CLARIVATE PLC
For the period ended Jun 30, 2026. Filed Jul 29, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Jul 29, 2026
CLVT$2.34+0.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-04-29.
0001764046-26-000058
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-07-29.
0001764046-26-000091
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 220 previous paragraphs and 240 current paragraphs.
163 unchanged; 36 reworded; 36 added; 21 removed; 0 previous and 5 current paragraphs rearranged.
Tables are not compared: 7 previous and 10 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (36)
Current report
In July 2026, we announced that we entered into a definitive agreement to sell the LS&H business. We anticipate that the
Current report
transaction will close by the end of 2026, subject to customary closing conditions, including regulatory approvals and the
Current report
expiration of applicable waiting periods. Beginning in the third quarter of 2026, the LS&H business will be presented as a
Current report
discontinued operation.
Current report
Subscription revenues benefited from organic growth driven by new sales, customer migrations, and pricing actions but
Current report
to FX. Transactional revenues decreased primarily due to lower organic activity across all segments, driven in part by
Current report
customer migrations to subscription offerings, and product group wind-downs, primarily within A&G.
Current report
primarily due to FX. Transactional revenues decreased due to product group wind-downs, primarily within A&G, as well as
Current report
lower organic activity across all segments, driven in part by customer migrations to subscription offerings.
Current report
transactional activity.
Current report
activity. LS&H segment revenues decreased due to product group wind-downs and lower transactional activity.
Current report
Americas revenues benefited from subscription organic growth but decreased overall primarily due to product group wind-
Current report
transactional activity and product group wind-downs within A&G and LS&H. APAC (Asia Pacific) revenues decreased due
Current report
to FX and product group wind-downs within A&G and LS&H.
Current report
Americas revenues benefited from subscription organic growth but decreased overall due to product group wind-downs
Current report
within A&G and LS&H. EMEA revenues decreased due to lower re-occurring and transactional activity and product group
Current report
wind-downs within A&G and LS&H, partially offset by favorable FX. APAC revenues decreased primarily due to product
Current report
Thedecrease of 9% and 8% compared to thethree and six months ended June 30, 2025, respectively, was primarily drivenby
Current report
Thedecrease of 3% and 2% compared to thethree and six months ended June 30, 2025, respectively, was primarily driven by
Current report
lower amortization related to certain acquired intangible assets.
Current report
Goodwill and intangible asset impairments
Current report
During the second quarter of 2026, we identified indicators of impairment related to the LS&H reporting unit andperformed
Current report
an interim quantitative goodwill impairment assessment as of June 30, 2026. We determined the anticipated LS&H sale price
Current report
under negotiation was the best estimate of fair value and, because it was below its carrying amount, resulted in a non-cash
Current report
goodwill impairment charge of$221.7 for thethree and six months ended June 30, 2026. For further information, see Note 3 -
Current report
Other Intangible Assets, Net and Goodwill included in Part I, Item 1 of this quarterly report.
Current report
report.
Current report
Thedecrease of 9% and 9% compared to thethree and six months ended June 30, 2025, respectively, was primarily driven by
Current report
The income tax provision of$8.0 and$12.3 for thethree months ended June 30, 2026 and 2025, respectively, was primarily
Current report
The income tax provision of$19.4 and$31.1 for thesix months ended June 30, 2026 and 2025, respectively, was primarily
Current report
The non-cash goodwill impairment recorded during the second quarter of 2026 did not have a significant impact on our
Current report
income tax provision because it was mostly non-deductible for tax purposes.
Current report
margin for the same periods:
Current report
than offset improved operating results, including the impact of non-cash operating activities.
Current report
expense, net for thethree and six months ended June 30, 2026, respectively.
Current report
available on terms acceptable to us.
Removed paragraphs (21)
Previous report
In February 2026, we announced that we are pursuing a sale of our LS&H segment. We believe that a potential sale will
Previous report
allow us to increase our focus on our A&G and IP businesses, and we anticipate that proceeds from a potential sale would
Previous report
strengthen our balance sheet through reduced leverage. We are currently engaged in active discussions with interested parties
Previous report
but cannot assure that the sale process will result in a transaction.
Previous report
movements.
Previous report
decline was primarily due toproduct group wind-downs in A&G and LS&H, while the organic decline was related tolower
Previous report
A&G activity.
Previous report
Americas revenues benefited from subscription organic growth butdecreased overall due to the product group wind-downs
Previous report
decreased primarily due to the product group wind-downs within A&G and LS&H.
