STOCK TITAN
  1. Home
  2. Sec-filings
  3. CLVT
  4. [8-K] CLARIVATE PLC Reports Material Event

Clarivate (NYSE: CLVT) hit by goodwill charge but cuts debt and backs 2026 targets

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Clarivate Plc reported Q2 2026 results with revenues of $587.3 million, down 5.5% year over year, mainly from divestitures and weaker transactional demand. Organic revenues declined 1.5% as 0.7% organic subscription growth was offset by a 15.7% drop in organic transactional revenues.

Profitability was mixed. A $221.7 million non‑cash goodwill impairment tied to the Life Sciences & Healthcare segment drove a net loss of $268.6 million, or $0.42 per diluted share, versus a $72.0 million loss a year earlier. Adjusted net income was $123.1 million and Adjusted EBITDA was $247.2 million, both slightly below Q2 2025, while the Adjusted EBITDA margin held at 42.1%. First‑half free cash flow was $122.9 million.

The balance sheet and strategy are shifting. Total debt fell to $4,251.5 million at June 30, 2026, a $218.4 million reduction in the first half, and cash was $217.7 million. Clarivate reached a definitive agreement to sell its Life Sciences & Healthcare segment to Altaris LLC at 10x expected 2026 Adjusted EBITDA less capex, with net proceeds intended for debt repayment and a pro forma recurring revenue mix of about 92%. The company reaffirmed its 2026 outlook, including revenues including discontinued operations of $2.30–$2.42 billion, Adjusted EBITDA of $980–$1,040 million, Adjusted diluted EPS of $0.70–$0.80 and free cash flow of $365–$435 million.

Positive

  • Life Sciences & Healthcare divestiture at a 10x multiple of 2026E Adjusted EBITDA less capex to Altaris LLC, a three‑turn premium to Clarivate’s own valuation on that metric, with proceeds earmarked for debt reduction and a pro forma recurring revenue mix rising to about 92%.
  • Deleveraging and guidance reaffirmed: total debt declined by $218.4 million in the first half of 2026, and the company reaffirmed 2026 targets for revenues including discontinued operations of $2.30–$2.42 billion, Adjusted EBITDA of $980M–$1.04B and free cash flow of $365M–$435M.

Negative

  • Large non‑cash goodwill impairment of $221.7 million related to the Life Sciences & Healthcare segment drove Q2 2026 net loss to $268.6 million, a net margin of (45.7)%, compared with a $(72.0) million loss a year earlier.
  • Revenue and cash generation under pressure: Q2 revenues fell 5.5% to $587.3 million as transactional revenues declined 30.1%, while first‑half 2026 operating cash flow and free cash flow declined 18.8% and 23.5%, respectively, versus the prior‑year period.

Filing Explained

The LS&H sale has not closed, so its planned proceeds and debt repayment are not yet completed changes to the June 30 balance sheet.

The filing’s presentation says LS&H net proceeds will be directed to debt paydown, but the sale remains subject to regulatory approvals and closing conditions and is expected to close by year-end; the proceeds and paydown are therefore planned, not completed.

The filing says LS&H revenue will begin to be reported as discontinued operations in the third quarter, while the reaffirmed 2026 outlook still includes that revenue in its total-company range.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenues $587.3 million Total revenues for the three months ended June 30, 2026
Q2 2026 Net Loss $268.6 million Net loss for the three months ended June 30, 2026, including goodwill impairment
Goodwill Impairment Charge $221.7 million Non‑cash goodwill and intangible asset impairments recorded in Q2 2026
Q2 2026 Adjusted EBITDA $247.2 million Adjusted EBITDA for the three months ended June 30, 2026; 42.1% margin
H1 2026 Free Cash Flow $122.9 million Free cash flow for the six months ended June 30, 2026
Total Debt Outstanding $4,251.5 million Total debt as of June 30, 2026
Debt Reduction H1 2026 $218.4 million Decrease in total debt as of June 30, 2026 compared with the prior year
2026 Adjusted EBITDA Guidance $980M–$1.04B Full‑year 2026 outlook for Adjusted EBITDA
Adjusted EBITDA financial
"Adjusted EBITDA was $247.2 million, compared to Adjusted EBITDA of $261.6 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
free cash flow financial
"Free cash flow for the first six months of 2026 was $122.9 million"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
annualized contract value financial
"Annualized contract value (“ACV”), at any point in time, represents the annualized value"
Annualized contract value (ACV) is the amount of revenue a company expects to earn from a contract in one year, expressed as a yearly figure even when the deal spans multiple years or starts partway through a year. It matters to investors because it converts varied contracts into a common annual measure—like turning different-length subscriptions into a single yearly price—so revenue trends, sales performance, and valuation comparisons are easier to see.
recurring revenues financial
"Recurring revenues, which consist of subscription and re-occurring revenues, increased 0.5% organically"
Recurring revenues are the portion of a company's income that repeats at regular intervals—like subscription fees, service contracts, or maintenance payments—rather than one-off sales. Investors value them because they act like a steady paycheck for the business, making cash flow more predictable and company performance easier to forecast; that stability often leads to higher valuations and lower risk compared with firms relying mostly on one-time sales.
Life Sciences & Healthcare financial
"recently announced divestiture of the Life Sciences & Healthcare segment"
Revenues Q2 2026 vs Q2 2025 $587.3M vs $621.4M (5.5)%
Net loss Q2 2026 vs Q2 2025 $(268.6)M vs $(72.0)M N/M
Adjusted EBITDA Q2 2026 vs Q2 2025 $247.2M vs $261.6M (5.5)%
Adjusted diluted EPS H1 2026 vs H1 2025 $0.38 vs $0.32 18.8%
Guidance

For 2026 Clarivate guides to ACV organic growth of 2.0–3.0%, recurring organic revenue growth of 0.75–2.25%, revenues including discontinued operations of $2.30B–$2.42B, Adjusted EBITDA of $980M–$1.04B, Adjusted diluted EPS of $0.70–$0.80 and free cash flow of $365M–$435M.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Understanding 8-K Material Events →

FAQ

How did Clarivate (CLVT) perform financially in Q2 2026?
Clarivate generated $587.3 million in Q2 2026 revenues, down 5.5% year over year, and reported a net loss of $268.6 million. Adjusted EBITDA was $247.2 million with a 42.1% margin, and Adjusted diluted EPS was $0.19.

What caused Clarivate’s (CLVT) larger net loss in Q2 2026?
The Q2 2026 net loss of $268.6 million was primarily driven by a $221.7 million non‑cash goodwill impairment charge related to the Life Sciences & Healthcare segment. Excluding this and other adjustments, Adjusted net income was $123.1 million.

What is Clarivate’s (CLVT) 2026 financial guidance?
For 2026, Clarivate guides to revenues including discontinued operations of $2.30–$2.42 billion, Adjusted EBITDA of $980M–$1.04B, Adjusted diluted EPS of $0.70–$0.80, free cash flow of $365M–$435M, ACV organic growth of 2.0–3.0%, and recurring organic revenue growth of 0.75–2.25%.

What is the status and impact of Clarivate’s (CLVT) Life Sciences & Healthcare divestiture?
Clarivate reached a definitive agreement to sell its Life Sciences & Healthcare segment to Altaris LLC at 10x 2026E Adjusted EBITDA less capex. The company expects a pro forma recurring revenue mix of about 92%, with net proceeds directed to accelerated debt repayment, subject to regulatory approvals and closing conditions.

