|
Clarivate Reaffirms its 2021 Outlook and Provides 2021 Adjusted EPS Outlook
Tuesday, May 18, 2021
-- Files Form 10-Q for the First Quarter 2021 --
LONDON, May 10, 2021 /PRNewswire/ -- Clarivate Plc (NYSE: CLVT) (the "Company" or "Clarivate"), a global leader in providing trusted information and insights to accelerate the pace of innovation, today announced that it reaffirmed its 2021 outlook for Adjusted revenues((1)), Adjusted EBITDA((1)), Adjusted EBITDA margin((1)) and Adjusted free cash flow((1)) and issued its 2021 Adjusted diluted EPS((1)) outlook. Additionally, the Company filed its Form 10-Q for the period ending March 31, 2021 and an amendment to its Annual Report on Form 10-K for the period ending December 31, 2020.
As previously disclosed, following consideration of an April 12, 2021 announcement by the Securities and Exchange Commission that is broadly applicable to warrants issued by special purpose acquisition companies ("SPACs"), the Company concluded that certain of its warrants, originally issued by the SPAC that the Company merged with in 2019, should be classified as liabilities in the Company's financial statements prepared according to generally accepted accounting principles ("GAAP"). The Company has filed restated financial statements for the years ended December 31, 2020 and 2019 and the quarterly periods ended September 30, 2020, June 30, 2020, March 31, 2020, September 30, 2019 and June 30, 2019. This change did not affect previously reported GAAP revenues, loss from operations, long-term debt or cash flows from operating activities, or the Non-GAAP measures including Adjusted EBITDA, Free Cash Flow or Adjusted Free Cash Flow.
The Company also issued its first quarter 2021 per share information. For the first quarter 2021, net loss was $24.0 million or ($0.04) per diluted share, compared to a loss of $129.6 million or ($0.38) per diluted share for the prior year period. Adjusted net income for the first quarter 2021 increased to $88.4 million or $0.14 per diluted share, compared to $25.5 million or $0.07 per diluted share for the prior year period.
Outlook for 2021 (forward-looking statement)
The full year 2021 updated outlook presented below assumes no further currency movements, acquisitions, divestitures, or unanticipated events.
The below outlook includes Non-GAAP measures. Please see "Reconciliation to Certain Non-GAAP measures" presented below for important disclosure and reconciliations of these financial measures to the most directly comparable GAAP measure. These terms are defined elsewhere in this earnings press release.
Outlook
Adjusted revenues
$1.79B to $1.84B
Adjusted EBITDA
$790M to $825M
Adjusted EBITDA margin 44% to 45%
Adjusted diluted EPS
$0.74 to $0.79
Adjusted free cash flow
$450M to $500M
(1) Non-GAAP Measures - Please see
"Reconciliation to Certain Non-
GAAP measures" in this press
release for important disclosures
and reconciliations of these
financial measures to the most
directly comparable GAAP measure.
These terms are defined elsewhere
in this press release.
Use of Non-GAAP Financial Measures
Non-GAAP results are not presentations made in accordance with U.S. generally accepted accounting principles ("GAAP") and are presented only as a supplement to our financial statements based on GAAP. Non-GAAP financial information is provided to enhance the reader's understanding of our financial performance, but none of these non-GAAP financial measures are recognized terms under GAAP. They are not measures of financial condition or liquidity, and should not be considered as an alternative to profit or loss for the period determined in accordance with GAAP or operating cash flows determined in accordance with GAAP. As a result, you should not consider such measures in isolation from, or as a substitute for, financial measures or results of operations calculated or determined in accordance with GAAP.
We use non-GAAP measures in our operational and financial decision-making. We believe that such measures allow us to focus on what we deem to be a more reliable indicator of ongoing operating performance and our ability to generate cash flow from operations and we also believe that investors may find these non-GAAP financial measures useful for the same reasons. Non-GAAP measures are frequently used by securities analysts, investors, and other interested parties in their evaluation of companies comparable to us, many of which present non-GAAP measures when reporting their results. These measures can be useful in evaluating our performance against our peer companies because we believe the measures provide users with valuable insight into key components of GAAP financial disclosures. However, non-GAAP measures have limitations as analytical tools and because not all companies use identical calculations, our presentation of non-GAAP financial measures may not be comparable to other similarly titled measures of other companies.
Definitions and reconciliations of non-GAAP measures, such as Adjusted Revenues, EBITDA, Adjusted EBITDA, Adjusted diluted EPS, Free Cash Flow, and Adjusted Free Cash Flow to the most directly comparable GAAP measures are provided within the schedules attached to this release. Our presentation of non-GAAP measures should not be construed as an inference that our future results will be unaffected by any of the adjusted items, or that any projections and estimates will be realized in their entirety or at all.
