The following Management Discussion and Analysis ("MD&A") is intended to help
the reader understand the results of operations and financial condition of
Cerner Corporation ("Cerner," the "Company," "we," "us" or "our"). This MD&A is
provided as a supplement to, and should be read in conjunction with, our
condensed consolidated financial statements and the accompanying notes to
condensed consolidated financial statements ("Notes") found above. Certain
statements in this quarterly report on Form 10-Q contain forward-looking
statements within the meanings of the Private Securities Litigation Reform Act
of 1995, as amended, regarding our future plans, objectives, beliefs,
expectations, representations and projections. See the end of this MD&A for more
information on our forward-looking statements, including a discussion of the
most significant factors that could cause actual results to differ materially
from those in the forward-looking statements.

All references to quarters or six month periods ended 2021 and 2020 in this MD&A
represent the respective three and six month periods ended June 30, 2021 and
June 30, 2020, unless otherwise noted.

Management Overview



Our revenues are primarily derived by selling, implementing, operating and
supporting software solutions, clinical content, hardware, devices and services
that give healthcare providers and other stakeholders secure access to clinical,
administrative and financial data in real or near-real time, helping them to
improve quality, safety and efficiency in the delivery of healthcare.

Our core strategy is to create organic growth by investing in research and development to create solutions and tech-enabled services for the healthcare industry. We expect to also supplement organic growth with acquisitions or strategic investments and collaborations.

Cerner's long history of growth has created an important strategic footprint in
healthcare, with Cerner holding approximately 25 percent market share in the
U.S. acute care electronic health record ("EHR") market and a leading market
share in several non-U.S. regions. Foundational to our growth going forward is
delivering value to this core client base, including executing effectively on
our large U.S. federal contracts and cross-selling key solutions and services in
areas such as revenue cycle. We are also investing in platform modernization,
with a focus on delivering a software as a service platform that we expect to
lower total cost of ownership, improve clinician experience and patient
outcomes, and enable clients to accelerate adoption of new functionality and
better leverage third-party innovations.

We also expect to continue driving growth by leveraging our HealtheIntent®
platform, which is the foundation for established and new offerings for both
provider and non-provider markets. The EHR-agnostic HealtheIntent platform
enables Cerner to become a strategic partner with healthcare stakeholders and
help them improve performance under value-based contracting. The platform, along
with our CareAware® platform, also supports offerings in areas such as long-term
care, home care and hospice, rehabilitation, behavioral health, community care,
care team communications, health systems operations, consumer and employer, and
data-as-a-service.

Beyond our strategy for driving revenue growth, we are also focused on earnings
growth. After several years of margin compression related to slowing revenue
growth, increased mix of low-margin services, and lower software demand due to
the end of direct government incentives for EHR adoption, Cerner implemented a
new operating structure and introduced other initiatives focused on cost
optimization and process improvement in 2019. To assist in these efforts, we
engaged an outside consulting firm to conduct a review of our operations and
cost structure. We have made good progress since we kicked off our
transformation in 2019 and expect this progress to be reflected in improved
profitability going forward. We are focused on ongoing identification of
opportunities to operate more efficiently and on achieving the efficiencies
without impacting the quality of our solutions and services and commitments to
our clients.

We are also focused on delivering strong levels of cash flow which we expect to
accomplish by continuing to grow earnings and prudently managing capital
expenditures. We expect to use future cash flow and debt, as appropriate, to
meet our capital allocation objectives, which include investing in our business,
entering into acquisitions or other strategic investments to drive profitable
growth, and returning capital to shareholders through share repurchases and
dividends.


                                       21
--------------------------------------------------------------------------------
  Table of Contents
COVID-19

Our business and results of operations for the first six months of both 2021 and
2020 were impacted by the ongoing COVID-19 pandemic. It has caused us to modify
certain of our business practices, including requiring most of our associates to
work remotely; restricting associate travel; developing social distancing plans
for our associates; and canceling or postponing in person participation in
certain meetings, events and conferences. It is not possible to quantify the
full financial impact that the COVID-19 pandemic has had on our results of
operations, cash flows, or financial condition, due to the uncertainty
surrounding the pandemic, the difficulty inherent in identifying and measuring
the various impacts that have or may stem from such an event and the fact that
there are no comparable recent events that provide guidance as to how to measure
or predict the effect the COVID-19 pandemic may have on our business. However,
we believe COVID-19 has impacted, and could continue in the near-term to impact,
our business results, primarily, but not limited to, in the following areas:

•Bookings, backlog and revenues - A decline in new business bookings as certain
client purchasing decisions and projects are delayed to focus on treating
patients, procuring necessary medical supplies, administering vaccines, and
managing their own organizations through this crisis. This decline in bookings
flows through to reduced backlog and lower subsequent revenues.