How is Clarivate (CLVT) managing debt and cash flow in 2026?
As of June 30, 2026, Clarivate had $217.7 million in cash and $4,251.5 million of total debt, down $218.4 million from year‑end. First‑half operating cash flow was $233.4 million and free cash flow $122.9 million, with plans to use future cash and divestiture proceeds to further reduce notes maturing in 2028 and 2029.
0001764046false00-000000000017640462026-07-292026-07-29
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
July 29, 2026
Date of Report (date of earliest event reported)
CLARIVATE PLC
(Exact name of registrant as specified in its charter)
Jersey, Channel Islands
(State or other jurisdiction of incorporation or organization)
001-38911
(Commission File Number)
N/A
(I.R.S. Employer Identification No.)
70 St. Mary Axe
London
EC3A 8BE
United Kingdom
(Address of Principal Executive Offices)
(44) 207-433-4000
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Ordinary Shares, no par value
CLVT
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  ☐
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.  ☐
Item 2.02.  Results of Operations and Financial Condition.
On July 29, 2026, Clarivate Plc (the “Company”) issued a press release announcing earnings for the second quarter ended June
30, 2026. The press release has been furnished with this Form 8-K as Exhibit 99.1 and is posted on the investor relations section
of the Company’s website (ir.clarivate.com/).
The information in this Item 2.02, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of that Section and shall not be incorporated by reference into any filing pursuant to the Securities Act of 1933,
as amended (the “Securities Act”), or the Exchange Act, except as otherwise expressly stated in such filing.
Item 7.01.  Regulation FD Disclosure.
On July 29, 2026, the Company posted to its website supplemental information related to revenue, earnings, and guidance. The
supplemental information has been furnished with this Current Report on Form 8-K as Exhibit 99.2 and is posted on the
investor relations section of the Company’s website (ir.clarivate.com/).
The information in this Item 7.01, including Exhibit 99.2 furnished herewith, is being furnished and shall not be deemed “filed”
for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section and shall not be
incorporated by reference into any filing pursuant to the Securities Act or the Exchange Act, except as otherwise expressly
stated in such filing.
Item 9.01.  Financial Statements and Exhibits
(d) Exhibits.
No.
Description
99.1
Press release issued by Clarivate Plc dated July 29, 2026
99.2
Supplemental Information dated July 29, 2026
104
The cover page from the Company's Current Report on Form 8-K dated July 29, 2026, formatted in Inline XBRL
SIGNATURE
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 hereunto duly authorized.
 
