On Tuesday, September 29, 2015, comScore and Rentrak announced that the companies have entered into a definitive agreement for Rentrak to merge with comScore. We’re combining our companies with the goal of defining and delivering the next-generation cross-platform measurement system that serves as the basis for trusted transactions between buyers and sellers of advertising. This is something the industry has long been asking our companies for, and both comScore and Rentrak have been working to deliver. We’re excited to offer future solutions to our joint clients that measure the way content is actually consumed across platforms and screens. This will ultimately help them make better, more informed decisions with relevant insights.
We believe the combination of comScore and Rentrak uniquely positions the company to deliver new products that address what the industry has been asking both our companies for: a new, comprehensive cross-platform measurement system that accounts for all the ways in which content is consumed. Our businesses are highly complementary, and our combined products, measurement assets, and human capital are greater than the sum of our individual parts.
comScore is a global media measurement and analytics company that helps media buyers and sellers understand and make decisions based on how consumers use different media, such as TV, video, mobile, desktop and more.
Pursuant to the terms of the merger, which has been unanimously approved by the Boards of Directors of both companies, Rentrak will merge into a wholly-owned subsidiary of comScore, and each share of Rentrak will be converted into the right to receive 1.15 shares of comScore. Upon completion of the merger, comScore shareholders are expected to own approximately 66.5% and Rentrak shareholders are expected to own approximately 33.5% of the combined company on a fully diluted basis.
Approval is needed from the shareholders of both companies. comScore will file a Form S-4 (the “Registration/Joint Proxy Statement”), which will include a registration statement and prospectus with respect to comScore’s shares to be issued in the merger and a joint proxy statement of Rentrak and comScore in connection with the Business Combination. The definitive Registration/Joint Proxy Statement will contain important information about the proposed Business Combination and related matters. SECURITY HOLDERS ARE URGED AND ADVISED TO READ THE REGISTRATION/JOINT PROXY STATEMENT CAREFULLY WHEN IT BECOMES AVAILABLE.
The Registration/Joint Proxy Statement and other relevant materials (when they become available) and any other documents filed by comScore or Rentrak with the SEC may be obtained free of charge at the SEC’s website, at www.sec.gov. In addition, security holders of Rentrak will be able to obtain free copies of the Registration/Joint Proxy Statement from Rentrak by contacting Rentrak Investor Relations by mail at Rentrak Corporation, 7700 N.E. Ambassador Avenue, Portland, Oregon 97220, Attention: Investor Relations, by telephone at (503) 284-7581, or by going to Rentrak’s Investor Relations page on its corporate web site at www.rentrak.com.
The company's predecessor, National Video, Inc. was founded in 1977. In 1988, the company changed its name to Rentrak Corporation to better reflect its Pay-Per-Transaction® (PPT) distribution and revenue sharing programs.
Rentrak is the entertainment and marketing industries' premier provider of worldwide consumer viewership information, precisely measuring actual viewing behavior of movies and TV everywhere. Using our proprietary intelligence and technology, combined with Advanced Demographics, only Rentrak is the census currency for VOD and movies. Rentrak provides the stable and robust audience measurement services that movie, television and advertising professionals across the globe have come to rely on to better deliver their business goals and more precisely target advertising across numerous platforms including box office, multiscreen television and home video.