Deployed $62
Million to Repurchase Shares in Q1 2024
Raises
Full Year 2024 Outlook
NEW
YORK, May 2, 2024 /PRNewswire/ -- Criteo S.A.
(NASDAQ: CRTO) ("Criteo" or the "Company"), the commerce media
company, today announced financial results for the first quarter
ended March 31, 2024.
First Quarter 2024 Financial Highlights:
The following table summarizes our consolidated financial
results for the three months ended March 31,
2024:
|
Three Months
Ended
|
|
March
31,
|
|
2024
|
|
2023
|
|
YoY
Change
|
|
(in millions, except
EPS data)
|
GAAP
Results
|
|
|
|
|
|
Revenue
|
$450
|
|
$445
|
|
1 %
|
Gross Profit
|
$217
|
|
$182
|
|
20 %
|
Net Income
(loss)
|
$9
|
|
$(12)
|
|
171 %
|
Gross Profit
margin
|
48 %
|
|
41 %
|
|
7 ppt
|
Diluted EPS
|
$0.12
|
|
$(0.21)
|
|
157 %
|
Cash from operating
activities
|
$14
|
|
$42
|
|
(67) %
|
Cash and cash
equivalents
|
$267
|
|
$306
|
|
(13) %
|
|
|
|
|
|
|
Non-GAAP
Results1
|
|
|
|
|
|
Contribution
ex-TAC
|
$254
|
|
$221
|
|
15 %
|
Adjusted
EBITDA
|
$71
|
|
$39
|
|
83 %
|
Adjusted diluted
EPS
|
$0.80
|
|
$0.50
|
|
60 %
|
Free Cash Flow
(FCF)
|
$1
|
|
$9
|
|
(91) %
|
FCF / Adjusted
EBITDA
|
1 %
|
|
23 %
|
|
(22) ppt
|
"We are proud to be the leading AdTech player in Retail Media
and the platform of choice for performance-based targeting, which,
we believe, will drive sustainable growth and shareholder value,"
said Megan Clarken, Chief Executive
Officer of Criteo. "I am thrilled to report a record start to the
year, and I am confident that we will continue to build on this
momentum."
Operating Highlights
- Retail Media Contribution ex-TAC grew 34% year-over-year at
constant currency2 and same-retailer Contribution
ex-TAC3 retention for Retail Media was 136%.
- We expanded our platform adoption to 2,700 brands and close to
225 retailers and marketplaces, including Ticketmaster. We
also expanded our partnership with Walmart Connect in Guatemala, Costa
Rica, Nicaragua,
Honduras, and El Salvador.
- We achieved our first accreditation by the Media Rating Council
(MRC) for Retail Media measurement.
- Performance Media4 Contribution ex-TAC was up 13%
year-over-year at constant currency2.
- Criteo's activated media spend5 was $4.2 billion in the last 12 months and
$1.0 billion in Q1 2024, growing 13%
year-over-year at constant currency2.
- We deployed $62 million of
capital for share repurchases in Q1 2024, and we intend to return
$150 million of capital to
shareholders in 2024.
- We nominated Ernst Teunissen for election to the Board of
directors of the Company at the 2024 Annual Meeting of
Shareholders.
___________________________________________________
|
1
Contribution ex-TAC, Adjusted EBITDA, Adjusted EBITDA margin,
Adjusted diluted EPS and Free Cash Flow are not measures calculated
in accordance with U.S. GAAP.
|
2 Constant
currency measures exclude the impact of foreign currency
fluctuations and is computed by applying the prior year monthly
exchange rates to transactions denominated in settlement or billing
currencies other than the US dollar.
|
3
Same-retailer Contribution ex-TAC retention is the Contribution
ex-TAC generated by clients that were live with us in a given
quarter and are still live with us the same quarter in the
following year.
|
4 Beginning
with the first quarter of 2024, Criteo changed its segment
reporting structure to two reportable segments: Retail Media and
Performance Media. See the Form 8-K filed with the SEC on March 4,
2024 for more details.
|
5 Activated
media spend is defined as the media spend activated on behalf of
our Retail Media clients and our Performance Media
clients.
|
|
Financial Summary
Revenue for Q1 2024 was $450
million, gross profit was $217
million and Contribution ex-TAC was $254 million. Net income for Q1 was $9 million, or $0.12 per share on a diluted basis. Adjusted
EBITDA for Q1 was $71 million,
resulting in an adjusted diluted EPS of $0.80. As reported, revenue for Q1 increased by
1%, gross profit increased 20% and Contribution ex-TAC increased by
15%. At constant currency, revenue for Q1 increased by 3% and
Contribution ex-TAC increased by 17%. Cash flow from operating
activities was $14 million in Q1 and
Free Cash Flow was $1 million in Q1.
