Item 1. Business
Item 1. Business.
Background
Clarivate Plc is a public limited company incorporated on January 7, 2019 under the laws of Jersey, Channel Islands. Our registered office is located at 4th Floor, St Paul’s Gate, 22-24 New Street, St. Helier, Jersey JE14TR. Our principal business offices are located at 70 St. Mary Axe, London EC3A 8BE, United Kingdom, and our main telephone number is +44 207 433 4000. We became a public company in May 2019, and our ordinary shares are traded on the New York Stock Exchange under the symbol “CLVT.”
Our Business
We are a leading global information services provider. We connect people and organizations to intelligence they can trust to transform their world. We bring together enriched data, analytics and insights, workflow software, and expert services, grounded in deep domain expertise across the spectrum of knowledge, research, and innovation. Our subscription and technology-based solutions cover the Academia & Government (“A&G”), Intellectual Property (“IP”), and Life Sciences & Healthcare (“LS&H”) markets.
Our goal is to deliver a best-in-class experience for our customers at every touchpoint while delivering exceptional outcomes for our colleagues, communities, and shareholders. We aim to accomplish this goal through the following actions:
• Provide indispensable, mission-critical solutions to our customers.
• Leverage scale created by interconnected end markets.
• Operate the business to accelerate organic growth.
• Position the business to unlock significant value for shareholders.
To accomplish these objectives, we have taken or are taking the following actions:
• Strengthened our portfolio of products and services by making key acquisitions across our core markets, including Decision Resources Group (“DRG”) and CPA Global in 2020 and ProQuest in 2021. DRG improved our end-to-end capabilities across the LS&H innovation lifecycle, while CPA Global enhanced our end-to-end capabilities across the IP lifecycle, and ProQuest added end-to-end capabilities to support A&G research and resource management needs. We have also divested lower margin, non-core business, and product lines (such as Techstreet in 2020 and MarkMonitor Domain Management in 2022) to focus on our key offerings. We will continue to evaluate and pursue appropriate acquisition and divestiture opportunities across our product lines.
• Strive to achieve scale across our core markets by integrating shared content and unified technology to enable high value use cases in the innovation lifecycles of our customer end markets. We believe a significant opportunity exists for us to accelerate revenue growth by increasing the value of our products and services, developing new products, and optimizing sales force productivity.
• Leverage our shared services to achieve significant cost synergies by streamlining and consolidating our content and technology infrastructure. We expect to continue realizing the benefits of our cost-saving and margin improvement initiatives designed to generate substantial incremental cash flow. Some of our initiatives include decreasing costs by simplifying organizational structures and rationalizing general and administrative functions to enhance a customer-centric focus, using artificial intelligence (“AI”) and the latest technologies to reduce costs and increase efficiencies for content sourcing and curation, software development, operational delivery, and headcount productivity.
As a result of these activities, we believe that we are deeply entrenched across the global innovation ecosystem, with more than 150 countries where our customers benefit from our data, software, and expert insight. Nearly all of the world’s top 400 universities use our solutions to accelerate research and enhance education, and all of the world’s top pharma, medtech, and biotech companies rely on us to improve patient outcomes. More than 95 percent of the world’s top 50 R&D companies work with us to accelerate innovation.
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Our Customers
We serve a large, diverse, and global customer base across the scientific research, intellectual property, and life sciences and healthcare end markets. Our customers include corporations, universities, law firms, government agencies, public libraries, and other professional services organizations.
We believe the substantial increase in unstructured data over the last decade has increased the importance of our proprietary, curated databases to our customers. This trend has resulted in a critical need for unstructured data to be meaningfully filtered, analyzed, and curated into relevant information that facilitates key operational and strategic decisions made by our customers. Our highly curated, proprietary suite of branded information and insights solutions created through our sourcing, aggregation, verification, translation, classification, and standardization process has resulted in our solutions providing a trusted foundation and quality user experience for our customers. We believe our solutions and commitment to excellence provide us with a significant advantage in both retaining existing and attracting new customers.
We provide our offerings to customers primarily through subscriptions, re-occurring arrangements, and transactions, as follows:
• Subscription-based revenues are recurring revenues that we typically earn under annual contracts, pursuant to which we license the right to use our products to our customers or provide maintenance services over a contractual term. Subscription agreements provide us with stable revenue and predictable cash flows.
• Re-occurring revenues are derived solely from the patent and trademark maintenance services provided by our IP segment. Patents and trademarks are renewed regularly, and our services help customers maintain and protect those patents and trademarks in multiple jurisdictions around the world. Because of the re-occurring nature of the patent and trademark lifecycle, our customer base engages us to manage the renewal process on their behalf. Like subscription-based revenue, this revenue stream also typically provides us with stable revenue and predictable cash flows.
