0001764046false00-000000000017640462025-07-302025-07-30

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 30, 2025
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 classTrading Symbol(s)Name of each exchange on which registered
Ordinary Shares, no par valueCLVTNew 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 30, 2025, Clarivate Plc (the “Company”) issued a press release announcing earnings for the second quarter ended June 30, 2025. 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 July 30, 2025, 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
99.2
104
The cover page from the Company's Current Report on Form 8-K dated July 30, 2025, 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 30, 2025
By: /s/ Jonathan M. Collins
 Name: Jonathan M. Collins
 
Executive Vice President & Chief Financial Officer
 


Clarivate Reports Second Quarter 2025 Results
— Continued acceleration of organic ACV and recurring organic revenue growth —
— Delivered improved organic recurring revenue mix —
— Reaffirmed 2025 Outlook —
— Repurchased 11.5 million ordinary shares in the second quarter —
London, UK -- July 30, 2025 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, 2025.
Total revenues for the second quarter of 2025 were $621.4 million, compared to total revenues of $650.3 million for the second quarter of 2024, due to inorganic divestitures and disposals. Organic revenues for the second quarter of 2025 increased 0.5%, compared to the second quarter of 2024, due to a 0.8% increase in organic recurring revenues, partially offset by lower organic transactional revenues. Organic ACV grew 1.3% compared to June 30, 2024, and the mix of organic recurring revenue to total revenue for the first half of this year is now at 88%, an improvement of 800 bps compared to 80% for the prior year ended December 31, 2024.
Net loss for the second quarter of 2025 was $72.0 million, or $0.11 per diluted share, compared to a net loss of $304.3 million, or $0.46 per diluted share, for the second quarter of 2024. Adjusted net income for the second quarter of 2025 was $123.3 million, or $0.18 per diluted share, compared to $142.2 million, or $0.20 per diluted share, for the second quarter of 2024. Adjusted EBITDA for the second quarter of 2025 was $261.6 million, compared to Adjusted EBITDA of $274.4 million for the second quarter of 2024.
Total revenues for the first half of 2025 were $1,215.1 million, compared to total revenues of $1,271.5 million for the first half of 2024, due to inorganic divestitures and disposals. Organic revenues for the first half of 2025 increased 0.4%, compared to the first half of 2024, due to a 0.7% increase in organic recurring revenues, partially offset by lower organic transactional revenues.
Net loss for the first half of 2025 was $175.9 million, or $0.26 per diluted share, compared to a net loss of $379.3 million, or $0.61 per diluted share, for the first half of 2024. Adjusted net income for the first half of 2025 was $219.1 million, or $0.32 per diluted share, compared to $245.7 million, or $0.34 per diluted share, for the first half of 2024. Adjusted EBITDA for the first half of 2025 was $494.8 million, compared to Adjusted EBITDA of $510.7 million for the first half of 2024.
Clarivate generated $287.5 million of operating cash flow and $160.6 million of free cash flow in the first half of 2025 and used approximately $100 million to repurchase 23.2 million ordinary shares at an average price of $4.29 per share.
“We reported solid second quarter performance and delivered growth in our key metrics. We have good momentum underway building off a solid first half of the year,” said Matti Shem Tov, Chief Executive Officer. “There are early indications that our Value Creation Plan is driving improved performance and I’m pleased by the way in which the team is coming together to move the business forward.”
“Looking ahead, we believe that the enhancements we made to the sales operating model to improve execution, customer engagement, and retention, as well as AI tailwinds benefiting our IP business, will support Clarivate’s profitability and value creation.”
1


Selected Financial Information
(In millions, except percentages and per share data), (unaudited)
Three Months Ended
June 30,
ChangeSix Months Ended
June 30,
Change
20252024$%20252024$%
Revenues$621.4 $650.3 $(28.9)(4.4)%$1,215.1 $1,271.5 $(56.4)(4.4)%
Net income (loss)
$(72.0)$(304.3)$232.3 76.3%$(175.9)$(379.3)$203.4 53.6%
Adjusted net income(1)
$123.3 $142.2 $(18.9)(13.3)%$219.1 $245.7 $(26.6)(10.8)%
Adjusted EBITDA(1)
$261.6 $274.4 $(12.8)(4.7)%$494.8 $510.7 $(15.9)(3.1)%
Diluted EPS
$(0.11)$(0.46)$0.35 76.1%$(0.26)$(0.61)$0.35 57.4%
Adjusted diluted EPS(1)
$0.18 $0.20 $(0.02)(10.0)%$0.32 $0.34 $(0.02)(5.9)%
Net cash provided by operating activities
$116.3 $126.2 $(9.9)(7.8)%$287.5 $302.4 $(14.9)(4.9)%
Free cash flow(1)
$50.3 $60.3 $(10.0)(16.6)%$160.6 $172.1 $(11.5)(6.7)%
Second Quarter 2025 Commentary
Subscription revenues of $405.7 million were essentially flat. Organic subscription revenues increased 1.7%, primarily due to new sales and price increases.
Re-occurring revenues increased $0.3 million, or 0.3%, to $108.9 million. Organic re-occurring revenues decreased 2.3%, primarily due to timing of IP patent renewal volumes, as organic re-occurring revenues increased 1.4% for the first half of 2025.
Recurring revenues, which consist of subscription and re-occurring revenues, increased 0.8% organically.
Transactional revenues decreased $29.3 million, or 21.5%, to $106.8 million, primarily due to product group wind-downs within A&G. Organic transactional revenues decreased 1.4%.
Balance Sheet and Cash Flow
As of June 30, 2025, cash and cash equivalents of $362.6 million increased $67.4 million compared to December 31, 2024.
Total debt outstanding was $4,570.5 million as of June 30, 2025, largely unchanged compared to December 31, 2024.
Net cash provided by operating activities for the first half of 2025 was $287.5 million compared to $302.4 million in the prior year period. Free cash flow for the first half of 2025 was $160.6 million compared to $172.1 million in the prior year period.
2


