Clarivate Announces Final Results of Offers to Purchase for Cash Certain of its Outstanding Debt Securities

Both debt series will be purchased below principal value, with accrued coupon payments also due at settlement.

Rhea-AI Summary

Clarivate (NYSE: CLVT) announced final tender results, with its subsidiary set to purchase $533 million in debt on November 13, 2026.

Clarivate Science Holdings accepted $415 million of 3.875% senior secured notes due 2028 and $118 million of 4.875% senior notes due 2029. The accepted amounts reflect an increase of 2% of each series' outstanding principal above the original caps. Consideration per $1,000 principal is $979.08 for the 2028 notes and $928.75 for the 2029 notes, plus accrued coupon payments.

Holders tendered $611.502 million of 2028 notes and $259.297 million of 2029 notes; approximately 67.9% and 45.5%, respectively, were accepted. The offers expired November 10, 2026, with all conditions satisfied or waived. Unaccepted notes will be returned promptly.

3 points · 1 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 2 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major point. Forward-looking: it has not happened yet and may not happen.$415 million of 2028 secured notes accepted for purchase, reducing debt upon settlement. 28% of market cap
• Moderate point. Forward-looking: it has not happened yet and may not happen.$118 million of 2029 notes accepted for purchase, reducing debt upon settlement. 7.9% of market cap
• Minor pointAll offer conditions were satisfied or waived by the November 10, 2026 expiration.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.Cash consideration of $979.08 per $1,000 of accepted 2028 notes is payable, plus accrued coupon.
• Moderate point. Forward-looking: it has not happened yet and may not happen.Cash consideration of $928.75 per $1,000 of accepted 2029 notes is payable, plus accrued coupon.

Key Figures

Principal amount accepted: $533,000,000 2028 Notes accepted: $415,000,000 2029 Notes accepted: $118,000,000 +5 more

Principal amount accepted

$533,000,000

Total across the 2028 and 2029 Notes

2028 Notes accepted

$415,000,000

Aggregate principal amount

2029 Notes accepted

$118,000,000

Aggregate principal amount

2028 Notes proration factor

67.9%

Tendered notes accepted for purchase

2029 Notes proration factor

45.5%

Tendered notes accepted for purchase

2028 Notes total consideration

$979.08 per $1,000 principal amount

Accepted 2028 Notes

2029 Notes total consideration

$928.75 per $1,000 principal amount

Accepted 2029 Notes

Settlement date

November 13, 2026

Accepted holders will also receive an accrued coupon payment

Historical Context

1 past event · Latest: Nov 04

1 event

1. Nov 04

   Tender offer launch

   24h Move

   +1.4%

   Launched the same 2028 and 2029 note tenders, with original series caps and an announced expiration date.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

cash tender offers, senior secured notes, proration factor, accrued coupon payment

4 terms

cash tender offers financial

"expiration and final results of its previously announced cash tender offers"

A cash tender offer is when a company or investor offers to buy shares directly from shareholders for cash, usually at a price higher than the current market value. It’s a way to quickly acquire a large number of shares, often to gain control of a company or influence its decisions.

senior secured notes financial

"outstanding 3.875% Senior Secured Notes due 2028"

Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.

proration factor financial

"accepted at a proration factor of approximately 67.9% and 45.5%"

A proration factor is the percentage used to scale back how many shares or rights each investor receives when demand exceeds the available supply, such as in an oversubscribed offering or dividend distribution. It matters because it determines the actual number of shares an investor will get and the effective price or value per share they end up with — like cutting a limited number of pizza slices among more people than there are slices, so everyone gets a proportional piece.

accrued coupon payment financial

"Holders whose Notes have been accepted for purchase will also receive an Accrued Coupon Payment"

An accrued coupon payment is the interest earned on a bond that has accumulated since the last payment date but has not yet been paid to the investor. Think of it like interest building up in a savings account that will be paid out later; it reflects the amount the investor is owed for holding the bond during that period. This figure matters because it helps accurately determine the bond’s current value and the investor’s true earnings.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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LONDON, Nov. 12, 2026 /PRNewswire/ -- Clarivate Plc (NYSE: CLVT) ("Clarivate"), a leading global provider of transformative intelligence, today announced the expiration and final results of its previously announced cash tender offers (collectively, the "Offers") by its wholly-owned subsidiary, Clarivate Science Holdings Corporation (the "Company"), to purchase the outstanding 3.875% Senior Secured Notes due 2028 (the "2028 Notes") for aggregate principal amount of up to $400,000,000 (the "2028 Notes Series Cap") and the outstanding 4.875% Senior Notes due 2029 (the "2029 Notes" and, together with the 2028 Notes, the "Notes" and, each, a "Series of Notes") for aggregate principal amount of up to $100,000,000 (the "2029 Notes Series Cap" and, together with the 2028 Notes Series Cap, each, a "Series Cap"), in each case upon the terms and subject to the conditions set forth in the Offer to Purchase dated November 4, 2026 (the "Offer to Purchase") and any related documents (collectively with the Offer to Purchase, the "Tender Offer Documents"). Additionally, the Company has exercised its right to increase the aggregate principal amount of 2028 Notes and 2029 Notes accepted for purchase by 2% of the outstanding aggregate principal amount of each Series of Notes, and as a result, will accept for purchase $533,000,000 total aggregate principal amount of the Notes, with the tendered 2028 Notes and 2029 Notes accepted at a proration factor of approximately 67.9% and 45.5%, respectively. Capitalized terms used but not defined in this press release have the meanings given to them in the Offer to Purchase.

The Offers expired at 5:00 p.m., New York City time, on November 10, 2026 (such time and date, the "Expiration Date"). Withdrawal rights for the Offers expired at the Expiration Date, and accordingly, Notes validly tendered in the Offers may no longer be withdrawn except where additional withdrawal rights are required by law.