CLARIVATE PLC
 
Date: July 29, 2026
By: /s/ Jonathan M. Collins
 
Name:  Jonathan M. Collins
 
Executive Vice President & Chief Financial Officer
 
1
Clarivate Reports Second Quarter 2026 Results
— Delivers continued progress on strategic and financial priorities through Value Creation Plan —
— Sharpens focus and enhances financial profile with previously announced Life Sciences &
Healthcare segment divestiture —
— Reaffirms 2026 financial outlook —
London, UK -- July 29, 2026 Clarivate Plc (NYSE: CLVT) (the “Company” or “Clarivate”), a leading global
provider of transformative intelligence, today reported results for the second quarter ended June 30, 2026.
Executive Commentary
Matti Shem Tov, Chief Executive Officer:
“The Value Creation Plan continues to drive meaningful progress, as we execute against our strategic priorities
and strengthen Clarivate’s foundation for organic growth acceleration. During the quarter, we expanded organic
recurring revenue, advanced our AI innovation roadmap, maintained disciplined cost management, and
strengthened our balance sheet through deleveraging. Together, with the recently announced divestiture of the
Life Sciences & Healthcare segment, these actions are creating a more focused company with greater financial
flexibility, a higher recurring revenue mix, and a clear path to deliver long-term value to shareholders.”
Jonathan Collins, Executive Vice President and Chief Financial Officer:
“Our second quarter results reflect continued financial discipline and execution. In the first half of 2026, we
expanded our profit margin and reduced debt by more than $200 million through strong free cash flow generation
and opportunistic debt repurchases. Combined with our reaffirmed full-year outlook, these results demonstrate the
resilience of our business model and our commitment to strengthening Clarivate’s financial profile while
maintaining the flexibility to invest in our highest-value growth opportunities.”
Second Quarter 2026 Results
Total revenues were $587.3 million, compared to total revenues of $621.4 million for the second quarter of 2025,
primarily due to inorganic divestitures and disposals. Organic revenues decreased 1.5% as organic subscription
growth of 0.7% was offset by lower organic transactional revenues.
Organic ACV grew 1.5% compared to June 30, 2025, reflecting continued progress toward a more sustainable,
subscription-led revenue base.
Net loss was $268.6 million, or $0.42 per diluted share, compared to a net loss of $72.0 million, or $0.11 per
diluted share, for the second quarter of 2025, driven by a $221.7 million non-cash goodwill impairment charge.
Adjusted net income was $123.1 million, or $0.19 per diluted share, compared to $123.3 million, or $0.18 per
diluted share, for the second quarter of 2025. Adjusted EBITDA was $247.2 million, compared to Adjusted
EBITDA of $261.6 million for the second quarter of 2025.
First Half 2026 Results
Total revenues were $1,172.8 million, compared to total revenues of $1,215.1 million for the first six months of
2025, primarily due to inorganic divestitures and disposals. Organic revenues decreased 0.4%, as a 0.7% increase
in organic recurring revenues (subscription and re-occurring) was offset by lower organic transactional revenues.
Net loss was $308.8 million, or $0.48 per diluted share, compared to a net loss of $175.9 million, or $0.26 per
diluted share, for the first six months of 2025, driven by a $221.7 million non-cash goodwill impairment charge in
the second quarter of 2026. Adjusted net income was $242.4 million, or $0.38 per diluted share, compared to
$219.1 million, or $0.32 per diluted share, for the first six months of 2025. Adjusted EBITDA was $488.4 million,
compared to Adjusted EBITDA of $494.8 million for the first six months of 2025.
Clarivate generated $233.4 million of operating cash flow and $122.9 million of free cash flow during the first six
months of 2026.
2
Selected Financial Information
(In millions, except percentages and per share data),
(unaudited)
Three Months Ended
June 30,
Change
Six Months Ended
June 30,
Change
2026
2025
$
%
2026
2025
$
%
Revenues
$587.3
$621.4
$(34.1)
(5.5)%
$1,172.8
$1,215.1
$(42.3)
(3.5)%
Net income (loss)
$(268.6)
$(72.0)
$(196.6)
N/M
$(308.8)
$(175.9)
$(132.9)
(75.6)%
Adjusted net income(1)
$123.1
$123.3
$(0.2)
(0.2)%
$242.4
$219.1
$23.3
10.6%
Adjusted EBITDA(1)
$247.2
$261.6
$(14.4)
(5.5)%
$488.4
$494.8
$(6.4)
(1.3)%
Diluted EPS
$(0.42)
$(0.11)
$(0.31)
N/M
$(0.48)
$(0.26)
$(0.22)
(84.6)%
Adjusted diluted EPS(1)
$0.19
$0.18
$0.01
5.6%
$0.38
$0.32
$0.06
18.8%
Net cash provided by operating activities
$98.7
$116.3
$(17.6)
(15.1)%
$233.4
$287.5
$(54.1)
(18.8)%
Free cash flow(1)
$44.0
$50.3
$(6.3)
(12.5)%
$122.9
$160.6
$(37.7)
(23.5)%
Second Quarter 2026 Commentary
Subscription revenues decreased $2.4 million, or 0.6%, to $403.3 million, primarily due to product group wind-
downs within LS&H. Organic subscription revenues increased 0.7%, primarily due to new sales and price
increases.
Re-occurring revenues increased $0.4 million, or 0.4%, to $109.3 million, primarily due to foreign exchange
benefit.
Recurring revenues, which consist of subscription and re-occurring revenues, increased 0.5% organically.
Transactional revenues decreased $32.1 million, or 30.1%, to $74.7 million, primarily due to product group wind-
downs within A&G. Organic transactional revenues decreased 15.7%, primarily due to lower activity across all
segments, driven in part by customer migrations to subscription offerings.
Balance Sheet and Cash Flow
As of June 30, 2026, cash and cash equivalents of $217.7 million decreased $111.5 million compared to
December 31, 2025.
Total debt outstanding was $4,251.5 million as of June 30, 2026, a decrease of $218.4 million compared to the
prior year, driven by a $100.0 million accelerated debt repayment completed in January 2026, fully redeeming the
senior secured notes due November 2026, as well as the retirement of $117.6 million aggregate principal of the
senior secured notes due 2028 and senior notes due 2029 through a series of debt repurchases at an approximate
6% discount to par.
Net cash provided by operating activities for the first six months of 2026 was $233.4 million compared to $287.5
million in the prior year period. Free cash flow for the first six months of 2026 was $122.9 million compared to
$160.6 million in the prior year period.
3
Reaffirms outlook for 2026 (forward-looking statement)
The full year outlook presented below assumes no further acquisitions, divestitures, or unanticipated events.
Full Year 2026 Outlook
ACV Organic Growth
2.0% to 3.0%
Recurring Organic Revenue Growth
0.75% to 2.25%
Revenues, Including Discontinued Operations(1)
$2.30B to $2.42B
Adjusted EBITDA(1)
$980M to $1.04B
Adjusted EBITDA Margin(1)
42.0% to 43.5%
Adjusted Diluted EPS(1)(2)
$0.70 to $0.80
Free Cash Flow(1)
$365M to $435M
Notes to press release
(1) Non-GAAP measure. Please see “Reconciliations to Certain Non-GAAP Measures” in this release for important disclosures and reconciliations of these
financial measures to the most directly comparable GAAP measure. These terms are defined elsewhere in this press release.
(2) Adjusted diluted EPS for 2026 is calculated based on approximately 650 million fully diluted adjusted weighted average ordinary shares outstanding.
Conference Call and Webcast
Clarivate will host a conference call and webcast today to review the results for the second quarter at 9:30 a.m.
Eastern Time. The webcast is open to all interested parties and may include forward-looking information.
The live webcast of the earnings call will be accessible through the investor relations section of the Company’s
website. To join the webcast please visit https://events.q4inc.com/attendee/248169870.
Interested parties may access the live audio broadcast. U.S. participants may call 833-461-5787; international
participants may call +1 585-542-9983 (long-distance charges will apply). The conference ID number is
248169870.
A replay of the webcast will also be available on https://ir.clarivate.com beginning two hours after the conclusion
of the live call and will remain available for one year.
Use of Non-GAAP Financial Measures
This release contains financial measures that have not been prepared in accordance with U.S. generally accepted
accounting principles (“GAAP”), including Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income,
Adjusted diluted EPS, Free cash flow, and Revenues, including discontinued operations. Non-GAAP financial
measures are not recognized terms under GAAP, are not measures of financial condition or liquidity, and should
not be considered as an alternative to profit or loss for the period determined in accordance with GAAP or
operating cash flows determined in accordance with GAAP. As a result, you should not consider such measures in
isolation from, or as a substitute for, financial measures or results of operations calculated or determined in
accordance with GAAP.
We use non-GAAP measures internally in our operational and financial decision-making, to assess the operating
performance of our business, to assess performance for employee compensation purposes, and to decide how to
allocate resources. We believe that such measures allow us to focus on what we deem to be more reliable
indicators of ongoing operating performance and our ability to generate cash flow from operations, and we also
believe that investors may find these non-GAAP financial measures useful for the same reasons. Non-GAAP
measures are frequently used by securities analysts, investors, and other interested parties in their evaluation of
companies comparable to us, many of which present non-GAAP measures when reporting their results. Further,
these measures can be useful in evaluating our performance against our peer companies because we believe they
provide users with valuable insight into key components of our GAAP financial disclosure. However, non-GAAP
measures have limitations as analytical tools and because not all companies use identical calculations, our
presentation of non-GAAP financial measures may not be comparable to other similarly titled measures of other
companies.
4
Definitions and reconciliations of non-GAAP measures to the most directly comparable GAAP measures are
provided within the schedules attached to this release. Our presentation of non-GAAP measures should not be
construed as an inference that our future results will be unaffected by any of the adjusted items, or that any
projections and estimates will be realized in their entirety or at all.
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 divestiture of our
Life Sciences & Healthcare business or any other strategic transactions we may explore, the anticipated use of
proceeds from the divestiture of our Life Sciences & Healthcare business, anticipated cost savings or other
benefits, results of operations, financial condition, liquidity, capital allocation plans and share repurchases, foreign
exchange impacts, prospects, growth and shareholder value, strategies, and the markets in which we operate, our
financial guidance for the fiscal year 2026 and key drivers thereof and underlying assumptions, the impact or
anticipated benefits of our Value Creation Plan and other growth strategies, the global macroeconomic uncertainty
and volatility, the impact of artificial intelligence (“AI”) on our business and strategy, and the timing of any of the
foregoing. 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, Intellectual Property, and Life
Sciences & Healthcare. For more information, please visit www.clarivate.com.
5
Condensed Consolidated Balance Sheets – Unaudited
(In millions)
June 30, 2026
December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents, including restricted cash
$217.7
$329.2
Accounts receivable, net
827.9
821.7
Prepaid expenses
107.1
94.2
Other current assets
61.5
64.9
Total current assets
1,214.2
1,310.0
Property and equipment, net
49.5
52.7
Other intangible assets, net
7,734.3
8,008.1
Goodwill
1,344.9
1,566.7
Other non-current assets
86.5
68.1
Deferred income taxes
17.9
17.2
Operating lease right-of-use assets
38.8
46.6
Total assets
$10,486.1
$11,069.4
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable
$152.9
$150.6
Accrued compensation
99.0
146.7
Accrued expenses and other current liabilities
268.5
273.0
Current portion of deferred revenues
897.0
878.6
Current portion of operating lease liability
16.7
18.4
Current portion of long-term debt
1.6
101.5
Total current liabilities
1,435.7
1,568.8
Long-term debt
4,209.3
4,321.5
Other non-current liabilities
75.8
86.2
Deferred income taxes
197.9
212.1
Operating lease liabilities
29.9
37.9
Total liabilities
5,948.6
6,226.5
Commitments and contingencies
Shareholders' equity:
Ordinary Shares, no par value; unlimited shares authorized; 639.7 and 640.7 shares issued and
outstanding as of June 30, 2026 and December 31, 2025, respectively
12,815.2
12,810.6
Accumulated other comprehensive loss
(454.3)
(453.1)
Accumulated deficit
(7,823.4)
(7,514.6)
Total shareholders' equity
4,537.5
4,842.9
Total liabilities and shareholders' equity
$10,486.1
$11,069.4
6
Condensed Consolidated Statements of Operations – Unaudited
Three Months Ended June 30,
Six Months Ended June 30,
(In millions, except per share data)
2026
2025
2026
2025
Revenues
$587.3
$621.4
$1,172.8
$1,215.1
Operating expenses:
Cost of revenues
185.5
203.6
377.6
410.6
Selling, general and administrative costs
181.6
181.1
357.9
359.5
Depreciation and amortization
185.7
190.9
369.7
376.3
Goodwill and intangible asset impairments
221.7
–
221.7
–
Restructuring costs
12.1
9.3
24.1
34.0
Other operating expense (income), net
0.9
29.6
(8.2)
48.6
Total operating expenses
787.5
614.5
1,342.8
1,229.0
Income (loss) from operations
(200.2)
6.9
(170.0)
(13.9)
Interest expense, net
60.4
66.6
119.4
130.9
Income (loss) before income taxes
(260.6)
(59.7)
(289.4)
(144.8)
Provision (benefit) for income taxes
8.0
12.3
19.4
31.1
Net income (loss)
$(268.6)
$(72.0)
$(308.8)
$(175.9)
Per share:
Basic
$(0.42)
$(0.11)
$(0.48)
$(0.26)
Diluted
$(0.42)
$(0.11)
$(0.48)
$(0.26)
Weighted average shares used to compute earnings per share:
Basic
639.4
681.3
640.0
685.5
Diluted
639.4
681.3
640.0
685.5
7
Condensed Consolidated Statements of Cash Flows – Unaudited
Six Months Ended June 30,
(In millions)
2026
2025
Cash Flows From Operating Activities
Net income (loss)
$(308.8)
$(175.9)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization
369.7
376.3
Share-based compensation
29.4
29.3
Goodwill and intangible asset impairments
221.7
–
Deferred income taxes
(11.3)
(5.4)
Amortization and write-off of debt issuance costs
6.6
7.7
Other operating activities
(14.0)
48.0
Changes in operating assets and liabilities:
Accounts receivable
(11.3)
2.2
Prepaid expenses
(13.3)
(1.5)
Other assets
(5.0)
3.1
Accounts payable
3.2
(3.3)
Accrued expenses and other current liabilities
(54.3)
(36.1)
Deferred revenues
24.4
42.6
Operating leases, net
(1.9)
(3.2)
Other liabilities
(1.7)
3.7
Net cash provided by operating activities
233.4
287.5
Cash Flows From Investing Activities
Capital expenditures
(110.5)
(126.9)
Net cash used for investing activities
(110.5)
(126.9)
Cash Flows From Financing Activities
Principal payments on debt
(211.1)
(500.0)
Proceeds from issuance of debt
–
500.0
Payment of debt issuance and extinguishment costs
–
(8.5)
Repurchases of ordinary shares
(18.1)
(99.5)
Payments related to tax withholding for share-based compensation
(6.6)
(8.1)
Other financing activities
4.6
5.6
Net cash used for financing activities
(231.2)
(110.5)
Effects of exchange rates
(3.2)
17.3
Net change in cash and cash equivalents, including restricted cash
(111.5)
67.4
Cash and cash equivalents, including restricted cash, beginning of period
329.2
295.2
Cash and cash equivalents, including restricted cash, end of period
$217.7
$362.6
8
Supplemental Revenues Information
Annualized contract value (“ACV”), at any point in time, represents the annualized value of all active customer
subscription-based license agreements for the next 12 months, assuming those coming up for renewal during the
measurement period are renewed at their current price level. Our organic ACV grew 1.5% compared to June 30,
2025, primarily driven by improved product pricing. Our total ACV for June 30, 2026, compared to June 30,
2025, increased 3.1%, primarily due to improved product pricing and FX movements.
The following tables present our revenues by type and segment, as well as the components driving the changes
between periods.
Revenues by transaction type
(In millions, except percentages);
(unaudited)
Three Months Ended
June 30,
Change
% of Change
2026
2025
$
%
Acquisitions
Disposals
FX
Organic
Subscription
$403.3
$405.7
$(2.4)
(0.6)%
—%
(1.0)%
(0.3)%
0.7%
Re-occurring
109.3
108.9
0.4
0.4%
—%
—%
0.4%
—%
Recurring revenues
512.6
514.6
(2.0)
(0.4)%
—%
(0.7)%
(0.2)%
0.5%
Transactional
74.7
106.8
(32.1)
(30.1)%
—%
(14.1)%
(0.3)%
(15.7)%
Revenues
$587.3
$621.4
$(34.1)
(5.5)%
—%
(3.8)%
(0.2)%
(1.5)%
(In millions, except percentages);
(unaudited)
Six Months Ended
June 30,
Change
% of Change
2026
2025
$
%
Acquisitions
Disposals
FX
Organic
Subscription
$800.8
$794.3
$6.5
0.8%
—%
(1.2)%
0.8%
1.2%
Re-occurring
217.9
214.8
3.1
1.4%
—%
(0.1)%
2.3%
(0.8)%
Recurring revenues
1,018.7
1,009.1
9.6
1.0%
—%
(0.8)%
1.1%
0.7%
Transactional
154.1
206.0
(51.9)
(25.2)%
—%
(16.3)%
0.5%
(9.4)%
Revenues
$1,172.8
$1,215.1
$(42.3)
(3.5)%
—%
(4.1)%
1.0%
(0.4)%
Revenues by segment
(In millions, except percentages);
(unaudited)
Three Months Ended
June 30,
Change
% of Change
2026
2025
$
%
Acquisitions
Disposals
FX
Organic
Academia & Government
$300.3
$318.5
$(18.2)
(5.7)%
—%
(5.9)%
(0.1)%
0.3%
Intellectual Property
198.3
202.5
(4.2)
(2.1)%
—%
—%
0.2%
(2.3)%
Life Sciences & Healthcare
88.7
100.4
(11.7)
(11.7)%
—%
(5.4)%
(1.1)%
(5.2)%
Revenues
$587.3
$621.4
$(34.1)
(5.5)%
—%
(3.8)%
(0.2)%
(1.5)%
(In millions, except percentages);
(unaudited)
Six Months Ended
June 30,
Change
% of Change
2026
2025
$
%
Acquisitions
Disposals
FX
Organic
Academia & Government
$595.3
$621.2
$(25.9)
(4.2)%
—%
(6.1)%
0.7%
1.2%
Intellectual Property
395.5
395.2
0.3
0.1%
—%
—%
1.9%
(1.8)%
Life Sciences & Healthcare
182.0
198.7
(16.7)
(8.4)%
—%
(6.0)%
(0.1)%
(2.3)%
Revenues
$1,172.8
$1,215.1
$(42.3)
(3.5)%
—%
(4.1)%
1.0%
(0.4)%
9
Reconciliations to Certain Non-GAAP Measures
Adjusted EBITDA and Adjusted EBITDA margin
Adjusted EBITDA represents Net income (loss) before the Provision (benefit) for income taxes, Depreciation and
amortization, and Interest expense, net, adjusted to exclude share-based compensation, impairments, restructuring
expenses, the impact of certain non-cash fair value adjustments on financial instruments, acquisition and/or
disposal-related transaction costs, unrealized foreign currency gains/losses, legal settlements, and other items that
are included in Net income (loss) for the period that we do not consider indicative of our ongoing operating
performance. Net income (loss) margin is calculated by dividing Net income (loss) by Revenues. Adjusted
EBITDA margin is calculated by dividing Adjusted EBITDA by Revenues.
The following table presents our calculation of Adjusted EBITDA and Adjusted EBITDA margin for the three
and six months ended June 30, 2026 and 2025 and reconciles these non-GAAP measures to our Net income (loss)
and Net income (loss) margin for the same periods:
 
