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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2021
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _______
Commission File No. 001-38911
CLARIVATE PLC
(Exact name of registrant as specified in its charter)
Jersey, Channel Islands
Not applicable
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
Friars House, 160 Blackfriars Road
London SE1 8EZ
United Kingdom
(Address of principal executive offices)
Not applicable
(Zip Code)
Registrant's telephone number, including area code: +44 207 4334000
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each classTrading Symbol(s)Name of exchange on which registered
Ordinary sharesCLVTNew York Stock Exchange
Securities registered pursuant to Section 12(g) of the Exchange Act: None
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes    No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,”



“accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer 
  Accelerated filer 
Non-accelerated filer 
  Smaller reporting company 
   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.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).    Yes     No 
The number of ordinary shares of the Company outstanding as of April 30, 2021 was 611,792,824.
DOCUMENTS INCORPORATED BY REFERENCE
None


















EXPLANATORY NOTE
As disclosed in the amended Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on May 10, 2021 (the “Amended Filing Date” and “Amended Form 10-K”), Clarivate Plc (“Clarivate," the "Company,” "our," "us" and "we") amended our Annual Report on Form 10-K for the year ended December 31, 2020, originally filed with the SEC on February 26, 2021 (the “Original Form 10-K”), 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.
See Note 26 - Quarterly Financial Data (Unaudited), and Note 28 - Restatement of Prior Period Financial Statements, to the Consolidated Financial Statements in the Amended Form 10-K for additional information related to the restatements.
Additionally, see Note 25 - Restatement of Previously Issued Condensed Financial Statements, in Item 1, Financial Statements and Supplementary Data, for additional information related to the restatement of the Condensed Consolidated Financial Statements for the quarter ended March 31, 2020.



TABLE OF CONTENTS     
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This quarterly report includes statements that express our opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, “forward-looking statements.” These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “seeks,” “projects,” “intends,” “plans,” “may,” “will” or “should” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this quarterly report and include statements regarding our intentions, beliefs or current expectations concerning, among other things, anticipated cost savings, results of operations, financial condition, liquidity, prospects, growth, strategies and the markets in which we operate. Such forward-looking statements are based on available current market material and management’s expectations, beliefs and forecasts concerning future events impacting us. Factors that may impact such forward-looking statements include:

any significant disruption in or unauthorized access to our computer systems or those of third parties that we utilize in our operations, including those relating to cybersecurity or arising from cyber-attacks;

our ability to maintain revenues if our products and services do not achieve and maintain broad market acceptance, or if we are unable to keep pace with or adapt to rapidly changing technology, evolving industry standards, macroeconomic market conditions and changing regulatory requirements;

our loss of, or inability to attract and retain, key personnel;

our ability to comply with applicable data protection and privacy laws;

the effectiveness of our business continuity plans;

our dependence on third parties, including public sources, for data, information and other services, and our relationships with such third parties;

increased accessibility to free or relatively inexpensive information sources;

our ability to derive fully the anticipated benefits from organic growth, existing or future acquisitions, joint ventures, investments or dispositions;

our ability to compete in the highly competitive industry in which we operate, and potential adverse effects of this competition;

our ability to maintain high annual revenue renewal rates;

the strength of our brand and reputation;

our exposure to risk from the international scope of our operations, and our exposure to potentially adverse tax consequences from the international scope of our operations and our corporate and financing structure;

our substantial indebtedness, which could adversely affect our business, financial condition, and results of operations

volatility in our earnings due to changes in the fair value of our outstanding warrants each period; and

other factors beyond our control.

The forward-looking statements contained in this quarterly report are based on our current expectations and beliefs concerning future developments and their potential effects on us. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks and uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to
3


be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described under the heading “Item 1A. Risk Factors.” Should one or more of these risks or uncertainties materialize, or should any of the assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Note on Defined Terms and Presentation
We employ a number of defined terms in this quarterly report for clarity and ease of reference, which we have capitalized so that you may recognize them as such. As used throughout this quarterly report, unless otherwise indicated or the context otherwise requires, the terms “Clarivate,” the “Company,” “our,” “us” and “we” refer to Clarivate Plc and its consolidated subsidiaries; “Baring” refers to the affiliated funds of Baring Private Equity Asia Pte Ltd that from time to time hold our ordinary shares; “LGP” refers to affiliated funds of Leonard Green & Partners, L.P. that from time to time hold our ordinary shares; and “Onex” refers to the affiliates of Onex Partners Advisor LP that from time to time hold our ordinary shares.
Unless otherwise indicated, dollar amounts throughout this quarterly report are presented in thousands of dollars, except for share and per share amounts.
Website and Social Media Disclosure
We use our website (www.clarivate.com) and corporate Twitter account (@Clarivate) as routine channels of distribution of company information, including news releases, analyst presentations, and supplemental financial information, as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD promulgated by the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”) and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Accordingly, investors should monitor our website and our corporate Twitter account in addition to following press releases, SEC filings, and public conference calls and webcasts. Additionally, we provide notifications of news or announcements as part of our investor relations website. Investors and others can receive notifications of new information posted on our investor relations website in real time by signing up for email alerts.
None of the information provided on our website, in our press releases, public conference calls, and webcasts, or through social media channels is incorporated into, or deemed to be a part of, this quarterly report or in any other report or document we file with the SEC, and any references to our website or our social media channels are intended to be inactive textual references only.