•Associate productivity - A decline in associate productivity, primarily for our
services personnel, as a large amount of work is typically done at client sites,
which is being impacted by travel restrictions and our clients' focus on the
pandemic. Our clients' focus on the pandemic has also led to pauses on existing
projects and postponed start dates for others, which translates into lower
professional services revenues and a lower operating margin percentage. We are
mitigating this by doing more work remotely than we have in the past, but we
cannot fully offset the negative impact.

•Travel - Associate travel restrictions reduce client-related travel, which
reduces reimbursed travel revenues and lowers our costs of revenue as a percent
of revenues. Such restrictions also reduce non-reimbursable travel, which lowers
operating expenses.

•Cash collections - A delay in client cash collections due to COVID-19's impact
on national reimbursement processes, and client focus on managing their own
organizations' liquidity during this time. This translates to lower cash flows
from operating activities, and a higher days sales outstanding metric. Lower
cash flows from operating activities may impact how we execute under our capital
allocation strategy.

•Capital expenditures - A decline in capital spending as certain capital projects are delayed or strategies evolve.



We believe the impact of COVID-19 on our results of operations for the first
quarter of 2020 was limited, due to the mid-March 2020 timing of when we
implemented changes to our business practices in response to COVID-19, and the
nature of the industry in which we operate. We believe the most significant
impact of COVID-19 on our business was in the second quarter of 2020, with the
impact beginning to moderate in subsequent periods but still persisting into
2021 due to some ongoing restrictive measures and certain regions dealing with
resurgences of cases.

While we expect a negative financial impact to continue in 2021, we do not
expect it to be as significant as 2020. The impact will continue to be difficult
to quantify as there are many factors that continue to be outside of our
control, so any forward looking statements that we make regarding our
projections of future financial performance; new solutions and services; capital
allocation plans; cost optimization and operational improvement initiatives; and
the expected benefits of our acquisitions, divestitures or other collaborations
are all subject to increased risks.

Operational Improvement Initiatives



The Company has continued to focus on leveraging the impact of our new operating
structure and identifying additional efficiencies in our business. We continue
to be focused on reducing operating expenses and generating other efficiencies
that are expected to provide longer-term operating margin expansion. We are
continuing our portfolio management, which includes ongoing evaluation of our
offerings, exiting certain low-margin businesses, and being more selective as we
consider new business opportunities. To assist in these efforts, we engaged an
outside consulting firm to conduct a review of our operations and cost
structure. As part of our portfolio management, we closed on the sale of certain
of our business operations, primarily conducted in Germany and Spain, in July
2020, and the sale of certain of our revenue cycle outsourcing business
operations in August 2020. We have also made the decision to sell certain of our
owned real estate.
                                       22
--------------------------------------------------------------------------------
  Table of Contents
We expect to continue to evaluate and potentially complete divestiture
transactions that are strategic to our operational improvement initiatives. We
continue to be focused on ongoing identification of opportunities to operate
more efficiently and on achieving the efficiencies without impacting the quality
of our solutions and services and commitments to our clients.

In the near term, we expect to incur expenses in connection with these efforts.
Such expenses may include, but are not limited to, consultant and other
professional services fees, employee separation costs, contract termination
costs, asset impairment charges, and other such related expenses. Expenses
recognized in the first six months of 2021 and 2020 primarily related to
professional services fees, employee separation costs, and asset impairment
charges which are included in operating expenses in our condensed consolidated
statements of operations. We expect to incur additional expenses in connection
with these initiatives in future periods, which may be material.

Results Overview



Bookings, which reflects the value of executed contracts for software, hardware,
professional services and managed services, was $1.36 billion in the second
quarter of 2021, which is an increase of 2% compared to $1.34 billion in the
second quarter of 2020.

Revenues for the second quarter of 2021 increased 10% to $1.46 billion, compared to $1.33 billion in the second quarter of 2020.

Net earnings for the second quarter of 2021 decreased 76% to $33 million, compared to $135 million in the second quarter of 2020. Diluted earnings per share decreased 75% to $0.11, compared to $0.44 in the second quarter of 2020.



