Form 8-K - Current report

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

August 6, 2024

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 August 6, 2024, Clarivate Plc (the “Company”) issued a press release announcing earnings for the second quarter ended June 30, 2024. 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 (http://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 August 6, 2024, 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 (http://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 August 06 , 2024
99.2			Supplemental Information dated August 06, 2024
104			The cover page from the Company's Current Report on Form 8-K dated August 6, 2024, 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: August 6, 2024			By: /s/ Jonathan M. Collins
			Name: Jonathan M. Collins
			Executive Vice President & Chief Financial Officer

Clarivate Reports Second Quarter 2024 Results

— Reaffirms 2024 Outlook —

London, UK -- August 6, 2024 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, 2024.

Second Quarter 2024 Financial Highlights

•Revenues of $650.3 million decreased 2.8%

•Organic revenues decreased 0.6%, as an increase in subscription revenues of 0.7% was offset by a decrease in re-occurring revenues of 0.7% and transactional and other revenues of 4.1%

•Net loss of $304.3 million; Net loss per diluted share of $0.46

•Adjusted net income(1) of $142.2 million decreased 6.6%; Adjusted diluted EPS(1) of $0.20 decreased 4.8% or $0.01

•Adjusted EBITDA(1) of $274.4 million decreased 3.7%; Adjusted EBITDA margin(1) of 42.2% decreased 40 basis points primarily due to lower revenues

•Net cash provided by operating activities of $126.2 million decreased $36.2 million; Free cash flow(1) of $60.3 million decreased $44.5 million primarily due to the timing of working capital

Six Months Ended June 30, 2024 Financial Highlights

•Revenues of $1,271.5 million decreased 2.0%

•Organic revenues decreased 1.1% as an increase in subscription revenues of 1.5% was offset by a decline in re-occurring revenues of 2.9% and transactional and other revenues of 7.3%

•Net loss of $379.3 million; Net loss per diluted share of $0.61

•Adjusted net income(1) of $245.7 million decreased 13.2%; Adjusted diluted EPS(1) of $0.34 decreased 12.8% or $0.05

•Adjusted EBITDA(1) of $510.7 million decreased 5.0%; Adjusted EBITDA margin(1) of 40.2% decreased 120 basis points primarily due to lower revenues

•Net cash provided by operating activities decreased $87.5 million to $302.4 million; Free cash flow(1) decreased $100.9 million to $172.1 million primarily due to lower operating income and increased capital expenditures

“We continue to invest in innovation and make progress on our strategy of returning to growth. During the last quarter, we launched several new, next-generation product offerings across all three segments such as the Research Horizon NavigatorTM, Trademark Watch Analyzer, and Epidemiology Intelligence,” said Jonathan Gear, Chief Executive Officer. “We are seeing our customers respond positively to our operational and product improvements, and as a result improved renewal rates and new customer wins, which will drive a return to organic growth in the second half of this year.”

Selected Financial Information


	Three Months Ended June 30,				Change				Six Months Ended June 30,				Change
(in millions, except percentages and per share data), (unaudited)	2024		2023		$		%		2024		2023		$		%
Revenues	$	650.3	$	668.8	$	(18.5)	(2.8)	%	$	1,271.5	$	1,297.9	$	(26.4)	(2.0)	%

Net income (loss)	$	(304.3)	$	(123.1)	$	(181.2)	N/M		$	(379.3)	$	(79.6)	$	(299.7)	N/M
Diluted EPS	$	(0.46)	$	(0.21)	$	(0.25)	N/M		$	(0.61)	$	(0.17)	$	(0.44)	N/M
Weighted average ordinary shares, diluted	685.6		675.9		9.7		1.4	%	676.2		675.4		0.8		0.1	%
Adjusted EBITDA(1)	$	274.4	$	284.9	$	(10.5)	(3.7)	%	$	510.7	$	537.6	$	(26.9)	(5.0)	%
Adjusted net income(1)	$	142.2	$	152.2	$	(10.0)	(6.6)	%	$	245.7	$	283.1	$	(37.4)	(13.2)	%
Adjusted diluted EPS(1)(2)	$	0.20	$	0.21	$	(0.01)	(4.8)	%	$	0.34	$	0.39	$	(0.05)	(12.8)	%
Adjusted weighted average ordinary shares, diluted(1)	726.8		734.9		(8.1)		(1.1)	%	727.2		734.8		(7.6)		(1.0)	%

Net cash provided by operating activities	$	126.2	$	162.4	$	(36.2)	(22.3)	%	$	302.4	$	389.9	$	(87.5)	(22.4)	%
Free cash flow(1)	$	60.3	$	104.8	$	(44.5)	(42.5)	%	$	172.1	$	273.0	$	(100.9)	(37.0)	%

Second Quarter 2024 Commentary

Revenues for the second quarter decreased $18.5 million, or 2.8%, to $650.3 million, primarily due to the divestiture of Valipat in April 2024 and the negative impact of foreign exchange as a result of the strengthening of the U.S. dollar. Organic revenues decreased $3.9 million or 0.6%.

Subscription revenues for the second quarter decreased $0.4 million, or 0.1%, to $405.6 million. Organic subscription revenues increased 0.7%, driven by price increases.

Re-occurring revenues for the second quarter decreased $2.4 million, or 2.2%, to $108.6 million. Organic re-occurring revenues decreased 0.7%, primarily due to lower IP patent renewal volumes.

Transactional and other revenues for the second quarter decreased $15.7 million, or 10.3%, to $136.1 million. Organic transactional and other revenues decreased 4.1%, due to lower sales across all three segments.

Balance Sheet and Cash Flow

As of June 30, 2024, cash and cash equivalents of $376.4 million increased $5.7 million compared to December 31, 2023.

The Company's total debt outstanding as of June 30, 2024 was $4,717.2 million, a decrease of $53.1 million compared to December 31, 2023, driven by an accelerated debt repayment.

Net cash provided by operating activities of $302.4 million for the six months ended June 30, 2024 decreased $87.5 million compared to the prior year period, primarily due to timing differences in working capital. Free cash flow(1) for the six months ended June 30, 2024 was $172.1 million, a decrease of $100.9 million compared to the prior year period.

Reaffirmed Outlook for 2024 (forward-looking statement)

“Our second quarter results were in line with the expectations we outlined on our prior earnings call. We continue to expect our full year 2024 financial results to be in the range of our existing outlook,” said Jonathan Collins, Executive Vice President and Chief Financial Officer. “With our strong cash flow, we plan to take a more balanced approach to capital allocation during the second half of 2024.”

The full year outlook presented below assumes no further acquisitions, divestitures, or unanticipated events.


