10-Q: Comscore Q1 2026: Revenue Flat, Net Loss Widens Amid Ad Market Softness
Quarterly Report
Comscore reports a slight revenue dip and increased net loss for Q1 2026, driven by syndicated audience declines largely offset by cross-platform growth.
Summary
- Total revenues for the three months ended March 31, 2026, were $85.3 million, a slight decrease from $85.7 million for the same period in 2025.
- Net loss widened to $6.2 million in Q1 2026, compared to a net loss of $4.0 million in Q1 2025.
- Loss from operations increased to $4.5 million in Q1 2026 from $2.1 million in Q1 2025.
- Content & Ad Measurement revenue was roughly flat, with Syndicated Audience declining by 4.7% to $60.5 million, largely offset by Cross-Platform growth of 30.4% to $12.6 million.
- Research & Insight Solutions revenue decreased by 2.7% to $12.2 million.
- Cost of revenues increased by 2.4% to $53.0 million, primarily due to higher cloud computing costs and bonus expense, partially offset by lower data costs from a data license agreement amendment.
- Voluntarily prepaid $5.0 million of the Term Loan principal on March 30, 2026, resulting in a $0.4 million loss on partial extinguishment of debt.
- Cash and cash equivalents decreased to $22.0 million as of March 31, 2026, from $23.6 million as of December 31, 2025.
- Total liabilities decreased to $205.5 million as of March 31, 2026, from $206.5 million as of December 31, 2025.
Sentiment
Score: 3
Explanation: StockSavvy.ai views this as a challenging quarter with widening losses and flat to declining revenue, despite some growth in cross-platform solutions. The ongoing softness in the advertising market and significant legal and tax contingencies contribute to a cautious outlook.
Positives
- Cross-Platform revenue grew significantly by 30.4% to $12.6 million, driven by increased usage of Proximic and CCR products and continued adoption of the CCM offering.
- Net cash provided by operating activities increased to $12.5 million in Q1 2026 from $9.1 million in Q1 2025, primarily due to lower vendor payments and prepayments of expenses.
- Successfully obtained a limited consent to the Credit Agreement, waiving testing of the Senior Leverage Ratio for the test period ending March 31, 2026, and remained in compliance with all covenants.
- Proactive debt management demonstrated by the voluntary prepayment of $5.0 million of Term Loan principal.
Negatives
- Total revenues slightly decreased by 0.5% year-over-year, indicating a challenging top-line environment.
- Net loss widened to $6.2 million from $4.0 million in the prior year quarter.
- Loss from operations increased to $4.5 million from $2.1 million.
- Syndicated Audience offerings revenue declined by 4.7% due to lower renewals of national TV and syndicated digital products.
- Research & Insight Solutions revenue decreased by 2.7% due to lower deliveries of certain custom digital products.
- Incurred a $0.4 million loss on partial extinguishment of debt due to the Term Loan prepayment.
- Cash and cash equivalents decreased by $1.6 million quarter-over-quarter.
- Accumulated deficit increased to $(1,436,243) thousand from $(1,429,995) thousand.
Risks
- Macroeconomic challenges, including inflation, capital market disruptions, and recession concerns, have caused advertisers to reduce or delay spending, directly impacting demand for products tied to advertising spend.
- Softness in the advertising market is expected to continue affecting the business in 2026, and any worsening conditions could negatively impact financial position and liquidity.
- Outstanding securities, such as the Series C Preferred Stock convertible into 12,670,863 shares of Common Stock, and future equity issuances may cause substantial dilution to existing stockholders.
- The company is a defendant in a purported class action complaint (Singer et al. v. Comscore, Inc. et al.) filed in February 2026, alleging violations of California laws and the federal Electronic Communications Privacy Act related to internet data collection, with potential for significant damages and injunctive relief.
- An initial audit assessment from the State of Washington Department of Revenue in January 2025 for approximately $8.0 million (including penalties and interest) related to potential sales tax liabilities for fiscal years 2020-2023, with an uncertain outcome.
- Legal proceedings are inherently unpredictable, subject to significant uncertainties, and could be material to operating results and cash flows due to defense costs and diversion of management resources.
- A history of net losses and volatility in global capital and credit markets could impact the company's ability to access capital resources on acceptable terms or at all.
Future Outlook
Comscore expects softness in the advertising market to continue affecting its business in 2026 and cannot quantify the impact of macroeconomic factors on future results, but any worsening ad market conditions could negatively impact its financial position and liquidity. The company does not expect the OBBB Act to materially impact its income tax position in 2026. Approximately 50% of remaining performance obligations revenue is expected to be recognized during the remainder of 2026, 34% in 2027, and 9% in 2028, with the remainder thereafter.
Management Comments
- "We believe that it is important to communicate our future expectations to our investors. However, there may be events in the future that we are not able to accurately predict or control and that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements."