We had cash collections of receivables of $1.46 billion in the second quarter of
2021, compared to $1.29 billion in the second quarter of 2020. Days sales
outstanding was 77 days in the second quarter of 2021, compared to 77 days for
the first quarter of 2021 and 81 days for the second quarter of 2020. Operating
cash flows for the second quarter of 2021 were $369 million, compared to $259
million in the second quarter of 2020.


                                       23
--------------------------------------------------------------------------------
  Table of Contents
Results of Operations

Three Months Ended June 30, 2021 Compared to Three Months Ended June 30, 2020

The following table presents a summary of our operating information for the second quarters of 2021 and 2020:



                                                                            % of                                      % of
(In thousands)                                         2021               Revenue                2020               Revenue              % Change

Revenues                                          $ 1,456,755                  100  %       $ 1,330,349                  100  %                  10  %
Costs of revenue                                      261,325                   18  %           211,963                   16  %                  23  %

Margin                                              1,195,430                   82  %         1,118,386                   84  %                   7  %

Operating expenses
Sales and client service                              731,077                   50  %           645,087                   48  %                  13  %
Software development                                  241,600                   17  %           178,955                   13  %                  35  %
General and administrative                            156,307                   11  %           134,332                   10  %                  16  %
Amortization of acquisition-related intangibles        16,886                    1  %            13,114                    1  %                  29  %

Total operating expenses                            1,145,870                   79  %           971,488                   73  %                  18  %

Total costs and expenses                            1,407,195                   97  %         1,183,451                   89  %                  19  %

Operating earnings                                     49,560                    3  %           146,898                   11  %                 (66) %

Other income (loss), net                               (1,678)                                   24,632
Income taxes                                          (15,175)                                  (36,782)

Net earnings                                      $    32,707                               $   134,748                                         (76) %



Revenues & Backlog

Revenues increased 10% to $1.46 billion in the second quarter of 2021, as compared to $1.33 billion in the same period of 2020. The following factors impacted the year-over-year change in revenues:



•Increased implementation activity during the second quarter of 2021 within our
federal business, inclusive of ongoing projects with the U.S. Department of
Defense and the U.S. Department of Veterans Affairs. In the second quarter of
2021, 20% of our total revenues were attributable to our relationships (as the
prime contractor or a subcontractor) with U.S. government agencies, compared to
17% in the same period of 2020.

•The second quarter of 2021 includes a $45 million increase in revenues due to
contributions from our April 1, 2021 acquisition of the Kantar Health business.
We expect the acquired business to contribute over $85 million of additional
revenues over the remainder of 2021. Refer to Note (2) of the Notes for further
information regarding the Kantar Health acquisition.

•Moderate recovery from the impact of the COVID-19 pandemic, which we believe
had the most significant unfavorable impact to our business operations in the
second quarter of 2020, as further discussed above. The largest impact was in
the areas of licensed software, technology resale, professional services, and
reimbursed travel revenues.

•The second quarter of 2021 includes a $20 million reduction in revenues due to the sale of certain of our revenue cycle outsourcing business operations to affiliates of R1 RCM Inc., on August 3, 2020.



•The second quarter of 2021 includes a $19 million reduction in revenues due to
the sale of certain of our business operations primarily conducted in Germany
and Spain to affiliates of CompuGroup Medical SE & Co. KGaA on July 1, 2020.

Refer to Note (3) of the Notes for further information regarding revenues disaggregated by our business models.


                                       24
--------------------------------------------------------------------------------
  Table of Contents
Backlog, which reflects contracted revenue that has not yet been recognized as
revenue, was $13.19 billion at June 30, 2021, compared to $13.04 billion at
December 31, 2020. We expect to recognize 30% of our backlog as revenue over the
next 12 months.

We believe that backlog may not necessarily be a comprehensive indicator of
future revenue as certain of our arrangements may be canceled (or conversely
renewed) at our clients' option; thus contract consideration related to such
cancellable periods has been excluded from our calculation of backlog. However,
historically our experience has been that such cancellation provisions are
rarely exercised. We expect to recognize approximately $1.07 billion of revenue
over the next 12 months under currently executed contracts related to such
cancellable periods, which is not included in our calculation of backlog.