			2024 Outlook
Revenues			$2.57B to $2.67B
Organic Revenue Growth			0% to 2%
Adjusted EBITDA(1)			$1.055B to $1.115B
Adjusted EBITDA Margin(1)			41% to 42%
Adjusted Diluted EPS(1)(2)			$0.70 to $0.80
Free Cash Flow(1)			$420M to $500M

Notes to earnings press release

(1) Non-GAAP measure. Please see “Reconciliations to Certain Non-GAAP Measures” in this earnings release for important disclosures and reconciliations of these financial measures to the most directly comparable GAAP measure. These terms are defined elsewhere in this earnings release.

(2) Adjusted diluted EPS for 2024 is calculated based on approximately 725 million fully diluted adjusted weighted average ordinary shares outstanding.

N/M - Represents a change approximately equal or in excess of 100% or not meaningful.

Conference Call and Webcast

Clarivate will host a conference call and webcast today to review the results for the second quarter at 9:00 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/319586540.

Interested parties may access the live audio broadcast by dialing +1 404-975-4839 or toll-free +1 833-470-1428 (in North America) and +44 208 068 2558 or toll free +44 808 189 6484 (internationally). The conference ID number is 143104.

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

Non-GAAP results are financial measures that are not prepared in accordance with U.S. generally accepted accounting principles ("GAAP") and are presented only as a supplement to our financial statements based on GAAP. Non-GAAP financial information is provided to enhance the reader’s understanding of our financial performance, but none of these non-GAAP financial measures are recognized terms under GAAP. They 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 in our operational and financial decision-making. We believe that such measures allow us to focus on what we deem to be a more reliable indicator 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. These measures can be useful in evaluating our performance against our peer companies because we believe the measures provide users with valuable insight into key components of GAAP financial disclosures. 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 measures, such as Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income, Adjusted diluted EPS, and Free cash flow 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 communication 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 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. These forward-looking statements include all matters that are not historical facts, and include statements regarding our intentions, beliefs, or current expectations concerning, among other things, anticipated cost savings, results of operations, financial condition, liquidity, prospects, growth, strategies, and the markets in which we operate. Such forward-looking statements are based on available current market material and management’s expectations, beliefs, and forecasts concerning future events impacting us. There can be no assurance that future developments affecting us will be those that we have anticipated. 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 of our annual report on Form 10-K. 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 or 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.

Condensed Consolidated Balance Sheets (Unaudited)


(In millions)	June 30, 2024		December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents, including restricted cash	$	376.4	$	370.7

Accounts receivable, net	796.3		908.3
Prepaid expenses	87.1		88.5
Other current assets	75.0		68.0
Assets held for sale	—		26.7
Total current assets	1,334.8		1,462.2
Property and equipment, net	46.0		51.6
Other intangible assets, net	8,771.3		9,006.6
Goodwill	1,736.5		2,023.7
Other non-current assets	91.6		60.8
Deferred income taxes	49.3		46.7
Operating lease right-of-use assets	48.2		55.2
Total assets	$	12,077.7	$	12,706.8
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	128.1	$	144.1
Accrued compensation	107.2		126.5
Accrued expenses and other current liabilities	314.1		315.2
Current portion of deferred revenues	912.4		983.1
Current portion of operating lease liability	23.3		24.4

Liabilities held for sale	—		6.7
Total current liabilities	1,485.1		1,600.0
Long-term debt	4,635.3		4,721.1

Non-current portion of deferred revenues	23.9		38.7
Other non-current liabilities	49.9		41.9
Deferred income taxes	229.0		249.6
Operating lease liabilities	49.9		63.2
Total liabilities	6,473.1		6,714.5
Commitments and contingencies
Shareholders' equity:
Preferred Shares, no par value; 14.4 shares authorized; 5.25% Mandatory Convertible Preferred Shares, Series A, zero and 14.4 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively	—		1,392.6
Ordinary Shares, no par value; unlimited shares authorized; 724.1 and 666.1 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively	13,157.7		11,740.5
Accumulated other comprehensive loss	(497.0)		(495.3)
Accumulated deficit	(7,056.1)		(6,645.5)
Total shareholders' equity	5,604.6		5,992.3
Total liabilities and shareholders' equity	$	12,077.7	$	12,706.8

Condensed Consolidated Statements of Operations (Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions, except per share data)	2024		2023		2024		2023
Revenues	$	650.3	$	668.8	$	1,271.5	$	1,297.9
Operating expenses:
Cost of revenues	213.6		224.2		431.4		453.9
Selling, general and administrative costs	185.2		192.9		377.1		387.7
Depreciation and amortization	184.4		178.1		363.8		350.7
Goodwill and intangible asset impairments	302.8		135.2		302.8		135.2
Restructuring and other impairments	0.7		12.2		10.2		21.6
Other operating expense (income), net	3.6		14.5		21.2		(17.5)
Total operating expenses	890.3		757.1		1,506.5		1,331.6
Income (loss) from operations	(240.0)		(88.3)		(235.0)		(33.7)
Fair value adjustment of warrants	—		(2.9)		(5.2)		(1.8)
Interest expense, net	71.1		73.0		141.3		146.6
Income (loss) before income taxes	(311.1)		(158.4)		(371.1)		(178.5)
Provision (benefit) for income taxes	(6.8)		(35.3)		8.2		(98.9)
Net income (loss)	(304.3)		(123.1)		(379.3)		(79.6)
Dividends on preferred shares	12.5		18.6		31.3		37.4
Net income (loss) attributable to ordinary shares	$	(316.8)	$	(141.7)	$	(410.6)	$	(117.0)

Per share:
Basic	$	(0.46)	$	(0.21)	$	(0.61)	$	(0.17)
Diluted	$	(0.46)	$	(0.21)	$	(0.61)	$	(0.17)

Weighted average shares used to compute earnings per share:
Basic	685.6		675.9		676.2		675.4
Diluted	685.6		675.9		676.2		675.4

Condensed Consolidated Statements of Cash Flows (Unaudited)


	Six Months Ended June 30,
(In millions)	2024		2023
Cash Flows From Operating Activities
Net income (loss)	$	(379.3)	$	(79.6)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	363.8		350.7
Share-based compensation	33.9		71.6
Restructuring and other impairments, including goodwill	301.3		138.7


Gain on legal settlement	—		(49.4)
Deferred income taxes	(24.6)		(47.8)
Amortization of debt issuance costs	7.9		9.1
Other operating activities	14.3		17.0
Changes in operating assets and liabilities:
Accounts receivable	103.2		121.7
Prepaid expenses	1.1		(11.9)
Other assets	(5.4)		38.6
Accounts payable	(12.2)		6.2
Accrued expenses and other current liabilities	(38.3)		(74.2)
Deferred revenues	(59.7)		(18.4)
Operating leases, net	(4.8)		(4.5)
Other liabilities	1.2		(77.9)
Net cash provided by operating activities	302.4		389.9
Cash Flows From Investing Activities
Capital expenditures	(130.3)		(116.9)
Payments for acquisitions, net of cash acquired	(17.1)		(1.1)
Proceeds from divestitures, net of cash divested	(19.2)		10.5
Net cash provided by (used for) investing activities	(166.6)		(107.5)
Cash Flows From Financing Activities
Principal payments on term loans	(52.7)		(150.0)

