Clarivate PLC

CLVT · 8-K · Filed Oct 6 · 20:290001764046-26-000117Read the filing ›Open on SEC EDGAR

8-K

clvt-20261006.htm

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 2.01. Completion of Acquisition or Disposition of Assets.

¶1

On October 6, 2026, Clarivate Plc (“ Clarivate ”) completed the previously announced sale of its Life Sciences and Healthcare business to an affiliate of Altaris, LLC (“ Buyer ”) pursuant to the Stock and Asset Purchase Agreement (the “ Purchase Agreement ”), dated as of July 3, 2026, between certain subsidiaries of Clarivate and Buyer (the “ Transaction ”).

¶2

At the closing of the Transaction (the “ Closing ”), Buyer paid to a wholly-owned subsidiary of Clarivate cash consideration of $500,000,000, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses as more fully set forth in the Purchase Agreement, and an affiliate of Buyer issued to a wholly-owned subsidiary of Clarivate an unsecured senior note in an aggregate principal amount of $75,000,000. In addition, deferred consideration of $25,000,000 is payable by Buyer to a wholly-owned subsidiary of Clarivate upon the latest of (x) 20 business days after the completion by a subsidiary of Clarivate of the transition services to be provided to the Buyer, (y) 20 business days after the receipt of the final payment for such services and (z) January 31, 2028 (but no later than January 31, 2028, in any case).