Costs of Revenue



Costs of revenue as a percent of revenues were 18% in the second quarter of
2021, compared to 16% in the same period of 2020. The higher costs of revenue as
a percent of revenues was primarily driven by higher reimbursed travel revenue,
which carries a 100% cost of revenue; a higher mix of technology resale revenue,
which carries a high cost of revenue; and the impact of the Kantar Health
business acquired on April 1, 2021.

Costs of revenue include the cost of reimbursed travel expense, sales
commissions, third-party consulting services and subscription content and
computer hardware, devices and sublicensed software purchased from manufacturers
for delivery to clients. It also includes the cost of hardware maintenance and
sublicensed software support subcontracted to the manufacturers. Such costs, as
a percent of revenues, typically have varied as the mix of revenue (software,
hardware, devices, maintenance, support, and services) carrying different margin
rates changes from period to period. Costs of revenue does not include the costs
of our client service personnel who are responsible for delivering our service
offerings. Such costs are included in sales and client service expense.

Operating Expenses

Total operating expenses increased 18% to $1.15 billion in the second quarter of 2021, compared to $971 million in the same period of 2020.



•Sales and client service expenses as a percent of revenues were 50% in the
second quarter of 2021, compared to 48% in the same period of 2020. These
expenses increased 13% to $731 million in the second quarter of 2021, from $645
million in the same period of 2020. Sales and client service expenses include
salaries and benefits of sales, marketing, support, and services personnel,
depreciation and other expenses associated with our managed services business,
communications expenses, unreimbursed travel expenses, expense for share-based
payments, and trade show and advertising costs. The increase in sales and client
service expenses was primarily driven by a $68 million pre-tax charge recorded
in the second quarter of 2021 in connection with the designation of certain real
estate assets as held for sale. Refer to Note (1) of the Notes for further
information.

•Software development expenses as a percent of revenues were 17% in the second
quarter of 2021, compared to 13% in the same period of 2020. Expenditures for
software development include ongoing development and enhancement of the Cerner
Millennium® and HealtheIntent platforms, as well as other key initiatives such
as platform modernization, with a focus on development of a software as a
service platform. A summary of our total software development expense in the
second quarters of 2021 and 2020 is as follows:

                                                              Three Months Ended
(In thousands)                                               2021           2020

Software development costs                                $ 212,258      $ 195,296
Capitalized software costs                                  (81,306)       (75,850)
Capitalized costs related to share-based payments            (2,252)        

(1,688)


Amortization of capitalized software costs                   65,247         

61,197

Net realizable value charge (see Note (1) of the Notes) 47,653

-



Total software development expense                        $ 241,600      $ 178,955



                                       25

--------------------------------------------------------------------------------
  Table of Contents
•General and administrative expenses as a percent of revenues were 11% in the
second quarter of 2021, compared to 10% in the same period of 2020. These
expenses increased 16% to $156 million in the second quarter of 2021, from $134
million in the same period of 2020. General and administrative expenses include
salaries and benefits for corporate, financial and administrative staffs,
utilities, communications expenses, professional fees, depreciation and
amortization, transaction gains or losses on foreign currency, expense for
share-based payments, certain organizational restructuring and other expense.
The increase in general and administrative expenses was primarily driven by
increased employee separation costs recognized in connection with our
operational improvement initiatives, as further discussed in Note (1) of the
Notes. We expect to incur additional expenses in connection with these efforts
in future periods, which may be material.

•Amortization of acquisition-related intangibles as a percent of revenues was 1%
in the second quarter of both 2021 and 2020. These expenses increased 29% to $17
million in the second quarter of 2021, from $13 million in the same period in
2020. Amortization of acquisition-related intangibles includes the amortization
of customer relationships, acquired technology, trade names, and non-compete
agreements recorded in connection with our business acquisitions. The increase
in amortization of acquisition-related intangibles is primarily due to
amortization of intangibles acquired in our April 1, 2021 acquisition of the
Kantar Health business. Refer to Note (2) of the Notes for further information
regarding the Kantar Health acquisition.

Non-Operating Items



•Other income (loss), net was a net loss of $2 million in the second quarter of
2021, compared to $25 million of income in the same period of 2020. The decrease
is primarily attributable to the second quarter of 2020 including a $26 million
unrealized gain recognized in connection with the measurement of one of our
equity investments.