Three Months Ended June 30,
Six Months Ended June 30,
(In millions, except percentages); (unaudited)
2026
2025
2026
2025
Net income (loss)
$(268.6)
$(72.0)
$(308.8)
$(175.9)
Provision (benefit) for income taxes
8.0
12.3
19.4
31.1
Depreciation and amortization
185.7
190.9
369.7
376.3
Interest expense, net
60.4
66.6
119.4
130.9
Share-based compensation expense
15.1
18.5
29.7
29.6
Goodwill and intangible asset impairments
221.7
—
221.7
—
Restructuring costs
12.1
9.3
24.1
34.0
Transaction related costs
10.2
8.1
18.4
14.4
Other(1)
2.6
27.9
(5.2)
54.4
Adjusted EBITDA
$247.2
$261.6
$488.4
$494.8
Net income (loss) margin
(45.7)%
(11.6)%
(26.3)%
(14.5)%
Adjusted EBITDA margin
42.1%
42.1%
41.6%
40.7%
(1)Includes the net impact of foreign exchange gains and losses related to the remeasurement of balances and other items that do not reflect our ongoing
operating performance.
Adjusted net income and Adjusted diluted EPS
Adjusted net income represents Net income (loss), adjusted to exclude amortization related to acquired intangible
assets, share-based compensation, impairments, restructuring expenses, the impact of certain non-cash fair value
adjustments on financial instruments, acquisition and/or disposal-related transaction costs, unrealized foreign
currency gains/losses, legal settlements, and other items that are included in net income (loss) for the period that
we do not consider indicative of our ongoing operating performance and the associated income tax impact of such
adjustments.
Adjusted diluted EPS is calculated by dividing Adjusted net income by Adjusted diluted weighted average shares.
The Adjusted diluted weighted average shares calculation assumes that all instruments in the calculation are
dilutive.
10
The following tables present our calculation of Adjusted net income and Adjusted diluted EPS for the three and
six months ended June 30, 2026 and 2025 and reconciles these non-GAAP measures to our Net income (loss) and
diluted EPS for the same periods:
Three Months Ended June 30,
2026
2025
(In millions, except per share amounts); (unaudited)
Amount
Per Share
Amount
Per Share
Net income (loss) and Diluted EPS
$(268.6)
$(0.42)
$(72.0)
$(0.11)
Amortization related to acquired intangible assets
135.3
0.21
137.0
0.20
Share-based compensation expense
15.1
0.02
18.5
0.03
Goodwill and intangible asset impairments
221.7
0.35
—
—
Restructuring costs
12.1
0.02
9.3
0.01
Transaction related costs
10.2
0.02
8.1
0.01
Other(1)
4.3
—
28.0
0.05
Income tax impact of related adjustments
(7.0)
(0.01)
(5.6)
(0.01)
Adjusted net income and Adjusted diluted EPS
$123.1
$0.19
$123.3
$0.18
Adjusted weighted average ordinary shares, diluted
642.7
684.6
(1)Includes the net impact of foreign exchange gains and losses related to the remeasurement of balances and other items that do not reflect our ongoing
operating performance.
Six Months Ended June 30,
2026
2025
(In millions, except per share amounts); (unaudited)
Amount
Per Share
Amount
Per Share
Net income (loss) and Diluted EPS
$(308.8)
$(0.48)
$(175.9)
$(0.26)
Amortization related to acquired intangible assets
270.7
0.42
273.3
0.40
Share-based compensation expense
29.7
0.05
29.6
0.04
Goodwill and intangible asset impairments
221.7
0.35
—
—
Restructuring costs
24.1
0.04
34.0
0.05
Transaction related costs
18.4
0.03
14.4
0.02
Other(1)
(1.9)
(0.01)
54.5
0.09
Income tax impact of related adjustments
(11.5)
(0.02)
(10.8)
(0.02)
Adjusted net income and Adjusted diluted EPS
$242.4
$0.38
$219.1
$0.32
Adjusted weighted average ordinary shares, diluted
645.0
689.9
(1)Includes the net impact of foreign exchange gains and losses related to the remeasurement of balances and other items that do not reflect our ongoing
operating performance.
Free cash flow
Free cash flow represents Net cash provided by operating activities less Capital expenditures. The following table
presents our calculation of Free cash flow for the three and six months ended June 30, 2026 and 2025 and
reconciles this non-GAAP measure to Net cash provided by operating activities for the same periods:
Three Months Ended June 30,
Six Months Ended June 30,
(In millions); (unaudited)
2026
2025
2026
2025
Net cash provided by operating activities
$98.7
$116.3
$233.4
$287.5
Capital expenditures
(54.7)
(66.0)
(110.5)
(126.9)
Free cash flow
$44.0
 