Previous report
Thedecrease of 7% compared to thethree months ended March 31, 2025 was primarily driven by the product wind-downs
Previous report
period.
Previous report
Thedecrease of 1% compared to thethree months ended March 31, 2025 was primarily driven by improved cost
Previous report
Depreciation and amortization expense was largely unchanged compared to thethree months ended March 31, 2025.
Previous report
quarterly report.
Previous report
Thedecrease of 8% compared to thethree months ended March 31, 2025 was primarily driven by lower interest rates on our
Previous report
The income taxprovision of$11.4 and$18.8 for thethree months ended March 31, 2026 and 2025, respectively, was
Previous report
primarily due to the mix of jurisdictions in which pre-tax profits and losses were recognized. The current quarter effective tax
Previous report
the same periods:
Previous report
facility.
Previous report
improved operating results and non-cash reconciliation adjustments.
Previous report
acceptable to us.
Reworded paragraphs (36)
Previous wording
in Item 1A. Risk Factors of this quarterly report, as well as the factors described Item 1A. Risk Factors in our most recently
Current wording
in Item 1A. Risk Factors of this quarterly report, as well as the factors described under Item 1A. Risk Factors in our most
Previous wording
filed annual report on Form 10-K.
Current wording
recently filed annual report on Form 10-K.
Previous wording
Our organic ACV grew 1.6% compared to March 31, 2025, primarily driven by improved product pricing. Our total ACV for
Current wording
Our organic ACV grew 1.5% compared to June 30, 2025, primarily driven by improved product pricing. Our total ACV for
Previous wording
March 31, 2026, compared to March 31, 2025, increased 3.2%, primarily due to improved product pricing and FX
Current wording
June 30, 2026, compared to June 30, 2025, increased 3.1%, primarily due to improved product pricing and FX movements.
Previous wording
Our annual renewal rate of 92.5% as of March 31, 2026 remained stable compared to December 31, 2025.
Current wording
Our annual renewal rate of 91.9% as of June 30, 2026 remained stable compared to December 31, 2025.
Previous wording
In December 2024, our Board approved the wind-down of three product groups within the LS&H and A&G segments, which
Current wording
In December 2024, the Board approved the wind-down of three product groups within the LS&H and A&G segments, which
Previous wording
offset by product group wind-downs within LS&H. Re-occurring revenues increased primarily due to FX. The transactional
Current wording
decreased overall primarily due to product group wind-downs within LS&H. Re-occurring revenues increased primarily due
Previous wording
Subscription revenues increased primarily due to organic growth driven by new sales and pricing, along with FX, partially
Current wording
Subscription revenues increased primarily due to organic growth driven by new sales, customer migrations, and pricing
Previous wording
A&G segment revenues benefited from subscription organic growth driven by new sales and pricing but decreased overall
Current wording
A&G segment revenues benefited from subscription organic growth driven by new sales and pricing actions but decreased
Previous wording
volumes. LS&H segment revenues decreased due to product group wind-downs.
Current wording
transactional volumes. LS&H segment revenues decreased primarily due to product group wind-downs and lower
Previous wording
due toproduct group wind-downs. IP segment revenues increased primarily due to FX, partially offset by lower re-occurring
Current wording
overall due to product group wind-downs. IP segment revenues increased due to FX, partially offset by lower organic
Previous wording
within A&G and LS&H. EMEA (Europe/Middle East/Africa) revenues increased due to FX. APAC (Asia Pacific) revenues
Current wording
downs within A&G and LS&H. EMEA (Europe/Middle East/Africa) revenues decreased due to lower re-occurring and
Previous wording
and improved cost management. As a percentage of revenues, Cost of revenues decreased by 2% compared to the prior year
Current wording
product wind-downs and improved cost management.
Previous wording
Selling, general and administrative costs (“SG&A”) include nearly all business costs not directly attributable to the
Current wording
Selling, general and administrative (“SG&A”) costs include nearly all business costs not directly attributable to the
Previous wording
management. As a percentage of revenues, SG&A costs were largely unchanged compared to the prior year period.
Current wording
SG&A costs were largely unchanged compared to the respective comparative prior year periods.
Previous wording
Restructuring costs in the current and prior year period were driven by the Value Creation Plan, which was approved in the
Current wording
Restructuring costs in the current and prior year periods were driven by the Value Creation Plan, which was approved in the
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throughout 2026. For further information, see Note 7 - Restructuring included in Part I, Item 1 of this quarterly report.