• Transactional revenues are earned for specific deliverables that are typically quoted on a product, data set, or project basis. Transactional revenues include content sales (including single-document and aggregated collection sales), consulting engagements, and other professional services such as software implementation services.
The following charts illustrate our revenues from customers for the year ended December 31, 2023, by segment, type, and geography:
We are not dependent on any single customer or group of customers, and no significant portion of the business is subject to renegotiation of profits or termination of contracts or subcontracts at the election of the government.
We believe that the strong value proposition of our content, user interfaces, and visualization and analytical tools, combined with the integration of our products and services into customers’ daily workflows, contribute to our strong annual customer renewal rates in excess of 90 percent. For additional information on annual renewal rates, see Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Key Performance Indicators - Annual Renewal Rates of this annual report.
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Our Business Segments
Our reportable segment structure comprises three segments: Academia & Government (“A&G”), Intellectual Property (“IP”), and Life Sciences & Healthcare (“LS&H”). This structure allows us to provide substantial scale for our vertical market customers while still leveraging our shared-services to operate efficiently across horizontal workflows and functions. Within each of our segments, we provide the following information, solution, and service capabilities:
• Enriched Data - comprehensive, curated content collections.
• Analytics & Insights - on-demand predictive analytics capabilities to inform decision making.
• Workflow Software - automated workflow, including SaaS, to enable decisions and manage resources.
• Expert Services - business-critical regulatory and compliance activities support.
Additional information with respect to business segment results is included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations , and Note 16 - Segment Information in Part II, Item 8 of this annual report.
A&G Segment (50% of revenues for the year ended December 31, 2023)
Our A&G segment’s mission is to help our customers educate the world by advancing research excellence and student success to accelerate real-world outcomes. We help academic and government institutions advance knowledge to build a better world. Within the A&G segment, we provide Research and Analytics, Content Aggregation, and Workflow Software solutions in striving to accomplish our mission.
Research and Analytics
Content Aggregation
Workflow Software
Description
Analyze and explore the academic research landscape and manage research information
Provide comprehensive content collections to institutions in a cost-effective manner
Manage academic resources and services, connect users, and support research publication
Notable Solutions and Products
Web of Science
InCites
ProQuest One
Ebook Central
Alma
Polaris
Curated Information Set
Database of 7+ billion digital pages, 2.4+ billion bibliographic records, 2+ billion citations, 245+ million journal articles, 5+ million dissertations, and 1.8+ million E-books
A significant portion of our product development efforts is focused on leveraging AI to drive enhanced value for our A&G segment customer-base. For example, we use AI to identify academic journals within the Web of Science that show outlier characteristics, to ensure our customers are confident that they can trust all indexed journals and continue to deliver gold-standard content. Trained machine learning algorithms flag these journals to our in-house editors who conduct a thorough analysis of the journal and whether it continues to meet our standards. We also have integrated generative AI, LLMs, and other AI tools and technology into our A&G solutions, which provide students, faculty, and researchers with rapid access to detailed and contextual information and relevant recommendations.
Example Use Cases
• A physics professor planning a research program and preparing a proposal for grant funding could utilize the Web of Science to reveal emerging research trends by discipline and gaps in the current literature where further research is needed, understand the competitive landscape, and identify potential collaborators.
• A university provost interested in evaluating the chemistry department at her institution can use the Web of Science and its associated analytical tool, InCites, to measure research performance of the team and individuals using indicators of impact and collaboration, benchmark the strength of the university’s research output compared to other global institutions, and evaluate faculty productivity to assist in strategic planning and resource allocation.
• A library, university, or research institution looking to improve the quality or scope of its content, discovery solutions, or related software applications can use Alma , Polaris , ProQuest One , and Ebook Central to manage its collections and provide its users with access to high-value curated content.
IP Segment (33% of revenues for the year ended December 31, 2023)
Our IP segment’s mission is to enable organizations worldwide to unlock innovation, establish strong brands, and effectively protect critical IP assets through our trusted IP data, software, and expertise. We help customers establish,
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protect, and manage their intellectual property. Within the IP segment, we provide IP Maintenance, IP Intelligence, and IP Management solutions in striving to accomplish our mission.
IP Maintenance
IP Intelligence IP Management
Description
Support paralegal and admin tasks throughout the patent and trademark protection and maintenance process
Support critical decisions around patent and trademark protection, risk, and value creation throughout the innovation and brand lifecycle Create a structured environment for the effective protection and management of global patent and trademark assets
Notable Solutions and Products
Patent and Trademark Renewals
CompuMark
Derwent
IPFolio
Foundation IP
Curated Information Set
150+ million patent documents; 26,000 unique classifications of structured patent insights; 140+ million trademark records; 9+ million IP law cases
A significant portion of our product development efforts are focused on leveraging AI to drive enhanced value for our IP segment customer-base. For example, the CompuMark Naming Tool uses generative AI to automate the process of brainstorming new brand names, simultaneously analyzing them for potential usability. Trained on US, EU, and Pharma In-Use databases, our proprietary AI algorithm generates creative name suggestions based on customer criteria in seconds, simultaneously analyzing them against existing domain names and social media handles.