Payment of debt issuance costs and discounts	(20.1)		0.1


Cash dividends on preferred shares	(37.7)		(37.7)

Payments related to finance lease	(0.4)		(0.5)
Payments related to tax withholding for share-based compensation	(9.9)		(9.7)
Net cash provided by (used for) financing activities	(120.8)		(197.8)
Effects of exchange rates	(9.3)		1.7
Net change in cash and cash equivalents, including restricted cash	$	5.7	$	86.3
Cash and cash equivalents, including restricted cash, beginning of period	$	370.7	$	356.8
Cash and cash equivalents, including restricted cash, end of period	$	376.4	$	443.1

Supplemental Revenues Information

Annualized contract value (“ACV”) represents the annualized value for the next 12 months of subscription-based client license agreements, assuming that all expiring license agreements during that period are renewed at their current price level. Our ACV was $1,591.8 and $1,567.2 as of June 30, 2024 and 2023, respectively, which corresponds to an increase of 1.6%. The increase in ACV was primarily due to the impact of price increases.

The following tables present our revenues by type and by segment for the periods indicated, as well as the drivers of the variances between periods, including as a percentage of such revenues.


	Three Months Ended June 30,				Change				% of Change
(In millions, except percentages); (unaudited)	2024		2023		$		%		Acquisitions		Disposals		FX		Organic
Subscription revenues	$	405.6	$	406.0	$	(0.4)	(0.1)	%	0.1	%	—	%	(0.9)	%	0.7	%
Re-occurring revenues	108.6		111.0		(2.4)		(2.2)	%	—	%	—	%	(1.5)	%	(0.7)	%
Transactional and other revenues	136.1		151.8		(15.7)		(10.3)	%	0.1	%	(6.0)	%	(0.3)	%	(4.1)	%
Revenues	$	650.3	$	668.8	$	(18.5)	(2.8)	%	0.1	%	(1.4)	%	(0.9)	%	(0.6)	%


	Six Months Ended June 30,				Change				% of Change
(In millions, except percentages); (unaudited)	2024		2023		$		%		Acquisitions		Disposals		FX		Organic
Subscription revenues	$	808.7	$	799.2	$	9.5	1.2	%	0.1	%	—	%	(0.4)	%	1.5	%
Re-occurring revenues	211.1		218.7		(7.6)		(3.5)	%	—	%	—	%	(0.6)	%	(2.9)	%
Transactional and other revenues	251.7		280.0		(28.3)		(10.1)	%	0.1	%	(2.9)	%	—	%	(7.3)	%
Revenues	$	1,271.5	$	1,297.9	$	(26.4)	(2.0)	%	0.1	%	(0.6)	%	(0.4)	%	(1.1)	%


	Three Months Ended June 30,				Change				% of Change
(In millions, except percentages); (unaudited)	2024		2023		$		%		Acquisitions		Disposals		FX		Organic
Academia & Government	$	344.5	$	342.0	$	2.5	0.7	%	—	%	—	%	(0.6)	%	1.3	%
Intellectual Property	201.6		216.3		(14.7)		(6.8)	%	—	%	(3.7)	%	(1.3)	%	(1.8)	%
Life Sciences & Healthcare	104.2		110.5		(6.3)		(5.7)	%	0.4	%	(1.1)	%	(1.1)	%	(3.9)	%
Revenues	$	650.3	$	668.8	$	(18.5)	(2.8)	%	0.1	%	(1.4)	%	(0.9)	%	(0.6)	%


	Six Months Ended June 30,				Change				% of Change
(In millions, except percentages); (unaudited)	2024		2023		$		%		Acquisitions		Disposals		FX		Organic
Academia & Government	$	662.2	$	656.7	$	5.5	0.8	%	—	%	—	%	(0.1)	%	0.9	%
Intellectual Property	402.5		425.4		(22.9)		(5.4)	%	—	%	(1.6)	%	(0.6)	%	(3.2)	%
Life Sciences & Healthcare	206.8		215.8		(9.0)		(4.2)	%	0.3	%	(0.6)	%	(0.6)	%	(3.3)	%
Revenues	$	1,271.5	$	1,297.9	$	(26.4)	(2.0)	%	0.1	%	(0.6)	%	(0.4)	%	(1.1)	%

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 acquisition and/or disposal-related transaction costs, share-based compensation, unrealized foreign currency gains/losses, restructuring expenses, non-operating income and/or expense, the impact of certain non-cash fair value adjustments on financial instruments, legal settlements, impairments, 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, 2024 and 2023 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)	2024			2023			2024			2023


Net income (loss)	$	(304.3)		$	(123.1)		$	(379.3)		$	(79.6)
Provision (benefit) for income taxes	(6.8)			(35.3)			8.2			(98.9)
Depreciation and amortization	184.4			178.1			363.8			350.7
Interest expense, net	71.1			73.0			141.3			146.6

Transaction related costs	3.1			0.7			7.5			2.4
Share-based compensation expense	18.9			30.5			34.3			71.7

Goodwill and intangible asset impairments	302.8			135.2			302.8			135.2
Restructuring and other impairments	0.7			12.2			10.2			21.6
Fair value adjustment of warrants	—			(2.9)			(5.2)			(1.8)
Other(1)	4.5			16.5			27.1			(10.3)
Adjusted EBITDA	$	274.4		$	284.9		$	510.7		$	537.6

Net income (loss) margin	(46.8)		%	(18.4)		%	(29.8)		%	(6.1)		%
Adjusted EBITDA margin	42.2		%	42.6		%	40.2		%	41.4		%
(1) Primarily reflects 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. In addition to the net unrealized foreign exchange loss, the six months ended June 30, 2024 also includes a $14.8 loss on divestiture and the six months ended June 30, 2023 includes a $49.4 gain on legal settlement.

Adjusted net income and Adjusted diluted EPS

Adjusted net income is calculated using Net income (loss), adjusted to exclude acquisition and/or disposal-related transaction costs (such costs include net income from continuing operations before the provision for income taxes, depreciation and amortization, and interest income and expense from the divested business), amortization related to acquired intangible assets, share-based compensation, unrealized foreign currency gains/losses, restructuring expenses, the impact of certain non-cash fair value adjustments on financial instruments, legal settlements, impairments, 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 income tax impact of any adjustments.

Adjusted diluted EPS is calculated by dividing Adjusted net income by Adjusted diluted weighted average shares for the period. The Adjusted diluted weighted average shares assumes that all instruments in the calculation are dilutive.

