CCC 10-K Annual Report Dec. 31, 2024 | Alphaminr

CCC 10-K Fiscal year ended Dec. 31, 2024

TABLE OF CONTENTS
Part IprintItem 1. BusinessprintItem 1A. Risk FactorsprintItem 1B. Unresolved Staff CommentsprintItem 1C. CybersecurityprintItem 2. PropertiesprintItem 3. Legal ProceedingsprintNote 17 - Commitments and ContingenciesprintItem 4. Mine Safety DisclosuresprintPart IIprintItem 5. Market For Registrant S Common Equity, Related Stockholder Matters, and Issuer Purchases Of Equity SecuritiesprintItem 6. [reserved]printItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsprintNote 1 - Nature Of Operations and Summary Of Significant Accounting PoliciesprintNote 6 - Other Intangible Assets, Net and GoodwillprintNote 13 - Restructuring and Other ImpairmentsprintNote 2 - Acquisitions and DivestituresprintNote 9 - DebtprintItem 7A. Quantitative and Qualitative Disclosures About Market RiskprintItem 8. Financial Statements and Supplementary DataprintNote 1: Nature Of Operations and Summary Of Significant Accounting PoliciesprintNote 16 - Segment InformationprintNote 2 - Acquisitions and Divestitures,printNote 9 - Debt,printNote 8 - Derivative InstrumentsprintNote 5 - Property and Equipment, NetprintNote 2: Acquisitions and DivestituresprintNote 3: RevenueprintNote 4: Accounts ReceivableprintNote 5: Property and Equipment, NetprintNote 6: Other Intangible Assets, Net and GoodwillprintNote 7: LeasesprintNote 8: Derivative InstrumentsprintNote 10 - Shareholders' EquityprintNote 9: DebtprintNote 10: Shareholders' EquityprintNote 11: Private Placement WarrantsprintNote 12: Share-based CompensationprintNote 13: Restructuring and Other ImpairmentsprintNote 14: Income TaxesprintNote 15: Earnings Per ShareprintNote 11 - Private Placement WarrantsprintNote 12 - Share-based CompensationprintNote 16: Segment InformationprintNote 17: Commitments and ContingenciesprintItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureprintItem 9A. Controls and ProceduresprintItem 9B. Other InformationprintItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsprintPart IIIprintItem 10. Directors, Executive Officers, and Corporate GovernanceprintItem 11. Executive CompensationprintItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersprintItem 13. Certain Relationships and Related Transactions, and Director IndependenceprintItem 14. Principal Accountant Fees and ServicesprintPart IVprintItem 15. Exhibits and Financial Statement SchedulesprintItem 16. Form 10-k Summaryprint

Exhibits

3.1 Amended and Restated Memorandum and Articles of Association (incorporated by referencetoExhibit 3.1 to Clarivates Form 8-K filed May 12, 2021) 4.1* Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 4.2 Indenture dated as of October 31, 2019, among Camelot Finance S.A., as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee governing the 4.50% Senior Secured Notes due 2026 (incorporated by referencetoExhibit 4.1 to Clarivates Form 6-K filed November 5, 2019) 4.3 Form of 4.50% Senior Secured Note due 2026 (included as Exhibit A to Exhibit 4.2 hereto) 4.4 First Supplemental Indenture, dated as of May 15, 2020, to the indenture dated as of October 31, 2019 among Camelot Finance S.A., as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee governing the 4.50% Senior Secured Notes due 2026 (incorporated by referencetoExhibit 4.1 to Clarivates Quarterly Report on Form 10-Q filed May 10, 2021) 4.5 Second Supplemental Indenture, dated as of March 30, 2021, to the indenture dated as of October 31, 2019 among Camelot Finance S.A., as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee governing the 4.50% Senior Secured Notes due 2026 (incorporated by referencetoExhibit 4.2 to Clarivates Quarterly Report on Form 10-Q filed May 10, 2021) 4.6 Third Supplemental Indenture dated as of December 1, 2021, to the indenture dated as of October 31, 2019 among Camelot Finance S.A., as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent, governing the Issuers 4.50% Senior Secured Notes due 2026 (incorporated by referencetoExhibit 4.1 to Clarivates Form 8-K filed December 1, 2021) 4.7 Fourth Supplemental Indenture dated as of April 14, 2022, to the indenture dated as of October 31, 2019 among Camelot Finance S.A., as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent, governing