$50.3
$122.9
 
$160.6
11
Reconciliations to Certain Non-GAAP Measures - 2026 Outlook
Adjusted EBITDA and Adjusted EBITDA margin
The following table presents our calculation of Adjusted EBITDA and Adjusted EBITDA margin for the 2026
outlook and reconciles these non-GAAP measures to our Net income (loss) and Net income (loss) margin for the
same period:
Year Ending December 31, 2026
(Forecasted)
(In millions); (unaudited)
Low
 
High
Net income (loss)
$(418)
$(353)
Provision (benefit) for income taxes
45
45
Depreciation and amortization
760
760
Interest expense, net
242
237
Share-based compensation expense
70
70
Goodwill and intangible asset impairments
222
222
Restructuring costs(1)
35
35
Transaction related costs
35
35
Other
(11)
(11)
Adjusted EBITDA
$980
$1,040
Net income (loss) margin
(18.2)%
(14.6)%
Adjusted EBITDA margin
42.0%
43.5%
(1)Reflects restructuring costs expected to be incurred in 2026 associated with the Value Creation Plan.
Adjusted diluted EPS
The following table presents our calculation of Adjusted diluted EPS for the 2026 outlook and reconciles this non-
GAAP measure to our Net income (loss) per share for the same period:
Year Ending December 31, 2026
(Forecasted)
(Unaudited)
Low
High
Net income (loss) per share
$(0.64)
$(0.54)
Amortization related to acquired intangible assets
0.83
0.83
Share-based compensation expense
0.11
0.11
Goodwill and intangible asset impairments
0.34
0.34
Restructuring costs(1)
0.05
0.05
Transaction related costs
0.05
0.05
Other
(0.01)
(0.01)
Income tax impact of related adjustments
(0.03)
(0.03)
Adjusted diluted EPS
$0.70
$0.80
Adjusted weighted average ordinary shares, diluted
~650 million
(1)Reflects restructuring costs expected to be incurred in 2026 associated with the Value Creation Plan.
12
Free cash flow
The following table presents our calculation of Free cash flow for the 2026 outlook and reconciles this non-GAAP
measure to our Net cash provided by operating activities for the same period:
Year Ending December 31, 2026
(Forecasted)
(In millions); (unaudited)
Low
High
Net cash provided by operating activities
$610
$680
Capital expenditures
(245)
(245)
Free cash flow
$365
$435
Revenues, including discontinued operations
Revenues, including discontinued operations represents total company revenues including those attributable to
discontinued operations, which will begin to be reported in the third quarter for the LS&H segment.
The following table presents our calculation of Revenues, including discontinued operations and reconciles this
non-GAAP measure to our Revenues, excluding discontinued operations for the same period:
Year Ending December 31, 2026
(Forecasted)
(In millions); (unaudited)
Low
High
Revenues, including discontinued operations
$2,300
$2,420
Revenues attributable to discontinued operations
(360)
(380)
Revenues
$1,940
$2,040
Media Contact:
Amy Bourke-Waite, Senior Director, Communications & Brand
newsroom@clarivate.com
Investor Relations Contact:
Mark Donohue, Vice President, Investor Relations
investor.relations@clarivate.com
Q2 2026 Earnings Call July 29, 2026

 

Safe Harbor Statement and Non-GAAP Financial Measures © 2026 Clarivate. All rights reserved. 2 Forward-Looking Statements This presentation 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. Forward-looking statements included in this presentation include all matters that are not historical facts, including statements relating to our intentions, beliefs, or current expectations concerning, among other things, the divestiture of our LS&H business or any other strategic transactions we may explore, the anticipated use of proceeds from the divestiture of our Life Sciences & Healthcare business, anticipated cost savings or other benefits, results of operations, financial condition, liquidity, capital allocation plans and share repurchases, foreign exchange impacts, prospects, growth and shareholder value, strategies, and the markets in which we operate, our financial guidance for the fiscal year 2026 and key drivers thereof and underlying assumptions, the impact or anticipated benefits of our Value Creation Plan and other growth strategies, the global macroeconomic uncertainty and volatility, the impact of artificial intelligence (“AI”) on our business and strategy, and the timing of any of the foregoing. 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, uncertainties, and other important factors (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. Factors that may impact such forward-looking statements include, but are not limited to, our ability to compete in the highly competitive industry in which we operate; our ability to maintain high annual renewal rates; our ability to maintain revenues if our products and services do not achieve and maintain broad market acceptance, or if we are unable to keep pace with or adapt to rapidly changing technology, evolving industry standards, and changing regulatory requirements; reductions in customers’ research budgets or government funding; the success of our Value Creation Plan; our ability to derive fully the anticipated benefits from organic growth, existing or future acquisitions, joint ventures, investments, or dispositions; our exposure to risk from the international scope of our operations; our level of indebtedness; our ability to leverage AI in our products and services; any significant disruption in or unauthorized access to or breaches of our computer systems or those of third parties that we utilize in our operations; other factors beyond our control; and 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.

 

Safe Harbor Statement and Non-GAAP Financial Measures © 2026 Clarivate. All rights reserved. 3 Non-GAAP Financial Measures This presentation contains financial measures that have not been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), including Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted EPS, Free Cash Flow, and Revenues, Including Discontinued Operations. Non-GAAP financial measures are not recognized terms under GAAP, are not measures of financial condition or liquidity, and should not be considered as an alternative to profit or loss for the period determined in accordance with GAAP or operating cash flows determined in accordance with GAAP. As a result, you should not consider such measures in isolation from, or as a substitute for, financial measures or results of operations calculated or determined in accordance with GAAP. We use non-GAAP measures internally in our operational and financial decision-making, to assess the operating performance of our business, to assess performance for employee compensation purposes, and to decide how to allocate resources. We believe that such measures allow us to focus on what we deem to be more reliable indicators of ongoing operating performance and our ability to generate cash flow from operations, and we also believe that investors may find these non-GAAP financial measures useful for the same reasons. Non-GAAP measures are frequently used by securities analysts, investors, and other interested parties in their evaluation of companies comparable to us, many of which present non-GAAP measures when reporting their results. Further, these measures can be useful in evaluating our performance against our peer companies because we believe they provide users with valuable insight into key components of our GAAP financial disclosure. However, non-GAAP measures have limitations as analytical tools and because not all companies use identical calculations, our presentation of non-GAAP financial measures may not be comparable to other similarly titled measures of other companies. Definitions and reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures are provided within the Appendix to this presentation. Our presentation of non-GAAP measures should not be construed as an inference that our future results will be unaffected by any of the adjusted items, or that any projections and estimates will be realized in their entirety or at all. Industry and Market Data The market data and other statistical information used throughout this presentation are based on industry publications and surveys, public filings, and various government sources. Industry publications and surveys generally state that the information contained therein has been obtained from sources believed to be reliable, but there can be no assurance as to the accuracy or completeness of the included information. We have not independently verified such third-party information, nor have we ascertained the underlying economic assumptions relied upon in those sources, and we are unable to assure you of the accuracy or completeness of such information contained in this presentation. While we are not aware of any misstatements regarding our market, industry, or similar data presented herein, such data involve risks and uncertainties and are subject to change based on various factors.

 

Agenda 4© 2026 Clarivate. All rights reserved. Business Review Financial Review Q&A Matti Shem Tov Chief Executive Officer Jonathan Collins Chief Financial Officer

 

Matti Shem Tov Chief Executive Officer Business Review

 

Q2 2026 Overview 6 ACV Organic Growth: 1.5% ▲ 20 bps YoY H1 Subs Organic Growth: 1.2% ▲ 60 bps YoY H1 Recurring Organic Growth: 0.7% 42.1% Margin1 ▲ 90 bps sequentially $75m debt reduction H1 debt reduction of $218m ▲ 1₵ YoY Revenues Adj. EBITDA¹ Free Cash Flow1 Adj. EPS1 $587M $247M $44M 19₵ Academia & Government Organic ACV and subs revenue growth at 2% Introduced Nexus Connect, the first scholarly institutional AI gateway to trusted research Intellectual Property Re-occurring organic revenue flat in Q2; expecting return to growth in H2 Introduced IPOne, a unified AI-native platform for patent and trademark agentic intelligence Life Sciences & Healthcare Organic ACV growth at 2% Reached definitive agreement to sell segment to Altaris LLC subsequent to Q22 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. 2 Subject to customary regulatory approvals and closing conditions. © 2026 Clarivate. All rights reserved.