The following tables present our calculation of Adjusted net income and Adjusted diluted EPS for the three and six months ended June 30, 2024 and 2023 and reconciles these non-GAAP measures to our Net income (loss) and diluted EPS for the same periods:


	Three Months Ended June 30,
	2024				2023
(In millions, except per share amounts); (unaudited)	Amount		Per Share		Amount		Per Share
Net income (loss) and EPS	$	(304.3)	$	(0.44)	$	(123.1)	$	(0.18)
Transaction related costs	3.1		—		0.7		—
Share-based compensation expense	18.9		0.03		30.5		0.05
Amortization related to acquired intangible assets	139.7		0.20		143.5		0.21
Goodwill and intangible asset impairments	302.8		0.44		135.2		0.20
Restructuring and other impairments	0.7		—		12.2		0.02
Fair value adjustment of warrants	—		—		(2.9)		—

Other(1)	4.5		—		16.5		—
Income tax impact of related adjustments	(23.2)		(0.03)		(60.4)		(0.09)
Adjusted net income and Adjusted diluted EPS	$	142.2	$	0.20	$	152.2	$	0.21
Adjusted weighted average ordinary shares, diluted	726.8				734.9
(1) Primarily reflects 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,
	2024				2023
(In millions, except per share amounts); (unaudited)	Amount		Per Share		Amount		Per Share
Net income (loss) and EPS	$	(379.3)	$	(0.56)	$	(79.6)	$	(0.12)
Transaction related costs	7.5		0.01		2.4		—
Share-based compensation expense	34.3		0.05		71.7		0.11
Amortization related to acquired intangible assets	278.2		0.41		287.9		0.43
Goodwill and intangible asset impairments	302.8		0.45		135.2		0.20
Restructuring and other impairments	10.2		0.02		21.6		0.03
Fair value adjustment of warrants	(5.2)		(0.01)		(1.8)		—

Other(1)	27.1		0.01		(10.3)		(0.05)
Income tax impact of related adjustments	(29.9)		(0.04)		(144.0)		(0.21)
Adjusted net income and Adjusted diluted EPS	$	245.7	$	0.34	$	283.1	$	0.39
Adjusted weighted average ordinary shares, diluted	727.2				734.8
(1) Primarily reflects 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. In addition to the net unrealized foreign exchange loss, the six months ended June 30, 2024 also includes a $14.8 loss on divestiture and the six months ended June 30, 2023 includes a $49.4 gain on legal settlement.

Free cash flow

Free cash flow is calculated using Net cash provided by operating activities less Capital expenditures. The following table reconciles this non-GAAP measure to Net cash provided by operating activities:


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions); (unaudited)	2024		2023		2024		2023
Net cash provided by operating activities	$	126.2	$	162.4	$	302.4	$	389.9
Capital expenditures	(65.9)		(57.6)		(130.3)		(116.9)
Free cash flow	$	60.3	$	104.8	$	172.1	$	273.0

Reconciliations to Certain Non-GAAP Measures - 2024 Outlook

Adjusted EBITDA and Adjusted EBITDA Margin

The following table presents our calculation of Adjusted EBITDA and Adjusted EBITDA margin for the 2024 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, 2024 (Forecasted)
(In millions, except percentages); (unaudited)	Low			High
Net income (loss)	$	(415)		$	(355)
Provision (benefit) for income taxes	35			35
Depreciation and amortization	730			730
Interest expense, net	283			283
Transaction related costs	11			11
Share-based compensation expense	71			71
Goodwill impairment	303			303
Restructuring and other impairments(1)	15			15
Fair value adjustment of warrants	(5)			(5)
Other	27			27
Adjusted EBITDA	$	1,055		$	1,115

Net income (loss) margin	(16)		%	(13)		%
Adjusted EBITDA margin	41		%	42		%
(1) Reflects restructuring costs expected to be incurred in 2024 associated with the Segment Optimization restructuring program.

Adjusted diluted EPS

The following table presents our calculation of Adjusted diluted EPS for the 2024 outlook and reconciles this non-GAAP measure to our per share Net income (loss) for the same period:


	Year Ending December 31, 2024 (Forecasted)
(Unaudited)	Low		High
Net income (loss)	$	(0.58)	$	(0.49)
Transaction related costs	0.02		0.02
Share-based compensation expense	0.10		0.10
Amortization related to acquired intangible assets	0.76		0.76
Goodwill impairment	0.42		0.42
Restructuring and other impairments(1)	0.02		0.02
Fair value adjustment of warrants	(0.01)		(0.01)
Other	0.03		0.04
Income tax impact of related adjustments	(0.06)		(0.06)
Adjusted diluted EPS	$	0.70	$	0.80
Adjusted weighted average ordinary shares, diluted(2)	725 million
(1) Refer to associated line item descriptions provided for the Adjusted EBITDA outlook reconciliation table above.
(2) For the purposes of calculating Adjusted diluted EPS, we have assumed the "if-converted" method of share dilution on a full year basis.

Free cash flow

The following table presents our calculation of Free cash flow for the 2024 outlook and reconciles this non-GAAP measure to our Net cash provided by operating activities for the same period:


	Year Ending December 31, 2024 (Forecasted)
(In millions); (unaudited)	Low		High
Net cash provided by operating activities	$	695	$	775
Capital expenditures	(275)		(275)
Free cash flow	$	420	$	500

Media Contact:

Amy Bourke-Waite, Senior Director, Corporate Communications

newsroom@clarivate.com

Investor Relations Contact:

Mark Donohue, Vice President, Investor Relations

investor.relations@clarivate.com

215-243-2202

Q2 2024 Earnings Call August 6, 2024

Mark Donohue VP Investor Relations Introduction

Safe Harbor Statement and Non-GAAP Financial Measures © 2024 Clarivate. All rights reserved. 3 Forward-Looking Statements This communication 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 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. These forward-looking statements include all matters that are not historical facts, and include statements regarding our intentions, beliefs, or current expectations concerning, among other things, anticipated cost savings, results of operations, financial condition, liquidity, prospects, growth, strategies, and the markets in which we operate. Such forward-looking statements are based on available current market material and management’s expectations, beliefs and forecasts concerning future events impacting us. There can be no assurance that future developments affecting us will be those that we have anticipated. 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 of our annual report on Form 10-K. 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 or on our website at www.clarivate.com. Non-GAAP Financial Measures This presentation contains financial measures which have not been calculated in accordance with United States generally accepted accounting principles (“GAAP”), including Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted EPS, Free Cash Flow, and Free Cash Flow Conversion because they are a basis upon which our management assesses our performance, and we believe they reflect the underlying trends and indicators of our business. Although we believe these measures may be useful for investors for the same reasons, these financial measures should not be considered as an alternative to GAAP financial measures as a measure of the Company’s financial condition, profitability, performance and liquidity. In addition, these financial measures may not be comparable to similar measures used by other companies. In the Appendix to this presentation, we provide further descriptions of these non-GAAP measures and reconciliations of these non-GAAP measures to the corresponding most closely-related GAAP measures. 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© 2024 Clarivate. All rights reserved. Introduction Business Review Financial Review Q&A Mark Donohue Vice President Investor Relations Jonathan Gear Chief Executive Officer Jonathan Collins Executive Vice President and Chief Financial Officer All Opening Remarks Andy Snyder Chairman of the Board Matti Shem Tov Chief Executive Officer Elect