the Issuers 4.50% Senior Secured Notes due 2026 (incorporated by referencetoExhibit 4.1 to Clarivates Quarterly Report on Form 10-Q filed November 6, 2024) 4.8 Fifth Supplemental Indenture dated as of September 13, 2024, to the indenture dated as of October 31, 2019 among Camelot Finance S.A., as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent, governing the Issuers 4.50% Senior Secured Notes due 2026 (incorporated by referencetoExhibit 4.2 to Clarivates Quarterly Report on Form 10-Q filed November 6, 2024) 4.9 Indenture, dated August 19, 2021, between Clarivate Science Holdings Corporation, as Issuer, and Wilmington Trust, National Association, as trustee and collateral agent, relating to the Issuers 3.875% senior secured notes due 2028 (incorporated by referencetoExhibit 4.1 to Clarivates Form 8-K filed August 19, 2021) 4.10 Form of 3.875% senior secured note due 2028 (included as Exhibit A to Exhibit 4.9 hereto) 4.11 First Supplemental Indenture dated as of December 1, 2021, to the indenture dated as of August 19, 2021 among Clarivate Science Holdings Corporation, as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent, governing the Issuers 3.875% Senior Secured Notes due 2028 (incorporated by referencetoExhibit 4.2 to Clarivates Form 8-K filed December 1, 2021) 4.12 Second Supplemental Indenture dated as of April 14, 2022, to the indenture dated as of August 19, 2021 among Clarivate Science Holdings Corporation, as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent, governing the Issuers 3.875% Senior Secured Notes due 2028 (incorporated by referencetoExhibit 4.3 to Clarivates Quarterly Report on Form 10-Q filed November 6, 2024) 4.13 Third Supplemental Indenture dated as of September 13, 2024, to the indenture dated as of August 19, 2021 among Clarivate Science Holdings Corporation, as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent, governing the Issuers 3.875% Senior Secured Notes due 2028 (incorporated by referencetoExhibit 4.4 to Clarivates Quarterly Report on Form 10-Q filed November 6, 2024) 4.14 Indenture, dated August 19, 2021, between Clarivate Science Holdings Corporation, as Issuer, and Wilmington Trust, National Association, as trustee, relating to the Issuers 4.875% senior notes due 2029 (incorporated by referencetoExhibit 4.2 to Clarivates Form 8-K filed August 19, 2021) 4.15 Form of 4.875% senior note due 2029 (included as Exhibit A to Exhibit 4.14 hereto) 4.16 First Supplemental Indenture dated as of December 1, 2021, to the indenture dated as of August 19, 2021 among Clarivate Science Holdings Corporation, as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee, governing the Issuers 4.875% Senior Notes due 2029 (incorporated by referencetoExhibit 4.3 to Clarivates Form 8-K filed December 1, 2021) 4.17 Second Supplemental Indenture dated as of April 14, 2022, to the indenture dated as of August 19, 2021 among Clarivate Science Holdings Corporation, as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee, governing the Issuers 4.875% Senior Notes due 2029 (incorporated by referencetoExhibit 4.5 to Clarivates Quarterly Report on Form 10-Q filed November 6, 2024) 4.18 Third Supplemental Indenture dated as of September 13, 2024, to the indenture dated as of August 19, 2021 among Clarivate Science Holdings Corporation, as Issuer, the guarantors party thereto and Wilmington Trust, National Association, as trustee, governing the Issuers 4.875% Senior Notes due 2029 (incorporated by referencetoExhibit 4.6 to Clarivates Quarterly Report on Form 10-Q filed November 6, 2024) 10.1 Investor Rights Agreement dated as of October 1, 2020 (incorporated by referencetoExhibit 10.1 to Clarivates Form 8-K filed October 1, 2020) 10.2 Registration Rights Agreement dated as of October 1, 2020 (incorporated by referencetoExhibit 10.2 toClarivatesForm 8-K filed October 1, 2020) 10.3 Amendment No. 1 to the Registration Rights Agreement dated as of December 1, 2021 (incorporated by referencetoExhibit 10.1 to Clarivates Form 8-K filed December 1, 2021) 10.4 Investment Agreement dated as of March 4, 2024, by and between Clarivate Plc and Exor N.V. (incorporated by referencetoExhibit 10.1 to Clarivates Form 8-K filed March 4, 2024) 10.5 Amendment No. 6 dated as of January 31, 2024 