Reaffirmed Outlook for 2025 (forward-looking statement)
“During the first half of 2025, we achieved enhanced performance, primarily driven by growth in organic ACV within the Academia & Government (A&G) and Life Sciences & Healthcare segments and in organic subscription revenue within A&G,” said Jonathan Collins, Executive Vice President and Chief Financial Officer. “With revenue for the first half meeting our projections and continued strong cost management, we are reaffirming our outlook for the full year 2025.”
The full year outlook presented below assumes no further acquisitions, divestitures, or unanticipated events.
2025 Outlook
Organic ACV
1.0% to 2.0%
Recurring Organic Revenue Growth
(1.0)% to 1.0%
Revenues
$2.28B to $2.40B
Adjusted EBITDA(1)
$940M to $1.00B
Adjusted EBITDA Margin(1)
40.5% to 42.5%
Adjusted Diluted EPS(1)(2)
$0.60 to $0.70
Free Cash Flow(1)
$300M to $380M
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 2025 is calculated based on approximately 685 million fully diluted adjusted weighted average ordinary shares outstanding.
3


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/706759362.
Interested parties may access the live audio broadcast. U.S. participants may call 800-715-9871; international participants may call +1 646-307-1963 (long-distance charges will apply). The conference ID number is 7007526.
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 and Free cash flow. 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 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 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.
4


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 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 under the caption “Risk Factors” in our annual report on Form 10-K, along with our other filings with the U.S. Securities and Exchange Commission (“SEC”). 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)
March 31, 2025
December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents, including restricted cash$362.6 $295.2 
Accounts receivable, net820.4 798.3 
Prepaid expenses88.5 85.9 
Other current assets68.7 65.2 
Total current assets1,340.2 1,244.6 
Property and equipment, net56.3 53.5 
Other intangible assets, net8,284.0 8,441.2 
Goodwill1,566.9 1,566.6 
Other non-current assets69.5 82.2 
Deferred income taxes51.1 48.5 
Operating lease right-of-use assets53.2 53.6 
Total assets$11,421.2 $11,490.2 
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable$125.7 $124.5 
Accrued compensation111.4 119.2 
Accrued expenses and other current liabilities292.5 310.1 
Current portion of deferred revenues929.1 859.1 
Current portion of operating lease liability20.1 20.6 
Total current liabilities1,478.8 1,433.5 
Long-term debt4,516.8 4,518.7 
Other non-current liabilities97.4 72.5 
Deferred income taxes284.3 273.3 
Operating lease liabilities49.8 53.2 
Total liabilities6,427.1 6,351.2 
Commitments and contingencies
Shareholders' equity:
Ordinary Shares, no par value; unlimited shares authorized; 672.2 and 691.4 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively
12,902.7 12,978.8 
Accumulated other comprehensive loss(419.2)(526.3)
Accumulated deficit(7,489.4)(7,313.5)
Total shareholders' equity4,994.1 5,139.0 
Total liabilities and shareholders' equity$11,421.2 $11,490.2 
6


Condensed Consolidated Statements of Operations (Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
(In millions, except per share data)
2025202420252024
Revenues$621.4 $650.3 $1,215.1 $1,271.5 
Operating expenses:
Cost of revenues203.6 213.6 410.6 431.4 
Selling, general and administrative costs181.1 185.2 359.5 377.1 
Depreciation and amortization190.9 184.4 376.3 363.8 
Goodwill and intangible asset impairments— 302.8 — 302.8 
Restructuring and other impairments9.3 0.7 34.0 10.2 
Other operating expense (income), net29.6 3.6 48.6 21.2 
Total operating expenses614.5 890.3 1,229.0 1,506.5 
Income (loss) from operations6.9 (240.0)(13.9)(235.0)
Fair value adjustment of warrants— — — (5.2)
Interest expense, net66.6 71.1 130.9 141.3 
Income (loss) before income taxes(59.7)(311.1)(144.8)(371.1)
Provision (benefit) for income taxes12.3 (6.8)31.1 8.2 
Net income (loss)(72.0)(304.3)(175.9)(379.3)
Dividends on preferred shares— 12.5 — 31.3 
Net income (loss) attributable to ordinary shares$(72.0)$(316.8)$(175.9)$(410.6)
Per share:
Basic$(0.11)$(0.46)$(0.26)$(0.61)
Diluted$(0.11)$(0.46)$(0.26)$(0.61)
Weighted average shares used to compute earnings per share:
Basic681.3 685.6 685.5 676.2 
Diluted681.3 685.6 685.5 676.2 
7


Condensed Consolidated Statements of Cash Flows (Unaudited)