Example Use Case
• An employee developing a new product or idea (e.g., a chemical engineer or a product designer) will access the Derwent database of patents to evaluate the novelty and determine the patentability of the new product or idea.
• An attorney for a large law firm helps clear a trademark for use by its corporate customer as part of a new product launch. The attorney first conducts a “knock-out” search as part of a preliminary screening process using our Trademark Searching tool and then later orders an analyst curated “Full Search” report by CompuMark to ensure the availability of the proposed trademark in the markets in which the customer will be operating. In this way, the attorney can clear both the word and image mark for use by the client. The attorney will then subscribe to CompuMark’s Trademark Watching services solution to continually ensure that none of their customers’ valuable trademarks are being infringed upon.
• A law firm partnership uses Foundation IP to provide renewal and validation of IP rights on behalf of a customer.
LS&H Segment (17% of revenues for the year ended December 31, 2023)
Our LS&H segment’s mission is to empower our customers to deliver treatments that improve patient lives and create a healthier tomorrow. Our intelligence solutions, transformative data and technology equip our customers with the insight and foresight needed across all of their initiatives from early-stage drug discovery right through commercialization and beyond. Within the LS&H segment, we provide Research and Development, Regulatory and Safety, and Commercialization solutions in striving to accomplish our mission.
Research and Development
Regulatory and Safety
Commercialization
Description
Support the development of new drugs and medical devices from discovery to clinical trials
Efficiently monitor drug safety issues and adhere to the latest global regulatory protocols
Effectively inform commercial launch strategy and set pricing for optimal reimbursement
Notable Solutions and Products
Cortellis Competitive Intelligence
Cortellis Drug Discovery Intelligence
Cortellis Regulatory Intelligence
OFF-X
Real World Data (“RWD”)
Optimize
Curated Information Set
48+ billion patient claims & EHR records; proprietary disease insights covering 200+ diseases and biomarkers across 45+ countries and 3,500+ patient segments;
A significant portion of our product development efforts are focused on leveraging AI to drive enhanced value for our LS&H segment customer base. For example, to speed up drug development and better ensure that the right medicines reach the right patients, we are drawing on our connected data in Cortellis and using machine learning to predict clinical trials progression, regulatory approvals and even valuations on merger and acquisition candidates.
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Example Use Case
• A researcher at a pharmaceutical company who is evaluating several potential R&D programs will access the Cortellis database to assess competitive products in the drug development pipeline, review clinical trial data, and summarize regulatory information.
• A data analyst at a biopharma company seeking to benchmark forecasts using data on the total potential and addressable market will utilize RWD to corroborate forecasts and validate investments using bottom-up forecasting.
• An analyst at a medical technology company responsible for commercializing drugs or devices uses Optimize products to analyze markets and determine which payers, providers, or patients to target.
Our Competition
We believe the principal competitive factors in our business include the depth, breadth, timeliness, and accuracy of database content and analysis, the ease of use related to content delivery platforms and management software, and value for price. We believe we compete favorably with respect to each of these factors. Although we face competition in specific markets and with respect to specific offerings, including related to developing and implementing AI, we do not believe that we have a direct competitor across all of the markets we serve due to the depth and breadth of our offerings.
Intellectual Property
We own and generate a significant amount of intellectual property, including registered trademarks, trademark applications, domain names, patents (both granted and pending), and expertly curated, interconnected data assets. We also own certain proprietary software, including AI products and services. In addition, we are licensed to use certain third-party software and we obtain significant content and data through third-party licensing arrangements with content providers. We consider our trademarks, service marks, data assets, software, and other IP to be proprietary, and we rely on a combination of statutory (e.g., copyright, trademark, trade secret, and patent), contractual, and technical safeguards to protect our IP rights. We believe that the IP we own and license is sufficient to permit us to carry on our business as presently conducted.
Our agreements with our customers and business partners place certain restrictions on the use of our IP. As a general practice, employees, contractors, and other parties with access to our proprietary information sign agreements that prohibit the unauthorized use or disclosure of our IP and confidential information.
Our People
At Clarivate, we have prioritized enhancing our colleague experience and creating a work environment that attracts and retains top talent from around the world. Our overarching goal is to create a strong foundation on which we can build for the future to ensure we have career pathways and development opportunities for our talented workforce. We continue to promote a work environment where we can be our authentic selves – respecting and celebrating our differences.
