comScore Restructures Capital and Refreshes Board Governance

comScore ( (SCOR) ) has shared an update.

On the unnamed Closing Date related to a previously announced exchange transaction, comScore implemented a Second Amended and Restated Stockholders Agreement that reset the composition of its seven-member board, ensuring board and committee representation for key stockholders alongside unaffiliated directors, including the CEO. In connection with the exchange, four directors — Nana Banerjee, Itzhak Fisher, Leslie Gillin and Marty Patterson — resigned, and Pine’s designee Bob Davenport, an executive at Pine and director and employee of Cerberus Capital Management, L.P., was appointed as a Class III director through the 2028 annual meeting, chairing the Nominating and Governance Committee and joining the Compensation Committee under the company’s standard compensation and indemnification framework. Also effective on the Closing Date, comScore simplified and restructured its capital stock by filing a Certificate of Elimination to retire Series B Preferred Stock to undesignated status, a Certificate of Amendment that cut total authorized shares from 121.75 million to 60 million while reducing preferred authorization and increasing common authorization to 46 million shares, and a new Certificate of Designations creating Series C Preferred Stock. The newly designated Series C Preferred Stock carries a $14.50-per-share liquidation preference, senior dividend and liquidation rights over common stock, broad conversion rights into common shares subject to a 49.99% ownership cap, change-of-control put and call features with a 9.5% interest rate on unpaid amounts, and voting rights that are constrained by a 16.66% per-stockholder and 49.99% aggregate voting threshold to limit any single stockholder’s influence, underscoring comScore’s effort to balance capital flexibility with governance safeguards for minority investors.

The most recent analyst rating on (SCOR) stock is a Hold with a $7.00 price target. To see the full list of analyst forecasts on comScore stock, see the SCOR Stock Forecast page.

Spark’s Take on SCOR Stock

According to Spark, TipRanks’ AI Analyst, SCOR is a Neutral.

The score is held back primarily by weak profitability (negative margins/ROE) despite improving revenue and better cash flow trends, with neutral technicals adding little support. Earnings call updates were mildly positive due to product/segment momentum and improved flexibility from recapitalization, but were tempered by flat revenue guidance and lower EBITDA. Valuation remains less compelling given negative earnings and no dividend yield data.

To see Spark’s full report on SCOR stock, click here.

More about comScore

comScore is a U.S.-based media measurement and analytics company that provides cross-platform audience insights and advertising metrics to marketers, media companies and agencies, with a focus on digital, television and cross-media behavior used for planning, transacting and evaluating media campaigns.

Average Trading Volume: 12,815

Technical Sentiment Signal: Sell

Current Market Cap: $33.86M

Find detailed analytics on SCOR stock on TipRanks’ Stock Analysis page.