to the Credit Agreement dated as of October 31, 2019 (incorporated by referencetoExhibit 10.1 to Clarivates Form 8-K filed February 1, 2024) 10.6+ Clarivate Analytics Plc 2019 Incentive Award Plan - Amended and Restated as of May 11, 2020 (incorporated by reference to Exhibit 10.4toClarivates Quarterly Report on Form 10-Q filed October 29, 2020) 10.7+ Clarivate Plc 2019 Incentive Award Plan Sub-Plan for Israeli Participants (incorporated by referencetoExhibit 10.1 to Clarivates Quarterly Report on Form 10-Q filed May 8, 2024) 10.8+ Clarivate Analytics Plc 2019 Incentive Award Plan - Form of Restricted Stock Unit Agreement (incorporated by referencetoExhibit 10.17 to Clarivates Annual Report on Form 10-K filed March 2, 2020) 10.9+ Clarivate Analytics Plc 2019 Incentive Award Plan - Form of Performance Share Unit Agreement (incorporated by referencetoExhibit 10.4 to Clarivates Quarterly Report on Form 10-Q filed July 30, 2020) 10.10+ Clarivate Analytics Plc 2019 Incentive Award Plan - Form of Amendment to the 2021 Performance Share Unit Agreement (incorporated by referencetoExhibit 10.15 to Clarivates Annual Report on Form 10-K filed March 1, 2023) 10.11+ Clarivate Analytics Plc 2019 Incentive Award Plan - Form of Amendment to the 2022 Performance Share Unit Agreement (incorporated by referencetoExhibit 10.16 to Clarivates Annual Report on Form 10-K filed March 1, 2023) 10.12+ Clarivate Plc 2019 Incentive Award Plan Form of Restricted Share Unit Agreement (Non-Executive Directors) (incorporated by referencetoExhibit 10.2 to Clarivates Quarterly Report on Form 10-Q filed May 8, 2024) 10.13+ Clarivate Plc 2019 Incentive Award Plan Form of Restricted Share Unit Agreement (updated) (incorporated by referencetoExhibit 10.3 to Clarivates Quarterly Report on Form 10-Q filed May 8, 2024) 10.14+ Clarivate Plc 2019 Incentive Award Plan Form of Performance Share Unit Agreement - Executive Officers (updated) (incorporated by referencetoExhibit 10.4 to Clarivates Quarterly Report on Form 10-Q filed May 8, 2024) 10.15 Form of Director and Officer Indemnification Agreement (incorporated by referencetoExhibit 10.4 to Amendment No. 2 to Clarivates Registration Statement on Form F-4 filed April 15, 2019) 10.16+ Executive Severance Plan of Clarivate Plc (incorporated by referencetoExhibit 10.5 to Clarivate's Quarterly Report on Form 10-Q filed July 29, 2021) 10.17+ Employment agreement, dated August 1, 2024, by and between Ex Libris Ltd. and Matitiahu (Matti) Shem Tov (incorporated by referencetoExhibit 10.2 to Clarivates Quarterly Report on Form 10-Q filed November 6, 2024) 10.18+ Offer Letter, dated November 29, 2021, by and between Clarivate Plc and Jonathan Collins (incorporated by referencetoExhibit 10.15 to Clarivates Annual Report on Form 10-K filed March 10, 2022) 10.19+ Offer Letter, dated March 31, 2023, by and between Clarivate Plc and Henry Levy (incorporated by referencetoExhibit 10.6 to Clarivates Quarterly Report on Form 10-Q filed May 8, 2024) 10.20+ Service Agreement, dated May 25, 2022, by and between CPA Limited and Gordon Samson (incorporated by referencetoExhibit 10.1 to Clarivates Quarterly Report on Form 10-Q filed August 9, 2022) 10.21+ Employment Agreement, dated March 31, 2023, by and between Ex Libris Ltd. and Bar Veinstein (incorporated by referencetoExhibit 10.5 to Clarivates Quarterly Report on Form 10-Q filed May 8, 2024) 10.22+ Offer Letter, dated July 7, 2022, by and between Clarivate Plc and Jonathan Gear (incorporated by referencetoExhibit 10.2 to Clarivates Quarterly Report on Form 10-Q filed August 9, 2022) 10.23+ SeparationAgreement, dated August 1, 2024, by and between Clarivate Plc and Jonathan Gear (incorporated by referencetoExhibit 10.1 to Clarivates Quarterly Report on Form 10-Q filed November 6, 2024) 19.1* Insider Trading Policy 21.1* Subsidiaries of the Registrant 23.1* Consent of PricewaterhouseCoopers LLP 31* Certification of our Chief Executive Officer and our Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32* Certification of our Chief Executive Officer and our Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97 Executive Compensation Recoupment Policy (effective October 2, 2023)(incorporated by referencetoExhibit97to Clarivates Annual Report on Form 10-K filedFebruary 27, 2024)