•Our effective tax rate was 31.7% for the second quarter of 2021, compared to
21.4% for the same period of 2020. The increase in the effective tax rate is
primarily due to a $6 million valuation allowance recorded in the second quarter
of 2021 against a deferred tax asset where it has become more likely than not
that such deferred tax asset will not be realized. Refer to Note (8) of the
Notes for further discussion regarding our effective tax rate.

Operations by Segment



We have two operating segments: Domestic and International. The Domestic segment
includes revenue contributions and expenditures associated with business
activity in the United States. The International segment includes revenue
contributions and expenditures linked to business activity outside the United
States, primarily from Australia, Canada, Europe, and the Middle East. Refer to
Note (12) of the Notes for further information regarding our reportable
segments.

                                       26
--------------------------------------------------------------------------------
  Table of Contents
The following table presents a summary of our operating segment information for
the second quarters of 2021 and 2020:

(In thousands)                                                   2021             % of Revenue              2020             % of Revenue           % Change

Domestic Segment
Revenues                                                    $ 1,267,027               100%             $ 1,168,213               100%                  8%

Costs of revenue                                                232,225                18%                 189,779                16%                  22%
Operating expenses                                              656,369                52%                 587,674                50%                  12%
Total costs and expenses                                        888,594                70%                 777,453                67%                  14%

Domestic operating earnings                                     378,433                30%                 390,760                33%                 (3)%

International Segment
Revenues                                                        189,728               100%                 162,136               100%                  17%

Costs of revenue                                                 29,100                15%                  22,184                14%                  31%
Operating expenses                                               74,708                39%                  57,413                35%                  30%
Total costs and expenses                                        103,808                55%                  79,597                49%                  30%

International operating earnings                                 85,920                45%                  82,539                51%                  

4%



Other costs and expenses, net                                  (414,793)                                  (326,401)                                    

27%



Consolidated operating earnings                             $    49,560                                $   146,898                                    (66)%



Domestic Segment

•Revenues increased 8% to $1.27 billion in the second quarter of 2021, from
$1.17 billion in the same period of 2020. The following factors impacted the
year-over-year change in Domestic revenues:

•Increased implementation activity during the second quarter of 2021 within our federal business, inclusive of ongoing projects with the U.S. Department of Defense and the U.S. Department of Veterans Affairs.

•The second quarter of 2021 includes a $21 million increase in revenues due to contributions from our April 1, 2021 acquisition of the Kantar Health business.



•Moderate recovery from the impact of the COVID-19 pandemic, which we believe
had the most significant unfavorable impact to our business operations in the
second quarter of 2020, as further discussed above. The largest impact was in
the areas of licensed software, technology resale, professional services, and
reimbursed travel revenues.

•The second quarter of 2021 includes a $20 million reduction in revenues due to the sale of certain of our revenue cycle outsourcing business operations to affiliates of R1 RCM Inc., on August 3, 2020.

Refer to Note (3) of the Notes for further information regarding revenues disaggregated by our business models.



•Costs of revenue as a percent of revenues were 18% in the second quarter of
2021, compared to 16% in the same period of 2020. The higher costs of revenue as
a percent of revenues was primarily driven by higher reimbursed travel revenue,
which carries a 100% cost of revenue; a higher mix of technology resale revenue,
which carries a high cost of revenue; and the impact of the Kantar Health
business acquired on April 1, 2021.

•Operating expenses as a percent of revenues were 52% in the second quarter of
2021, compared to 50% in the same period of 2020. These expenses increased 12%
to $656 million in the second quarter of 2021, from $588 million in the same
period of 2020. The increase in operating expenses was primarily driven by a
$68 million pre-tax charge recorded in the second quarter of 2021 in connection
with the designation of certain real estate assets as held for sale. Refer to
Note (1) of the Notes for further information.


                                       27
--------------------------------------------------------------------------------
  Table of Contents
International Segment

•Revenues increased 17% to $190 million in the second quarter of 2021, compared
to $162 million in the same period of 2020. The following factors impacted the
year-over-year change in International revenues:

•The second quarter of 2021 includes a $24 million increase in revenues due to contributions from our April 1, 2021 acquisition of the Kantar Health business.



•The second quarter of 2021 includes a $19 million reduction in revenues due to
the sale of certain of our business operations primarily conducted in Germany
and Spain to affiliates of CompuGroup Medical SE & Co. KGaA on July 1, 2020.

•The remaining difference is attributable to 2021 revenue growth across the majority of our remaining International Segment operations.

Refer to Note (3) of the Notes for further information regarding revenues disaggregated by our business models.



