Other adjustments(f)

25,500

25,500

 Adjusted EBITDA

$
 772,000

$
 778,000

 Adjusted Net Income:

 Net income attributable to common stockholders of PPD, Inc.

$
48,700

$
53,700

 Recapitalization investment portfolio consideration

(6,800
)

(6,800
)

 Net income attributable to noncontrolling interests

4,900

4,900

 Net income

46,800

51,800

 Amortization of intangible assets

162,000

162,000

 Amortization of debt issuance and modification costs and debt discount

18,000

18,000

 Amortization of accumulated other comprehensive income on derivative instruments

(9,500
)

(9,500
)

 Stock-based compensation expense

16,000

16,000

 Option holder special bonuses(a)

19,000

19,000

 Other expense (income), net

27,500

27,500

 Goodwill and other asset impairments

1,500

1,500

 Sponsor fees and related costs(b)

3,800

3,800

 Severance and other cost reduction(c)

10,400

10,400

 Transaction-related costs(d)

23,000

23,000

 Loss (gain) on investments(e)

19,000

19,000

 Other adjustments(f)

25,500

25,500

 Total adjustments

316,200

316,200

 Tax effect of adjustments(g)

(81,263
)

(81,263
)

 Other tax adjustments(g)

0

0

 Adjusted Net Income

$
281,737

$
286,737

(a)
 Represents our cost associated with special cash bonuses to option holders. For more information, see Note 7 to
our unaudited condensed consolidated financial statements included elsewhere in this prospectus.

(b)
 Represents management fees incurred under consulting services agreements with our Majority Sponsors. These
consulting service agreements will terminate upon consummation of this offering. For more information, see Note 16 to our audited consolidated financial statements included elsewhere in this prospectus.

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(c)
 Represents employee separation costs, exit and disposal costs with the full or partial exit of certain leased
facilities, costs associated with planned employee reorganizations and other contract termination costs from various cost-reduction activities.

(d)
 Represents integration and transaction costs incurred in connection with completed or contemplated acquisitions,
costs incurred in connection with this offering and other transaction costs.

(e)
 Represents the fair value accounting gains or losses primarily from our investments in Auven and in venBio.

(f)
 Other adjustments include amounts that management believes are not representative of our operating performance.
These adjustments include implementation costs associated with a new enterprise resource planning (“ERP”) application, advisory costs associated with the adoption of new accounting standards and other unusual charges or income.

(g)
 Non-GAAP adjustments were tax effected at an estimated blended effective tax rate of 25.7% for the year ended
December 31, 2019.

  Inclusion of Preliminary Financial and Operational Information

The preliminary financial and operational information included in this prospectus reflect management’s estimates based solely upon
information available to us as of the date of this prospectus and are the responsibility of management. The preliminary consolidated financial results pr