At the Expiration Date, according to information provided by Global Bondholder Services Corporation, the tender and information agent for the Offers (the "Tender and Information Agent"), the aggregate principal amount of each Series of Notes validly tendered and not validly withdrawn pursuant to the Offers and the aggregate principal amount of each Series of Notes accepted for purchase, are set forth in the table below.

Series of Notes	Issuer	CUSIP / ISIN Number(1)	Aggregate Principal Amount Outstanding Prior to Tender Offer	Series Cap(2)	Total Consideration	Aggregate Principal Amount Tendered	Aggregate Principal Amount Accepted	Proration Factor(5)
3.875% Senior Secured Notes due 2028	Clarivate Science Holdings Corporation	144A: 18064P AC3 / US18064PAC32 Reg S: U1800Q AC3 / USU1800QAC34	$750,000,000	$415,000,000	$979.08(3)	$611,502,000	$415,000,000	67.9 %
4.875% Senior Notes due 2029	Clarivate Science Holdings Corporation	144A: 18064P AD1 / US18064PAD15 Reg S: U1800Q AD1 / USU1800QAD17	$900,000,000	$118,000,000	$928.75(4)	$259,297,000	$118,000,000	45.5 %

(1)	No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers listed above.
(2)	Reflects a 2% increase in the aggregate principal amount of 2028 Notes and 2029 Notes sought in the applicable Offer.
(3)	Represents the total consideration for the 2028 Notes (the "2028 Notes Total Consideration") payable per each $1,000 principal amount of the 2028 Notes validly tendered and accepted for purchase in the applicable Offer. The 2028 Notes Total Consideration was determined at 2:00 p.m., New York City time, on November 10, 2026, in the manner described in the Tender Offer Documents.
(4)	Represents the total consideration for the 2029 Notes payable per each $1,000 principal amount of the 2029 Notes validly tendered and accepted for purchase in the applicable Offer.
(5)	In accordance with the terms of the Offer to Purchase, each Series of Notes accepted for purchase are subject to proration so that the aggregate principal amount accepted did not exceed the applicable Series Cap. The final proration factor has been rounded to the nearest tenth of a percentage point for presentation purposes.

All conditions to the Offers were satisfied or waived on or prior to the Expiration Date. On the "Settlement Date" of November 13, 2026, Holders whose Notes have been accepted for purchase will also receive an Accrued Coupon Payment. The Notes validly tendered but not accepted for purchase will be returned promptly to the tendering Holders in accordance with the Offer to Purchase.

Citigroup Global Markets Inc. served as dealer manager (the "Dealer Manager") for the Offers. Global Bondholder Services Corporation served as the Tender and Information Agent for the Offers. For additional information, please contact: Citigroup Global Markets Inc. at +1 (800) 558-3745 (toll-free) or +1 (212) 723-6106 (collect), and ask for Steve Cheeseman, Kevin Mills or Joyce Lam. Requests for documents and questions regarding the tendering of Notes may be directed to Global Bondholder Services Corporation by telephone at (212) 430-3774 (for banks and brokers only) and (855) 654-2015 (for all others toll-free) or to the Dealer Manager at its telephone number. Copies of the Offer to Purchase are available at: https://www.gbsc-usa.com/clarivate/. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offers.

This press release is neither an offer to purchase nor a solicitation of an offer to sell the Notes or any other securities. The Offers were made only by and pursuant to the terms of the Offer to Purchase and only to such persons and in such jurisdictions as is permitted under applicable law. The information in this press release is qualified by reference to the Offer to Purchase.

Forward-Looking Statements

This release includes statements that express our opinions, expectations, beliefs, plans, objectives, assumptions, or projections regarding future events or future results and therefore are, or may be deemed to be, "forward-looking statements" within the meaning of the "safe harbor provisions" of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include all matters that are not historical facts, including statements relating to our intentions, beliefs, or current expectations concerning, among other things, the completion of the Offers. These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms "believes," "estimates," "anticipates," "expects," "seeks," "projects," "intends," "plans," "may," "will," or "should" or, in each case, their negative or other variations or comparable terminology. Such forward-looking statements are based on available current market material and management's expectations, beliefs, and forecasts concerning future events impacting us. These forward-looking statements involve a number of risks and uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described in Item 1A. Risk Factors in our annual report on Form 10-K, along with our other filings with the U.S. Securities and Exchange Commission ("SEC"). There can be no assurance that future developments affecting us will be those that we have anticipated. Should one or more of these risks or uncertainties materialize, or should any of the assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. Please consult our public filings with the SEC, which are also available on our website at www.clarivate.com.

About Clarivate
Clarivate is a leading global provider of transformative intelligence. We offer enriched data, insights & analytics, workflow solutions and expert services in the areas of Academia & Government and Intellectual Property. For more information, please visit www.clarivate.com. 

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SOURCE Clarivate Plc

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much debt did Clarivate accept in its final tender offer results?

Clarivate Science Holdings accepted $533 million in aggregate principal: $415 million of 3.875% senior secured notes due 2028 and $118 million of 4.875% senior notes due 2029. Settlement is scheduled for November 13, 2026.

What will Clarivate bondholders receive for notes accepted in the tender offers?

Holders will receive $979.08 per $1,000 principal of accepted 2028 notes and $928.75 per $1,000 principal of accepted 2029 notes, plus an accrued coupon payment. Approximately 67.9% of tendered 2028 notes and 45.5% of tendered 2029 notes were accepted.

Can Clarivate bondholders still withdraw notes tendered in the offers?

Tendered notes may no longer be withdrawn, except where additional withdrawal rights are required by law. Withdrawal rights expired with the offers at 5:00 p.m., New York City time, on November 10, 2026.