Forward-Looking Statements
This communication contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These statements, which express management's current views concerning future business, events, trends, contingencies, financial performance, or financial condition, appear at various places in this communication and may use words like "aim," "anticipate," "assume," "believe," "continue," "could," "estimate," "expect," "forecast," "future," "goal," "intend," "likely," "may," "might," "plan," "potential," "predict," "project," "see," "seek," "should," "strategy," "strive," "target," "will," and "would" and similar expressions, and variations or negatives of these words. Examples of forward-looking statements include, among others, statements we make regarding: guidance outlook and predictions relating to expected operating results, such as revenue growth and earnings; strategic actions such as acquisitions, joint ventures, and dispositions, including the anticipated benefits therefrom, and our success in integrating acquired businesses; anticipated levels of capital expenditures in future periods; our ability to successfully realize cost savings initiatives and transition services expenses; our belief that we have sufficiently liquidity to fund our ongoing business operations; expectations of the effect on our financial condition of claims, litigation, environmental costs, the COVID-19 pandemic and governmental responses thereto, contingent liabilities, and governmental and regulatory investigations and proceedings; and our strategy for customer retention, growth, product development, market position, financial results, and reserves. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on management's current beliefs, expectations, and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy, and other future conditions. Because forward-looking statements relate to the future, they are difficult to predict and many of which are outside of our control. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include those factors discussed under the caption "Risk Factors" in our most recent annual report on Form 10-K, as amended, along with our other filings with the U.S. Securities and Exchange Commission ("SEC"). However, those factors should not be considered to be a complete statement of all potential risks and uncertainties. Additional risks and uncertainties not known to us or that we currently deem immaterial may also impair our business operations. Forward-looking statements are based only on information currently available to our management and speak only as of the date of this communication. We do not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws. Please consult our public filings with the SEC or on our website at www.clarivate.com.
About Clarivate
Clarivate(TM) is a global leader in providing solutions to accelerate the lifecycle of innovation. Our bold mission is to help customers solve some of the world's most complex problems by providing actionable information and insights that reduce the time from new ideas to life-changing inventions in the areas of science and intellectual property. We help customers discover, protect and commercialize their inventions using our trusted subscription and technology-based solutions coupled with deep domain expertise. For more information, please visit clarivate.com.
Reconciliation to Certain Non-GAAP Measures
(Amounts in tables may not sum due to rounding)
Adjusted Revenues
Adjusted Revenues excludes the impact of the deferred revenues purchase accounting adjustment (primarily recorded in connection with recent acquisitions).
The following table presents our calculation of Adjusted Revenues for the Outlook for 2021 and reconciles this measure to our Revenues, net for the same period:
Year Ending December 31, 2021
(Forecasted)
(in
millions) Low High
Revenues,
net $
1,786.4 $
1,836.4
Deferred
revenues
adjustment(1) 3.6 3.6
Adjusted
revenues,
net $
1,790.0 $
1,840.0
(1) Reflects the deferred revenues
adjustment made as a result
of purchase accounting.
Adjusted EBITDA
Adjusted EBITDA is calculated using net (loss) income before provision for income taxes, depreciation and amortization and interest income and expense adjusted to exclude acquisition or disposal-related transaction costs (such costs include net income from continuing operations before provision for income taxes, depreciation and amortization and interest income), share-based compensation, unrealized foreign currency gains/(losses), transition services agreement costs entered into with Thomson Reuters in 2016 ("Transition Services Agreement"), separation and integration costs, transformational and restructuring expenses, acquisition-related adjustments to deferred revenues, non-cash income/(loss) on equity and cost method investments, non-operating income or expense, the impact of certain non-cash and other items that are included in net income for the period that the Company does not consider indicative of its ongoing operating performance, and certain unusual items impacting results in a particular period.
The following table presents our calculation of Adjusted EBITDA for the Outlook for 2021 and reconciles this measure to our Loss from operations for the same period:
Year Ending December 31, 2021
(Forecasted)
(in
millions) Low High
Net
loss $
(2.5) $
32.5
Provision
for
income
taxes 29.4 29.4
Depreciation
and
amortization 545.8 545.8
Interest,
net 151.3 151.3
Transition,
transition
services
agreement,
and
integration
expense(1) 40.3 40.3
Share-
based
compensation
expense 26.0 26.0
Other (0.3) (0.3)
Adjusted
EBITDA $
790.0 $
825.0
Adjusted
EBITDA %
margin 44 45
%
(1) Includes restructuring costs,
other cost optimization
activities, and payments and
receipts under transition
service agreements.