4



PART I. Financial Information

Item 1. Financial Statements and Supplementary Data
5

CLARIVATE PLC
Condensed Consolidated Balance Sheets (Unaudited)
(In thousands, except share data)
March 31, 2021

December 31, 2020
(As Restated)
Assets
Current assets:
Cash and cash equivalents$399,006 $257,730 
Restricted cash13,513 11,278 
Accounts receivable, net of allowance of $8,340 and $8,745 at March 31, 2021 and December 31, 2020, respectively
706,879 737,733 
Prepaid expenses64,392 58,273 
Other current assets230,218 262,494 
Total current assets1,414,008 1,327,508 
Property and equipment, net33,565 36,267 
Other intangible assets, net7,266,497 7,370,350 
Goodwill6,246,384 6,252,636 
Other non-current assets42,504 47,944 
Deferred income taxes27,348 29,786 
Operating lease right-of-use assets84,052 132,356 
Total Assets$15,114,358 $15,196,847 
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable$94,548 $82,038 
Accrued expenses and other current liabilities541,351 716,356 
Current portion of deferred revenues769,030 707,318 
Current portion of operating lease liability 33,896 35,455 
Current portion of long-term debt28,600 28,600 
Total current liabilities1,467,425 1,569,767 
Long-term debt3,453,082 3,457,900 
Warrant liabilities257,944 312,751 
Non-current portion of deferred revenues45,404 41,399 
Other non-current liabilities62,143 67,722 
Deferred income taxes351,937 362,261 
Operating lease liabilities79,651 104,324 
Total liabilities5,717,586 5,916,124 
Commitments and contingencies
Shareholders’ equity:
Ordinary Shares, no par value; unlimited shares authorized at March 31, 2021 and December 31, 2020; 611,355,226 and 606,329,598 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively
10,109,449 9,989,284 
Accumulated other comprehensive income523,359 503,521 
Accumulated deficit(1,236,036)(1,212,082)
Total shareholders’ equity9,396,772 9,280,723 
Total Liabilities and Shareholders’ Equity$15,114,358 $15,196,847 
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.


CLARIVATE PLC
Condensed Consolidated Statements of Operations (Unaudited)
(In thousands, except share and per share data)

Three Months Ended March 31,
20212020
(As Restated)
Revenues, net$428,430 $240,592 
Operating expenses:
Cost of revenues(138,741)(82,682)
Selling, general and administrative costs(111,345)(133,055)
Depreciation(3,333)(2,329)
Amortization(128,321)(49,112)
Restructuring and impairment(64,667)(7,754)
Other operating income (expense), net(16,230)6,032 
Total operating expenses(462,637)(268,900)
Loss from operations(34,207)(28,308)
Mark to market adjustment on financial instruments51,215 (55,632)
Income (loss) before interest expense and income tax17,008 (83,940)
Interest expense and amortization of debt discount, net(37,393)(30,940)
Loss before income tax(20,385)(114,880)
Provision for income taxes(3,569)(14,753)
Net loss$(23,954)$(129,633)
Per share:
Basic and diluted$(0.04)$(0.38)
Weighted average shares used to compute earnings per share:
Basic and diluted608,598,235 343,129,833 
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.


7

CLARIVATE PLC
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)
(In thousands)

Three Months Ended March 31,
20212020
(As Restated)
Net loss$(23,954)$(129,633)
Other comprehensive income (loss), net of tax:
Interest rate swaps1,340 (2,890)
Defined benefit pension plans
(4)(67)
Foreign currency translation adjustment18,502 (5,513)
Total other comprehensive income (loss), net of tax19,838 (8,470)
Comprehensive loss$(4,116)$(138,103)
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.




CLARIVATE PLC
Condensed Consolidated Statements of Changes in Equity (Unaudited)
(In thousands, except share data)

Share CapitalAccumulated
Other
Comprehensive
Income (Loss)
Accumulated
Deficit
Total
Shareholders’
 Equity
SharesAmount
Balance at December 31, 2019 (As Restated)306,874,115 $2,144,372 $(4,879)$(890,894)1,248,599 
Adjustment to opening Accumulated deficit related to adoption of ASC Topic 326— — — (9,319)(9,319)
Exercise of public warrants28,880,098 277,526 — — 277,526 
Exercise of stock options3,715,455 1,182 — — 1,182 
Vesting of restricted stock units169,842 — — — — 
Shares returned to the Company for net share settlements(2,301,458)(10,302)— — (10,302)
Issuance of ordinary shares, net27,600,000 539,714 — — 539,714 
Share-based award activity— 16,384 — — 16,384 
Net loss (As Restated)— — — (129,633)(129,633)
Other comprehensive income ( loss)— — (8,470) (8,470)
Balance at March 31, 2020 (As Restated)364,938,052 2,968,876 (13,349)(1,029,846)1,925,681 
Balance at December 31, 2020 (As Restated)606,329,598 $9,989,284 $503,521 $(1,212,082)$9,280,723 
Exercise of Private Placement Warrants212,174 3,592 — — 3,592 
Exercise of stock options835,917 5,074 — — 5,074 
Vesting of restricted stock units15,958 — — — — 
Shares returned to the Company for net share settlements(434,059)(4,489)— — (4,489)
Issuance of ordinary shares, net4,395,638 105,509 — — 105,509 
Share-based award activity— 10,479 — — 10,479 
Net loss— — — (23,954)(23,954)
Other comprehensive income (loss)— — 19,838  19,838 
Balance at March 31, 2021611,355,226$10,109,449 $523,359 $(1,236,036)$9,396,772 

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.



