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Investing.com -- Comscore Inc (NASDAQ:SCOR) stock surged 61% on Monday after the media measurement company announced a significant recapitalization agreement with its preferred stockholders that eliminates its annual dividend obligations and strengthens its financial position.
The deal, signed with Charter Communications, Liberty Broadband Corporation, and an affiliate of Cerberus Capital Management, will exchange the existing Series B preferred shares for common stock and shares of a new Series C preferred stock. The transaction eliminates Comscore’s current dividend burden of more than $18 million per year and cancels the preferred stockholders’ right to a special dividend of at least $47 million.
The recapitalization implies the exchange of approximately $80 million of existing liquidation preference for common stock at an effective price of $8.11 per share—a 48% premium to the 90-day volume-weighted average price as of September 26, 2025. The remaining $183.7 million of liquidation preference will be exchanged for new Series C preferred stock at $14.50 per share.
"This transaction strengthens Comscore’s foundation for long-term growth. With greater financial flexibility, we are positioned to lead as AI transforms media buying and performance," said Jon Carpenter, Comscore’s CEO.
The agreement also includes governance changes, reducing the Board size from 10 to 7 members and cutting preferred stockholders’ director designation rights from 6 to 4. Board cash compensation will be reduced by more than 20%.
The recapitalization requires approval from stockholders, including a separate vote by disinterested common stockholders. The transaction is expected to close in December 2025 following a special stockholder meeting.
The deal will result in the issuance of approximately 22.5 million common shares on an as-converted basis, representing about 81.8% of total as-converted common shares post-closing.
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