Six Months Ended June 30,
(In millions)20252024
Cash Flows From Operating Activities
Net income (loss)$(175.9)$(379.3)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization376.3 363.8 
Share-based compensation29.3 33.9 
Restructuring and other impairments, including goodwill2.2 301.3 
Deferred income taxes(5.4)(24.6)
Amortization and write-off of debt issuance costs7.7 7.9 
Other operating activities45.8 14.3 
Changes in operating assets and liabilities:
Accounts receivable2.2 103.2 
Prepaid expenses(1.5)1.1 
Other assets3.1 (5.4)
Accounts payable(3.3)(12.2)
Accrued expenses and other current liabilities(36.1)(38.3)
Deferred revenues42.6 (59.7)
Operating leases, net(3.2)(4.8)
Other liabilities3.7 1.2 
Net cash provided by operating activities287.5 302.4 
Cash Flows From Investing Activities
Capital expenditures(126.9)(130.3)
Payments for acquisitions, net of cash acquired— (17.1)
Proceeds from divestitures, net of cash divested— (19.2)
Net cash used for investing activities(126.9)(166.6)
Cash Flows From Financing Activities
Principal payments on debt(500.0)(52.7)
Proceeds from issuance of debt500.0 — 
Payment of debt issuance costs, extinguishment costs, and related fees(8.5)(20.1)
Repurchases of ordinary shares(99.5)— 
Cash dividends on preferred shares— (37.7)
Payments related to tax withholding for share-based compensation(8.1)(9.9)
Other financing activities5.6 (0.4)
Net cash used for financing activities(110.5)(120.8)
Effects of exchange rates17.3 (9.3)
Net change in cash and cash equivalents, including restricted cash67.4 5.7 
Cash and cash equivalents, including restricted cash, beginning of period295.2 370.7 
Cash and cash equivalents, including restricted cash, end of period
$362.6 $376.4 
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 1.3% compared to June 30, 2024, primarily driven by price increases. Our total ACV declined 3.5% compared to June 30, 2024, primarily due to the ScholarOne divestiture in November 2024 and the wind-down of certain product groups beginning in the first quarter of 2025.
The following tables present our revenues by type and by segment for the periods indicated, as well as the components driving the changes between periods.
Three Months Ended
June 30,
Change
% of Change
20252024
$
%
Acquisitions
Disposals
FX
Organic
Subscription
$405.7 $405.6 $0.1 — %0.1 %(3.1)%1.3 %1.7 %
Re-occurring
108.9 108.6 0.3 0.3 %— %— %2.6 %(2.3)%
Recurring revenues
514.6 514.2 0.4 0.1 %0.1 %(2.4)%1.6 %0.8 %
Transactional
106.8 136.1 (29.3)(21.5)%— %(21.1)%1.0 %(1.4)%
Revenues$621.4 $650.3 $(28.9)(4.4)%0.1 %(6.4)%1.4 %0.5 %
Six Months Ended
June 30,
Change
% of Change
20252024
$
%
Acquisitions
Disposals
FX
Organic
Subscription$794.3 $808.7 $(14.4)(1.8)%0.2 %(2.8)%0.2 %0.6 %
Re-occurring214.8 211.1 3.7 1.8 %— %— %0.4 %1.4 %
Recurring revenues1,009.1 1,019.8 (10.7)(1.0)%0.2 %(2.1)%0.2 %0.7 %
Transactional206.0 251.7 (45.7)(18.2)%0.1 %(16.7)%0.2 %(1.8)%
Revenues$1,215.1 $1,271.5 $(56.4)(4.4)%0.1 %(5.2)%0.3 %0.4 %
Three Months Ended
June 30,
Change
% of Change
20252024
$
%
Acquisitions
Disposals
FX
Organic
Academia & Government$318.5 $344.5 $(26.0)(7.5)%— %(11.0)%1.0 %2.5 %
Intellectual Property202.5 201.6 0.9 0.4 %0.2 %— %2.3 %(2.1)%
Life Sciences & Healthcare100.4 104.2 (3.8)(3.6)%0.2 %(5.3)%1.2 %0.3 %
Revenues$621.4 $650.3 $(28.9)(4.4)%0.1 %(6.4)%1.4 %0.5 %
Six Months Ended
June 30,
Change
% of Change
20252024
$
%
Acquisitions
Disposals
FX
Organic
Academia & Government$621.2 $662.2 $(41.0)(6.2)%— %(7.9)%0.1 %1.6 %
Intellectual Property395.2 402.5 (7.3)(1.8)%0.2 %(2.0)%0.4 %(0.4)%
Life Sciences & Healthcare198.7 206.8 (8.1)(3.9)%0.5 %(3.2)%0.2 %(1.4)%
Revenues$1,215.1 $1,271.5 $(56.4)(4.4)%0.1 %(5.2)%0.3 %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, 2025 and 2024 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)
2025202420252024
Net income (loss)$(72.0)$(304.3)$(175.9)$(379.3)
Provision (benefit) for income taxes12.3 (6.8)31.1 8.2 
Depreciation and amortization190.9 184.4 376.3 363.8 
Interest expense, net66.6 71.1 130.9 141.3 
Share-based compensation expense18.5 18.9 29.6 34.3 
Goodwill and intangible asset impairments— 302.8 — 302.8 
Restructuring and other impairments9.3 0.7 34.0 10.2 
Fair value adjustment of warrants— — — (5.2)
Transaction related costs8.1 3.1 14.4 7.5 
Other(1)
27.9 4.5 54.4 27.1 
Adjusted EBITDA$261.6 $274.4 $494.8 $510.7 
Net income (loss) margin(11.6)%(46.8)%(14.5)%(29.8)%
Adjusted EBITDA margin42.1 %42.2 %40.7 %40.2 %
(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. The six months ended June 30, 2024 includes a $14.8 loss on divestiture.
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.
The following tables present our calculation of Adjusted net income and Adjusted diluted EPS for the three and six months ended June 30, 2025 and 2024 and reconciles these non-GAAP measures to our Net income (loss) and diluted EPS for the same periods:
10


