Clarivate Prices 2028 Debt Buyback at $975.15
Accepted holders would receive $975.15 per $1,000 principal amount, plus accrued interest through but excluding the expected September 25, 2026 settlement date.
Rhea-AI Filing Summary
CLARIVATE PLC announced pricing terms for a cash tender offer by its wholly owned subsidiary, Clarivate Science Holdings Corporation, for its 3.875% Senior Secured Notes due 2028. The offer has a $75,000,000 aggregate-principal cap, subject to proration and other conditions. The stated Total Consideration is $975.15 per $1,000 principal amount validly tendered for purchase, plus accrued and unpaid interest for notes accepted. The notes had $825,000,000 in aggregate principal amount outstanding.
The pricing uses a 4.864% Reference Yield and a +50-basis-point Fixed Spread. The offer expires at 5:00 p.m. New York City time on September 23, 2026, unless extended or earlier terminated. The subsidiary may change the Tender Cap before expiration and may accept up to 2% more of the outstanding notes without amending or extending the offer. Settlement was expected September 25, 2026.
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8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Tender Cap: $75,000,000
Total Consideration: $975.15 per $1,000 principal amount
Aggregate principal amount outstanding: $825,000,000
+5 more
8 metrics
Tender Cap
$75,000,000
Aggregate principal amount of notes purchased, subject to proration
Total Consideration
$975.15 per $1,000 principal amount
For notes validly tendered for purchase
Aggregate principal amount outstanding
$825,000,000
3.875% Senior Secured Notes due 2028
Reference Yield
4.864%
Tender offer pricing
Fixed Spread
+50 basis points
Tender offer pricing
Expiration deadline
5:00 p.m. New York City time on September 23, 2026
Unless extended or earlier terminated
Expected Settlement Date
September 25, 2026
Expected settlement date for the offer
Notes' stated interest rate
3.875%
Senior Secured Notes due 2028
Key Terms
Tender Cap, Total Consideration, Reference Yield, Fixed Spread, +2 more
6 terms
Tender Cap financial
"subject to a $75,000,000 cap on the aggregate principal amount"
A tender cap is the maximum number of shares or maximum total value a buyer will accept in a tender offer, essentially a limit on how much stock the bidder is willing to buy. It matters to investors because if more shares are tendered than the cap allows, the buyer will scale back purchases proportionally, like selling a fixed number of tickets when demand is higher than supply, which affects how many shares each holder can sell and the likely outcome of the offer.
Total Consideration financial
"Total Consideration payable per each $1,000 principal amount"
Total consideration is the full amount of value exchanged in a transaction, including all payments, assets, or benefits involved. It represents what is given up or received in a deal, much like the total price paid when buying a house, covering both the purchase price and any additional costs or benefits. For investors, understanding total consideration helps assess the true scale and value of a transaction.
Reference Yield financial
"Reference Yield based on the bid-side price of the Reference Security"
The reference yield is the standard rate of return on a debt security, like a government bond, that investors expect to earn if they buy it at its current price. It acts like a benchmark, helping investors compare different bonds and decide if they are worth buying, much like checking the interest rate on a savings account to see how much you will earn over time.
Fixed Spread financial
"based on the Fixed Spread, plus the Reference Yield"
A fixed spread is a set difference between the buying and selling prices of a financial instrument that remains constant regardless of market conditions. For investors, this means the cost to trade stays predictable, making it easier to understand potential expenses and plan accordingly—similar to a fixed fee in a service that doesn’t change, no matter how busy or slow the market becomes.
proration financial
"subject to proration and the terms and conditions"
Proration is the method of dividing a limited quantity—such as shares in an offering, dividends, or rights—among claimants when demand exceeds supply, so each participant receives a proportional slice rather than the full amount requested. It matters to investors because proration determines how many shares or what portion of a payout they actually receive, which affects portfolio size, cash needs, and the expected return; think of it as splitting a pie fairly when more people want a piece than there are slices.
Accrued Coupon Payment financial
"the payment thereof, the 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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much is CLVT offering for each $1,000 of its 2028 notes?
The stated Total Consideration is $975.15 per $1,000 principal amount validly tendered for purchase. Holders whose notes are accepted also receive accrued and unpaid interest from the last interest payment date to, but excluding, the Settlement Date.
What is CLVT's tender cap for the 2028 notes?
The subsidiary's Tender Cap is $75,000,000 in aggregate principal amount of notes purchased, subject to proration. It may, but is under no obligation to, eliminate, increase or decrease the cap before expiration; it may accept up to 2% more of the outstanding notes without amending or extending the offer.
Until when can CLVT noteholders withdraw tendered notes?
Notes may be validly withdrawn at or before 5:00 p.m. New York City time on September 23, 2026. After that, they may not be validly withdrawn, except as provided in the Offer to Purchase or required by applicable law.
AI-generated analysis. How Rhea-AI works. Not financial advice.