We foster a values-led culture that begins with our vision that we fuel the world’s greatest breakthroughs by harnessing the power of human ingenuity. Our mission is to advance the success of people and organizations through transformative intelligence and trusted partnership. Our values help us achieve our goals with ambition (“We aim for greatness”), integrity (“We own our actions”), and respect for the people around us (“We value every voice”). We provide a variety of colleague-oriented programs and benefits to attract, retain, and develop a productive and engaged workforce.
As of December 31, 2023, we had more than 12,000 employees located in 42 countries around the world. The following charts illustrate our employees by segment and by geography:
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Inclusion and Diversity
Treating one another with fairness, dignity, and respect are fundamental to our purpose and mission. We believe that people coming together from different cultures and backgrounds, with different life experiences, is essential to sparking new ideas and accelerating our progress. We know that colleagues who feel engaged and included will be the most proactive and productive. Our goal is to weave these principles into the fabric of our culture to become a recognized global employer of choice.
Diversity is an integral part of our principles of corporate governance, and the Board believes that its membership should be composed of highly qualified directors from diverse backgrounds. As such, the Nominating and Governance Committee actively considers diversity (including gender, age, ethnicity, and geographic background) in the recruitment of directors.
We have initiated a Council for Inclusion and Diversity at Clarivate, chaired by the CEO. The council focuses on a five-pillar framework of Leadership and Strategy, Culture, Workplace Practices, Business Integration, and Community Impact to guide our inclusion and diversity efforts. For example, some of our initiatives include providing non-bias training and education, increasing colleague resource group activities and participation, and supporting diversity throughout our supply chain and in our communities.
This year, Clarivate received a score of 80 (out of 100) on the Human Rights Campaign Foundation’s 2023-2024 Corporate Equality Index, the nation’s foremost benchmarking survey and report measuring corporate policies and practices related to LGBTQ+ workplace equality. Clarivate improved our score to 80 from 75 last year, demonstrating our commitment and progress to an inclusive workplace culture.
Attraction, Development, and Retention
We have a dedicated talent acquisition team whose priority is to attract the best, most suitable candidates using such channels as proactive sourcing, connecting through universities, ad campaigns, and referrals. Their goal is to identify a diverse, qualified candidate pool and to provide a positive candidate experience throughout the interview and hiring process. Current colleagues also are a key source of talent, and we have a number of opportunities enabling colleagues to thrive and advance their careers. We recently launched a new approach to our internal mobility process with the goal of making it easier for our colleagues to grow their career internally rather than seeking an opportunity with another employer.
Our learning and development philosophy is about bringing our values, diverse culture, and opportunities to life. It’s about empowering each colleague to bring their best self to work every day and providing a range of opportunities to help them develop the knowledge and skills they need to be successful. We encourage colleagues to take advantage of the more than 5,000 self-paced eLearning resources available on our Learning Management System platform as well as the many live and virtual training sessions we offer regularly throughout the year. We align our training offerings to our competency model, building a foundation for career development and advancement.
We conduct a colleague engagement survey twice a year to gauge overall colleague satisfaction and gather feedback on what colleagues feel is going well and what areas need improvement. We are committed to listening, learning, and acting upon the feedback we receive through the survey to make Clarivate an even better place for our colleagues to work and achieve success. Our overall colleague satisfaction score increased from 74 (out of 100) in 2022 to 75 in 2023, with a participation rate of 87 percent, well above the benchmark. We believe that the increased score reflects our continuing commitment to actively address survey responses to strengthen our workforce and improve our workplace.
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We have invested in a robust health and well-being strategy to encourage healthier and happier colleagues. Our global Employee Assistance Program provides confidential emotional support, legal guidance, financial resources, and online support. In addition, our Be Well platform offers a personalized experience to help colleagues build healthy habits, such as reducing stress, eating healthier, tracking sleep, and exercising regularly with personal and team challenge incentives.
We strive to offer equitable pay and competitive salaries and wages, and we offer a comprehensive benefits and rewards package, including healthcare, insurance benefits, retirement savings plans, and more. We also provide 40 hours of paid volunteer time off to each of our colleagues in support of the United Nations Sustainable Development Goals.
Available Information
Our internet address is clarivate.com and our investor relations website is ir.clarivate.com . On or through our investor relations website, we make available, free of charge, printable copies of our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. On our website, we also make available printable copies of our Amended and Restated Memorandum of Association, Corporate Governance Guidelines, Audit Committee Charter, Risk and Sustainability Committee Charter, Human Resources and Compensation Committee Charter, Nominating and Governance Committee Charter, Code of Conduct, and other corporate policies.