 

Value Creation Plan Driving Focus, Growth and Innovation Product & Agentic AI Accelerated Innovation Invest in proprietary assets and drive development of Agentic-AI capabilities across portfolio Optimize ROI and Support Sales Execution Sales Improved Sales Execution Drive sales execution, customer engagement and retention Increase Organic Growth and Achieve Targets Revenue Business Model Optimization Focus on driving core subscription and re-occurring revenue improving predictability Increase Subscription and Re-occurring Revenue Mix Portfolio Solutions Rationalization Assess strategic alternatives to increase execution focus and optimize capital allocation Unlock Value for Shareholders 7 Value Creation Enablers Talent and Culture Cost Rationalization Enterprise Technology © 2026 Clarivate. All rights reserved.

 

Scaling Academic AI as the Trusted Layer Between AI and Research © 2026 Clarivate. All rights reserved. 8 Academia & Government: Academic AI Web of Science Research Intelligence AI RESEARCH ASSISTANTS AND WORKFLOW AGENTS Launched Web of Science Research Intelligence Globally AI-native platform for research funding, strategy and impact, shaped by 50+ development partners and early adopters across 20 countries, grounding every insight in publisher-neutral Web of Science data with full provenance; generated multi-million-dollar ACV pipeline AI ECOSYSTEM ACCESS Introduced Nexus Connect, the AI Gateway to Scholarly Intelligence An institutional AI gateway deployed within AI chat agents such as ChatGPT and Claude, connecting students to multi-publisher scholarly content via secure MCP integration; early access program launched July 2026 Web of Science Research Intelligence transforms AI from a search tool into a trusted decision-making layer for research workflows, marking a shift from bibliometrics to institutional intelligence and raising the stakes for Elsevier, Digital Science, and the broader analytics market “ ” - Kate Worlock, VP & Lead Analyst1 1 Outsell, Inc., a California-based research and advisory firm for data, information & analytics; https://outsellinc.com/

 

Driving AI Innovation Momentum Across The IP Ecosystem © 2026 Clarivate. All rights reserved. 9 Intellectual Property: IPOne AI RESEARCH ASSISTANTS AND WORKFLOW AGENTS Unified Platform for AI-Powered IP Intelligence Announced development of IPOne, combining purpose-built AI agents with trusted CompuMark, Derwent and Darts-ip proprietary data; developing in close collaboration with leading corporate IP teams and law firms AI WORKFLOW AGENTS Award-Winning AI Innovation in Trademark Intelligence RiskMark named Best AI Tool for Lawyers at the 2026 CODiE Awards, recognizing its combination of predictive and generative AI to reduce trademark risk assessment from hours to minutes IPOne1 1 Illustrative only. The 2026 Product Winners exemplify the innovation, creativity, and excellence that have defined this program for four decades. These organizations are solving complex challenges, advancing technology, and delivering solutions that make a measurable difference for their customers and industries “ ” - Jennifer Baranowski, President of the CODiE Awards

 

Poised To Accelerate IP Organic Growth Under Proven Leadership © 2026 Clarivate. All rights reserved. 10 Intellectual Property 1 2025A. 2 2010 to 2019. Simon Webster IP President Joined Clarivate as President of IP segment in June 2026 Former CEO of CPA Global; a prior Clarivate acquisition (October 2020), which represents ~70% of IP segment total revenue1 Achieved mid-single-digit organic CAGR during his tenure at CPA Global2 Industry veteran, brings over two decades of proven leadership across the Global IP ecosystem CLEAR LEVERS FOR ACCELERATION Focused Agenda to Drive Organic Growth Sharpening customer focus and retention across annuities and software, increasing commercial intensity in priority segments, and an accelerating innovation pipeline led by IPOne, leveraging proprietary assets STRUCTURAL STRENGTHS Scale, Proprietary Assets and Customer Trust Re-occurring annuities and renewals engine, vast collection of proprietary assets, and deep relationships with majority of the world's leading law firms and blue-chip corporate IP teams

 

LS&H Transaction Expected to Strengthen Financial Profile and Sharpen Strategic Focus © 2026 Clarivate. All rights reserved. 11 Life Science & Healthcare Divestment SHAREHOLDER VALUE CREATION Transaction Delivered at a Highly Accretive Multiple Values LS&H at 10x 2026E Adjusted EBITDA less capex, a 3 turn premium to Clarivate's implied valuation on the same metric as of 6/30 INCREASES RECURRING REVENUE MIX Shifting to a Higher-Quality Revenue Base Pro forma recurring revenue mix increases from 89% to ~92%, improving predictability, retention and cash flow visibility FURTHER STRENGTHENING BALANCE SHEET Applying Net Proceeds to Debt Paydown Net proceeds directed to accelerated debt paydown; combined with FCF, enables full retirement of notes by maturities in 2028 and 2029 OPERATIONAL FOCUS Streamlined Operating Model Creates more focus on scaled A&G and IP segments, enabling a simplified structure and targeted investments in organic growth

 

Positioned to Accelerate Organic Growth © 2026 Clarivate. All rights reserved. 12 We are more confident than ever in our ability to accelerate organic growth to create shareholder value VCP Building Blocks in Place, Clear Runway to Drive Growth 1 2024A vs. 2026 current indication including LS&H transaction impact. 2 Organic subscription + Re-occurring order types. 3 2024A vs. 2025A. 4 2025-26. 5 Expected to close by end of 2026, subject to customary regulatory approvals and closing conditions. ▲ 92% 1,200 bps increase in recurring mix1,2 ▲ 19 Major product & AI-powered capabilities released or in development4 ▲ 3 Disposals announced; 2 completed ● ~10X Segment EBITDA – Capex5 ▲ Expect > 100 bps sequential improvement in recurring organic growth in H2 2026 and continued momentum in 2027 BUSINESS MODEL OPTIMIZATION STRENGTHENED GO-TO-MARKET ACCELERATED AI INNOVATION RATIONALIZED PORTFOLIO ▲ 90 bps Increase in 2025 organic ACV growth3 LS&H DIVESTITURE ▼ ~0.5B Clear path to retire 2028/29 notes with FCF and LS&H net proceeds ACCELERATING DEBT PAYDOWN ACCELERATING ORGANIC GROWTH ImminentCompleted

 

Jonathan Collins Chief Financial Officer Financial Review

 

Q2 & H1 2026 Financial Results 14 Changes from Prior Year 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Note: Amounts in table may not sum due to rounding. $m except per share data Q2 ‘26 Q2 ‘25 Change H1 ‘26 H1 ‘25 Change Revenues $587 $621 $(34) $1,173 $1,215 $(42) Operating Expenses 787 614 173 1,343 1,229 114 Income / (Loss) from Operations $(200) $7 $(207) $(170) $(14) $(156) Interest Expense, Net 60 67 (6) 119 131 (12) Income Tax Expense (Benefit) 8 12 (4) 19 31 (12) Net Income / (Loss) $(269) $(72) $(197) $(309) $(176) $(133) Net Income / (Loss) Per Share, basic $(0.42) $(0.11) $(0.31) $(0.48) $(0.26) $(0.22) Adjusted EBITDA1 247 262 (14) 488 495 (6) Adjusted EBITDA Margin1 42.1% 42.1% - bps 41.6% 40.7% 90 bps Adjusted Diluted EPS1 $0.19 $0.18 $0.01 $0.38 $0.32 $0.06 Operating Cash Flow $99 $116 $(17) $233 $288 $(54) Capital Spending 55 66 (11) 111 127 (16) Free Cash Flow1 44 50 (6) 123 161 (38) Revenues • Change primarily due to inorganic disposals Net Income / Loss • Loss and change over prior year due entirely to non-cash goodwill impairment charge associated with LS&H divestiture Operating Cash Flow • Change primarily due to lower Adjusted EBITDA as lower interest offset by higher working capital requirements © 2026 Clarivate. All rights reserved.

