Clarivate Plc, a leading global provider of transformative intelligence, today announced the Reference Yield and Total Consideration to be paid in connection with its previously announced cash tender offer by its wholly-owned subsidiary, Clarivate Science Holdings Corporation, to purchase the outstanding notes described below, upon the terms and subject to the conditions set forth in the Offer to Purchase dated September 17, 2026.
The Company is offering to purchase in the Offer its 3.875% Senior Secured Notes due 2028 for the consideration described below, subject to a $75,000,000 cap on the aggregate principal amount of Notes purchased in the Offer subject to proration.
Certain information regarding the Notes and the pricing for the Offer is set forth in the table below. Notes: 3.875% Senior Secured Notes due 2028, Issuer Clarivate Science Holdings Corporation, CUSIP 144A: 18064P AC3 / US18064PAC32, Reg S: U1800Q AC3 / USU1800QAC34, Aggregate Principal Amount Outstanding $825,000,000, Reference Security 4.125% UST due June 30, 2028, Reference Yield 4.864%, Bloomberg Reference Page FIT 4, Fixed Spread +50 basis points, Total Consideration $975.15.
The Total Consideration payable per each $1,000 principal amount of Notes validly tendered for purchase is based on the Fixed Spread, plus the Reference Yield based on the bid-side price of the Reference Security as quoted on the Bloomberg Reference Page as of 2:00 p.m., New York City time, today, September 23, 2026. In addition to the Total Consideration, Holders whose Notes are accepted for purchase will receive accrued and unpaid interest on those Notes from the last interest payment date to, but excluding, the Settlement Date.
The Company may, but is under no obligation to, eliminate, increase or decrease the Tender Cap at any time prior to the Expiration Date. In the event proration is required, the Company will multiply the principal amount of each valid tender by the proration rate and round down to the nearest $1,000 principal amount.
Tenders of Notes may be validly withdrawn at any time at or prior to 5:00 p.m., New York City time, today, September 23, 2026, but, except as provided in the Offer to Purchase or required by applicable law, may not be validly withdrawn thereafter. The Settlement Date will be the second business day after the Expiration Date and is expected to be September 25, 2026.
The complete terms and conditions of the Offer are set forth in the Tender Offer Documents. Holders are urged to read the Tender Offer Documents carefully. If any condition to the Offer is not satisfied or waived, the Company is not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered Notes.
The Company has retained Citigroup Global Markets Inc. to act as dealer manager for the Offer. Global Bondholder Services Corporation will act as the Tender and Information Agent. Copies of the Offer to Purchase are available at https://www.gbsc-usa.com/clarivate/
This press release is neither an offer to purchase nor a solicitation of an offer to sell the Notes or any other securities. The Offer is made only by and pursuant to the terms of the Offer to Purchase.
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.