As of March 31, 2024, we had
$289 million in cash and marketable
securities on our balance sheet.
Sarah Glickman, Chief Financial
Officer, said, "We are raising our full-year 2024 guidance after
delivering a record first quarter performance. We are confident in
our business strategy and financial strength, which is reflected in
the deployment of $62 million of
capital for share repurchases in Q1."
First Quarter 2024 Result
Revenue, Gross Profit and Contribution ex-TAC
Revenue increased by 1% year-over-year in Q1 2024, or 3% at
constant currency, to $450 million (Q1 2023:
$445 million). Gross profit increased by 20% year-over-year in
Q1 2024 to $217 million (Q1 2023:
$182 million). Gross profit as a
percentage of revenue, or gross profit margin, was 48% (Q1 2023:
41%). Contribution ex-TAC in the first quarter increased 15%
year-over-year, or increased 17% at constant currency, to
$254 million (Q1 2023: $221 million).
- Retail Media revenue increased 34%, or 33% at constant
currency, reflecting continued strength in Retail Media onsite.
Retail Media Contribution ex-TAC increased 34%, or 34% at
constant currency, driven by continued strength in Retail Media
onsite, new client integrations and growing network effects of the
platform.
- Performance Media revenue was down 2%, or flat at constant
currency, and Performance Media Contribution ex-TAC increased
11%, or increased 13% at constant currency, driven by the continued
traction of Commerce Audiences as more clients adopt full funnel
activation.
Net Income (Loss) and Adjusted Net Income
Net income was $9 million in Q1 2024 (Q1 2023: net loss of
$12 million). Net income allocated to shareholders of Criteo
was $7 million, or $0.12 per share on a diluted basis (Q1 2023: net
loss available to shareholders of $12
million, or $0.21 per share on
a diluted basis).
Adjusted net income, a non-GAAP financial measure, was
$47 million, or $0.80 per share on a diluted basis (Q1 2023:
$28 million, or $0.50 per share on a diluted basis).
Adjusted EBITDA and Operating Expenses
Adjusted EBITDA was $71 million,
representing an increase of 83% year-over-year (Q1 2023:
$39 million). This reflects higher Contribution ex-TAC over
the period and effective cost management. Adjusted EBITDA as a
percentage of Contribution ex-TAC, or Adjusted EBITDA margin, was
28% (Q1 2023: 18%).
Operating expenses increased by 1% year-over-year to
$207 million (Q1 2023: $205 million), mostly driven by planned growth
investments partially offset by cost efficiencies. Non-GAAP
operating expenses were flat at $155
million (Q1 2023: $155
million).
Cash Flow, Cash and Financial Liquidity Position
Cash flow from operating activities was $14 million in Q1 2024 (Q1 2023: $42 million).
Free Cash Flow, defined as cash flow from operating activities
less acquisition of intangible assets, property, plant and
equipment and change in accounts payable related to intangible
assets, property, plant and equipment, was $1 million in Q1 2024 (Q1 2023: $9 million).
Cash and cash equivalents, and marketable securities, decreased
$70 million compared to December 31, 2023 to $289
million, after spending $62
million on share repurchases in the first three months of
2024.
As of March 31, 2024, the Company
had total financial liquidity of approximately $805 million, including its cash position,
marketable securities, revolving credit facility and treasury
shares reserved for M&A.
2024 Business Outlook
The following forward-looking statements reflect Criteo's
expectations as of May 2, 2024.
Fiscal year 2024 guidance:
- We now expect Contribution ex-TAC to grow
high-single-digit at constant currency, compared to our
previous guidance of mid-single-digit growth at constant
currency.
- We now expect an Adjusted EBITDA margin
of approximately 31% of Contribution ex-TAC, compared
to our previous guidance of 29% to 30% of Contribution ex-TAC.
