v3.26.3
Segment Information
 9 Months Ended
Sep. 30, 2026
Segment Reporting [Abstract]  
Segment Information Segment Information
We have organized our business into two reportable segments: Academia & Government and Intellectual Property. As
described in Note 1 - Nature of Operations and Summary of Significant Accounting Policies, in the third quarter of 2026, we
entered into a definitive commercial agreement to sell our LS&H segment. For additional information, see Note 2 - Assets
Held for Sale and Discontinued Operations.
Our chief operating decision maker (“CODM”) evaluates performance for our reportable segments based primarily on
revenues and Adjusted EBITDA. Adjusted EBITDA represents Income (loss) from continuing operations before 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 Income (loss) from continuing operations for the period that we do not consider indicative of our ongoing
operating performance.
Significant segment expenses include people-related costs, royalties and other product costs, technology costs (comprised
primarily of software licenses and hosting costs), and outside service costs (comprised primarily of professional services and
contracted labor). Other costs primarily include facilities costs and product marketing costs.
The following table summarizes reportable segment revenues, expenses, and profit and provides a reconciliation of total
reportable segment Adjusted EBITDA to Income (loss) from continuing operations, net of taxes:
Three Months Ended September 30,
Nine Months Ended September 30,
2026
2025
2026
2025
Academia & Government
Revenues
$286.9
$332.5
$882.2
$953.7
People-related costs
(78.5)
(84.7)
(247.3)
(255.0)
Royalties and other product costs
(33.9)
(62.7)
(120.3)
(168.2)
Technology costs
(20.9)
(19.4)
(62.4)
(59.0)
Outside service costs
(7.3)
(7.6)
(21.6)
(25.5)
Other costs
(11.7)
(11.8)
(32.9)
(31.1)
A&G Adjusted EBITDA
$134.6
$146.3
$397.7
$414.9
Intellectual Property
Revenues
$194.7
$197.8
$590.2
$593.0
People-related costs
(68.0)
(73.4)
(210.6)
(219.8)
Royalties and other product costs
(16.6)
(17.9)
(50.7)
(55.2)
Technology costs
(12.8)
(13.5)
(38.1)
(38.4)
Outside service costs
(3.7)
(5.1)
(12.2)
(16.0)
Other costs
(6.9)
(6.1)
(20.1)
(18.4)
IP Adjusted EBITDA
$86.7
$81.8
$258.5
$245.2
Total Reportable Segments
Revenues
$481.6
$530.3
$1,472.4
$1,546.7
People-related costs
(146.5)
(158.1)
(457.9)
(474.8)
Royalties and other product costs
(50.5)
(80.6)
(171.0)
(223.4)
Technology costs
(33.7)
(32.9)
(100.5)
(97.4)
Outside service costs
(11.0)
(12.7)
(33.8)
(41.5)
Other costs
(18.6)
(17.9)
(53.0)
(49.5)
Total Reportable Segments Adjusted EBITDA
$221.3
$228.1
$656.2
$660.1
Unallocated corporate costs(1)
(3.1)
(5.9)
(10.6)
(14.4)
Benefit (provision) for income taxes
(5.5)
(2.3)
(23.4)
(29.0)
Depreciation and amortization
(162.3)
(168.6)
(484.7)
(499.2)
Interest expense, net
(61.0)
(68.5)
(180.4)
(199.4)
Share-based compensation expense
(7.7)
(13.1)
(32.3)
(37.1)
Restructuring costs
(4.5)
(7.9)
(24.9)
(34.3)
Transaction related costs
0.2
(3.0)
(17.5)
(17.3)
Other(2)
(3.8)
16.3
(4.7)
(42.7)
Income (loss) from continuing operations, net of taxes
$(26.4)
$(24.9)
$(122.3)
$(213.3)
(1)Represents corporate costs historically allocated to the LS&H segment that did not convey with the LS&H sale described in Note 2 - Assets Held for
Sale and Discontinued Operations.
(2)Includes the net impact of foreign exchange gains and losses related to the remeasurement of balances, the impact of initiatives to reduce our cost
structure related to the LS&H divestiture, and other items that do not reflect our ongoing operating performance.
Our CODM does not review assets by segment for the purpose of assessing performance or allocating resources due to the
significant amount of intangible assets acquired through business combinations, as well as the centralized nature of our
working capital management functions.