Andy Snyder Chairman of the Board Opening Remarks

Introduction © 2024 Clarivate. All rights reserved. 6 Matti Shem Tov Chief Executive Officer Elect Matti brings over 30 years experience of executive leadership experience in software and information services companies Previously served as Chief Executive Officer at ProQuest and Ex Libris, leading the company to become a prominent technology provider for academic, national, and research libraries worldwide Matti holds a bachelors degree in computer science and a master’s degree in business administration, both from Bar-Ilan University in Israel

Jonathan Gear Chief Executive Officer Business Review

Q2 2024 Overview 8 +1% organic improvement from Q1 to Q2 H1 1.5% organic subscription growth 42% margin1 H1 34% conversion (1₵) YoY Revenues Adj. EBITDA¹ Free Cash Flow1 Adj. EPS1 $650M $274M $60M 20₵ 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Academia & Government H1 organic subscription growth >3% Launched new solutions across portfolio and won several multi-million-dollar contracts Intellectual Property >400 bp re-occurring organic sequential improvement (Q1 to Q2) Launched Trademark Watch Analyzer and secured two multi-year government contracts Life Sciences & Healthcare H1 organic decline of 2% exc. RWD, primarily due to cost cutting in big pharma Launched Epidemiology Intelligence and acquired Global QMS © 2024 Clarivate. All rights reserved.

A&G Solid Subscription Growth 9 A&G Business Performance • Strong subscription growth of >3% in H1 driven by renewal rate of >96% • Q2 subscription growth lower than Q1, due to large on-time renewals in Q1 that were late last year, driving total Clarivate overall Q2 subs growth of <1% • Transactional sales headwinds in content (digital collections and books) due to softer one-time budgets in ‘23-’24 academic fiscal year A&G Segment Highlights • Strengthened research intelligence and library software solutions with AI- powered product launches for Web of Science Research Intelligence , ExLibris Specto and ExLibris Collecto • Won seven figure state-wide, multi-year content aggregation deal in the US, displacing key competitor; Awarded library software deal covering 2,000+ school libraries in Europe • Released 2024 Journal Citation Reports , including the widely recognized Journal Impact Factor , covering over 21,800 journals across 112 countries Web of Science Research Intelligence © 2024 Clarivate. All rights reserved.

IP Stabilizing With Rebound To Growth In H2 10 IP Business Performance • YTD high single digit growth in IP Management Software, with >80% win rate in large corporate IPMS competitive deals in APAC, Japan • Trademark search volumes stabilized, with growth supported by large scale project wins • Derwent H1 renewal rate increased by +250bps compared to same period last year, but continued pressure on Innography and Incopat driving lower full year subs growth outlook IP Segment Highlights • Launched next generation trademark protection solution, Trademark Watch Analyzer, bringing together global trademark and case law, Clarivate IP expertise and cutting-edge AI technology for greater efficiency and accuracy • Awarded two strategic multi-year government contracts, total value of ~$10M, for US and an Asian patent and trademark office to provide AI-enabled patent design, search and classification • Acquired a leading patent drafting and prosecution provider, Rowan TELS, (July 19th) as part of our focus on providing IP attorneys AI-enabled tools, to automate parts of the filing and prosecution process Trademark Watch Analyzer © 2024 Clarivate. All rights reserved.

Use Case Rapid, precise patent search leveraging curated IP database to support critical decisions Scaled, rapid, orchestrated review of patents to detect competitor movements and infringement Technical, IP, market, and innovation insights to inform R&D decisions Patent analytics insights to maximize every IP dollar and place the right IP bets User Persona IP Professionals IP Professionals + R&D Professionals R&D Professionals IP & Business Leaders Upcoming Innovation AI-enabled patent search and search management Automated alert ingest Conversational AI chat and AI result set summaries AI patent classification Delivering Embedded Use-Case Specific Intelligence In IP 11© 2024 Clarivate. All rights reserved. Derwent Search New Patent Watch Solution Innography Release Alpha Q2 24 | Beta Q3 24 General Release Q4 24 Alpha Q2 24 | Beta Q4 24 General Release H1 25 Alpha Q4 24 | Beta Q1 25 General Release H1 25 Alpha Q2 24 | Beta Q4 24 General Release H1 25 Research and DevelopmentWatchSearch IP Strategy New Suite of R&D Solutions

LS&H Pressure Due To Customer Budget Headwinds 12 LS&H Business Performance • Improved sales in international markets (Europe and APAC) and mid-size pharma; closed large consulting deal ($1M+) with top 201 pharma company focused on Diabetes and Obesity market • Discontinuation of data partner channel driving lower RWD transactional sales. Continued progress with Life Science grade data platform as third sale to top 201 pharma awarded • Macro headwinds as a result of most major pharma companies executing cost cutting initiatives LS&H Segment Highlights • Launched Epidemiology Intelligence , unified platform enabling precise forecasting and evaluation across 5,000 patient populations and 1,200+ diseases and procedures • Acquired Global QMS, strengthening workflow solutions and expanding reach into critical customer use cases, e.g. supply chain and quality management; disposed of two non-core growth dilutive solutions • Implemented “2 Releases a Year (2RaY)” model for key research and development products to revitalize the portfolio around customer needs and return to growth Epidemiology Intelligence © 2024 Clarivate. All rights reserved.1 Top 20 Pharma Companies by 2023 Revenue (Fierce Pharma).

Data Type Life Science grade highly enriched electronic patient records and claims data Highly enriched electronic patient records and claims data Highly enriched electronic patient records and claims data + curated genetic data Analytics Market opportunity assessment Patient journey, commercial targeting, market access, product performance Rare disease patient identification Disease Coverage ~10,000 Diagnostic Categories Initially 10-20 (e.g. Parkinson's, Osteoarthritis, COPD) e.g. Rare Diseases Sales Channel Data aggregators -> Pharma / BioTech Pharma / BioTech Pharma / BioTech Building A Growth Engine In Real World Data 13© 2024 Clarivate. All rights reserved. Cohort-specific data and modules Commercial analytics modules Genomics enriched patient insights FranchisePlatformProduct Release General Release 2023 Major Enhancements Q3/Q4 24 Alpha Q2 24 | Beta Q3/Q4 24 General Release Q4 24 General Release 2025