Second quarter 2024 guidance:
- We expect Contribution ex-TAC between $261 million and $265
million, or year-over-year growth at constant-currency
of +10% to +12%.
- We expect Adjusted EBITDA between $70 million and $74
million.
The guidance for the second quarter and fiscal year ending
December 31, 2024 assumes the
following exchange rates for the main currencies impacting our
business: a U.S. dollar-euro rate of 0.915, a U.S. dollar-Japanese
Yen rate of 149, a U.S. dollar-British pound rate of 0.785, a U.S.
dollar-Korean Won rate of 1,342 and a U.S. dollar-Brazilian real
rate of 4.95.
The guidance assumes that no additional acquisitions are
completed during the second quarter of 2024 or the fiscal year
ended December 31, 2024.
Reconciliations of Contribution ex-TAC, Adjusted EBITDA and
Adjusted EBITDA margin guidance to the closest corresponding U.S.
GAAP measures are not available without unreasonable efforts on a
forward-looking basis due to the high variability, complexity and
low visibility with respect to the charges excluded from these
non-GAAP measures; in particular, the measures and effects of
equity awards compensation expense specific to equity compensation
awards that are directly impacted by unpredictable fluctuations in
our share price. The variability of the above charges could
potentially have a significant impact on our future U.S. GAAP
financial results.
Non-GAAP Financial Measures
This press release and its attachments include the following
financial measures defined as non-GAAP financial measures by the
U.S. Securities and Exchange Commission ("SEC"): Contribution
ex-TAC, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net
Income, Adjusted diluted EPS, Free Cash Flow and Non-GAAP Operating
Expenses. These measures are not calculated in accordance with U.S.
GAAP.
Contribution ex-TAC is a profitability measure akin to gross
profit. It is calculated by deducting traffic acquisition costs
from revenue and reconciled to gross profit through the exclusion
of other costs of revenue. Contribution ex-TAC is not a measure
calculated in accordance with U.S. GAAP. We have included
Contribution ex-TAC because it is a key measure used by our
management and board of directors to evaluate operating
performance, generate future operating plans and make strategic
decisions. In particular, we believe that this measure can provide
useful measures for period-to-period comparisons of our business.
Accordingly, we believe that Contribution ex-TAC provides useful
information to investors and others in understanding and evaluating
our results of operations in the same manner as our management and
board of directors.
Adjusted EBITDA is our consolidated earnings before financial
income (expense), income taxes, depreciation and amortization,
adjusted to eliminate the impact of equity awards compensation
expense, pension service costs, certain restructuring, integration
and transformation costs, and certain acquisition costs. Adjusted
EBITDA and Adjusted EBITDA margin are key measures used by our
management and board of directors to understand and evaluate our
core operating performance and trends, to prepare and approve our
annual budget and to develop short- and long-term operational
plans. In particular, we believe that Adjusted EBITDA and Adjusted
EBITDA margin can provide useful measures for period-to-period
comparisons of our business. Accordingly, we believe that Adjusted
EBITDA and Adjusted EBITDA margin provide useful information to
investors and the market generally in understanding and evaluating
our results of operations in the same manner as our management and
board of directors.
Adjusted Net Income is our net income adjusted to eliminate the
impact of equity awards compensation expense, amortization of
acquisition-related assets, certain restructuring, integration and
transformation costs, certain acquisition costs, and the tax impact
of these adjustments. Adjusted Net Income and Adjusted diluted EPS
are key measures used by our management and board of directors to
evaluate operating performance, generate future operating plans and
make strategic decisions regarding the allocation of capital. In
particular, we believe that Adjusted Net Income and Adjusted
diluted EPS can provide useful measures for period-to-period
comparisons of our business. Accordingly, we believe that Adjusted
Net Income and Adjusted diluted EPS provide useful information to
investors and the market generally in understanding and evaluating
our results of operations in the same manner as our management and
board of directors.
Free Cash Flow is defined as cash flow from operating activities
less acquisition of intangible assets, property, plant and
equipment and change in accounts payable related to intangible
assets, property, plant and equipment. Free Cash Flow Conversion is
defined as free cash flow divided by Adjusted EBITDA. Free Cash
Flow and Free Cash Flow Conversion are key measures used by our
management and board of directors to evaluate the Company's ability
to generate cash. Accordingly, we believe that Free Cash Flow and
Free Cash Flow Conversion permit a more complete and comprehensive
analysis of our available cash flows.