Three Months Ended June 30,

20252024
(In millions, except per share amounts); (unaudited)
AmountPer ShareAmountPer Share
Net income (loss) and Diluted EPS
$(72.0)$(0.11)$(304.3)$(0.44)
Amortization related to acquired intangible assets137.0 0.20 139.7 0.20 
Share-based compensation expense18.5 0.03 18.9 0.03 
Goodwill and intangible asset impairments
— — 302.8 0.44 
Restructuring and other impairments
9.3 0.01 0.7 — 
Transaction related costs
8.1 0.01 3.1 — 
Other(1)
28.0 0.05 4.5 — 
Income tax impact of related adjustments(5.6)(0.01)(23.2)(0.03)
Adjusted net income and Adjusted diluted EPS$123.3 $0.18 $142.2 $0.20 
Adjusted weighted average ordinary shares, diluted
684.6726.8
(1) Includes the net impact of foreign exchange gains and losses related to the remeasurement of balances and other items that do not reflect our ongoing operating performance.
Six Months Ended June 30,
20252024
(In millions, except per share amounts); (unaudited)AmountPer ShareAmountPer Share
Net income (loss) and Diluted EPS$(175.9)$(0.26)$(379.3)$(0.56)
Amortization related to acquired intangible assets273.3 0.40 278.2 0.41 
Share-based compensation expense29.6 0.04 34.3 0.05 
Goodwill and intangible asset impairments
— — 302.8 0.45 
Restructuring and other impairments
34.0 0.05 10.2 0.02 
Fair value adjustment of warrants
— — (5.2)(0.01)
Transaction related costs
14.4 0.02 7.5 0.01 
Other(1)
54.5 0.09 27.1 0.01 
Income tax impact of related adjustments(10.8)(0.02)(29.9)(0.04)
Adjusted net income and Adjusted diluted EPS$219.1 $0.32 $245.7 $0.34 
Adjusted weighted average ordinary shares, diluted689.9727.2
(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. The six months ended June 30, 2024 includes a $14.8 loss on divestiture.
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, 2025 and 2024 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)
2025202420252024
Net cash provided by operating activities$116.3 $126.2 $287.5 $302.4 
Capital expenditures(66.0)(65.9)(126.9)(130.3)
Free cash flow
$50.3 
 
$60.3 $160.6 
 
$172.1 
11


Reconciliations to Certain Non-GAAP Measures - 2025 Outlook
Adjusted EBITDA and Adjusted EBITDA margin
The following table presents our calculation of Adjusted EBITDA and Adjusted EBITDA margin for the 2025 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, 2025
(Forecasted)
(In millions); (unaudited)
Low High
Net income (loss)$(333)$(257)
Provision (benefit) for income taxes62 66 
Depreciation and amortization761 751 
Interest expense, net271 261 
Share-based compensation expense71 71 
Restructuring and other impairments(1)
39 39 
Transaction related costs15 15 
Other
54 54 
Adjusted EBITDA$940 $1,000 
Net income (loss) margin(14.6)%(10.7)%
Adjusted EBITDA margin40.5 %42.5 %
(1) Reflects restructuring costs expected to be incurred in 2025 associated with the Value Creation Plan.
Adjusted diluted EPS
The following table presents our calculation of Adjusted diluted EPS for the 2025 outlook and reconciles this non-GAAP measure to our Net income (loss) per share for the same period:
Year Ending December 31, 2025
(Forecasted)
(Unaudited)
LowHigh
Net income (loss)(0.49)(0.39)
Amortization related to acquired intangible assets0.80 0.80 
Share-based compensation expense0.10 0.10 
Restructuring and other impairments(1)
0.06 0.06 
Transaction related costs0.02 0.02 
Other0.13 0.13 
Income tax impact of related adjustments(0.02)(0.02)
Adjusted diluted EPS$0.60 $0.70 
Adjusted weighted average ordinary shares, diluted
685 million
(1) Reflects restructuring costs expected to be incurred in 2025 associated with the Value Creation Plan.
Free cash flow
The following table presents our calculation of Free cash flow for the 2025 outlook and reconciles this non-GAAP measure to our Net cash provided by operating activities for the same period:
Year Ending December 31, 2025
(Forecasted)
(In millions); (unaudited)
LowHigh
Net cash provided by operating activities$555 $635 
Capital expenditures(255)(255)
Free cash flow$300 $380 


12




Media Contact:
Gwenan White, Senior Vice President, Communications & Brand
newsroom@clarivate.com
Investor Relations Contact:
Mark Donohue, Vice President, Investor Relations
investor.relations@clarivate.com
215-243-2202
13
Q2 2025 Earnings Call July 30, 2025


 
Safe Harbor Statement and Non-GAAP Financial Measures © 2025 Clarivate. All rights reserved. 2 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, along with our other filings with the U.S. Securities and Exchange Commission ("SEC"). 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 © 2025 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 Free Cash Flow Conversion. 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. 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. In the Appendix to this presentation, we provide definitions of these non-GAAP measures and reconciliations to the most directly comparable 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© 2025 Clarivate. All rights reserved. Business Review Financial Review Q&A Matti Shem Tov Chief Executive Officer Jonathan Collins Executive Vice President and Chief Financial Officer


 
Matti Shem Tov Chief Executive Officer Business Review


 
Q2 2025 Overview 6 Organic ACV: 1.3% ▲ 10 bps sequentially Renewal Rate: 93% ▲ 1% YoY Recurring Organic Revenue Growth: 0.8% 42.1% Margin1 ▲ 50 bps H1 YoY Utilized to repurchase 11.5M shares in Q2 32% Conversion H11 ● (2₵) YoY due to Adj. EBITDA impact of inorganic disposals and divestitures Revenues Adj. EBITDA¹ Free Cash Flow1 Adj. EPS1 $621M $262M $50M 18₵ 1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. 2 Outsell, Inc., a California-based research and advisory firm for data, information & analytics. ACV = Annualized Contract Value Academia & Government H1 2% organic ACV & subs revenue growth Recognized by Outsell for industry leading development of scholarly Agentic AI solutions2 Intellectual Property Returned to organic revenue growth in patent annuities in H1 Closed landmark IP Management Software wins with IPfolio Life Sciences & Healthcare Returned to organic ACV growth in H1 Launched DRG Commercial Analytics 360 subscription platform for Medtech companies © 2025 Clarivate. All rights reserved.