CLARIVATE PLC
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)

Three Months Ended March 31,
20212020
(As Restated)
Cash Flows From Operating Activities
Net loss$(23,954)$(129,633)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization131,654 51,441 
Bad debt expense3,122  
Deferred income tax benefit162 4,214 
Share-based compensation10,479 16,502 
Restructuring and impairment40,984  
Gain on foreign currency forward contracts(1,023)— 
Mark to market adjustment on contingent and phantom shares(27,680)1,187 
Mark to market adjustment on financial instruments(51,215)55,632 
Loss on disposal of business586  
Deferred finance charges2,332 1,008 
Other operating activities3,494 (7,015)
Changes in operating assets and liabilities:
Accounts receivable44,221 29,279 
Prepaid expenses(7,170)(7,349)
Other assets(927)54,644 
Accounts payable13,746 758 
Accrued expenses and other current liabilities(9,725)(13,222)
Deferred revenues65,988 40,726 
Operating lease right of use assets7,468 5,919 
Operating lease liabilities(25,666)(5,876)
Other liabilities(2,839)(52,109)
Net cash provided by operating activities174,037 46,106 
Cash Flows From Investing Activities
Capital expenditures(32,972)(19,395)
Acquisitions, net of cash acquired433 (885,323)
Proceeds from sale of product line, net of restricted cash 3,751 
Net cash used in investing activities(32,539)(900,967)
Cash Flows From Financing Activities
Principal payments on term loan(7,150)(3,150)
Repayments of revolving credit facility (65,000)
Payment of debt issuance costs (5,014)
Contingent purchase price payment (4,115)
Proceeds from issuance of debt 360,000 
Proceeds from issuance of ordinary shares 540,597 
Proceeds from warrant exercises 277,526 
Proceeds from stock options exercised5,074 1,182 
Payments related to tax withholding for stock-based compensation(4,489)(10,420)
Net cash (used in) provided by financing activities(6,565)1,091,606 
Effects of exchange rates8,578 (2,013)
Net increase in cash and cash equivalents, and restricted cash143,511 234,732 
Beginning of period:
Cash and cash equivalents257,730 76,130 
Restricted cash11,278 9 
10

CLARIVATE PLC
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)

Three Months Ended March 31,
20212020
(As Restated)
Total cash and cash equivalents, and restricted cash, beginning of period269,008 76,139 
Cash and cash equivalents, and restricted cash, end of period412,519 310,871 
End of period:
Cash and cash equivalents399,006 308,021 
Restricted cash13,513 2,850 
Total cash and cash equivalents, and restricted cash, end of period$412,519 $310,871 
Supplemental Cash Flow Information
Cash paid for interest$27,334 $11,405 
Cash paid for income tax$2,583 $4,797 
Capital expenditures included in accounts payable$6,138 $9,528 
Three Months Ended March 31
20212020
Non-Cash Financing Activities:
Shares issued as contingent stock consideration associated with the DRG acquisition
61,619 — 
Shares issued as contingent stock consideration associated with the CPA Global acquisition
43,890 — 
Total Non-Cash Financing Activities105,509 — 
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.
11

CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)

Note 1: Background and Nature of Operations
Clarivate Plc (“Clarivate,” “us,” “we,” “our,” or the “Company”), is a public limited company organized under the laws of Jersey, Channel Islands. We were initially registered on January 7, 2019, and at our 2020 annual general meeting, our shareholders approved a change of our corporate name from “Clarivate Analytics Plc” to “Clarivate Plc”. Pursuant to the definitive agreement entered into to effect a merger between Camelot Holdings (Jersey) Limited ("Jersey") and Churchill Capital Corp, a Delaware corporation, ("Churchill") (the “2019 Transaction”), the Company was formed for the purposes of completing the 2019 Transaction and related transitions and carrying on the business of Jersey and its subsidiaries.
The Company is a provider of proprietary and comprehensive content, analytics, professional services and workflow solutions that enables users across government and academic institutions, life science companies and research and development (“R&D”) intensive corporations to discover, protect and commercialize their innovations. Clarivate has two reportable segments: Science and Intellectual Property ("IP"). Our segment structure is organized to address customer needs by product line. Our Science segment consists of our Academic and Life Sciences Product Lines. Both provide curated, high-value, structured information that is delivered and embedded into the workflows of our customers, which include research intensive corporations, life science organizations and universities world-wide. Our IP segment consists of our Patent, Trademark, Domain and IP Management Product Lines. These Product Lines helps manage customer's end-to-end portfolios of intellectual property from patents to trademarks to corporate website domains. See Note 21 - Segment Information, for additional information on the Company's reportable segments.
In January 2019, we entered into an Agreement and Plan of Merger (as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated February 26, 2019, and Amendment No. 2 to the Agreement and Plan of Merger, dated March 29, 2019, collectively, the “Merger Agreement”) by and among Churchill, Jersey, CCC Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Clarivate (“Delaware Merger Sub”), Camelot Merger Sub (Jersey) Limited, a private limited company organized under the laws of Jersey, Channel Islands and wholly owned subsidiary of Clarivate (“Jersey Merger Sub”), and the Company, which, among other things, provided for (i) Jersey Merger Sub to be merged with and into Jersey with Jersey being the surviving company in the merger (the “Jersey Merger”) and (ii) Delaware Merger Sub to be merged with and into Churchill with Churchill being the surviving corporation in the merger (the “Delaware Merger”), and together with the Jersey Merger, the “Mergers”.
On May 13, 2019, the 2019 Transaction was consummated, and Clarivate became the sole managing member of Jersey, operating and controlling all of the business and affairs of Jersey, through Jersey and its subsidiaries. Following the consummation of the 2019 Transaction on May 13, 2019, the Company’s ordinary shares and warrants began trading on the New York Stock Exchange. All of the Company’s public warrants have subsequently been redeemed. See Note 16 - Shareholders’ Equity for further information regarding the redemption of the Company’s public warrants.
The 2019 Transaction was accounted for as a reverse recapitalization in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Under this method of accounting, Churchill was treated as the "acquired" company for financial reporting purposes. This determination was primarily based on post 2019 Transaction relative voting rights, composition of the governing board, size of the two entities pre-merger, and intent of the 2019 Transaction. Accordingly, for accounting purposes, the 2019 Transaction was treated as the equivalent of the Company issuing stock for the net assets of Churchill. The net assets of Churchill were stated at historical cost, with no goodwill or other intangible assets resulting from the 2019 Transaction. Reported amounts from operations included herein prior to the 2019 Transaction are those of Jersey.
In February 2020, the Company consummated a public offering of 27,600,000 ordinary shares at $20.25 per share. In June 2020, the Company consummated a public offering of 50,400,000 of our ordinary shares at a share price of $22.50 per share. Of the 50,400,000 ordinary shares, 14,000,000 were ordinary shares offered by Clarivate and 36,400,000 were ordinary shares offered by selling shareholders. The Company received approximately $304,030 in net proceeds from the sale of its ordinary shares, after deducting underwriting discounts and estimated offering expenses payable. We used the net proceeds, in conjunction with the new $1,600,000 incremental term loan facility available to Clarivate on October 1, 2020, and cash on the balance sheet to fund the repayment of CPA Global's parent company outstanding debt of $2,055,822. The Company did not receive any proceeds from the sale of ordinary shares by the selling shareholders. Additionally, in connection with the acquisition of CPA Global, on October 1, 2020, the Company issued 216,683,778 shares to Redtop Holdings Limited, a portfolio company of Leonard Green & Partners, L.P. representing approximately 35% ownership of Clarivate. After giving
12

CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)
effect to the Company's acquisition of CPA Global, Onex Corporation and Baring owned approximately 11.4% and 4.5%, respectively, of the Company's ordinary shares.

Risks and Uncertainties

In March 2020, the World Health Organization characterized COVID-19 as a pandemic. The rapid spread of COVID-19 and the continuously evolving responses to combat it have had an increasingly negative impact on the global economy. In view of the rapidly changing business environment, market volatility and heightened degree of uncertainty resulting from COVID-19, we are currently unable to fully determine its future impact on our business. However, we continue to assess the potential effect on our financial position, results of operations, and cash flows. If the global pandemic continues to evolve into a prolonged crisis, the effects could have an adverse impact on the Company's results of operations, financial condition and cash flows.

Note 2: Basis of Presentation
The accompanying unaudited Condensed Consolidated Financial Statements were prepared in conformity with U.S. GAAP. The Condensed Consolidated Financial Statements do not include all of the information or notes necessary for a complete presentation in accordance with U.S. GAAP. Accordingly, these Condensed Consolidated Financial Statements should be read in conjunction with the Company’s annual financial statements as of and for the year ended December 31, 2020. The results of operations for the three months ended March 31, 2021 and 2020 are not necessarily indicative of the operating results for the full year.

In the opinion of management, the quarterly financial data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results for the quarterly periods presented. The Condensed Consolidated Financial Statements of the Company include the accounts of all of its subsidiaries. Subsidiaries are entities over which the Company has control, where control is defined as the power to govern financial and operating policies. Generally, the Company has a shareholding of more than 50% of the voting rights in its subsidiaries. The effect of potential voting rights that are currently exercisable is considered when assessing whether control exists. Subsidiaries are fully consolidated from the date control is transferred to the Company, and are de-consolidated from the date control ceases. Intercompany accounts and transactions have been eliminated in consolidation.

During the fourth quarter of 2020, the Company realigned its reporting structure and changed the manner in which performance is assessed. The two operating segments created include the Science Group and the Intellectual Property Group. The segment reporting changes were retrospectively applied to all periods presented. Certain reclassifications of prior year's data have been made to conform to the current year's presentation of reportable segment information as disclosed in Note 21 - Segment Information and financial statement line items within the Condensed Consolidated Statements of Operations.

Note 3: Summary of Significant Accounting Policies
Our significant accounting policies are those that we believe are important to the portrayal of our financial condition and results of operations, as well as those that involve significant judgments or estimates about matters that are inherently uncertain. There have been no material changes to the significant accounting policies discussed in Item 8. – Financial Statements and Supplementary Data – Notes to the Consolidated Financial Statements – Note 3 of our Annual Report on Form 10-K/A for the fiscal year ended December 31, 2020, which was filed with the SEC on May 10, 2021 (the "Amended Form 10-K").
Newly Adopted Accounting Standards
In June 2016, the Financial Accounting Standards Board ("FASB") issued new guidance, ASU 2016-13, related to measurement of credit losses on financial instruments which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. This new guidance replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. The Company has determined that the impact of this new accounting guidance primarily affects our accounts receivable. The Company prospectively adopted the standard on January 1, 2020. The adoption of this standard had an impact of $10,097 on the beginning Accumulated deficit balance in the Condensed Consolidated Balance Sheets as of January 1, 2020. In April 2019
13

CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)
and November 2019, the FASB issued ASU 2019-05 and ASU 2019-11, respectively, effective for the same period as ASU 2016-03. These updates offered options to entities intended to bring transition relief and offered clarification on the previously issued standard, respectively. The Company's accounting for credit losses did not change as a result of these two updates.
In August 2018, the FASB issued guidance, ASU 2018-14, which modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The guidance is effective for all entities for fiscal years beginning after December 15, 2020. The adoption of this standard did not have a material impact on the Company’s Condensed Consolidated Financial Statements.
In August 2018, the FASB issued guidance, ASU 2018-15, which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by the amendments in this update. The Company prospectively adopted the standard on January 1, 2020. The adoption of this standard did not have a material impact on the Company’s Condensed Consolidated Financial Statements. All future capitalized implementation costs incurred related to these hosting arrangements will be recorded as a prepaid asset and as a charge to operating expenses over the expected life of the contract.
In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, which provides targeted improvements or clarification and correction to the ASU 2016-01 Financial Instruments Overall, ASU 2016-13 Financial Instruments Credit Losses, and ASU 2017-12 Derivatives and Hedging, accounting standards updates that were previously issued. The guidance is effective upon adoption of the related standards. The Company prospectively adopted the standard on January 1, 2020. This standard did not have a material impact on the Company’s Condensed Consolidated Financial Statements.
In November 2019, the FASB issued ASU 2019-10, Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842), which provides improvements or clarification and correction to the ASU 2016-02 Leases, ASU 2016-13 Financial Instruments Credit Losses, and ASU 2017-12 Derivatives and Hedging, accounting standards updates. The guidance is effective upon adoption of the three ASUs, all of which the Company had already adopted. This standard did not have a material impact on the Company’s Condensed Consolidated Financial Statements.
In December 2019, the FASB issued ASU 2019-12, which enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as tax basis step-up in goodwill obtained in a transaction that is not a business combination, ownership changes in investments, and interim-period accounting for enacted changes in tax law. The guidance is effective for all entities for fiscal years beginning after December 15, 2020. The adoption of this new standard in Q1 2021 did not have a material impact on the Company's Condensed Consolidated Financial Statements.
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform, which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The guidance is effective for all entities from the period March 12, 2020 through December 31, 2022. The Company has elected the optional expedients for its interest rate swap agreements and debt agreements with reference to LIBOR. Upon meeting the specified criteria in the guidance, the Company will continue to account for its interest rate swaps in accordance with hedge accounting and will not apply modification accounting to its debt agreements. In January 2021, the FASB issued ASU 2021-01, which made clarifications relating to the previously issued Reference Rate Reform guidance effective for the same period as ASU 2020-04. This clarification did not have an effect on how the Company accounts for its interest rate swaps and debt agreements.
Recently Issued Accounting Standards
As of March 31, 2021, the Company implemented all applicable new accounting standards and updates issued by the FASB that were in effect. There were no other new accounting standards or updates issued or effective as of March 31, 2021, that have, or are expected to have, a material impact on the Company's Condensed Consolidated Financial Statements.


14

CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)

Note 4: Business Combinations
Acquisition of Decision Resources Group
On February 28, 2020, we acquired 100% of the assets, liabilities and equity interests of Decision Resources Group ("DRG"), a premier provider of high-value data, analytics and insights products and services to the healthcare industry, from Piramal Enterprises Limited ("PEL"), which is a part of global business conglomerate Piramal Group. The acquisition helps us expand our core businesses and provides us with the potential to grow in the Life Sciences Product Line.
 
The aggregate consideration paid in connection with the closing of the DRG acquisition was $964,997, comprised of $900,000 of base cash plus $6,100 of adjusted closing cash paid on the closing date and 2,895,638 of the Company's ordinary shares issued to PEL on March 5, 2021. The contingent stock consideration was valued at $58,897 on the closing date and was revalued at each period end until the issuance date. For the three months ended March 31, 2021, the fair value of the contingent stock consideration decreased by $24,410, which was recorded to selling, general and administrative costs in the Condensed Consolidated Statements of Operations. The corresponding liability was $86,029 as of December 31, 2020 and recorded to Accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets. As the liability settled on March 5, 2021 with the Company issuing 2,895,638 ordinary shares valued at $61,619, there was no liability captured within the March 31, 2021 Condensed Consolidated Balance Sheet. See Note 22 - Commitments and Contingencies for more information. The DRG acquisition was accounted for using the acquisition method of accounting. The excess of the purchase price over the net tangible and intangible assets is recorded to Goodwill and primarily reflects the assembled workforce and expected synergies. Goodwill is not deductible for tax purposes. During the three months ended March 31, 2021, total transaction costs incurred in connection with the acquisition of DRG was a net gain of $24,383 due to the decrease to the fair value of the contingent stock consideration between December 31, 2020 and March 5, 2021. Total transaction costs during the three months ended March 31, 2020 were $19,762.

The amount of Revenues, net and Net loss resulting from the acquisition that are attributable to the Company's stockholders and included in the Condensed Consolidated Statements of Operations and Comprehensive Loss were as follows:
Three Months Ended March 31,
20212020
Revenues, net (1)
$44,320 $17,044 
Net loss attributable to the Company's stockholders$(7,831)$(606)
(1) Includes $1,534 of a deferred revenue adjustment recognized during the three months ended March 31, 2020.
15

CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)
The following table summarizes the final purchase price allocation for this acquisition:
Total
Accounts receivable$52,193 
Prepaid expenses4,295 
Other current assets68,001 
Property and equipment, net4,136 
Other intangible assets(1)
491,366 
Other non-current assets2,960 
Operating lease right-of-use assets 25,099 
Total assets$648,050 
Accounts payable3,474 
Accrued expenses and other current liabilities88,561 
Current portion of deferred revenue35,126 
Current portion of operating lease liabilities 5,188 
Deferred income taxes47,467 
Non-current portion of deferred revenue936 
Operating lease liabilities 20,341 
Total liabilities201,093 
Fair value of acquired identifiable assets and liabilities$446,957 
Purchase price, net of cash(2)
944,220 
Less: Fair value of acquired identifiable assets and liabilities 446,957 
Goodwill$497,263 
(1) Includes $3,966 of internally developed software in progress acquired.
(2) The Company acquired cash of $20,777.
The identifiable intangible assets acquired are amortized on a straight-line basis over their estimated useful lives. The following table summarizes the estimated fair value of DRG’s identifiable intangible assets acquired and their remaining amortization period (in years):
Fair Value as of February 28, 2020Remaining
Range of Years
Customer relationships$381,000 
10-21
Database and content50,200 
2-7
Trade names5,200 
4-7
Purchased software23,000 
3-8
Backlog28,000 4
Total identifiable intangible assets$487,400 
During the year ended December 31, 2020, there were additional purchase accounting adjustments of $1,804. These adjustments were related to fixed assets, deferred revenue and legal accrual with a corresponding net decrease to goodwill.
Unaudited pro forma information for the Company for the periods presented as if the acquisition had occurred January 1, 2019 is as follows:
16

CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)
Three Months Ended March 31,
20212020
Pro forma revenues, net$428,430 $265,341 
Pro forma net loss attributable to the Company's stockholders(1)
(23,954)(120,070)
  (1) The Pro forma net loss attributable to the Company's stockholders for the three months ended March 31, 2020 has been restated. See Note 25 - Restatement of Previously Issued Condensed Financial Statements for more information.
The unaudited pro forma financial information has been presented for illustrative purposes only and is not necessarily indicative of results of operations that would have been achieved had the acquisition taken place on the date indicated, or the future consolidated results of operations of the Company. The pro forma financial information presented above has been derived from the historical consolidated financial statements of the Company and from the historical accounting records of DRG.
The unaudited pro forma results include certain pro forma adjustments to revenue and net loss that were directly attributable to the acquisition, assuming the acquisition had occurred on January 1, 2019, including the following: (i) additional amortization expense that would have been recognized relating to the acquired intangible assets, (ii) adjustments to interest expense to reflect the removal of DRG debt and the additional Company borrowings in conjunction with the acquisition, (iii) acquisition-related transaction costs and other one-time non-recurring costs which reduced expenses by $24,926 for the three months ended March 31, 2020.

Acquisition of CPA Global

On October 1, 2020, we acquired 100% of the assets, liabilities and equity interests of CPA Global, a global leader in intellectual property software and tech-enabled services from Redtop Holdings Limited ("Redtop"). The acquisition helps Clarivate create a true end-to-end platform supporting the full IP lifecycle from idea generation to commercialization and protection.
Clarivate acquired all of the outstanding shares of CPA Global in a cash and stock transaction. The aggregate consideration in connection with the closing of the CPA Global acquisition was $8,740,556, net of $99,043 cash acquired and including an equity holdback consideration of $46,485. The aggregate consideration was composed of (i) $6,761,515 from the issuance of up to 218,183,778 ordinary shares to Redtop Holdings Limited, a portfolio company of Leonard Green & Partners, L.P., representing approximately 35% pro forma fully diluted ownership of Clarivate and (ii) approximately $2,078,084 in cash to fund the repayment of CPA Global's parent company outstanding debt of $2,055,822 and related interest swap termination fee of $22,262. Of the 218,306,663 ordinary shares issuable in the acquisition, Clarivate issued 216,683,778 ordinary shares as of October 1, 2020.
Issuance of 218,183,778 shares
$6,761,515 
Cash paid for repayment of CPA Global's parent company debt and related interest rate swap termination charge2,078,084 
Total purchase price8,839,599 
Cash acquired(99,043)
Total purchase price, net of cash acquired$8,740,556 
The excess of the purchase price over the net tangible and intangible assets is recorded to Goodwill and primarily reflects the assembled workforce and expected synergies. Goodwill is not deductible for tax purposes. Total transaction costs incurred in connection with the acquisition of CPA Global was a net gain of $3,190 and $0 for three months ended March 31, 2021 and 2020, respectively.
The amount of Revenues, net and Net loss resulting from the acquisition that are attributable to the Company's stockholders and included in the Consolidated Statements of Operations and Comprehensive Loss were as follows:
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CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)
Three Months Ended March 31, 2021
Revenues, net (1)
$152,576 
Net loss attributable to the Company's stockholders$(17,052)
  (1) Includes $3,002 of a deferred revenue adjustment recognized during the three months ended March 31, 2021.
The purchase price allocation for the CPA Global acquisition as of the close date of October 1, 2020 is preliminary and may change upon completion of the determination of the fair value of assets acquired and liabilities assumed. The following table summarizes the preliminary purchase price allocation for this acquisition:
Total
Accounts receivable$379,346 
Prepaid expenses27,595 
Other current assets215,364 
Property and equipment, net12,288 
Other intangible assets4,920,317 
Deferred income taxes19,310 
Other non-current assets24,613 
Operating lease right-of-use assets 30,649 
Total assets$5,629,482 
Accounts payable53,501 
Accrued expenses and other current liabilities412,993 
Current portion of deferred revenue179,619 
Current portion of operating lease liabilities 7,738 
Non-current portion of deferred revenue16,786 
Deferred income taxes302,307 
Other non-current liabilities43,785 
Operating lease liabilities 23,615 
Total liabilities1,040,344 
Fair value of acquired identifiable assets and liabilities$4,589,138 
Purchase price, net of cash(1)
$8,740,556 
Less: Fair value of acquired identifiable assets and liabilities 4,589,138 
Goodwill$4,151,418 
  (1) The Company acquired cash of $99,043.
During the three months ended March 31, 2021, the Company recorded measurement period adjustments related to the valuation of cash, accounts receivables, accrued expenses legal accruals, and deferred revenue with a corresponding net decrease to goodwill in the amount of $8,121. The valuation of CPA Global's opening balance sheet cash and accounts receivable increased by $433 and $6,222, respectively, which decreased CPA Global's Goodwill balance by a similar amount. There was a $1,289 and $361 increase in the legal accrual and deferred income taxes liability, respectively, which increased CPA Global's Goodwill balance. There was a decrease in accrued expenses and deferred revenue in the amount of $2,358 and $756, respectively, which decreased CPA Global's Goodwill balance.

