13D Filing: Starboard Value LP and Comscore Inc. (SCOR)

On September 28, 2017,
Starboard and the Issuer entered into the Agreement defined and described in Item 4 above and attached as Exhibit 99.1 hereto.

Starboard V&O
Fund entered into a forward contract with Morgan Stanley as the counterparty on the date referenced in Schedule B providing for
the purchase of an aggregate of 500,000 Shares having an aggregate purchase price of $14,860,000 (the “Forward Contract”).
The Forward Contract has a final valuation date of April 26, 2019, however, Starboard V&O Fund has the ability to elect early
settlement after serving notice to Morgan Stanley of such intention at least two (2) scheduled trading days in advance of the desired
early final valuation date. The Forward Contract provides for physical settlement. Until the settlement date, the Forward Contract
does not give the Reporting Persons voting and dispositive control over the Shares to which such contract relates.

On November 6, 2017,
the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf
of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable
law.  The Joint Filing Agreement is attached hereto as Exhibit 99.2 and is incorporated herein by reference.