Non-GAAP Operating Expenses are our consolidated operating
expenses adjusted to eliminate equity awards compensation expense,
pension service costs, certain restructuring, integration and
transformation costs, and certain acquisition and integration
costs. The Company uses Non-GAAP Operating Expenses to understand
and compare operating results across accounting periods, for
internal budgeting and forecasting purposes, for short-term and
long-term operational plans, and to assess and measure our
financial performance and the ability of our operations to generate
cash. We believe Non-GAAP Operating Expenses reflects our ongoing
operating expenses in a manner that allows for meaningful
period-to-period comparisons and analysis of trends in our
business. As a result, we believe that Non-GAAP Operating Expenses
provides useful information to investors in understanding and
evaluating our core operating performance and trends in the same
manner as our management and in comparing financial results across
periods. In addition, Non-GAAP Operating Expenses is a key
component in calculating Adjusted EBITDA, which is one of the key
measures the Company uses to provide its quarterly and annual
business outlook to the investment community.
Please refer to the supplemental financial tables provided in
the appendix of this press release for a reconciliation of
Contribution ex-TAC to gross profit, Adjusted EBITDA to net income,
Adjusted Net Income to net income, Free Cash Flow to cash flow from
operating activities, and Non-GAAP Operating Expenses to operating
expenses, in each case, the most comparable U.S. GAAP measure. Our
use of non-GAAP financial measures has limitations as an analytical
tool, and you should not consider such non-GAAP measures in
isolation or as a substitute for analysis of our financial results
as reported under U.S. GAAP. Some of these limitations are: 1)
other companies, including companies in our industry which have
similar business arrangements, may address the impact of TAC
differently; and 2) other companies may report Contribution ex-TAC,
Contribution ex-TAC margin, Adjusted EBITDA, Adjusted Net Income,
Free Cash Flow, Non-GAAP Operating Expenses or similarly titled
measures but calculate them differently or over different regions,
which reduces their usefulness as comparative measures. Because of
these and other limitations, you should consider these measures
alongside our U.S. GAAP financial results, including revenue and
net income.
Forward-Looking Statements Disclosure
This press release contains forward-looking statements,
including projected financial results for the quarter ending
March 31, 2024 and the year ending
December 31, 2024, our expectations
regarding our market opportunity and future growth prospects and
other statements that are not historical facts and involve risks
and uncertainties that could cause actual results to differ
materially. Factors that might cause or contribute to such
differences include, but are not limited to: failure related to our
technology and our ability to innovate and respond to changes in
technology, uncertainty regarding our ability to access a
consistent supply of internet display advertising inventory and
expand access to such inventory, including without limitation
uncertainty regarding the timing and scope of proposed changes to
and enhancements of the Chrome browser announced by Google,
investments in new business opportunities and the timing of these
investments, whether the projected benefits of acquisitions
materialize as expected, uncertainty regarding international growth
and expansion (including related to changes in a specific country's
or region's political or economic conditions), the impact of
competition, uncertainty regarding legislative, regulatory or
self-regulatory developments regarding data privacy matters and the
impact of efforts by other participants in our industry to comply
therewith, the impact of consumer resistance to the collection and
sharing of data, our ability to access data through third parties,
failure to enhance our brand cost-effectively, recent growth rates
not being indicative of future growth, our ability to manage
growth, potential fluctuations in operating results, our ability to
grow our base of clients, and the financial impact of maximizing
Contribution ex-TAC, as well as risks related to future
opportunities and plans, including the uncertainty of expected
future financial performance and results and those risks detailed
from time-to-time under the caption "Risk Factors" and elsewhere in
the Company's SEC filings and reports, including the Company's
Annual Report on Form 10-K filed with the SEC on
February 23, 2024, and in subsequent Quarterly Reports on
Form 10-Q as well as future filings and reports by the Company.
Importantly, at this time, macro-economic conditions including
inflation and volatile interest rates in the U.S. have impacted
Criteo's business, financial condition, cash flow and results of
operations.
Except as required by law, the Company undertakes no duty or
obligation to update any forward-looking statements contained in
this release as a result of new information, future events, changes
in expectations or otherwise.
