(Wilmington, DE) Andrews & Springer LLC, counsel to the proposed class representatives, has negotiated a $19 million cash proposed settlement (the “Settlement”) on behalf of former stockholders of Rentrak Corporation (“Rentrak”). The proposed Settlement resolves two related merger class actions pending in Multnomah County Oregon, In re Rentrak Corporation Shareholders Litigation, No. 15CV27429, and Hulme v. Livek, et al., No. 17CV04984 (collectively, the “Actions”).
The Actions were brought on behalf of a class of former stockholders of Rentrak whose Rentrak shares were exchanged for shares of comScore, Inc. (“comScore”) in an all-stock merger (the “Merger”) that was announced on September 29, 2015 and closed on January 29, 2016. After the closing of the Merger, comScore, through its public filings with the U.S. Securities and Exchange Commission (“SEC”) admitted that (i) it would have to restate three years of financials, (ii) the restatement was caused by errors relating to its accounting for barter revenue, and (iii) the restatement was the result of “misconduct” by executives at comScore. Since comScore’s accounting issues first came to light – about five weeks after the Merger closed – comScore’s Chairman, CEO, CFO and General Counsel have all left the company and three other directors have left the board. Its stock price has fallen dramatically, harming Plaintiffs and the Class who received comScore stock as consideration for their Rentrak shares.
The Actions asserted breach of fiduciary duty claims against the former members of Rentrak’s board of directors and certain former officers of Rentrak and asserted an aiding and abetting claim against comScore. Trial for the Actions was scheduled to take place in November 2017.
Following nearly a year and a half of hard-fought litigation, the parties agreed to mediate the Actions before former United States District Court Judge Layn R. Phillips. The mediation process was successful and culminated in the proposed Settlement. The parties filed Settlement papers on May 12, 2017. The Court has preliminarily approved the Settlement. Final approval of the proposed Settlement is still pending.
If the proposed Settlement receives final approval and becomes effective, all potential Settlement class members will be notified of their status in the class by a claims administrator and eligible stockholders will be able to seek partial compensation for their loses from the Settlement fund. Following preliminary approval, Andrews & Springer will petition the Court for final approval of the Settlement.
Andrews & Springer is continuing to pursue federal securities claims against comScore’s officers and directors and comScore’s auditor Ernst & Young in a related action pending in Multnomah County, Oregon.
Second Amended Class Action Complaint
Class Action Complaint (Hulme)