OTHER INFORMATION
−Removed: (a) On November 1, 2024, we repaid the outstanding principal balance of $10.0 million under the Revolving Credit Agreement.
−Removed: On November 5, 2024, we entered into an amendment to the Revolving Credit Agreement by and among the Company, as borrower, our subsidiaries from time to time party thereto, as guarantors, Bank of America, N.A., as administrative agent, and the lenders from time to time party thereto (the "November 2024 Amendment").
−Removed: Among other things, the November 2024 Amendment extended the maturity date with respect to the outstanding letters of credit under the Revolving Credit Agreement to January 31, 2025.
−Removed: The November 2024 Amendment reduced the aggregate lender commitments under the Revolving Credit Agreement to equal the outstanding letters of credit (totaling $3.2 million) and limited the purpose of, and use of proceeds under, the Revolving Credit Agreement to the issuance of letters of credit.
−Removed: Additionally, the November 2024 Amendment terminated the following financial covenants:
−Removed: (i) the minimum Consolidated Fixed Charge Coverage Ratio, (ii) the minimum Consolidated Asset Coverage Ratio, and (iii) the minimum Liquidity requirement, each as defined in the Revolving Credit Agreement.
−Removed: The November 2024 Amendment maintained the same non-financial covenants, security interest and interest rate as in effect immediately prior to the November 2024 Amendment, each as described in Footnote 6 , Debt.
−Removed: Finally, the November 2024 Amendment provided for certain amendment fees, including a fee of $250,000 due on the new maturity date (January 31, 2025) unless all letters of credit are terminated or cash collateralized on or prior to such date.
−Removed: The foregoing summary of the November 2024 Amendment is qualified in its entirety by reference to the full text of the November 2024 Amendment, a copy of which is attached as Exhibit 10.5 to this 10-Q.
−Removed: (c) During the quarter ended September 30, 2024, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).
+Added: During the quarter ended March 31, 2025, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).
3.1 Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.3 to the Registrant's Registration Statement on Form S-1, as amended, filed June 12, 2007) (File No.
16 unchanged sentences
(incorporated by reference to Exhibit 3.2 to the Registrant's Quarterly Report on Form 10-Q for the period ended June 30, 2018, filed August 10, 2018) (File No.
−Removed: 4.1 Series B Preferred Stockholder Waiver, dated July 23, 2024, from Charter Communications Holding Company, LLC (incorporated by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K, filed July 25, 2024) (File No.
−Removed: 4.2 Series B Preferred Stockholder Waiver, dated July 23, 2024, from Liberty Broadband Corporation (incorporated by reference to Exhibit 4.2 to the Registrant's Current Report on Form 8-K, filed July 25, 2024) (File No.
−Removed: 4.3 Series B Preferred Stockholder Waiver, dated July 23, 2024, from Pine Investor, LLC (incorporated by reference to Exhibit 4.3 to the Registrant's Current Report on Form 8-K, filed July 25, 2024) (File No.
−Removed: 10.1 Subscription Agreement, dated July 24, 2024, by and between comScore, Inc.
−Removed: and Charter Communications Holding Company, LLC (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K, filed July 25, 2024) (File No.
−Removed: 10.2 Subscription Agreement, dated July 24, 2024, by and between comScore, Inc.
−Removed: and Liberty Broadband Corporation (incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K, filed July 25, 2024) (File No.
−Removed: 10.3 Subscription Agreement, dated July 24, 2024, by and between comScore, Inc.
−Removed: and Pine Investor, LLC (incorporated by reference to Exhibit 10.3 to the Registrant's Current Report on Form 8-K, filed July 25, 2024) (File No.
−Removed: 10.4 Amended and Restated Stockholders Agreement, dated July 24, 2024, by and among comScore, Inc., Charter Communications Holding Company, LLC, Liberty Broadband Corporation and Pine Investor, LLC (incorporated by reference to Exhibit 10.4 to the Registrant's Current Report on Form 8-K, filed July 25, 2024) (File No.
−Removed: 10.5+ Fourth Amendment, dated as of November 5, 2024, to the Credit Agreement among comScore, Inc.
−Removed: (as Borrower), certain subsidiaries of the Borrower (as Guarantors), Bank of America N.A.
−Removed: (as Administrative Agent), and the lenders party thereto
+Added: 10.1* Separation and General Release Agreement, dated as of January 27, 2025, by and between comScore, Inc.
+Added: and David Algranati (incorporated by reference to Exhibit 10.50 to the Registrant's Annual Report on Form 10-K for the period ended December 31, 2024, filed March 6, 2025) (File No.
31.1+ Certification of Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
19 unchanged sentences
(Principal Financial Officer, Principal Accounting Officer and Duly Authorized Officer)
−Removed: November 12, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.