 
Value Creation Plan Driving Focus, Growth and Innovation Product & AI Accelerated Innovation Invest in proprietary assets and drive development velocity through customer collaboration 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 © 2025 Clarivate. All rights reserved.


 
A&G Business Model Optimization Positions Us Well, Ahead Of Market Shifts © 2025 Clarivate. All rights reserved. 8 Academia & Government Business Model Optimization H1 2025 renewal rate96% of 2025 subscriptions ($) have already renewed through July ~75% H1 2025 A&G organic recurring revenue mix193% Market Shifts DOGE2 cuts to US federal agency contracts, higher education research funding pressures, and OBBBA3 budget implications are having less of an impact, due to the mission critical nature of our subscription solutions Acceleration of AI Integration 4,800+ institutions are adopting our AI tools to enhance research support, streamline operations, and enhance student engagement 1 A&G Subscription Organic Revenues / A&G Total Organic Revenues. 2 Department of Government Efficiency. 3 One Big Beautiful Bill Act.


 
Advancing Research Excellence Through Key Wins and AI Innovation © 2025 Clarivate. All rights reserved. 9 Academia & Government Expanding Strategic Partnerships With Marquee Wins Signed multi-year partnership with Canadian Research Knowledge Network, providing 55 universities with expanded access to the Web of Science, enhancing research collaboration and accessibility Accelerating Innovation Through Next-Gen Agentic AI Solutions Expanded Academic AI Platform, pioneering the integration of Agentic AI to transform research and learning workflows - first release in Web of Science Research Assistant; literature review agent Web of Science Research Assistant Literature Review Agent Of the largest Scholarly research players, Clarivate has taken an early lead in developing user facing agentic tools “ ” - Kate Worlock, VP & Lead Analyst , Outsell, Inc.1 1 Outsell, Inc., a California-based research and advisory firm for data, information & analytics.


 
IP Business Well Positioned to Capitalize on AI Innovation Boom © 2025 Clarivate. All rights reserved. 10 AI Innovation AI Innovation Boom Driving Registered IP Growth Rapid advancements and significant investments in AI innovation will increase registered IP volumes, creating a favorable secular growth tailwind for our business Global Thought Leadership In IP and Innovation Clarivate Center for IP and Innovation Research combines more than 60 years of IP experience, pioneering industry benchmarks and data- driven insights; recognized as a trusted thought leader We evaluated large language model patents, the data suggests we are now entering into a deployment phase… and seeing the number of inventions doubling in one year alone “ ” - Arun Hill, Lead Consultant Clarivate Center for IP and Innovation Research Featured on CNBC Top 100 Global Innovators report


 
Transforming IP Software with Global Reach © 2025 Clarivate. All rights reserved. 11 Intellectual Property Landmark IP Management Software Wins With IPfolio Greater than 50% year-over-year growth in IPfolio new logos1; Closed deals globally in Q2 2025, including South Korea and Japan, partnering with leading manufacturing and technology companies, to support their innovation and portfolio growth Expanding and Accelerating IPfolio Reach Across Industries Ongoing investment in IPfolio, bringing new capabilities to manage sector specific tasks, enhanced pharmaceutical portfolio features, design patents, financial system integrations, and AI capabilities IPfolio 1 H1 2025 vs. H1 2024. The expertise and comprehensive solutions from Clarivate have helped us improve our IP management practices and have provided us with valuable insights on the latest IP management trends “ ” - Dr Pei-Lin Pai, Chief Technology Officer


 
IP Leadership Transition © 2025 Clarivate. All rights reserved. 12 Maroun Mourad Appointed IP President Gordon Samson Retiring IP President Maroun will join Clarivate as President of the IP segment, effective September 8, 2025 Joins from Verisk Analytics Inc., where he was President for the Claims Solutions division. He bring over 25 years experience as a data analytics and software executive; profitably growing global businesses since 1998 Maroun holds a BA in political science and a JD, both from the University of California, Berkeley Replaces Gordon Samson, who will retire at the end of 2025 after a high- impact career in the IP industry, spending five years as the Chief Operating Officer at CPA Global, before joining the Clarivate executive team, most recently as the President of the IP segment


 
Growing Strategic Reach and Innovation with Subscription Based Platforms © 2025 Clarivate. All rights reserved. 13 Life Sciences & Healthcare Strengthening Strategic Partnerships with Global Pharma Leaders Expanded long-term, multi-million-dollar partnership with a top 15 global pharmaceutical company1, securing a strategic win across Cortellis and DRG disease landscape and epidemiology products and services Driving Innovation in MedTech with Next-Gen Commercial Analytics Launched DRG Commercial Analytics 360, a purpose-built subscription platform enabling MedTech companies to advance commercial strategy and execution DRG Commercial Analytics 360 1 Fierce Pharma. Epidemiology Intelligence Understanding the data has helped to shape our strategy, instead of chasing competitors, we're now looking at clinicians differently “ ” - Theo McCormick, Senior Manager Pricing & Analytics


 
Shareholder Value Creation Focus © 2025 Clarivate. All rights reserved. 14 Progressed comprehensive review of strategic alternatives to support future growth and operational focus Best-In-Class Data & Workflow Assets Products Colleagues Talented Team With Deep Expertise Trusted Provider, Blue Chip Customer Base Robust Financial Profile Scaled Information Services Provider Across The Innovation Value Chain Strategic Alternatives Update Strong Foundation To Drive Shareholder Value Pursuing a refined path forward based on insights from the initial evaluation process Expect to complete review and share outcome with year-end results