Commitments and Contingencies Commitments and Contingencies
Lawsuits and Legal Claims
We are engaged in various legal proceedings, claims, audits, and investigations that have arisen in the ordinary course of
business. These matters may include among others, antitrust/competition claims, intellectual property infringement claims,
employment matters, and commercial matters. The outcome of the matters against us is subject to future resolution, including
the uncertainties of litigation.
From time to time, we are involved in litigation in the ordinary course of our business, including claims or contingencies that
may arise related to matters occurring prior to our acquisition of businesses. At the present time, primarily because the
matters are generally in early stages, we can give no assurance as to the outcome of any pending litigation to which we are
currently a party, and we are unable to determine the ultimate resolution of these matters or the effect they may have on us.
We have defended and will continue to vigorously defend ourselves against these claims. We maintain appropriate levels of
insurance, which we expect are likely to provide coverage for some of these liabilities or other losses that may arise from
these litigation matters.
Between January and March 2022, three putative securities class action complaints were filed in the United States District
Court for the Eastern District of New York against Clarivate and certain of its executives and directors alleging that there
were weaknesses in the Company’s internal controls over financial reporting and financial reporting procedures that it failed
to disclose in violation of federal securities law. The complaints were consolidated into a single proceeding in May 2022. In
August 2022, plaintiffs filed a consolidated amended complaint, seeking damages on behalf of a putative class of
shareholders who acquired Clarivate securities between July 30, 2020, and February 2, 2022, and/or acquired Clarivate
ordinary or preferred shares in connection with offerings on June 10, 2021, or Clarivate ordinary shares in connection with a
September 13, 2021, offering. The amended complaint, like the prior complaints, references an error in the accounting
treatment of an equity plan included in the Company’s 2020 business combination with CPA Global that was disclosed on
December 27, 2021, and related restatements issued on February 3, 2022, of certain of the Company’s previously issued
financial statements. The amended complaint also alleges that the Company and certain of its executives and directors made
false or misleading statements relating to the Company’s product quality and expected organic revenues and organic growth
rate, and that they failed to disclose significant known changes to the Company’s business model. Defendants moved to
dismiss the amended complaint in October 2022. Without deciding the motion, the court entered an order in June 2023,
allowing plaintiffs limited leave to amend, and plaintiffs filed an amended complaint in July 2023. In August 2023, the court
issued an order deeming defendants’ prior motions and briefs to be directed at the amended complaint and permitting
defendants to file supplemental briefs to address the new allegations in the amended complaint. Supplemental briefing on the
motions was completed in September 2023. In March 2026, the court granted in part and denied in part defendants’ motions
to dismiss the amended complaint. In May 2026, defendants filed their answers to the amended complaint.
In a separate but related litigation, in June 2022, a class action was filed in Pennsylvania state court in the Court of Common
Pleas of Philadelphia asserting claims under the Securities Act of 1933, based on substantially similar allegations, with
respect to alleged misstatements and omissions in the offering documents for two issuances of Clarivate ordinary shares in
June and September 2021. The Company moved to stay this proceeding in August 2022, and filed its preliminary objections
to the state court complaint in October 2022. After granting a partial stay in January 2023, the court denied a further stay of
the proceedings in April 2023. In April 2024, the court sustained the Company’s preliminary objections, but permitted
plaintiff leave to file an amended complaint, which plaintiff filed in May 2024. In August 2024, plaintiff filed a second
amended complaint, to which the Company filed preliminary objections in September 2024. In April 2025, the court issued
an order permitting the parties to take discovery on issues raised in the Company’s preliminary objections related to standing,
and to file supplemental briefs upon completion of such discovery. The parties filed their supplemental briefs in December
2025. In February 2026, following oral argument, the court entered an order sustaining in part the preliminary objections for
plaintiff’s failure to plead standing, dismissing the second amended complaint without prejudice, with leave for plaintiff to
file a third amended complaint, and overruling the remainder of the preliminary objections without prejudice to being
reasserted, if appropriate, in response to any third amended complaint. In March 2026, plaintiff filed a third amended
complaint. In April 2026, the Company filed preliminary objections to the third amended complaint. Briefing on the
preliminary objections was completed in June 2026. In September 2026, the court overruled the Company’s preliminary
objections, and the Company will file an answer to the third amended complaint in November 2026.
Clarivate does not believe that the claims alleged against it have merit and will vigorously defend against them. Given the
early stage of the proceedings, we are unable to estimate the reasonably possible loss or range of loss, if any, arising from
these matters.