Current wording
throughout 2026 and into 2027. For further information, see Note 7 - Restructuring included in Part I, Item 1 of this quarterly
Previous wording
The net change of$28.1 compared to thethree months ended March 31, 2025 was driven by the net impact of realized and
Current wording
The net change of$28.7 and$56.8 compared to thethree and six months ended June 30, 2025, respectively, was primarily
Previous wording
unrealized gains and losses on foreign currency transactions, with the largest impacts derived from transactions denominated
Current wording
driven by the net impact of realized and unrealized gains and losses on foreign currency transactions, with the largest impacts
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in GBP. For further information, see Note 8 - Other Operating Expense (Income), Net included in Part I, Item 1 of this
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derived from transactions denominated in GBP. For further information, see Note 8 - Other Operating Expense (Income), Net
Previous wording
outstanding variable-rate debt and reduced total debt outstanding.
Current wording
lower interest rates on our outstanding variable-rate debt and reduced total debt outstanding.
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rate may not be indicative of our effective tax rates for future periods.
Current wording
The current quarter effective tax rate may not be indicative of our effective tax rates for future periods.
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The following table presents our calculation of Adjusted EBITDA and Adjusted EBITDA margin for thethree months ended
Current wording
The following table presents our calculation of Adjusted EBITDA and Adjusted EBITDA margin for thethree and six
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March 31, 2026 and 2025, and reconciles these non-GAAP measures to Net income (loss) and Net income (loss) margin for
Current wording
months ended June 30, 2026 and 2025, and reconciles these non-GAAP measures to Net income (loss) and Net income (loss)
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March 31, 2026, we had$242.2 of cash on hand and$768.7 of available borrowing capacity under our revolving credit
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June 30, 2026, we had$217.7 ofcash and$768.6 of available borrowing capacity under our revolving credit facility.
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Net cash provided by operating activities decreased, as seasonal working capital outflows due to timing more than offset
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Net cash provided by operating activities decreased as seasonal working capital outflows, primarily related to timing, more
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Net cash used for investing activities decreased modestlydue to lower capital spending.
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Net cash used for investing activities decreased due to lower capital spending.
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Net cash used for financing activities increased primarily due to thedebt redemption and debt repurchases in the current year,
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Net cash used for financing activities increased primarily due to the debt redemption and debt repurchases in the current year,
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As of March 31, 2026, we had$4,299.2 of outstanding borrowings under our notes and credit facilities. We incurred$59.0
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As of June 30, 2026, we had$4,224.2 of outstanding borrowings under our notes and credit facilities. We incurred$119.4
Previous wording
and$64.3 of interest expense associated with our debt obligations during thethree months ended March 31, 2026 and 2025,
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and$130.9 of interest expense associated with our debt obligations during thesix months ended June 30, 2026 and 2025,
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During March 2026, we repurchased a portion of the Senior Secured Notes due 2028 and the Senior Notes due 2029 for $38.5
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During thesix months ended June 30, 2026, we repurchased a portion of the Senior Secured Notes due 2028 and the Senior
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in cash and retired the associated debt with an aggregate carrying value of $42.6. These transactions were accounted for as
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Notes due 2029 for$111.1 in cash and retired the associated debt with an aggregate carrying value of$117.6. These
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debt extinguishments, resulting in a net gain of $3.8 recorded within Interest expense, net for thethree months ended March
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transactions were accounted for as debt extinguishments, resulting in a net gain of$2.1 and$5.9 recorded within Interest
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will depend on many factors, including the potential sale of our LS&H business, the number of future acquisitions, and the
Current wording
will depend on many factors, including the consummation of the announced sale of our LS&H business, the number of future
Previous wording
timing and extent of spending to support product development efforts. We could be required, or could elect, to seek additional
Current wording
acquisitions, and the timing and extent of spending to support product development efforts. We could be required, or could
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funding through public or private equity or debt financings; however, additional funds may not be available on terms
Current wording
elect, to seek additional funding through public or private equity or debt financings; however, additional funds may not be
Rearranged current paragraphs (5)
Current report — wording carried from elsewhere
actions, as well as FX, partially offset by product group wind-downs within LS&H. Re-occurring revenues increased
Current report — wording carried from elsewhere
overall due to product group wind-downs. IP segment revenues decreased primarily due to lower subscription and
Current report — wording carried from elsewhere
A&G segment revenues benefited from subscription organic growth driven by new sales and pricing actions but decreased
Current report — wording carried from elsewhere
group wind-downs within A&G and LS&H.
Current report — wording carried from elsewhere
included in Part I, Item 1 of this quarterly report.