SCHEDULE 13D/A: Cerberus Capital Management and Pine Investor Update Significant Stake in Comscore, Holding 27.2% of Common Stock
Beneficial Ownership Update
Cerberus Capital Management, L.P. and Pine Investor, LLC have updated their beneficial ownership in Comscore, Inc., now holding an aggregate of 1,794,624 shares, representing 27.2% of the outstanding common stock.
Summary
- Pine Investor, LLC and Cerberus Capital Management, L.P. (the "Reporting Persons") have filed Amendment No. 4 to their Schedule 13D regarding their beneficial ownership in Comscore, Inc.
- As of March 14, 2025, the Reporting Persons beneficially own an aggregate of 1,794,624 shares of Comscore's Common Stock.
- This aggregate ownership comprises 1,681,117 shares issuable upon conversion of 31,928,301 shares of Series B Preferred Stock, 109,654 outstanding shares of Common Stock, and 3,853 shares underlying vested, deferred stock units.
- The Series B Preferred Stock accrues dividends at 7.5% per annum and is convertible into Common Stock at the holder's option, subject to certain adjustments.
- The 1,794,624 shares represent approximately 27.2% of Comscore's outstanding Common Stock, based on 4,913,077 shares outstanding as of February 28, 2025, as reported in Comscore's Annual Report on Form 10-K.
- The Reporting Persons may be deemed members of a group with other parties to the Amended and Restated Stockholders Agreement under Section 13(d) of the Exchange Act.
- Neither Reporting Person nor their control persons have been convicted in a criminal proceeding or subject to a civil proceeding related to federal or state securities laws in the last five years.
Sentiment
Score: 5
Explanation: The document is a factual, regulatory filing updating beneficial ownership. It contains no explicit positive or negative sentiment regarding the company's performance or outlook, maintaining a neutral tone.
Future Outlook
The document is an amendment to a Schedule 13D and primarily provides an update on beneficial ownership, not forward-looking statements or guidance regarding the Issuer's operations or financial performance.
Industry Context
This filing is a routine update to a significant ownership stake by institutional investors in a public company. It reflects the ongoing investment and oversight by Cerberus Capital Management and Pine Investor in Comscore, a company operating in the media measurement and analytics industry. Such large stakes can indicate long-term strategic interest or potential for activist engagement, though this specific amendment does not detail any change in investment intent.
Comparison to Industry Standards
- This Schedule 13D amendment focuses on beneficial ownership disclosure and does not provide financial or operational results for comparison against industry standards or specific comparable companies/projects. Its purpose is to update the market on the ownership structure of Comscore, Inc. by Cerberus Capital Management and Pine Investor, LLC.
Stakeholder Impact
- Shareholders: Provides updated information on a significant institutional investor's stake, which can influence market perception and liquidity.
- Management: Indicates continued oversight and potential influence from a major shareholder group.
Key Dates
| Date | Description |
|---|---|
| 2021-03-19 | Initial Schedule 13D filing date. |
| 2022-07-01 | Amendment No. 1 to Schedule 13D filed. |
| 2022-12-16 | Amendment No. 2 to Schedule 13D filed. |
| 2024-07-26 | Amendment No. 3 to Schedule 13D filed. |
| 2025-02-28 | Date of Comscore's outstanding Common Stock count (4,913,077 shares) as reported in Form 10-K. |
| 2025-03-06 | Date Comscore's Annual Report on Form 10-K for fiscal year ended December 31, 2024, was filed. |
| 2025-03-14 | Date of event which requires filing of this Amendment No. 4. |
| 2025-03-18 | Signature date of Alexander D. Benjamin for Pine Investor, LLC and Cerberus Capital Management, L.P. |
Keywords
Comscore, Cerberus Capital Management, Pine Investor, Schedule 13D, Beneficial Ownership, Common Stock, Series B Preferred Stock, Investment Management, SEC Filing, Institutional Investor
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