The identifiable intangible assets acquired are amortized on a straight-line basis over their estimated useful lives. The following table summarizes the estimated fair value of CPA Global’s identifiable intangible assets acquired and their remaining amortization period (in years):
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CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)

Fair Value as of October 1, 2020Remaining
Range of Years
Customer relationships$4,643,306 
17-23
Technology266,224 
6-14
Trademarks10,787 
2-17
Total identifiable intangible assets$4,920,317 
Acquisition of Beijing IncoPat
On October 26, 2020, the Company acquired 100% of the equity voting interest in Beijing IncoPat Technology Co., Ltd. (“IncoPat”). IncoPat is a leading patent information service provider in China via cash on hand. IncoPat is complementary to Clarivate’s intellectual property portfolio. The Company paid $52,133 in cash to acquire IncoPat. As of December 31, 2020 and March 31, 2021, $6,313 of the consideration is held in escrow and will be paid in a future period. Until this balance is paid it will be held in restricted cash with the offsetting liability within accrued expenses and other current liabilities. The excess of the purchase price over the net tangible and intangible assets is recorded to Goodwill and primarily reflects the assembled workforce and expected synergies. Goodwill is not deductible for tax purposes. Total transactions costs incurred in connection with the acquisition of IncoPat were immaterial and $0 for the three months ended March 31, 2021 and 2020, respectively. IncoPat contributed revenues of $2,236 and a net loss of $73 to the Company's March 31, 2021 results and did not have an impact on March 31, 2020 results.
The purchase price allocation for the IncoPat acquisition as of the close date of October 26, 2020 is preliminary and may change upon completion of the determination of the fair value of assets acquired and liabilities assumed. The following table summarizes the preliminary purchase price allocation for the acquisition:
Total
Accounts receivable$1,132 
Prepaid expenses168 
Other current assets100 
Property and equipment, net354 
Other intangible assets21,957 
Other non-current assets283 
Total assets$23,994 
Accounts payable73 
Accrued expenses and other current liabilities843 
Current portion of deferred revenue6,334 
Deferred income taxes4,802 
Other non-current liabilities283 
Total liabilities$12,335
Fair value of acquired identifiable assets and liabilities$11,659 
Purchase price, net of cash(1)
52,133 
Less: Fair value of acquired identifiable assets and liabilities 11,659 
Goodwill$40,474 
(1) The Company acquired cash of $844.
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CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)
The identifiable intangible assets acquired are amortized on a straight-line basis over their estimated useful lives. The following table summarizes the estimated fair value of Beijing IncoPat’s identifiable intangible assets acquired and their remaining weighted-average amortization period (in years):
Fair Value as of October 26, 2020Remaining
Amortization
Period (in years)
Customer relationships$19,989 11
Existing technology$1,892 6
Trade names$76 2
Total identifiable intangible assets$21,957 
Acquisition of Hanlim IPS Co., LTC
On November 23, 2020, the Company acquired 100% of the equity voting interest in Hanlim IPS Co., LTC ("Hanlim IPS") Hanlim IPS is a patent research and consulting services provider in South Korea. The acquisition's purpose is to accelerate innovation in South Korea by offering a more comprehensive range of IP information and insights solutions. The Company paid $9,254 in cash to acquire Hanlim IPS. The excess of the purchase price over the net tangible and intangible assets is recorded to Goodwill and primarily reflects the assembled workforce and expected synergies. Goodwill is not deductible for tax purposes. Total transactions costs incurred in connection with the acquisition of Hanlim were immaterial and $0 for the three months ended March 31, 2021 and 2020, respectively. Hanlim IPS contributed revenue of $291 and net income of $19 to the Company's March 31, 2021 results and did not have an impact on March 31, 2020 results.
The purchase price allocation for the Hanlim IPS acquisition as of the close date of November 23, 2020 is preliminary and may change upon completion of the determination of the fair value of assets acquired and liabilities assumed. The following table summarizes the preliminary purchase price allocation for this acquisition:

Total
Accounts receivable$44 
Prepaid expenses7 
Other current assets844 
Property and equipment, net75 
Other intangible assets8,805 
Other non-current assets94 
Total assets$9,869 
Accounts payable27 
Accrued expenses and other current liabilities1,512 
Deferred income taxes1,937 
Total liabilities3,476 
Fair value of acquired identifiable assets and liabilities$6,393 
Purchase price, net of cash(1)
9,254 
Less: Fair value of acquired identifiable assets and liabilities 6,393 
Goodwill$2,861 
  (1)The Company acquired cash of $2,191.
The identifiable intangible assets acquired are amortized on a straight-line basis over their estimated useful lives. The following table summarizes the estimated fair value of Hanlim’s identifiable intangible assets acquired and their remaining amortization period (in years):
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CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)

Fair Value as of November 23, 2020Remaining
Range of Years
Customer relationships$7,832 
11-13
Trade name15 2
Non-compete agreements958 5
Total identifiable intangible assets$8,805 

Note 5: Assets Held for Sale and Divested Operations
On November 6, 2020, the Company completed the sale of certain assets and liabilities of the Techstreet business to The International Society of Interdisciplinary Engineers LLC for a total purchase price of $42,832, of which $4,300 will be held in escrow and paid to the Company in a future period. As a result of the sale, the Company recorded a net gain on sale of $28,140, inclusive of incurred transaction costs of $115 in connection with the divestiture during the fourth quarter of 2020. The gain on sale is included in Other operating income (expense), net within the Consolidated Statements of Operations during the year ended December 31, 2020. As a result of the sale, the Company wrote off balances associated with Techstreet including intangible assets of $10,179 and Goodwill in the amount of $9,129. The Company used the proceeds for general business purposes.

