comScore enters into $300 million financing arrangement with Starboard Value

Client(s) comScore, Inc.

Jones Day represented comScore, Inc., a leading cross-platform measurement company that measures audiences, brands and consumer behavior everywhere, in connection with a $300 million multi-tranche financing arrangement with Starboard Value L.P., a 7.2% stockholder. The financing consisted of the issuance of $150 million in Senior Secured Convertible Notes due 2022, plus warrants, to funds affiliated with Starboard in exchange for $85 million in cash and $65 million in shares of comScore common stock held by Starboard. comScore also granted Starboard the option to acquire up to an additional $50 million in Convertible Notes, and Starboard has agreed to provide a $100 million backstop to a potential offering of $150 million in Convertible Notes that comScore may make to all its shareholders through a rights offering later in 2018.