•Costs of revenue as a percent of revenues were 15% in the second quarter of
2021, compared to 14% in the same period of 2020. The higher costs of revenue as
a percent of revenues was primarily driven by the impact of the Kantar Health
business acquired on April 1, 2021.

•Operating expenses as a percent of revenues were 39% in the second quarter of
2021, compared to 35% in the same period of 2020. These expenses increased 30%
to $75 million in the second quarter of 2021, from $57 million in the same
period of 2020. The increase in operating expenses is primarily due to the April
1, 2021 acquisition of the Kantar Health business.

Other Costs and Expenses, Net



Operating costs and expenses not attributed to an operating segment include
expenses such as software development, general and administrative expenses,
share-based compensation expense, certain amortization and depreciation, certain
organizational restructuring and other expense. These expenses increased 27% to
$415 million in the second quarter of 2021, from $326 million in the same period
of 2020. The increase is primarily due to increased employee separation costs
recognized in connection with our operational improvement initiatives, and a
pre-tax charge of $48 million to reduce the carrying amount of certain
capitalized software development costs to estimated net realizable value, both
of which are further discussed in Note (1) of the Notes.


                                       28
--------------------------------------------------------------------------------
  Table of Contents
Six Months Ended June 30, 2021 Compared to Six Months Ended June 30, 2020

The following table presents a summary of our operating information for the first six months of 2021 and 2020:



                                                                            % of                                      % of
(In thousands)                                         2021               Revenue                2020               Revenue              % Change

Revenues                                          $ 2,844,533                  100  %       $ 2,742,090                  100  %                   4  %
Costs of revenue                                      491,981                   17  %           466,379                   17  %                   5  %

Margin                                              2,352,552                   83  %         2,275,711                   83  %                   3  %

Operating expenses
Sales and client service                            1,353,253                   48  %         1,281,736                   47  %                   6  %
Software development                                  433,927                   15  %           364,275                   13  %                  19  %
General and administrative                            268,672                    9  %           274,184                   10  %                  (2) %
Amortization of acquisition-related intangibles        29,082                    1  %            30,242                    1  %                  (4) %

Total operating expenses                            2,084,934                   73  %         1,950,437                   71  %                   7  %

Total costs and expenses                            2,576,915                   91  %         2,416,816                   88  %                   7  %

Operating earnings                                    267,618                    9  %           325,274                   12  %                 (18) %

Other income (loss), net                                 (472)                                   30,227
Income taxes                                          (62,187)                                  (73,594)

Net earnings                                      $   204,959                               $   281,907                                         (27) %



Revenues & Backlog

Revenues increased 4% to $2.84 billion in the first six months of 2021, as compared to $2.74 billion in the same period of 2020. The following factors impacted the year-over-year change in revenues:



•Increased implementation activity during the first six months of 2021 within
our federal business, inclusive of ongoing projects with the U.S. Department of
Defense and the U.S. Department of Veterans Affairs. In the first six months of
2021, 20% of our total revenues were attributable to our relationships (as the
prime contractor or a subcontractor) with U.S. government agencies, compared to
17% in the same period of 2020.

•The first six months of 2021 includes a $45 million increase in revenues due to
contributions from our April 1, 2021 acquisition of the Kantar Health business.
Refer to Note (2) of the Notes for further information regarding the Kantar
Health acquisition.

•The first six months of 2021 includes a $43 million reduction in revenues due
to the sale of certain of our revenue cycle outsourcing business operations to
affiliates of R1 RCM Inc., on August 3, 2020.

•The first six months of 2021 includes a $40 million reduction in revenues due
to the sale of certain of our business operations primarily conducted in Germany
and Spain to affiliates of CompuGroup Medical SE & Co. KGaA on July 1, 2020.

Refer to Note (3) of the Notes for further information regarding revenues disaggregated by our business models.

Costs of Revenue

Costs of revenue as a percent of revenues were 17% in the first six months of both 2021 and 2020.




                                       29
--------------------------------------------------------------------------------
  Table of Contents
Operating Expenses

Total operating expenses increased 7% to $2.08 billion in the first six months of 2021, compared to $1.95 billion in the same period of 2020.