On November 3, 2019, the Company entered into an agreement with OpSec Security for the sale of certain assets and liabilities of its MarkMonitor Product Line within its IP Group. The divestiture closed on January 1, 2020 for a total purchase price of $3,751. An impairment charge of $18,431 was recognized in the Consolidated Statements of Operations during the year ended December 31, 2019, to write down the Assets and Liabilities of the disposal group to fair value. Of the total impairment charge, $17,967 related to the write down of intangible assets and $468 to the write down of goodwill. There was an immaterial loss on the divestiture recorded to Other operating income (expense), net during the three months ended March 31, 2020. The Company used the proceeds for general business purposes.
The divestitures of Techstreet and certain assets and liabilities of MarkMonitor did not represent a strategic shift and are not expected to have a major effect on the Company’s operations or financial results, as defined by ASC 205-20, Discontinued Operations; as a result, the divestitures do not meet the criteria to be classified as discontinued operations.

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CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)
Note 6: Accounts Receivable
Our accounts receivable balance consists of the following as of March 31, 2021 and December 31, 2020:
March 31,December 31,
20212020
Accounts receivable$715,219 $746,478 
Less: Accounts receivable allowance(8,340)(8,745)
Accounts receivable, net$706,879 $737,733 
The Company estimates credit losses for trade receivables by aggregating similar customer types together, because they tend to share similar credit risk characteristics, taking into consideration the number of days the receivable is past due. Provision rates for the allowance for doubtful accounts are based upon the historical loss method by evaluating factors such as the length of time receivables that are past due and historical collection experience. Additionally, provision rates are based upon current and future economic and competitive environment factors that could impact the collectability of the receivable. Trade and other receivables are written off when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include past due status greater than 360 days or bankruptcy of the debtor. The activity in our accounts receivable allowance consists of the following for the three months ended March 31, 2021 and year ended December 31, 2020, respectively:
March 31,December 31,
20212020
Balance at beginning of year$8,745 $16,511 
Additional provisions1,495 4,339 
Write-offs(2,069)(22,205)
Opening balance sheet adjustment- ASU 2016 -13 adoption 10,097 
Exchange differences169 3 
Balance at the end of year$8,340 $8,745 
The potential for credit losses is mitigated because customer creditworthiness is evaluated before credit is extended.
The Company recorded write-offs against the reserve of $2,069 and $22,205 for the three months ended March 31, 2021 and year ended December 31, 2020, respectively.
We are monitoring the impacts from the COVID-19 pandemic on our customers and various counterparties. During the three months ended March 31, 2021 and year ended December 31, 2020, the Company’s allowance for doubtful accounts and credit losses considered additional risk related to the pandemic. However, this risk to-date was not considered material.

Note 7: Leases

The Company has multiple agreements to sublease operating lease right of use assets and recognized $755 and $0 of sublease income for three months ended March 31, 2021 and 2020, respectively, within Selling, general and administrative costs in the Condensed Consolidated Statements of Operations.

The Company evaluates long-lived assets for indicators of impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. The Company considers a triggering event to have occurred upon exiting a facility if the expected undiscounted cash flows for the sublease period are less than the carrying value of the assets group. An impairment charge is recorded in the excess of each operating lease right-of-use asset's carrying amount over its estimated fair value. In connection with the Company's digital workplace transformation initiative to enable colleagues to work remotely, the Company ceased the use of select leased sites during the three months ended March 31, 2021. As a result, the Company recorded a non-cash impairment charge to Restructuring and impairment within the Condensed
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CLARIVATE PLC
Notes to the Condensed Consolidated Financial Statements (Unaudited)
(In thousands, except share and per share data, option prices, ratios or as noted)
Consolidated Statement of Operations based on the estimate of future recoverable cash flows of $40,984 and $0 for three months ended March 31, 2021 and 2020, respectively. As part of the impairment charge, the carrying value of the Operating lease right of use asset was reduced by $40,984, which are non-cash charges. Additionally, the Company incurred $3,104 in lease termination fees during the three months ended March 31, 2021. See Note 24 - Restructuring and Impairment and Note 26 - Subsequent Events for further information.

Note 8: Property and Equipment, Net
Property and equipment, net consisted of the following:
March 31,December 31,
20212020
Computer hardware$39,909 $38,253 
Leasehold improvements18,734 21,614 
Furniture, fixtures and equipment12,731 13,201 
Total property and equipment, gross71,37473,068
Accumulated depreciation(37,809)(36,801)
Total property and equipment, net$33,565 $36,267 
Depreciation amounted to $3,333, and $2,329 for the three months ended March 31, 2021 and 2020, respectively.

Note 9: Other Intangible Assets, net and Goodwill
Other Intangible Assets, net
The following tables summarize the gross carrying amounts and accumulated amortization of the Company’s identifiable intangible assets by major class:
March 31, 2021December 31, 2020
GrossAccumulated AmortizationNetGrossAccumulated AmortizationNet
Finite-lived intangible assets
Customer relationships$5,600,118 $(322,719)$5,277,399 $5,598,175 $(261,350)$5,336,825 
Databases and content1,842,783 (494,041)1,348,742 1,848,041 (464,683)1,383,358 
Computer software682,948 (238,093)444,855 658,976 (209,611)449,365 
Trade names16,779 (5,703)11,076 18,606 (2,360)16,246 
Backlog29,202 (7,738)21,464 29,216 (5,905)23,311 
Finite-lived intangible assets8,171,830 (1,068,294)7,103,536 8,153,014 (943,909)7,209,105 
Indefinite-lived intangible assets