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On November 10, 2026, Clarivate Plc issued a press release announcing
the pricing terms of the previously announced cash tender offers by its wholly-owned subsidiary, Clarivate Science Holdings Corporation,
for certain of its debt securities. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
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.
Exhibit 99.1
Clarivate Announces Pricing Terms of Offers to
Purchase for Cash Certain of its Outstanding Debt Securities
LONDON, November 10, 2026: Clarivate
Plc (NYSE: CLVT) ("Clarivate"), a leading global provider of transformative intelligence, today announced the Reference
Yield with respect to the 2028 Notes and the 2028 Notes Total Consideration (as set forth in the table below) to be paid in connection
with its previously announced cash tender offers (collectively, the "Offers") by its wholly-owned subsidiary, Clarivate Science
Holdings Corporation (the “Company”), to purchase the outstanding notes described below, 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").
The Company is offering to purchase in the Offers its 3.875% Senior
Secured Notes due 2028 (the "2028 Notes") and its 4.875% Senior Notes due 2029 (the “2029 Notes” and, together with
the 2028 Notes, the “Notes” and, each, a “Series of Notes”) for the applicable consideration described below,
subject to a $500,000,000 cap on the aggregate principal amount of Notes purchased in the Offers (the "Tender Cap"), proration
and the terms and conditions set forth in the Offer to Purchase, including, among others, a $400,000,000 cap on the aggregate principal
amount of the 2028 Notes to be purchased and a $100,000,000 cap on the aggregate principal amount of the 2029 Notes to be purchased pursuant
to the Offers (each, a “Series Cap”). Subject to applicable law, the Company may, but is under no obligation to, eliminate,
increase or decrease the Tender Cap and/or the applicable Series Cap at any time prior to the "Expiration Date" of 5:00 p.m.,
New York City time, on November 10, 2026 (unless extended or earlier terminated by the Company with respect to any Offer). In the event
proration is required with respect to a Series of Notes, the Company will multiply the principal amount of each valid tender of such Series
of Notes by the applicable proration rate and round the resulting amount down to the nearest $1,000 principal amount in order to determine
the principal amount of such tender that will be accepted pursuant to the applicable Offers. The excess principal amount of Notes not
accepted from the tendering Holders will be promptly returned to such Holders, and if this excess principal amount of Notes is less than
$2,000, the Company may either accept or reject all such tendering Holders' validly tendered Notes in its sole discretion. 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. The Offer to Purchase and any related documents are referred to
herein collectively as the "Tender Offer Documents". Capitalized terms used but not defined in this press release have the meanings
given to them in the Offer to Purchase.
Certain information regarding the Notes and the pricing for the Offers
is set forth in the table below.
| Series of Notes |
Issuer |
CUSIP / ISIN
Number(1) |
Aggregate Principal
Amount Outstanding |
Series Cap(2) |
Reference Security
|
Reference Yield(3) |
Bloomberg Reference
Page |
Fixed Spread
(Basis Points) |
Total Consideration(4) |
| 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 |
4.125% UST due June 30, 2028 |
4.725% |
FIT 4 |
+50 |
$979.08 |
| 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 |
| (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) | The Reference Yield with respect to the 2028 Notes was determined at 2:00 p.m., New York time, on November 10, 2026. |
| (4) | Represents the applicable total consideration for the 2028 Notes (the "2028 Notes Total Consideration) and the 2029 Notes (the
"2029 Notes Total Consideration") payable per each $1,000 principal amount of the applicable Series of Notes validly tendered
and accepted for purchase in the applicable Offer. |
The 2028 Notes Total Consideration is based on the Fixed Spread, plus
the Reference Yield with respect to the 2028 Notes based on the bid-side price of the Reference Security as quoted on the Bloomberg Reference
Page as of 2:00 p.m., New York City time, today, November 10, 2026 (the "Price Determination Date"). As previously announced,
the 2029 Notes Total Consideration payable per each $1,000 principal amount of such 2029 Notes validly tendered for purchase will be $928.75.
In addition to the applicable consideration, Holders whose Notes are accepted for purchase pursuant to an Offer will receive accrued and
unpaid interest on those Notes from the last interest payment date with respect to those Notes to, but excluding, the Settlement Date.
Tenders of Notes of a Series may be validly withdrawn at any time at
or prior to 5:00 p.m., New York City time, today, November 10, 2026 (the "Withdrawal Deadline"), but, except as provided in
the Offer to Purchase or required by applicable law, may not be validly withdrawn thereafter. The "Settlement Date" will be
the second business day after the Expiration Date and is expected to be November 13, 2026.
The complete terms and conditions of the Offers are set forth in the
Tender Offer Documents. Holders are urged to read the Tender Offer Documents carefully. If any condition to the Offers is not satisfied
or waived, the Company is not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered
Notes, in each case subject to applicable law, and may terminate or alter any or all of the Offers.
The Company has retained Citigroup Global Markets Inc. to act as dealer
manager (the "Dealer Manager") for the Offers. Global Bondholder Services Corporation will act 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.
Holders of Notes are advised to check with each bank, securities broker
or other intermediary through which they hold Notes as to when such intermediary would need to receive instructions from a beneficial
owner in order for that Holder to be able to participate in, or withdraw their instruction to participate in the Offers before the deadlines
specified herein and in the Offer to Purchase. The deadlines set by any such intermediary and DTC for the submission and withdrawal of
tender instructions may be earlier than the relevant deadlines specified herein and in the Offer to Purchase.
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 are 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. None of the Company, Clarivate, the Dealer Manager or the Tender and Information Agent makes any
recommendation as to whether Holders should tender their Notes pursuant to the Offers. Holders must make their own decisions as to whether
to tender Notes, and, if so, the principal amount of Notes to tender.
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.
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