•Sales and client service expenses as a percent of revenues were 48% in the
first six months of 2021, compared to 47% in the same period of 2020. These
expenses increased 6% to $1.35 billion in the first six months of 2021, from
$1.28 billion in the same period of 2020. The increase in sales and client
service expenses was primarily driven by a $68 million pre-tax charge recorded
in the first six months of 2021 in connection with the designation of certain
real estate assets as held for sale. Refer to Note (1) of the Notes for further
information.

•Software development expenses as a percent of revenues were 15% in the first
six months of 2021, compared to 13% in the same period of 2020. Expenditures for
software development include ongoing development and enhancement of the Cerner
Millennium and HealtheIntent platforms, as well as other key initiatives such as
platform modernization, with a focus on development of a software as a service
platform. A summary of our total software development expense in the first six
months of 2021 and 2020 is as follows:

                                                               Six Months Ended
(In thousands)                                               2021           2020

Software development costs                                $ 423,285      $ 

393,460


Capitalized software costs                                 (162,461)      

(148,354)


Capitalized costs related to share-based payments            (4,647)        

(3,039)


Amortization of capitalized software costs                  130,097        

122,208

Net realizable value charge (see Note (1) of the Notes) 47,653

-



Total software development expense                        $ 433,927      $ 

364,275





•General and administrative expenses as a percent of revenues were 9% in the
first six months of 2021, compared to 10% in the same period of 2020. These
expenses decreased 2% to $269 million in the first six months of 2021, from $274
million in the same period of 2020. The slight decrease in general and
administrative expenses was primarily driven by lower depreciation expenses
associated with property and equipment.

•Amortization of acquisition-related intangibles as a percent of revenues was 1%
in the first six months of both 2021 and 2020. These expenses were relativity
flat at $29 million in the first six months of 2021, compared to $30 million in
the same period in 2020.

Non-Operating Items

•Other income (loss), net was a net loss of less than $1 million in the first
six months of 2021, compared to $30 million of income in the same period of
2020. The first six months of 2020 includes a $26 million unrealized gain
recognized in connection with the measurement of one of our equity investments.
The remaining difference is primarily attributable to increased interest expense
in the first six months of 2021 from the $300 million of Series 2020-A Notes we
issued in March 2020 and the $500 million of Series 2021 Senior Notes we issued
in March 2021.

•Our effective tax rate was 23.3% for the first six months of 2021, compared to
20.7% for the same period of 2020. A $6 million valuation allowance was recorded
in the first six months of 2021 against a deferred tax asset where it became
more likely than not that such deferred tax asset will not be realized, while a
valuation allowance of $3 million was recorded during first six months of 2020.
The remainder of the increase in the effective tax rate is primarily related to
unfavorability of permanent book-tax differences for share based compensation in
2021 compared to 2020. Refer to Note (8) of the Notes for further discussion
regarding our effective tax rate.


                                       30
--------------------------------------------------------------------------------
  Table of Contents
Operations by Segment

The following table presents a summary of our operating segment information for the first six months of 2021 and 2020:



(In thousands)                                                   2021             % of Revenue              2020             % of Revenue           % Change

Domestic Segment
Revenues                                                    $ 2,489,019               100%             $ 2,414,628               100%                  3%

Costs of revenue                                                437,919                18%                 418,346                17%                  5%
Operating expenses                                            1,216,931                49%               1,157,768                48%                  5%
Total costs and expenses                                      1,654,850                66%               1,576,114                65%                  5%

Domestic operating earnings                                     834,169                34%                 838,514                35%                 (1)%

International Segment
Revenues                                                        355,514               100%                 327,462               100%                  9%

Costs of revenue                                                 54,062                15%                  48,033                15%                  13%
Operating expenses                                              136,322                38%                 123,968                38%                  10%
Total costs and expenses                                        190,384                54%                 172,001                53%                  11%

International operating earnings                                165,130                46%                 155,461                47%                  

6%



Other costs and expenses, net                                  (731,681)                                  (668,701)                                    

9%



Consolidated operating earnings                             $   267,618                                $   325,274                                    (18)%



Domestic Segment

•Revenues increased 3% to $2.49 billion in the first six months of 2021, from
$2.41 billion in the same period of 2020. The following factors impacted the
year-over-year change in Domestic revenues:

•Increased implementation activity during the first six months of 2021 within
our federal business, inclusive of ongoing projects with the U.S. Department of
Defense and the U.S. Department of Veterans Affairs.

•The first six months of 2021 includes a $21 million increase in revenues due to contributions from our April 1, 2021 acquisition of the Kantar Health business.