 
• A&G | Complete Digital Collections transition from transaction to subscription model • IP | Release Derwent AI Patent Watch Solution • IP | Release Derwent Chemistry Research AI Solution • LS&H | Deploy Cortellis Drug Discovery Intelligence AI Research Assistant • Value Creation Plan on Track © 2025 Clarivate. All rights reserved. 15 Q1 2025 Q3 2025Q2 2025 Q4 2025 Execute program to drive internal cost efficiencies Evaluate strategic alternatives Improved Sales Execution Business Model Optimization Accelerated Innovation Solutions Rationalization • A&G | Release Web of Science Research Intelligence AI agent to early adopters • IP | Release Derwent Suite Standard Essential Patent Analyzer (Innography) • LS&H | Release DRG MedTech Competitive Intelligence, Subscription Product • LS&H | Deploy Cortellis Regulatory Intelligence AI Research Assistant • A&G | Launched ProQuest e-Books (subscription platform) • A&G | Launched ProQuest Digital Collections (subscription product) • LS&H | Launched DRG Fusion subscription platform powered by RWD • Implemented revised sales incentive models ✓ ✓ ✓ ✓ • Implemented initiative to grow and scale customer success teams for all segments • A&G | Released e-Book Central AI-powered research assistant • LS&H | Released enhanced AI-powered search functionality in Cortellis • IP | Released AI Powered TM opposition assistant ‘RiskMark’ ✓ ✓ ✓ ✓


 
Positive Momentum Building Across Core Financial Metrics 161 Subscription + Re-occurring order types. 2 (Subscription Organic Revenues + Re-occurring Organic Revenues) / Total Organic Revenues. 80% is FY 2024 reported. Core Financial Metrics 2024A vs. H1 2025A 2024A H1 2025A Organic ACV 1.3% 0.9% Renewal Rate 93% 92% H1 2024A ▲ 40 bps ▲ 100 bps Recurring Organic Revenue Mix2 88% 80% ▲ 800 bps Recurring Organic Growth1 0.7% 0.1% ▲ 60 bps Total Organic Revenue Growth 0.4% (1.4%) ▲ 180 bps © 2025 Clarivate. All rights reserved.


 
Jonathan Collins Chief Financial Officer Financial Review


 
Q2 & H1 2025 Financial Results 18 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. © 2025 Clarivate. All rights reserved. $m except per share data Q2 ‘25 Q2 ‘24 Change H1 ‘25 H1 ‘24 Change Revenues $621 $650 $(29) $1,215 $1,272 $(57) Income / (Loss) from Operations 7 (240) 247 (14) (235) 221 Fair Value Adjustment of Warrants (Gain) / Loss - - - - (5) 5 Interest Expense, Net 67 71 (4) 131 141 (10) Income Tax Expense (Benefit) 12 (7) 19 31 8 23 Net Income / (Loss) to Ordinary Shares $(72) $(317) $245 $(176) $(411) $235 Net Income / (Loss) Per Share, basic $(0.11) $(0.46) $0.35 $(0.26) $(0.61) $0.35 Adjusted EBITDA1 262 274 (12) 495 511 (16) Adjusted EBITDA Margin1 42.1% 42.2% (10 bps) 40.7% 40.2% 50 bps Adjusted Diluted EPS1 $0.18 $0.20 $(0.02) $0.32 $0.34 $(0.02) Operating Cash Flow $116 $126 $(10) $288 $302 $(14) Capital Spending 66 66 - 127 130 (3) Free Cash Flow1 50 60 (10) 161 172 (11) Revenues • Change due to inorganic divestitures and disposals, partially offset by organic growth and Fx Net Income / Loss • Improvement due to non-cash goodwill impairment for LS&H segment in prior year that did not recur this year Operating Cash Flow • Change resulting from lower Adj. EBITDA as working capital improvement was offset by higher one-time costs


 
Changes from Prior Year Q2 2025 Revenues and Adj. EBITDA1 19© 2025 Clarivate. All rights reserved.1 See the Appendix for a reconciliation of GAAP to Non-GAAP measures. Note: Amounts in table may not sum due to rounding. Q2 2024 Q2 2025 $650 $621 $274 42.2% $262 42.1% Revenues Adj. EBITDA1 Year + Better - Worse $ millions FX $9 $3 Organic $3 $6 Inorganic Disposals ($32) ($17) Inorganic Divestitures ($9) ($4) Organic • Return to growth in subscription revenues and strong cost discipline led to more than full flow through to profit Inorganic Disposals • Impact from A&G and LS&H disposals Inorganic Divestitures • ScholarOne divestiture Foreign Exchange • Weaker USD led to higher translation


 
Changes from Prior Year H1 2025 Revenues and Adj. EBITDA1 20© 2025 Clarivate. All rights reserved.1 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 2024 H1 2025 $1,272 $1,215 $511 40.2% $495 40.7% Revenues Adj. EBITDA1 Year + Better - Worse $ millions FX $2 $4 Organic $5 $10 Inorganic Disposals ($39) ($17) Inorganic Divestitures ($25) ($13) Organic • Return to growth in subscriptions and patent annuities drove recurring2 organic growth of 0.7% combined with strong cost discipline led to more than full flow through to profit Inorganic Disposals • Impact from A&G and LS&H disposals Inorganic Divestitures • Primarily ScholarOne and Valipat divestitures Foreign Exchange • Relatively flat USD led to negligible translation impact and higher transaction gains drove modest profit increase


