CLARIVATE PLC

To the Board of Directors and Shareholders of Clarivate Plc

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Clarivate Plc and its subsidiaries (the “Company”) as of

December 31, 2025 and 2024, and the related consolidated statements of operations, of comprehensive income (loss), of

changes in equity and of cash flows for each of the three years in the period ended December 31, 2025, including the related

notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal

control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated

Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial

position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of

the three years in the period ended December 31, 2025 in conformity with accounting principles generally accepted in the

United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control

over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework

(2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal

control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting,

included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility

is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over

financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting

Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance

with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and

the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform

the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material

misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in

all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material

misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond

to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the

consolidated financial statements. Our audits also included evaluating the accounting principles used and significant

estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our

audit of internal control over financial reporting included obtaining an understanding of internal control over financial

reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness

of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered

necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the

reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally

accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures

that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and

dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to

permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and

expenditures of the company are being made only in accordance with authorizations of management and directors of the

company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or

disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,

projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate

because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial

statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or

disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective,

or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated

financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate

opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Annual Goodwill Impairment Assessment for the Life Sciences and Healthcare Reporting Unit

As described in Notes 1 and 6 to the consolidated financial statements, the Company’s goodwill balance was $1,566.7 million

as of December 31, 2025, and the goodwill associated with the Life Sciences and Healthcare reporting unit was $477.8

million. Goodwill is not amortized, but instead is tested for impairment annually as of the first day of the fourth quarter, or

more frequently if events or changes in circumstances indicate that the asset might be impaired. Goodwill impairment testing

is performed at the reporting unit level. Management estimates the fair value of a reporting unit using a discounted cash flow

(DCF) analysis based on the present value of estimated future cash flows, discounted at an appropriate risk-adjusted rate. As

disclosed by management, significant judgments and estimates made in this analysis include projected revenue growth rates

and EBITDA margins, the tax rate, the terminal value and the discount rate. In the fourth quarter of 2025, management

performed its annual goodwill impairment assessment and concluded that the estimated fair value of the Life Sciences and

Healthcare reporting unit was in excess of its carrying value and therefore, no impairment charge was required.

The principal considerations for our determination that performing procedures relating to the annual goodwill impairment

assessment of the Life Sciences and Healthcare reporting unit is a critical audit matter are (i) the significant judgment by

management when developing the fair value estimate of the Life Sciences and Healthcare reporting unit; (ii) a high degree of

auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions

related to projected revenue growth rates, projected EBITDA margins, the terminal growth rate and the discount rate; and (iii)

the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall

opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to

management’s goodwill impairment assessment, including controls over the valuation of the Life Sciences and Healthcare

reporting unit. These procedures also included, among others, (i) testing management’s process for developing the fair value

estimate of the reporting unit; (ii) evaluating the appropriateness of the DCF analysis used by management; (iii) testing the

completeness and accuracy of underlying data used in the DCF analysis; and (iv) evaluating the reasonableness of the

significant assumptions used by management related to projected revenue growth rates, projected EBITDA margins, the

terminal growth rate, and the discount rate. Evaluating management’s assumptions related to projected revenue growth rates

and projected EBITDA margins involved evaluating whether the assumptions used by management were reasonable

considering (i) the current and past performance of the Life Sciences and Healthcare reporting unit; (ii) the consistency with

external market and industry data; and (iii) whether the assumptions were consistent with evidence obtained in other areas of

the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the

DCF analysis and (ii) the reasonableness of the terminal growth rate and discount rate assumptions.

/s/PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

February 24, 2026

We have served as the Company’s auditor since 2016.