Jonathan Collins Chief Financial Officer Financial Review

Q2 2024 Financial Results 15 Changes from Prior Year $m except per share data Q2 ‘24 Q2 ‘23 Change H1 ‘24 H1 ‘23 Change Revenues $650 $669 $(19) $1,272 $1,298 $(26) Income / (Loss) from Operations (240) (88) (152) (235) (34) (201) Fair Value Adjustment of Warrants (Gain) / Loss - (3) 3 (5) (2) (3) Interest Expense, Net 71 73 (2) 141 147 (6) Income Tax Expense (Benefit) (7) (35) 28 8 (99) 107 Net Income / (Loss) to Ordinary Shares $(317) $(142) $(175) $(411) $(117) $(294) Net Income / (Loss) Per Share, basic $(0.46) $(0.21) $(0.25) $(0.61) $(0.17) $(0.44) Adjusted EBITDA1 274 285 (11) 511 538 (27) Adjusted EBITDA Margin1 42.2% 42.6% (40 bps) 40.2% 41.4% (120 bps) Adjusted Diluted EPS1 $0.20 $0.21 $(0.01) $0.34 $0.39 $(0.05) Operating Cash Flow $126 $162 $(36) $302 $390 $(88) Capital Spending 66 58 8 130 117 13 Free Cash Flow1 60 104 (44) 172 273 (101) Revenues • Q2 decline due largely to Valipat divestiture in April and Fx translation impact Net Income • Q2 decrease due to goodwill impairment in Q2'24 exceeding intangible asset impairment in Q2'23; H1 decrease further due to non-recurring items from Q1’23 (legal settlement gain of $49m and favorable resolution of tax dispute of $70m) Operating Cash Flow • Decline due to working capital timing 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Amounts in table may not sum due to rounding. © 2024 Clarivate. All rights reserved.

Changes from Prior Year Q2 2024 Revenues and Adj. EBITDA1 16 Organic • Organic decline pressured margins as operating expenses were essentially flat Inorganic • Valipat divestiture completed in April net of nominal revenue contribution from MotionHall acquisition Foreign Exchange • Strengthening of USD against basket of foreign currencies resulting in adverse top- and bottom-line FX impact Revenues Adj. EBITDA1 Year + Better - Worse $ millions 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Amounts in table may not sum due to rounding. Q2 2023 Organic Inorganic FX Q2 2024 $669 ($4) ($9) $650 $285 42.6% $274 42.2% ($4) ($4) ($3) ($6) © 2024 Clarivate. All rights reserved.

Q2 2024 Cash Flow 17 Changes from Prior Year Free Cash Flow1 • Decline primarily due to working capital timing of receipts and disbursements Capital Allocation • Refinancing of existing term loan in January extended maturity to 2031 and included $47m principal payment as well as fees associated with transaction • Final dividend on preferred shares paid in June in conjunction with conversion to common shares $m Q2 ‘24 Q2 ‘23 Change H1 ‘24 H1 ‘23 Change Adj. EBITDA1 $274 $285 $(11) $511 $538 $(27) One-Time Costs (6) (14) 8 (25) (47) 22 Interest (95) (96) 1 (132) (136) 4 Taxes (17) (20) 3 (25) (23) (2) Working Capital / Other (30) 7 (37) (27) 58 (85) Operating Cash Flow 126 162 (36) 302 390 (88) Capital Spending (66) (58) (8) (130) (117) (13) Free Cash Flow1 $60 $104 $(44) $172 $273 $(101) Conversion 22% 37% (15)%pts 34% 51% 17%pts Preferred Dividend (19) (19) - (38) (38) - Share Repurchase - - - - - - Debt Repayment (5) (25) 20 (53) (150) 97 M&A (36) 10 (46) (36) 9 (45) Other2 (5) (1) (4) (39) (8) (31) Cash Flow $(5) $69 $(74) $6 86 $(80) 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Amounts in table may not sum due to rounding. ² Fx, Tax withholding for share-based comp and refinancing cost. © 2024 Clarivate. All rights reserved.

Organic Growth 0.0% 2.0% Reaffirmed FY 2024 Outlook 18 Profit Margin1 41.0% 42.0% Adj. EBITDA1 $1,055m $1,115m Free Cash Flow1 $420m $500m Revenues $2,570m $2,670m Adj. Diluted EPS1 80₵70₵ Organic Growth • Now expect full year growth below midpoint of the range • Anticipate a sequential improvement returning to growth in Q3 in the range of flat to ~1% Revenues • Expected near mid-point of range as lower organic growth likely partially offset by favorable Fx Profit and FCF • Adj. EBITDA, profit margin, and Adj. Diluted EPS expected near mid-point of ranges • Free cash flow now expected at low end of range on higher capital spending and working capital requirements 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. © 2024 Clarivate. All rights reserved. ~1.0% ~41.5% ~$1,085m ~$460m ~$2,620m ~75₵ Mid PointGuidance Range Current Indication

FY 2024 Organic Growth Phasing © 2024 Clarivate. All rights reserved. 19 Subscription • A&G leading with >3% sub growth in H1 with declines in LS&H and IP due to commercialization and patent intelligence, respectively • Subscription growth expected to remain consistent through balance of year Re-occurring • H2 volume expected to increase on new customer onboardings, improved retention, and US PTO price increases Transactional • A&G transactional business expected to improve on lower comps • LS&H improving from decline to flat organic by Q4 as backlog of larger projects are delivered • IP sequential acceleration of growth as projects in Trademark and Patent Maintenance are delivered See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Revenue Type First Half Second Half Full Year Subscription <2% <2% <2% Re-occurring (3%) ~3% ~Flat Transactional (7%) +LSD % (LSD %) Organic Growth (1%) <2% <1%

FY 2024 Revenues and Adj. EBITDA1 Outlook 20 Organic • Expect stable subscription growth just below 2% will be diluted by flat re-occurring and partially offset by modest transactional decline Inorganic • Valipat divestiture completed in April net of nominal revenue contributions from MotionHall, Global QMS, and Rowan TELS acquisitions Foreign Exchange • Profit headwind due to transactional FX gains expected to be lower than 2023 2023A Organic Inorganic FX 2024T $2,629 ~$10 ~($30) ~$0 ~$2,610 $1,117 42.5% ~$1,085 ~41.5% ~($5) ~($15) ~($10) Changes from Prior Year Revenues Adj. EBITDA1 Year + Better - Worse $ millions 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Amounts in table may not sum due to rounding. © 2024 Clarivate. All rights reserved.

FY 2024 Cash Flow Outlook 21 Changes from Prior Year Free Cash Flow1 • One-time costs lower on acquisition integration completion • Interest cost lower on deleveraging and TLB refi benefit • Cash tax higher on timing of payments and jurisdictional mix • Working capital now expected to be modest use of cash • Higher capital spending to fuel product innovation Capital Allocation • Final dividend on preferred shares paid in June in conjunction with conversion to common shares • Optionality for balanced capital allocation • M&A uses of cash include Valipat divestiture, Global QMS and Rowan TELS acquisitions $m 2024 Outlook 2023 Actuals Change Adj. EBITDA1 ~$1,085 $1,117 ~$(30) One-Time Costs ~(40) (61) ~20 Interest ~(265) (274) ~10 Taxes ~(60) (43) ~(15) Working Capital / Other ~(20) 5 ~(25) Operating Cash Flow ~700 744 ~(45) Capital Spending ~(275) (243) ~(30) Free Cash Flow1 ~$425 $502 ~$(75) Conversion ~39% 45% ~(6)% Preferred Dividend ~(40) (76) ~35 Share Repurchase ~(300) (100) ~100 Debt Repayment (300) M&A ~(55) 5 ~(60) Other2 ~(45) (12) ~(30) Cash Flow ~$(15) $14 ~$(30) 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Amounts in table may not sum due to rounding. ² Fx, Tax withholding for share-based comp and refinancing cost. © 2024 Clarivate. All rights reserved.