- "Although we believe the expectations reflected in the forward-looking statements are reasonable as of the date of this 10-Q, our statements are not guarantees of future results, levels of activity, performance, or achievements, and actual outcomes and results may differ materially from those expressed in, or implied by, any of our statements."
- "We expect that softness in the advertising market will continue to affect our business in 2026."
- "Although we cannot quantify the impact of macroeconomic factors on our future results, any worsening of ad market conditions could negatively impact our financial position and liquidity."
Industry Context
StockSavvy.ai notes that Comscore's performance reflects broader industry trends where traditional syndicated audience measurement faces headwinds, while cross-platform and programmatic solutions are experiencing growth. The continued softness in the advertising market, as highlighted by Comscore, aligns with macroeconomic concerns impacting ad spending across the media ecosystem. The shift towards cross-platform measurement is a critical adaptation for companies like Comscore to remain relevant in a fragmented media landscape.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Stockholders Agreement Amendment | The Recapitalization Transaction on December 29, 2025, resulted in an amendment and restatement of the Stockholders Agreement, reducing Preferred Stockholders' director designation rights (each Preferred Stockholder now designates one director, and together they nominate a fourth as Board Chair) and granting them consent rights over certain matters. | 2025-12-29 | Alters board composition and decision-making influence of preferred stockholders. |
| Certificate of Incorporation Amendment | The Certificate of Amendment decreased total authorized shares from 121,750,000 to 60,000,000, preferred stock authorized from 105,000,000 to 14,000,000, and increased common stock authorized from 16,750,000 to 46,000,000. | 2025-12-29 | Adjusts the company's capital structure and flexibility for future equity issuances. |
| Certificate of Designations Filing | A new Certificate of Designations was filed establishing the powers, designations, preferences, rights and limitations of Series C Preferred Stock. | 2025-12-29 | Defines the rights and characteristics of the newly issued Series C Preferred Stock. |
| Equity Plan Amendment Proposal | Stockholders are proposed to approve an amendment to the 2018 Equity and Incentive Compensation Plan to increase the number of shares available for grant by 3,000,000. | NA | If approved, would increase the pool of shares available for employee and director compensation, potentially leading to further dilution. |
Legal Proceedings
- A purported class action complaint (Singer et al. v. Comscore, Inc. et al., No. 2:26-cv-01108 (C.D. Cal.)) was filed in February 2026, alleging violations of various California laws and the federal Electronic Communications Privacy Act, as well as common-law claims, in connection with alleged collection of internet data from California residents. Plaintiffs seek class certification, injunctive relief, statutory damages, disgorgement of profits, punitive damages, costs, and attorneys' fees. The company cannot reasonably estimate the outcome or potential liability.
- An initial audit assessment from the State of Washington Department of Revenue was received in January 2025, related to potential sales tax liabilities for fiscal years 2020-2023, totaling approximately $8.0 million (including penalties and interest). The company has petitioned for review and believes it has a strong position, but cannot reasonably estimate the outcome or potential liability.
Related Party Transactions
- Transactions with Charter and its affiliates: Revenues of $0.5 million for Q1 2026 (compared to $0.5 million for Q1 2025) and Cost of revenues of $2.8 million for Q1 2026 (compared to $3.6 million for Q1 2025).
- Liability balances with Charter and its affiliates as of March 31, 2026, include Accounts payable of $3.7 million, Accrued expenses of $7.9 million, Non-current portion of accrued data costs of $16.9 million, and Non-current payable to preferred stockholders of $1.5 million.
- No transactions with Pine and Liberty for the three months ended March 31, 2026, and 2025.
- No transactions with affiliates or former affiliates of directors and officers for the three months ended March 31, 2026 (compared to $0.3 million in revenues in Q1 2025).
- WPP plc and its affiliates were no longer classified as a related party as of the Recapitalization Transaction Closing Date (December 29, 2025). Transactions with WPP in Q1 2025 included $1.8 million in revenues and $2.2 million in cost of revenues.
Stakeholder Impact
- Shareholders face potential for substantial dilution from the conversion of Series C Preferred Stock (12,670,863 shares) and future equity awards. Widening net loss and flat revenue could negatively impact share price.
- Employees saw increased costs in cost of revenues (due to bonus expense) and selling and marketing, but decreases in research and development and general and administrative.
- Customers show continued adoption of new Cross-Platform offerings (Proximic, CCR, CCM), but a decline in Syndicated Audience revenue suggests some churn or lower renewals in traditional products.
- Creditors benefit from proactive debt management, including a $5.0 million Term Loan prepayment and compliance with debt covenants (with a waiver for Q1 2026 Senior Leverage Ratio), but overall debt levels and ongoing losses remain a factor.
- Suppliers, particularly Charter Communications Operating, LLC, have seen renegotiated data license agreement terms resulting in lower data costs for Comscore.
Next Steps
- Continue to evaluate the impact of ASU 2025-06 (Internal-Use Software) on consolidated financial statements and disclosures.