 
Q2 & H1 2025 Cash Flow 21© 2025 Clarivate. All rights reserved. Changes from Prior Year $m Q2 ‘25 Q2 ‘24 Change H1 ‘25 H1 ‘24 Change Adj. EBITDA1 $262 $274 $(12) $495 $511 $(16) One-Time Costs2 (18) (6) (12) (42) (25) (17) Interest (92) (95) 3 (126) (132) 6 Taxes (17) (17) - (24) (25) 1 Working Capital (10) (25) 15 (1) (14) 13 Other3 (7) (5) (2) (15) (13) (2) Operating Cash Flow 116 126 (10) 288 302 (14) Capital Spending (66) (66) - (127) (130) 3 Free Cash Flow1 $50 $60 $(10) $161 $172 $(11) Free Cash Flow Conversion1 19% 22% (3)% 32% 34% (2)% Preferred Dividend - (19) 19 - (38) 38 Share Repurchase (50) - (50) (100) - (100) Debt Repayment - (5) 5 - (53) 53 M&A 6 (36) 42 6 (36) 42 Other4 3 (5) 8 - (39) 39 Cash Flow $9 $(5) $14 $67 $6 $61 Free Cash Flow1 • Change resulting from lower Adj. EBITDA as working capital improvement was offset by higher one-time costs Capital Allocation • Utilized Q2 FCF to repurchase 11.5m shares at an average price of $4.30 • Refinanced $500m of Secured Notes due 2026 with a new TLB tranche due 2031 and swapped ~80% of this (€350m) from USD to EUR and from floating to fixed interest rate • Net leverage remains at 4x 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.


 
FY 2025 Guidance Reaffirmed 22 Organic ACV • Continue to expect growth acceleration compared to last year Recurring Organic Growth • Anticipate outcome in upper half of range based on H1 results Revenues / Recurring Mix • Expect revenue towards top end of range as rate of decline from disposals is slower, USD is weaker, and organic growth is stronger than originally expected • Slower disposals decline lowering mix; however, organic mix (ex. disposals) is already at 88% in H1 Adj. EBITDA / Margin / FCF • Expect Adj. EBITDA margin below mid-point on low conversion on higher disposal and Fx revenues 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. 4 Mid Point included for illustrative purposes only. © 2025 Clarivate. All rights reserved. Mid Point4Guidance Range Organic ACV 1.0% 2.0% ~1.5% Recurring Revenue Mix3 83% 87% ~84% Adj. EBITDA1 $940m $1,000m ~$980m Adj. EBITDA Margin1 40.5% 42.5% ~41% Adj. Diluted EPS1 70₵60₵ ~65₵ Free Cash Flow1 $300m $380m ~$340m Revenues $2,280m $2,400m ~$2,390m Recurring Organic Growth2 (1.0)% 1.0% Current Indication ~0.5%


 
FY 2025 Revenues and Adj. EBITDA1 Outlook 23 2024A 2025T $2,557 ~$2,390 $1,060 41.5% ~$980 ~41% Revenues Adj. EBITDA1 Year + Better - Worse $ millions FX ~Flat ~Flat © 2025 Clarivate. All rights reserved. Organic ~Flat ~($20) Inorganic Disposals ~($125) ~($40) Changes from Prior Year Organic • Now expecting revenue to be flat as recurring2 growth offsets transactional decline • Profit headwind due to continued investments in product innovation partially offset by VCP internal cost efficiencies Inorganic Disposals • Digital Collections transactional revenues gone by year end, Books and RWD in 2026 Inorganic Divestitures • ScholarOne and Valipat divestitures Foreign Exchange • Essentially flat due to recent weakening of the USD Inorganic Divestitures ~($40) ~($20) Recurring2 ~+10 1 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. Transactional ~(10)


 
FY 2025 Cash Flow Outlook 24 $m 2025 Outlook 2024 Actuals Change Adj. EBITDA1 ~$980 $1,060 ~$(80) One-Time Costs2 ~(55) (46) ~(10) Interest ~(255) (265) ~10 Taxes ~(55) (53) ~0 Working Capital ~5 (23) ~25 Other3 ~(25) (26) ~0 Operating Cash Flow ~595 647 ~(55) Capital Spending ~(255) (289) ~35 Free Cash Flow1 ~$340 $358 ~$(20) Free Cash Flow Conversion1 ~35% 34% ~+1% Preferred Dividend 0 (38) ~40 Share Repurchase ~(300) (200) ~40 Debt Repayment (198) M&A 55 Other4 ~(40) (53) ~15 Cash Flow ~$0 $(76) ~$75 © 2025 Clarivate. All rights reserved. Changes from Prior Year Free Cash Flow1 • Lower interest, working capital, and capital spending expected to largely offset lower profit to improve FCF conversion by ~1% Capital Allocation • Maintain flexibility between share repurchases and deleveraging 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.


 
Driving Momentum Through Strategic Focus and Execution 25© 2025 Clarivate. All rights reserved. Second consecutive quarter of sequential organic ACV and recurring revenue growth acceleration A&G at 2% organic ACV & subs revenue growth in H1; solid H2 outlook despite US market headwinds Rebound in IP annuity market with return to organic re-occurring revenue growth in H1 LS&H organic ACV returned to growth in H1 due to improved renewal rates in Cortellis R&D solutions Progressed strategic review in H1 with narrowed focus and line of sight to complete in H2


 
Q&A Session


 
Appendix Presentation of Certain Non-GAAP Financial Measures


 
28© 2025 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. Net income (loss) margin is calculated by dividing net income (loss) by revenues. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA 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 and Free cash flow conversion Free cash flow represents net cash provided by (used for) operating activities less capital expenditures. Operating cash flow conversion is calculated by dividing net cash provided by (used for) operating activities by net income (loss). Free cash flow conversion is calculated by dividing Free cash flow by Adjusted EBITDA.