Financial Objectives 22 ~10% Capital Spending >40% Profit Margin1 ~40% Free Cash Flow1 Conversion ~$400 Balanced Allocation Accelerate organic growth to market levels 1 Durable margins through the investment cycle 2 Attractive cash flow engine 3 Disciplined capital allocation 4 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. © 2024 Clarivate. All rights reserved.

Q&A Session

© 2024 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

Appendix Presentation of Certain Non-GAAP Financial Measures

26© 2024 Clarivate. All rights reserved. Presentation of Certain Non-GAAP Financial Measures This presentation contains financial measures which have not been calculated in accordance with generally accepted accounting principles in the United States of America (“US GAAP“), including Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income, Adjusted diluted EPS and Free cash flow because they are a basis upon which our management assesses our performance, and we believe they reflect the underlining trends and indicators of our business. Adjusted EBITDA Adjusted EBITDA represents Net income (loss) before the Provision (benefit) for income taxes, Depreciation and amortization, and Interest expense, net, adjusted to exclude acquisition and/or disposal-related transaction costs, share-based compensation, unrealized foreign currency gains/losses, restructuring expenses, non-operating income and/or expense, the impact of certain non-cash fair value adjustments on financial instruments, legal settlements, impairments, and other items that are included in Net income (loss) for the period that we do not consider indicative of our ongoing operating performance. In evaluating Adjusted EBITDA, you should be aware that in the future the Company may incur expenses that are the same as or similar to some of the included adjustments. The Company’s presentation of Adjusted EBITDA should not be construed as an inference that the Company’s future results will be unaffected by any of the adjusted items, or that the Company’s projections and estimates will be realized in their entirety or at all.

27© 2024 Clarivate. All rights reserved. Presentation of Certain Non-GAAP Financial Measures Adjusted EBITDA The use of Adjusted EBITDA instead of US GAAP has limitations as an analytical tool, and you should not consider Adjusted EBITDA in isolation, or as a substitute for analysis of the Company’s results of operations and operating cash flows as reported under US GAAP. For example, Adjusted EBITDA does not reflect: – the Company’s cash expenditures or future requirements for capital expenditures – changes in, or cash requirements for, the Company’s working capital needs – interest expense, or the cash requirements necessary to service interest or principal payments, on the Company’s debt – any cash income taxes that the Company may be required to pay – any cash requirements for replacements of assets that are depreciated or amortized over their estimated useful lives and may have to be replaced in the future – all non-cash income or expense items that are reflected in the Company’s statements of cash flows The Company’s definition of and method of calculating Adjusted EBITDA may vary from the definitions and methods used by other companies when calculating Adjusted EBITDA, which may limit their usefulness as comparative measures. The Company prepared the information included in this presentation based upon available information and assumptions and estimates that it believes are reasonable. The Company cannot assure you that its estimates and assumptions will prove to be accurate. Adjusted EBITDA margin Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by Revenues. Net income (loss) margin is calculated by dividing Net income (loss) by Revenues.

28© 2024 Clarivate. All rights reserved. Presentation of Certain Non-GAAP Financial Measures Adjusted net income and Adjusted diluted EPS We use Adjusted net income and Adjusted diluted earnings per share ("Adjusted diluted EPS") in our analysis of the financial performance of the Company. We believe Adjusted net income and Adjusted diluted EPS are meaningful measures of the performance of the Company because they adjust for items that do not directly affect our ongoing operating performance in the period. Adjusted net income is calculated using Net income (loss), adjusted to exclude acquisition and/or disposal-related transaction costs (such costs include net income from continuing operations before the provision for income taxes, depreciation and amortization, and interest income and expense from the divested business), amortization related to acquired intangible assets, share-based compensation, unrealized foreign currency gains/losses, restructuring expenses, the impact of certain non-cash fair value adjustments on financial instruments, legal settlements, impairments, 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 income tax impact of any adjustments. We calculate Adjusted diluted EPS by using Adjusted net income divided by Adjusted diluted weighted average shares for the period. The Adjusted diluted weighted average shares assumes that all instruments in the calculation are dilutive. Free cash flow We use Free cash flow in our operational and financial decision-making and believe Free cash flow is useful to investors because similar measures are frequently used by securities analysts, investors, ratings agencies and other interested parties to evaluate the ability of a company to service its debt. Free cash flow is calculated using Net cash provided by (used for) operating activities less Capital expenditures. Free cash flow conversion Free cash flow conversion is calculated by dividing Free cash flow by Adjusted EBITDA. Operating cash flow conversion is calculated by dividing Net cash provided by operating activities by Net income (loss).

29© 2024 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures Net income (loss) to Adjusted EBITDA and Adjusted EBITDA margin Descriptions 1. Primarily reflects 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. In addition to the net unrealized foreign exchange loss, the six months ended June 30, 2024 also includes a $14.8 loss on the divestiture and the six months ended June 30, 2023 includes a $49.4 gain on legal settlement. Three Months Ended June 30, Six Months Ended June 30, (In millions, except percentages) 2024 2023 2024 2023 Net income (loss) $ (304.3) $ (123.1) $ (379.3) $ (79.6) Provision (benefit) for income taxes (6.8) (35.3) 8.2 (98.9) Depreciation and amortization 184.4 178.1 363.8 350.7 Interest expense, net 71.1 73.0 141.3 146.6 Transaction related costs 3.1 0.7 7.5 2.4 Share-based compensation expense 18.9 30.5 34.3 71.7 Goodwill and intangible asset impairments 302.8 135.2 302.8 135.2 Restructuring and other impairments 0.7 12.2 10.2 21.6 Fair value adjustment of warrants — (2.9) (5.2) (1.8) Other(1) 4.5 16.5 27.1 (10.3) Adjusted EBITDA $ 274.4 $ 284.9 $ 510.7 $ 537.6 Net income (loss) margin (46.8) % (18.4) % (29.8) % (6.1) % Adjusted EBITDA margin 42.2 % 42.6 % 40.2 % 41.4 %