 

Changes from Prior Year Q2 2026 Revenues and Adj. EBITDA1 151 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Note: Amounts in table may not sum due to rounding. Q2 2025 Q2 2026 $621 $587 $262 42.1% $247 42.1% Revenues Adj. EBITDA1 Year + Better - Worse $ millions ($1) ($7) ($9) ($1) ($24) ($7) Organic • Continued growth in recurring revenues and strong cost discipline largely mitigated profit impact from lower transactional revenues Inorganic Disposals • Impact from A&G and LS&H disposals Foreign Exchange • Strengthening of a basket of foreign currencies versus USD drove translation impact © 2026 Clarivate. All rights reserved. FXOrganic Inorganic Disposals Inorganic Divestitures Recurring ~+3 Transactional ~(11)

 

Changes from Prior Year H1 2026 Revenues and Adj. EBITDA1 161 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. 2 Subscription Revenues + Re-occurring Revenues. Note: Amounts in table may not sum due to rounding. H1 2025 H1 2026 $1,215 $1,173 $495 40.7% $488 41.6% Revenues Adj. EBITDA1 Year + Better - Worse $ millions $12 ($5) $8 ($49) ($10) Organic • Continued growth in recurring revenues and strong cost discipline more than offset lower transactional revenues Inorganic Disposals • Impact from A&G and LS&H disposals Foreign Exchange • Strengthening of a basket of foreign currencies versus USD drove translation impact as well as transaction gains last year that did not recur this year © 2026 Clarivate. All rights reserved. FXOrganic Inorganic Disposals Inorganic Divestitures Recurring2 ~+7 ($5) Transactional ~(12)

 

Q2 & H1 2026 Cash Flow 17 Changes from Prior Year $m Q2 ‘26 Q2 ‘25 Change H1 ‘26 H1 ‘25 Change Adj. EBITDA1 $247 $262 $(14) $488 $495 $(6) One-Time Costs2 (16) (18) 3 (34) (42) 8 Interest (77) (92) 15 (117) (126) 9 Taxes (19) (17) (2) (27) (24) (3) Working Capital (34) (10) (24) (71) (1) (70) Other3 (2) (7) 5 (6) (15) 9 Operating Cash Flow 99 116 (17) 233 288 (54) Capital Spending (55) (66) 11 (111) (127) 16 Free Cash Flow1 $44 $50 $(6) $123 $161 $(38) Debt Repayment (72) - (72) (211) - (211) Share Repurchase - (50) 50 (18) (100) 82 Acquisitions / Divestitures 5 6 (1) 5 6 (1) Other4 (2) 3 (5) (11) - (11) Cash Flow $(25) $9 $(34) $(112) $67 $(179) Free Cash Flow1 • Change from prior year driven entirely by working capital, largely due to timing of collections and disbursements as well as higher incentive compensation payout Capital Allocation • Repurchased $75m face value of 2028 bonds in the open market at a discount of ~3% • Achieved efficiencies enabling lower operating cash balance 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. 2 Includes restructuring-related severance and transaction cost. 3 Includes impaired contractual costs. 4 Fx, Tax withholding for share-based compensation and refinancing cost. Note: Amounts in table may not sum due to rounding. © 2026 Clarivate. All rights reserved.

 

FY 2026 Guidance Reaffirmed; Assumes LS&H Divestiture Closes at Year End5 18 ACV Organic Growth • Likely in lower half of range as LS&H moves to discontinued ops in H2 Recurring Organic Growth • Subscription growth acceleration and stable re-occurring revenues Revenues Incl. Discontinued Ops • Decline over prior year due entirely to strategic disposals; revenue mix likely above original range as LS&H moves to discontinued ops in H2 Adj. EBITDA / Margin / Adj. EPS1 • Margin expansion driven by organic growth and cost discipline • EPS growth due to share repurchases Free Cash Flow1 • At low end of range due to ~$20m of one-time costs to close transaction and ~$10m to achieve cost savings +50 bps ACV Organic Growth 2% 3% ~2¼% Recurring Organic Revenue Mix3 88% 90% ~92% +400 bps Adj. EBITDA1 $980m $1,040m ~$1,005m ~Flat Adj. EBITDA Margin1 42% 43½% ~42¾% +200 bps Adj. Diluted EPS1 80₵70₵ ~75₵ +9% Free Cash Flow1 $365m $435m ~$365m ~Flat (4)% Revenues Including Discontinued Ops1 $2,300m $2,420m ~$2,350m +90 bps Recurring Organic Growth2 ¾% 2¼% ~1½% Current vs. PY 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. 2 Subscription + Re-occurring order types. 3 (Subscription + Re-occurring) / Total Revenues excluding disposals. 4 Mid Point included for illustrative purposes only. 5 Closing of LS&H divestiture is subject to customary regulatory approvals and closing conditions. Mid Point4Guidance Range Current Indication © 2026 Clarivate. All rights reserved. Extended Guidance Range

 

FY 2026 Revenues and Adj. EBITDA1 Outlook 19 2025A 2026T $2,455 ~$2,350 $1,002 40.8% ~$1,005 ~42.8% Revenues Adj. EBITDA1 Year + Better - Worse FXOrganic ~$25 Inorganic Disposals ~($125) ~($25) Changes from Prior Year ($ millions) Inorganic Divestitures 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Note: Amounts in table may not sum due to rounding. ~$20 Organic • Recurring revenue growth partially offset by modest transactional decline • Strong profit flow-through driven by disciplined cost management Inorganic Disposals • Books transactional revenues gone by mid-year, RWD by end of year Inorganic Divestitures • Guidance does not include potential sale of LS&H business Foreign Exchange • Expect modest benefit associated with weaker USD © 2026 Clarivate. All rights reserved.

 

41.5% 39.3% 42.1% 40.5% 41.3% 41.2% 42.1% FY 2026 Quarterly Phasing 20 Revenue, Organic ACV Growth, Organic Recurring Revenue Growth and Adj. EBITDA % Revenues Incl. Discontinued Ops • Less seasonality this year due to increased recurring revenue mix because of the disposals Organic ACV • Expect acceleration through the balance of the year from momentum of new subs sales Organic Recurring Revenue • Experienced slight sequential pull back in Q2 due to timing of subs renewals; expected to accelerate in H2 from return to growth in re- occurring revenues and subs growth acceleration Adj. EBITDA Margin1 • Expect acceleration through the balance of the year from organic growth conversion and disposals Revenue ($M) FY 2025AFY 2024A Adj. EBITDA Margin (%)1 2024A revenue represents quarterly average revenue for the year. 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. © 2026 Clarivate. All rights reserved. 500 520 540 560 580 600 620 640 660 H2 2026EH1 2026A 0.9% 1.2% 1.3% 1.6% 1.8% 1.6% 1.5% 0.1% 0.6% 0.8% 0.3% 0.5% 1.0% 0.5% 2024A Q1 25A Q2 25A Q3 25A Q4 25A Q1 26A Q2 26A Q3 26E Q4 26E Organic ACV Growth (%) Organic Recurring Revenue Growth (%)

 

FY 2026 Cash Flow Outlook 21 Changes from Prior Year ($ millions) Free Cash Flow1 • Expecting flat versus prior year due to higher one-time transaction related costs from LS&H divestiture Capital Allocation • Redeemed $100m of 2026 notes and repurchased $43m of 2028 and 2029 notes in Q1 • Repurchased another $75m of 2028 notes in Q2 • Plan to utilize FCF to retire ~$200m of 2028 notes in H2 • Plan to use net proceeds from LS&H divestiture, which is expected to close before year end, to retire an additional ~$500m of the 2028 and 2029 notes 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. 2 Includes restructuring-related severance and transaction cost. 3 Includes impaired contractual costs. 4 Fx, tax withholding for share-based compensation, and refinancing cost. Note: Amounts in table may not sum due to rounding. 2026 Outlook 2025 Actuals Change Adj. EBITDA1 ~$1,005 $1,002 ~Flat One-Time Costs2 ~(70) (67) ~(5) Interest ~(235) (253) ~20 Taxes ~(50) (42) ~(10) Working Capital ~(25) 12 ~(35) Other3 ~(15) (23) ~10 Operating Cash Flow ~610 629 ~(20) Capital Spending ~(245) (263) ~20 Free Cash Flow1 ~$365 $365 ~Flat Debt Repayment ~(900) (100) ~(800) Share Repurchase ~(20) (225) ~205 Acquisitions / Divestitures ~495 3 ~490 Other4 ~(15) (9) ~(5) Cash Flow ~$(75) $34 ~$(110) © 2026 Clarivate. All rights reserved.