Adjusted Net Income (Loss) and Adjusted Diluted EPS
Adjusted Net Income (Loss) is calculated using net income (loss), adjusted to exclude acquisition or disposal-related transaction costs (such costs include net income from continuing operations before provision for income taxes, depreciation and amortization and interest income and expense from the divested business), amortization related to acquired intangible assets, share-based compensation, unrealized foreign currency gains/(losses), Transition Services Agreement costs, separation and integration costs, transformational and restructuring expenses, acquisition-related adjustments to deferred revenues, debt extinguishment costs and refinancing related costs, non-cash income (loss) on equity and cost method investments, non-operating income or expense, the impact of certain non-cash and other items that are included in net income for the period that the Company does not consider indicative of its ongoing operating performance, certain unusual items impacting results in a particular period, and the income tax impact of any adjustments. We calculate Adjusted Diluted EPS by using Adjusted Net Income divided by diluted weighted average shares for the period.
The following table presents our calculation of Adjusted Diluted EPS for the Outlook for 2021 and reconciles these measures to our Net loss for the same period:
Year Ending December 31, 2021
(Forecasted)
Low High
Per Share Per Share
Net
income
(loss) $
0.00 $
0.05
Transition,
transition
services
agreement,
and
integration
expense(1) 0.07 0.07
Share-
based
compensation
expense 0.04 0.04
Amortization
related
to
acquired
intangible
assets 0.68 0.68
Income
tax
impact
of
related
adjustments (0.05) (0.05)
Adjusted
Diluted
EPS $
0.74 $
0.79
Weighted
average
ordinary
shares
(Diluted) 631,043,005
(1) Includes restructuring costs,
other cost optimization
activities, and payments and
receipts under transition
service agreements.
Free Cash Flow and Adjusted Free Cash Flow
Free cash flow is calculated using net cash provided by operating activities less capital expenditures. Adjusted free cash flow is calculated as free cash flow, less cash paid for transition services agreement, transition, transformation and integration expenses, transaction related costs and debt issuance costs offset by cash received for hedge accounting transactions. The following table reconciles our non-GAAP free cash flow and Adjusted free cash flow measure to net cash provided by operating activities:
The following table presents our calculation of Free Cash Flow and Adjusted Free Cash Flow for the Outlook for 2021 and reconciles this measure to our Net cash provided by operating activities for the same period:
Year Ending December 31, 2021
(Forecasted)
(in millions) Low High
Net cash provided
by operating
activities $
559.7 $
609.7
Capital
expenditures (151.7) (151.7)
Free Cash Flow 408.0 458.0
Transition,
transition
services
agreement, and
integration
expense(1) 42.0 42.0
Adjusted free
cash flow $
450.0 $
500.0
(1) Includes cash payments related
to restructuring and other cost
optimization activities.
Adjusted Net Income and Adjusted Diluted EPS
Adjusted Net Income is calculated using net income (loss), adjusted to exclude acquisition or disposal-related transaction costs (such costs include net income from continuing operations before provision for income taxes, depreciation and amortization and interest income and expense from the divested business), amortization related to acquired intangible assets, share-based compensation, mark to market adjustment on financial instruments, unrealized foreign currency gains/(losses), Transition Services Agreement costs, separation and integration costs, transformational and restructuring expenses, acquisition-related adjustments to deferred revenues, debt extinguishment costs and refinancing related costs, non-cash income (loss) on equity and cost method investments, non-operating income or expense, the impact of certain non-cash and other items that are included in net income for the period that the Company does not consider indicative of its ongoing operating performance, certain unusual items impacting results in a particular period, and the income tax impact of any adjustments. We calculate Adjusted Diluted EPS by using Adjusted Net Income divided by diluted weighted average shares for the period.
The following table presents our calculation of Adjusted Net Income and Adjusted Diluted EPS for the three months ended March 31, 2021 and 2020 and reconciles these measures to our Net loss and EPS for the same periods:
Three months ended March 31, Three months ended March 31,
2021 2020 (As Restated)(8)
(in millions, except
per share amounts) Amount Per Share Amount Per Share
Net income (loss) (24.0) (0.04) (129.6) (0.38)
Dilutive impact of
potential common
shares 0.02
Net income (loss) (24.0) (0.04) (129.6) (0.36)
Transition services
agreement costs(1) 1.6
Transition,
transformation and
integration
expense(2) 2.2 0.01
Deferred revenues
adjustment(3) 3.0 1.9 0.01
Transaction related
costs(4) (26.6) (0.04) 26.7 0.07
Share-based
compensation expense 10.7 0.02 17.5 0.05
Mark to market
adjustment on
financial
instruments(7) (51.2) (0.08) 55.6 0.15
Amortization related
to acquired
intangible assets 110.9 0.18 40.2 0.11
Restructuring and
impairment(5) 64.7 0.10 7.8 0.02
Debt extinguishment
costs and refinancing
related costs 8.6 0.02
Other(6) 15.6 0.03 (2.5) (0.01)
Income tax impact of
related adjustments (14.8) (0.02) (4.5) (0.01)
Adjusted net income
and Adjusted Diluted
EPS $
88.4 $
0.14 $
25.5 $
0.07
Weighted average
ordinary shares
(Diluted) 623,254,313 366,584,014
=== ===
(1) In 2020, this is related to a new
transition services agreement and
offset by the reverse transition
services agreement from the sale of
MarkMonitor assets.