30© 2024 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures Net income (loss) to Adjusted EBITDA and Adjusted EBITDA margin Descriptions 1. Includes costs incurred to complete business combination transactions, including acquisitions, dispositions and capital market activities and include advisory, legal, and other professional and consulting costs. 2. Primarily reflects 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. This also includes a $49.4 gain on legal settlement. Year Ended December 31, (In millions, except percentages) 2023 Net income (loss) (911.2) Provision (benefit) for income taxes (101.3) Depreciation and amortization 708.3 Interest expense, net 293.7 Transaction related costs(1) 8.2 Share-based compensation expense 108.9 Gain on sale from divestitures — Goodwill and intangible asset impairments 979.9 Restructuring and other impairments 40.0 Fair value adjustment of warrants (15.9) Other(2) 6.6 Adjusted EBITDA $ 1,117.2 Net income (loss) margin (36.7) % Adjusted EBITDA margin 42.5 %

31© 2024 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures Descriptions 1. Primarily reflects 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. Net income (loss) and Net income (loss) per share to Adjusted net income and Adjusted diluted EPS Three Months Ended June 30, 2024 2023 (In millions, except per share amounts) Amount Per Share Amount Per Share Net income (loss) and EPS (304.3) (0.44) (123.1) (0.18) Transaction related costs 3.1 — 0.7 — Share-based compensation expense 18.9 0.03 30.5 0.05 Amortization related to acquired intangible assets 139.7 0.20 143.5 0.21 Goodwill and intangible asset impairments 302.8 0.44 135.2 0.20 Restructuring and other impairments 0.7 — 12.2 0.02 Fair value adjustment of warrants — — (2.9) — Other(1) 4.5 — 16.5 — Income tax impact of related adjustments (23.2) (0.03) (60.4) (0.09) Adjusted net income and Adjusted diluted EPS $ 142.2 $ 0.20 $ 152.2 $ 0.21 Adjusted weighted average ordinary shares, diluted 726.8 734.9

32© 2024 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures Descriptions 1. Primarily reflects 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. The six months ended June 30, 2024 also includes a $14.8 loss on a small divestiture. The six months ended June 30, 2023 also includes a $49.4 gain on legal settlement. Net income (loss) and Net income (loss) per share to Adjusted net income and Adjusted diluted EPS Six Months Ended June 30, 2024 2023 (In millions, except per share amounts) Amount Per Share Amount Per Share Net income (loss) and EPS (379.3) (0.56) (79.6) (0.12) Transaction related costs 7.5 0.01 2.4 — Share-based compensation expense 34.3 0.05 71.7 0.11 Amortization related to acquired intangible assets 278.2 0.41 287.9 0.43 Goodwill and intangible asset impairments 302.8 0.45 135.2 0.20 Restructuring and other impairments 10.2 0.02 21.6 0.03 Fair value adjustment of warrants (5.2) (0.01) (1.8) — Other(1) 27.1 0.01 (10.3) (0.05) Income tax impact of related adjustments (29.9) (0.04) (144.0) (0.21) Adjusted net income and Adjusted diluted EPS $ 245.7 $ 0.34 $ 283.1 $ 0.39 Adjusted weighted average ordinary shares, diluted 727.2 734.8

33© 2024 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures Net cash provided by operating activities to Free cash flow Year Ended December 31, (In millions, except percentages) 2023 Net cash provided by operating activities $ 744.2 Capital expenditures (242.5) Free cash flow $ 501.7 Operating cash flow conversion (81.7) % Free cash flow conversion 44.9 % Three Months Ended June 30, Six Months Ended June 30, (In millions, except percentages) 2024 2023 2024 2023 Net cash provided by operating activities $ 126.2 $ 162.4 $ 302.4 $ 389.9 Capital expenditures (65.9) (57.6) (130.3) (116.9) Free cash flow $ 60.3 $ 104.8 $ 172.1 $ 273.0 Operating cash flow conversion (41.5) % (131.9) % (79.7) % (489.8) % Free cash flow conversion 22.0 % 36.8 % 33.7 % 50.8 %

34© 2024 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures – 2024 Outlook Net income (loss) to Adjusted EBITDA and Adjusted EBITDA margin The following table presents our calculation of Adjusted EBITDA and Adjusted EBITDA margin for the 2024 outlook and reconciles these non-GAAP measures to our Net income (loss) and Net income (loss) margin for the same period: Descriptions 1. Reflects restructuring costs expected to be incurred in 2024 associated with the Segment Optimization restructuring program. Year Ending December 31, 2024 (Forecasted) (In millions, except percentages) Low High Net income (loss) (415) (355) Provision (benefit) for income taxes 35 35 Depreciation and amortization 730 730 Interest expense, net 283 283 Transaction related costs 11 11 Share-based compensation expense 71 71 Goodwill impairment 303 303 Restructuring and other impairments(1) 15 15 Fair value adjustment of warrants (5) (5) Other 27 27 Adjusted EBITDA $ 1,055 $ 1,115 Net income (loss) margin (16) % (13) % Adjusted EBITDA margin 41 % 42 %

35© 2024 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures – 2024 Outlook The following table presents our calculation of Adjusted diluted EPS for the 2024 outlook and reconciles this non-GAAP measure to our per share Net income (loss) for the same period: Net income (loss) per fully diluted weighted shares outstanding to Adjusted diluted EPS Year Ending December 31, 2024 (Forecasted) Low High Net income (loss) (0.58) (0.49) Transaction related costs 0.02 0.02 Share-based compensation expense 0.10 0.10 Amortization related to acquired intangible assets 0.76 0.76 Goodwill impairment 0.42 0.42 Restructuring and other impairments(1) 0.02 0.02 Fair value adjustment of warrants (0.01) (0.01) Other 0.03 0.04 Income tax impact of related adjustments (0.06) (0.06) Adjusted diluted EPS $ 0.70 $ 0.80 Adjusted weighted average ordinary shares, diluted(2) 725 million Descriptions 1. Reflects restructuring costs expected to be incurred in 2024 associated with the Segment Optimization restructuring program. 2. For the purposes of calculating Adjusted diluted EPS, we have assumed the "if-converted" method of share dilution on a full year basis.

36© 2024 Clarivate. All rights reserved. Reconciliation of Non-GAAP Financial Measures – 2024 Outlook The following table presents our calculation of Free cash flow for the 2024 outlook and reconciles this non-GAAP measure to our Net cash provided by operating activities for the same period: Year Ending December 31, 2024 (Forecasted) (In millions, except percentages) Low High Net cash provided by operating activities $ 695 $ 775 Capital expenditures (275) (275) Free cash flow $ 420 $ 500 Operating cash flow conversion (167) % (218) % Free cash flow conversion 40 % 45 % Net cash provided by operating activities to Free cash flow

Document and Entity Information Document	Aug. 06, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 06, 2024
Entity Registrant Name	CLARIVATE PLC
Entity Incorporation, State or Country Code	Y9
Entity File Number	001-38911
Entity Tax Identification Number	00-0000000
Entity Address, Address Line One	70 St. Mary Axe
Entity Address, City or Town	London
Entity Address, Postal Zip Code	EC3A 8BE
Entity Address, Country	GB
City Area Code	44
Local Phone Number	207-433-4000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Ordinary Shares, no par value
Trading Symbol	CLVT
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001764046
Amendment Flag	false