•The first six months of 2021 includes a $43 million reduction in revenues due
to the sale of certain of our revenue cycle outsourcing business operations to
affiliates of R1 RCM Inc., on August 3, 2020.

Refer to Note (3) of the Notes for further information regarding revenues disaggregated by our business models.



•Costs of revenue as a percent of revenues were 18% in the first six months of
2021, compared to 17% in the same period of 2020. The higher costs of revenue as
a percent of revenues was primarily driven by a higher mix of technology resale
revenue, which carries a high cost of revenue; along with the impact of the
Kantar Health business acquired on April 1, 2021.

•Operating expenses as a percent of revenues were 49% in the first six months of
2021, compared to 48% in the same period of 2020. These expenses increased 5% to
$1.22 billion in the first six months of 2021, from $1.16 billion in the same
period of 2020. The increase in operating expenses was primarily driven by a
$68 million pre-tax charge recorded in the first six months of 2021 in
connection with the designation of certain real estate assets as held for sale.
Refer to Note (1) of the Notes for further information.


                                       31
--------------------------------------------------------------------------------
  Table of Contents
International Segment

•Revenues increased 9% to $356 million in the first six months of 2021, from $327 million in the same period of 2020. The following factors impacted the year-over-year change in International revenues:

•The first six months of 2021 includes a $24 million increase in revenues due to contributions from our April 1, 2021 acquisition of the Kantar Health business.



•The first six months of 2021 includes a $40 million reduction in revenues due
to the sale of certain of our business operations primarily conducted in Germany
and Spain to affiliates of CompuGroup Medical SE & Co. KGaA on July 1, 2020.

•The remaining difference is attributable to 2021 revenue growth across the majority of our remaining International Segment operations.

Refer to Note (3) of the Notes for further information regarding revenues disaggregated by our business models.

•Costs of revenue as a percent of revenues were 15% in the first six months of both 2021 and 2020.



•Operating expenses as a percent of revenues were 38% in the first six months of
both 2021 and 2020. These expenses increased 10% to $136 million in the first
six months of 2021, from $124 million in the same period of 2020. The increase
in operating expenses is primarily due to the April 1, 2021 acquisition of the
Kantar Health business.

Other Costs and Expenses, Net



These expenses increased 9% to $732 million in the first six months of 2021,
from $669 million in the same period of 2020. The increase is primarily due to a
pre-tax charge of $48 million recorded in the first six months of 2021 to reduce
the carrying amount of certain capitalized software development costs to
estimated net realizable value, as further discussed in Note (1) of the Notes.

Liquidity and Capital Resources
Our liquidity is influenced by many factors, including the amount and timing of
our revenues, our cash collections from our clients and the amount we invest in
software development, acquisitions, collaborations, capital expenditures, and
our share repurchase and dividend programs.
Our principal sources of liquidity are our cash, cash equivalents (which
primarily consist of money market funds, time deposits and commercial paper with
original maturities of less than 90 days), short-term investments, borrowings
under our Credit Agreement and other sources of debt financing. At June 30,
2021, we had cash and cash equivalents of $246 million and short-term
investments of $638 million, as compared to cash and cash equivalents of $616
million and short-term investments of $442 million at December 31, 2020.

We have entered into a Credit Agreement with a syndicate of lenders that
provides for an unsecured $1.00 billion revolving credit loan facility, along
with a letter of credit facility up to $100 million (which is a sub-facility of
the $1.00 billion revolving credit loan facility). We have the ability to
increase the maximum capacity to $1.20 billion at any time during the Credit
Agreement's term, subject to lender participation and the satisfaction of
specified conditions. The Credit Agreement expires in May 2024. As of June 30,
2021, we had outstanding revolving credit loans and letters of credit of $600
million and $31 million, respectively; which reduced our available borrowing
capacity to $369 million under the Credit Agreement.

We have also entered into note purchase agreements pursuant to which we may issue and sell unsecured senior promissory notes to those purchasers electing to purchase. See Note (6) of the Notes for further information.



We believe that our present cash position, together with cash generated from
operations, short-term investments and, as appropriate, remaining availability
under our Credit Agreement and other sources of debt financing, will be
sufficient to meet anticipated cash requirements for the next 12 months.
                                       32

--------------------------------------------------------------------------------


  Table of Contents
The following table summarizes our cash flows in the first six months of 2021
and 2020:

© Edgar Online, source Glimpses