ComScore Inc., a media and audience measurement company, has announced a company shakeup and a $120 million package of stockholder suit settlements. The company also announced new financial reporting delays and moves that could affect claims in a hedge fund investor’s Delaware Chancery Court lawsuit. In its announcement, comScore reported settlements in four investor lawsuits, with $110 million of the total paid in cash or stock to resolve a consolidated Securities Act complaint filed in the Southern District of New York (SDNY) in March 2016.
The complaint in that case cited a range of company financial accounting and reporting failures. ComScore said it would pay $27.2 million in cash and $82.2 million in common stock into a settlement fund to resolve all claims against the company.
Another $10 million will be paid to settle shareholder derivative actions – filed by stockholders for damages on behalf of the company – in a different SDNY federal case and two cases filed in Fairfax County Circuit Court in Virginia. ComScore also has agreed as part of the proposed settlement to adopt certain corporate governance and compliance terms.
Earlier this year, comScore announced a $19 million settlement with former shareholders of audience measurement company Rentrak Corp. in Oregon state court over its merger with comScore. A fairness hearing on that settlement has been scheduled. ComScore is a “cross-platform measurement company” that measures audiences, brands and consumer behavior. The company operates in about 75 markets in 30 countries, with around 3,200 clients and more than 1,800 employees in operations that capture data on 1.9 trillion interactions monthly.
Starboard is represented by A. Thompson Bayliss, Adam K. Schulman and Daniel J. McBride of Abrams & Bayliss and Jaclyn H. Grodin of Olshan Frome Wolosky LLP. The Delaware case is Starboard Value and Opportunity Master Fund Ltd. v. comScore Inc., (case number 2017-0533), in the Court of Chancery of the State of Delaware. The consolidated case settled for $110 million is Fresno County Employees’ Retirement Association et al. v comScore, Inc. et al., (case number 1:16-cv-09855) in the U.S. District Court for the Southern District of New York.