(2) Includes cash payments in connection
with and after our separation from
Thomson Reuters in 2016 relating to
the implementation of our standalone
company infrastructure and related
cost-savings initiatives. These
cash payments include mainly
transition consulting, technology
infrastructure, personnel and
severance expenses relating to our
standalone company infrastructure,
which are recorded in Transition,
integration, and other related
expenses line-item of our income
statement, as well as cash payments
related to the restructuring and
transformation of our business
following our separation from
Thomson Reuters in 2016 mainly
related to the integration of
separate business units into one
functional organization and
enhancements in our technology. This
also includes cash payments
following our merger with Churchill
Capital Corp in 2019, to streamline
our operations by simplifying our
organization and focusing on two
product groups.
(3) Reflects the deferred revenues
adjustment as a result of purchase
accounting.
(4) Includes costs incurred to complete
business combination transactions,
including acquisitions, dispositions
and capital market activities and
include advisory, legal, and other
professional and consulting costs.
(5) Reflects costs incurred in connection
with the initiative, following our
merger with Churchill Capital Corp
in 2019, to streamline our
operations by simplifying our
organization and focusing on two
product groups. This also includes
restructuring related costs
following the acquisition of DRG and
CPA Global in 2020.
(6) Includes primarily the net impact of
foreign exchange gains and losses
related to the re-measurement of
balances and other items that do not
reflect our ongoing operating
performance.
(7) Mark to market adjustment on
financial instruments consists of
the mark to market accounting
adjustments related to certain of
the Company's warrants issued to the
founders of Churchill Capital Corp,
a special purpose acquisition
company or "SPAC" with which the
Company consummated a business
combination transaction in May 2019.
(8) As disclosed in the Amendment No. 1
to the Company's Form 10-K for the
year ended December 31, 2020 filed
with the Securities and Exchange
Commission ("SEC") on May 10, 2021,
Clarivate Plc amended its Annual
Report on Form 10-K for the year
ended December 31, 2020, originally
filed with the SEC on February 26,
2021, to restate our Consolidated
Financial Statements and related
footnote disclosures as of and for
the year ended December 31, 2020 and
2019, and our Condensed Consolidated
Financial Statements for the
quarters ended June 30, 2019,
September 30, 2019, March 31, 2020,
June 30, 2020, and September 30,
2020.
View original content to download multimedia:http://www.prnewswire.com/news-releases/clarivate-reaffirms-its-2021-outlook-and-provides-2021-adjusted-eps-outlook-301287354.html
SOURCE Clarivate Plc
|
|
|
|
|
|
 |
Skunk Works® and XTEND Expand Joint All Domain Command and Control for Advanced Mission Execution | Jan 22, 2026
|
|
Sup AI Sets New Benchmark Record with 52.15% on Humanity's Last Exam | Jan 22, 2026
|
|
Weekly Recap: 11 Tech Press Releases You Need to See | Jan 22, 2026
|
|
Trigent Partners with WeWork India to Expand its GCC Footprint | Jan 22, 2026
|
|
DEADLINE ANNOUNCED FOR 2026 NEW TOP-LEVEL DOMAIN APPLICATIONS | Jan 22, 2026
|
|
Exia Labs Brings Keystone to the U.S. Navy via DIU's Blue Object Management Challenge | Jan 22, 2026
|
|
Genpact Named a Leader in ISG Provider Lens(TM) 2025 for Insurance GCCs and Agentic AI Services | Jan 22, 2026
|
|
Marketing Evolution Announces New Investment Led by Insight Partners to Power AI-Ready Marketing Data for the Agentic Era | Jan 22, 2026
|
|
Glasswall Brings Defense-Level File Sanitization to Every Government Agency and Business Using Microsoft 365 | Jan 22, 2026
|
|
Altair HyperWorks 2026 Delivers Design and Simulation at Scale with AI | Jan 22, 2026
|
|
|
|