- Continue to evaluate the impact of ASU 2024-03 (Expense Disaggregation) on consolidated financial statements and disclosures.
- Monitor and upgrade internal controls as necessary or appropriate for the business.
- Address the purported class action complaint (Singer et al. v. Comscore, Inc. et al.) and pursue meritorious defenses.
- Petition for review of the State of Washington sales tax audit assessment.
- Potentially raise additional funds through public or private equity or debt financing if existing liquidity is insufficient to fund future activities and requirements.
- Potentially prepay or refinance the Credit Agreement, including to maintain compliance with financial covenants.
- Stockholders are proposed to approve an amendment to the 2018 Equity and Incentive Compensation Plan to increase the number of shares available for grant by 3,000,000.
Key Dates
| Date | Description |
|---|---|
| 2021-03-10 | Initial issuance of Series B Preferred Stock for $204.0 million gross proceeds. |
| 2023-05-16 | Qurate sold 27,509,203 shares of Series B Preferred Stock to Liberty Broadband Corporation. |
| 2023-06-15 | Stockholders approved proposals for Series B Preferred Stock dividend payments; holders waived right to receive June 30, 2023 annual dividends. |
| 2023-12-26 | Series B Preferred Stock holders waived right to receive deferred dividends on or before December 31, 2023. |
| 2024-06-27 | Series B Preferred Stock holders further waived right to receive deferred dividends on or before June 30, 2024, and waived June 30, 2024 annual dividends. |
| 2024-07-24 | Issued 13,257,294 additional shares of Series B Preferred Stock to existing holders in exchange for cancellation of $32.8 million in deferred dividends. |
| 2024-12-31 | Entered into a senior secured financing agreement (Credit Agreement) with Blue Torch Finance LLC; amended Data License Agreement with Charter Communications Operating, LLC. |
| 2025-01-01 | Certain provisions of the OBBB Act became effective; beginning of fiscal year for annual prepayment of loans with Excess Cash Flow; permanent restoration of immediate expensing of domestic R&E expenditures in tax years beginning after this date; FASB ASU 2025-05 (Credit Losses) effective date for fiscal years beginning after this date; Senior Leverage Ratio covenant testing began for the fiscal quarter ending March 31, 2025. |
| 2025-01-01 | WPP plc and its affiliates were no longer classified as a related party due to ownership falling below 5%. |
| 2025-01-01 | Company received initial audit assessment from State of Washington Department of Revenue for sales tax liabilities for fiscal years 2020-2023. |
| 2025-06-24 | Series B Preferred Stock holders waived right to receive June 30, 2025 annual dividends. |
| 2025-09-26 | Entered into Stock Exchange Agreements with Preferred Stockholders for Recapitalization Transaction; entered into amendment to Credit Agreement to permit the Exchange. |
| 2025-12-19 | Stockholders approved the Recapitalization Transaction and related matters. |
| 2025-12-29 | Recapitalization Transaction closed, exchanging Series B Preferred Stock for Series C Preferred Stock and Common Stock; Credit Agreement amendment became effective. |
| 2026-02-01 | Purported class action complaint (Singer et al. v. Comscore, Inc. et al.) filed against the Company. |
| 2026-03-30 | Executed a limited consent to the Credit Agreement, waiving Senior Leverage Ratio testing for Q1 2026; voluntarily prepaid $5.0 million of Term Loan principal. |
| 2026-03-31 | End of the current reporting period. |
| 2026-05-08 | 15,093,696 shares of Common Stock outstanding. |
| 2026-05-15 | Date of filing of the 10-Q. |
| 2027-12-15 | FASB ASU 2025-06 (Internal-Use Software) effective date for fiscal years beginning after this date. |
| 2027-12-15 | FASB ASU 2024-03 (Expense Disaggregation) effective date for interim periods within fiscal years beginning after this date. |
| 2028-06-30 | Fixed cash payment of $2.0 million to each Preferred Stockholder due. |
| 2028-12-01 | Credit Agreement matures. |
Recommendation
holdWhile Comscore faces challenges with widening net losses and flat overall revenue, the growth in its Cross-Platform solutions indicates a strategic pivot towards higher-growth areas. The company is actively managing its debt and has secured a waiver for a key covenant, showing some operational flexibility. However, the persistent macroeconomic headwinds in the advertising market, coupled with significant legal and tax uncertainties, present considerable risks. Given the mixed performance and ongoing uncertainties, a 'Hold' recommendation is appropriate for investors to monitor the execution of its strategic shift and resolution of its contingencies.
Keywords
Comscore, SCOR, Q1 2026, Quarterly Report, Media Measurement, Advertising Analytics, Cross-Platform Solutions, Syndicated Audience, Net Loss, Revenue, Debt Management, SEC Filing, Market Research, Digital Advertising, TV Measurement, Risk Factors
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