 
Reconciliation of Non-GAAP Financial Measures 29 Net income (loss) to Adjusted EBITDA and Adjusted EBITDA margin $m Q2 ‘25 Q2 ’24 H1 ’25 H1 ’24 Net income (loss) $(72.0) $(304.3) $(175.9) $(379.3) Provision (benefit) for income taxes 12.3 (6.8) 31.1 8.2 Depreciation and amortization 190.9 184.4 376.3 363.8 Interest expense, net 66.6 71.1 130.9 141.3 Share-based compensation expense 18.5 18.9 29.6 34.3 Goodwill and intangible asset impairments — 302.8 — 302.8 Restructuring and other impairments 9.3 0.7 34.0 10.2 Fair value adjustment of warrants — — — (5.2) Transaction related costs 8.1 3.1 14.4 7.5 Other1 27.9 4.5 54.4 27.1 Adjusted EBITDA $261.6 $274.4 $494.8 $510.7 Net income (loss) margin (11.6)% (46.8)% (14.5)% (29.8)% Adjusted EBITDA margin 42.1% 42.2% 40.7% 40.2% © 2025 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. The six months ended June 30, 2024 includes a $14.8 loss on divestiture.


 
Reconciliation of Non-GAAP Financial Measures 30 Net income (loss) and Net income (loss) per share to Adjusted net income and Adjusted diluted EPS © 2025 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. The six months ended June 30, 2024 includes a $14.8 loss on divestiture. Q2 ‘25 Q2 ‘24 H1 ’25 H1 ‘24 $m except per share data Amount Per Share Amount Per Share Amount Per Share Amount Per Share Net income (loss) and Diluted EPS $(72.0) $(0.11) $(304.3) $(0.44) $(175.9) $(0.26) $(379.3) $(0.56) Amortization related to acquired intangible assets 137.0 0.20 139.7 0.20 273.3 0.40 278.2 0.41 Share-based compensation expense 18.5 0.03 18.9 0.03 29.6 0.04 34.3 0.05 Goodwill and intangible asset impairments — — 302.8 0.44 — — 302.8 0.45 Restructuring and other impairments 9.3 0.01 0.7 — 34.0 0.05 10.2 0.02 Fair value adjustment of warrants — — — — — — (5.2) (0.01) Transaction related costs 8.1 0.01 3.1 — 14.4 0.02 7.5 0.01 Other1 28.0 0.05 4.5 — 54.5 0.09 27.1 0.01 Income tax impact of related adjustments (5.6) (0.01) (23.2) (0.03) (10.8) (0.02) (29.9) (0.04) Adjusted net income and Adjusted diluted EPS $123.3 $0.18 $142.2 $0.20 $219.1 $0.32 $245.7 $0.34 Adjusted weighted average ordinary shares, diluted 684.6 726.8 689.9 727.2


 
Reconciliation of Non-GAAP Financial Measures 31 Net cash provided by operating activities to Free cash flow and Free cash flow conversion © 2025 Clarivate. All rights reserved. $m Q2 ‘25 Q2 ‘24 H1 ’25 H1 ’24 Net cash provided by operating activities $116.3 $126.2 $287.5 $302.4 Capital expenditures (66.0) (65.9) (126.9) (130.3) Free cash flow $50.3 $60.3 $160.6 $172.1 Operating cash flow conversion (161.5)% (41.5)% (163.4)% (79.7)% Free cash flow conversion 19.2% 22.0% 32.5% 33.7%


 
Reconciliation of Non-GAAP Financial Measures – 2025 Outlook 32© 2025 Clarivate. All rights reserved. The following table presents our calculation of Adjusted EBITDA and Adjusted EBITDA margin for the 2025 outlook and reconciles these non-GAAP measures to our Net income (loss) and Net income (loss) margin for the same period: Net income (loss) to Adjusted EBITDA and Adjusted EBITDA margin Year Ending December 31, 2025 (Forecasted) $m Low High Net income (loss) $(333) $(257) Provision (benefit) for income taxes 62 66 Depreciation and amortization 761 751 Interest expense, net 271 261 Share-based compensation expense 71 71 Restructuring and other impairments1 39 39 Transaction related costs 15 15 Other 54 54 Adjusted EBITDA $940 $1,000 Net income (loss) margin (14.6)% (10.7)% Adjusted EBITDA margin 40.5% 42.5% 1 Reflects restructuring costs expected to be incurred in 2025 associated with the Value Creation Plan.


 
Reconciliation of Non-GAAP Financial Measures – 2025 Outlook 33© 2025 Clarivate. All rights reserved. The following table presents our calculation of Adjusted diluted EPS for the 2025 outlook and reconciles this non-GAAP measure to our Net income (loss) per share for the same period: Net income (loss) per fully diluted weighted shares outstanding to Adjusted diluted EPS Year Ending December 31, 2025 (Forecasted) $m Low High Net income (loss) per share $(0.49) $(0.39) Amortization related to acquired intangible assets 0.80 0.80 Share-based compensation expense 0.10 0.10 Restructuring and other impairments1 0.06 0.06 Transaction related costs 0.02 0.02 Other 0.13 0.13 Income tax impact of related adjustments (0.02) (0.02) Adjusted diluted EPS $0.60 $0.70 Adjusted weighted average ordinary shares, diluted 685 million 1 Reflects restructuring costs expected to be incurred in 2025 associated with the Value Creation Plan.


 
Reconciliation of Non-GAAP Financial Measures – 2025 Outlook 34 Net cash provided by operating activities to Free cash flow and Free cash flow conversion Year Ending December 31, 2025 (Forecasted) $m Low High Net cash provided by operating activities $555 $635 Capital expenditures (255) (255) Free cash flow $300 $380 Operating cash flow conversion (166.7)% (247.1)% Free cash flow conversion 31.9% 38.0% © 2025 Clarivate. All rights reserved. The following table presents our calculation of Free cash flow and Free cash flow conversion for the 2025 outlook and reconciles these non-GAAP measures to our Net cash provided by operating activities and operating cash flow conversion for the same period:


 
© 2025 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