 

CFO Leadership Transition © 2026 Clarivate. All rights reserved. 22 Michael Easton Appointed EVP & CFO Experienced, proven leader brings more than 25 years of financial and operational expertise Appointment underscores depth and strength of leadership bench, enabling seamless transition Focus will be on accelerating growth, improving profitability, strengthening FCF generation and maintaining disciplined capital allocation Previously oversaw corporate FP&A, product and global finance teams at IHS Inc.; subsequently led global accounting, financial reporting and operations at IHS Markit Ltd. following merger with Markit Ltd.

 

Q&A Session

 

Appendix Presentation of Certain Non-GAAP Financial Measures

 

25© 2026 Clarivate. All rights reserved. Presentation of Certain Non-GAAP Financial Measures Adjusted EBITDA and Adjusted EBITDA margin Adjusted EBITDA represents net income (loss) before the provision (benefit) for income taxes, depreciation and amortization, and interest expense, net, adjusted to exclude share-based compensation, impairments, restructuring expenses, the impact of certain non-cash fair value adjustments on financial instruments, acquisition and/or disposal-related transaction costs, unrealized foreign currency gains/losses, legal settlements, and other items that are included in net income (loss) for the period that we do not consider indicative of our ongoing operating performance. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by Revenues. Net income (loss) margin is calculated by dividing Net income (loss) by Revenues. Adjusted net income and Adjusted diluted EPS Adjusted net income represents net income (loss), adjusted to exclude amortization related to acquired intangible assets, share-based compensation, impairments, restructuring expenses, the impact of certain non-cash fair value adjustments on financial instruments, acquisition and/or disposal-related transaction costs, unrealized foreign currency gains/losses, legal settlements, and other items that are included in net income (loss) for the period that we do not consider indicative of our ongoing operating performance and the associated income tax impact of such adjustments. Adjusted diluted EPS is calculated by dividing Adjusted net income by Adjusted diluted weighted average shares. The adjusted diluted weighted average shares calculation assumes that all instruments in the calculation are dilutive. Free cash flow Free cash flow represents Net cash provided by (used for) operating activities less capital expenditures. Revenues, including discontinued operations Revenues, including discontinued operations represents total company revenues including those attributable to discontinued operations, which will begin to be reported in the third quarter for the LS&H segment.

 

26 $m Q2 ‘26 Q2 ’25 H1 ’26 H1 ’25 Net income (loss) $(268.6) $(72.0) $(308.8) $(175.9) Provision (benefit) for income taxes 8.0 12.3 19.4 31.1 Depreciation and amortization 185.7 190.9 369.7 376.3 Interest expense, net 60.4 66.6 119.4 130.9 Share-based compensation expense 15.1 18.5 29.7 29.6 Goodwill and intangible asset impairments 221.7 — 221.7 — Restructuring costs 12.1 9.3 24.1 34.0 Transaction related costs 10.2 8.1 18.4 14.4 Other1 2.6 27.9 (5.2) 54.4 Adjusted EBITDA $247.2 $261.6 $488.4 $494.8 Net income (loss) margin (45.7)% (11.6)% (26.3)% (14.5)% Adjusted EBITDA margin 42.1% 42.1% 41.6% 40.7% © 2026 Clarivate. All rights reserved. 1 Includes the net impact of foreign exchange gains and losses related to the remeasurement of balances and other items that do not reflect our ongoing operating performance. Reconciliation of Non-GAAP Financial Measures Net income (loss) to Adjusted EBITDA and Adjusted EBITDA margin

 

Reconciliation of Non-GAAP Financial Measures 27 Net income (loss) and Net income (loss) per share to Adjusted net income and Adjusted diluted EPS © 2026 Clarivate. All rights reserved. 1 Includes the net impact of foreign exchange gains and losses related to the remeasurement of balances and other items that do not reflect our ongoing operating performance. Q2 ‘26 Q2 ‘25 H1 ’26 H1 ‘25 $m except per share data Amount Per Share Amount Per Share Amount Per Share Amount Per Share Net income (loss) and Diluted EPS $(268.6) $(0.42) $(72.0) $(0.11) $(308.8) $(0.48) $(175.9) $(0.26) Amortization related to acquired intangible assets 135.3 0.21 137.0 0.20 270.7 0.42 273.3 0.40 Share-based compensation expense 15.1 0.02 18.5 0.03 29.7 0.05 29.6 0.04 Goodwill and intangible asset impairments 221.7 0.35 — — 221.7 0.35 — — Restructuring costs 12.1 0.02 9.3 0.01 24.1 0.04 34.0 0.05 Transaction related costs 10.2 0.02 8.1 0.01 18.4 0.03 14.4 0.02 Other1 4.3 — 28.0 0.05 (1.9) (0.01) 54.5 0.09 Income tax impact of related adjustments (7.0) (0.01) (5.6) (0.01) (11.5) (0.02) (10.8) (0.02) Adjusted net income and Adjusted diluted EPS $123.1 $0.19 $123.3 $0.18 $242.4 $0.38 $219.1 $0.32 Adjusted weighted average ordinary shares, diluted 642.7 684.6 645.0 689.9

 

28© 2026 Clarivate. All rights reserved. $m Q2 ‘26 Q2 ‘25 H1 ’26 H1 ’25 Net cash provided by operating activities $98.7 $116.3 $233.4 $287.5 Capital expenditures (54.7) (66.0) (110.5) (126.9) Free cash flow $44.0 $50.3 $122.9 $160.6 Reconciliation of Non-GAAP Financial Measures Net cash provided by operating activities to Free cash flow

 

29© 2026 Clarivate. All rights reserved. Year Ending December 31, 2026 (Forecasted) Year Ended December 31, $m Low High 2025 Net income (loss) $(418) $(353) $(201.1) Provision (benefit) for income taxes 45 45 7.2 Depreciation and amortization 760 760 757.2 Interest expense, net 242 237 265.4 Share-based compensation expense 70 70 63.0 Goodwill and intangible asset impairments 222 222 15.0 Restructuring costs1 35 35 50.7 Transaction related costs 35 35 22.5 Other (11) (11) 21.9 Adjusted EBITDA $980 $1,040 $1,001.8 Net income (loss) margin (18.2)% (14.6)% (8.2)% Adjusted EBITDA margin 42.0% 43.5% 40.8% 1 For the 2026 outlook, reflects restructuring costs expected to be incurred associated with the Value Creation Plan. Reconciliation of Non-GAAP Financial Measures – 2026 Outlook Net income (loss) to Adjusted EBITDA and Adjusted EBITDA margin

 

30© 2026 Clarivate. All rights reserved. Year Ending December 31, 2026 (Forecasted) Low High Net income (loss) per share $(0.64) $(0.54) Amortization related to acquired intangible assets 0.83 0.83 Share-based compensation expense 0.11 0.11 Goodwill and intangible asset impairments 0.34 0.34 Restructuring costs1 0.05 0.05 Transaction related costs 0.05 0.05 Other (0.01) (0.01) Income tax impact of related adjustments (0.03) (0.03) Adjusted diluted EPS $0.70 $0.80 Adjusted weighted average ordinary shares, diluted ~650 million Reconciliation of Non-GAAP Financial Measures – 2026 Outlook 1 Reflects restructuring costs expected to be incurred in 2026 associated with the Value Creation Plan. Net income (loss) per fully diluted weighted shares outstanding to Adjusted diluted EPS

 

31 Year Ending December 31, 2026 (Forecasted) Year Ended December 31, $m Low High 2025 Net cash provided by operating activities $610 $680 $628.5 Capital expenditures (245) (245) (263.2) Free cash flow $365 $435 $365.3 © 2026 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures – 2026 Outlook Net cash provided by operating activities to Free cash flow

 

32 Year Ending December 31, 2026 (Forecasted) $m Low High Revenues, including discontinued operations $2,300 $2,420 Revenues attributable to discontinued operations (360) (380) Revenues $1,940 $2,040 © 2026 Clarivate. All rights reserved. Revenues, including discontinued operations to Revenues Reconciliation of Non-GAAP Financial Measures – 2026 Outlook

 

© 2026 Clarivate Clarivate and its logo, as well as all other trademarks used herein, are trademarks of their respective owners and used under license. 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, Intellectual Property and Life Sciences & Healthcare. For more information, please visit www.clarivate.com

 

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

38 documents

Press Releases

Other Documents