Conference Call Information
Criteo's senior management team will discuss the Company's
earnings on a call that will take place today, May 2, 2024, at 8:00 AM ET,
2:00 PM CET. The conference call will be
webcast live on the Company's website at
https://criteo.investorroom.com/ and will subsequently be available
for replay.
- United States: +1 800 836 8184
- International: +1 646 357 8785
- France 080-094-5120
Please ask to be joined into the "Criteo" call.
About Criteo
Criteo (NASDAQ: CRTO) is the global commerce media company that
enables marketers and media owners to drive better commerce
outcomes. Its industry leading Commerce Media Platform connects
thousands of marketers and media owners to deliver richer consumer
experiences from product discovery to purchase. By powering trusted
and impactful advertising, Criteo supports an open internet that
encourages discovery, innovation, and choice. For more information,
please visit www.criteo.com.
Contacts
Criteo Investor Relations
Melanie Dambre,
m.dambre@criteo.com
Criteo Public Relations
Jessica Meyers, j.meyers@criteo.com
Financial information to follow
CRITEO
S.A.
Consolidated
Statement of Financial Position
(U.S. dollars in
thousands, unaudited)
|
|
|
|
March 31,
2024
|
|
December 31,
2023
|
Assets
|
|
|
|
|
Current
assets:
|
|
|
|
|
Cash and cash
equivalents
|
|
$
266,862
|
|
$
336,341
|
Trade receivables, net
of allowances of $ 43.1 million and $ 43.3 million at
March 31, 2024 and December 31, 2023,
respectively
|
|
610,676
|
|
775,589
|
Income
taxes
|
|
1,912
|
|
2,065
|
Other taxes
|
|
142,630
|
|
109,306
|
Other current
assets
|
|
50,131
|
|
48,291
|
Restricted cash -
current
|
|
75,000
|
|
75,000
|
Marketable securities
- current portion
|
|
11,226
|
|
5,970
|
Total current
assets
|
|
1,158,437
|
|
1,352,562
|
Property, plant and
equipment, net
|
|
116,798
|
|
126,494
|
Intangible assets,
net
|
|
175,259
|
|
180,888
|
Goodwill
|
|
521,198
|
|
524,197
|
Right of Use Asset -
operating lease
|
|
106,765
|
|
112,487
|
Marketable securities -
non current portion
|
|
10,811
|
|
16,575
|
Non-current financial
assets
|
|
5,372
|
|
5,294
|
Other non-current
assets
|
|
60,221
|
|
60,742
|
Deferred tax
assets
|
|
51,389
|
|
52,680
|
Total non-current assets
|
|
1,047,813
|
|
1,079,357
|
Total assets
|
|
$
2,206,250
|
|
$
2,431,919
|
|
|
|
|
|
Liabilities and
shareholders' equity
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
Trade
payables
|
|
$
629,634
|
|
$
838,522
|
Contingencies -
current portion
|
|
1,387
|
|
1,467
|
Income
taxes
|
|
14,693
|
|
17,213
|
Financial liabilities
- current portion
|
|
4,946
|
|
3,389
|
Lease liability -
operating - current portion
|
|
31,848
|
|
35,398
|
Other taxes
|
|
92,768
|
|
66,659
|
Employee - related
payables
|
|
123,293
|
|
113,287
|
Other current
liabilities
|
|
96,410
|
|
104,552
|
Total current
liabilities
|
|
994,979
|
|
1,180,487
|
Deferred tax
liabilities
|
|
3,167
|
|
1,083
|
Defined benefit
plans
|
|
4,357
|
|
4,123
|
Financial liabilities -
non current portion
|
|
76
|
|
77
|
Lease liability -
operating - non current portion
|
|
80,059
|
|
83,051
|
Contingencies - non
current portion
|
|
32,625
|
|
32,625
|
Other non-current
liabilities
|
|
18,388
|
|
19,082
|
Total non-current liabilities
|
|
138,672
|
|
140,041
|
Total
liabilities
|
|
1,133,651
|
|
1,320,528
|
Commitments and
contingencies
|
|
|
|
|
Shareholders'
equity:
|
|
|
|
|
Common shares, €0.025
par value, 61,181,001 and 61,165,663 shares
authorized, issued and outstanding at March 31, 2024 and December
31, 2023,
respectively.
|
|
2,024
|
|
2,023
|
Treasury stock,
6,617,119 and 5,400,572 shares at cost as of March 31, 2024
and December 31, 2023 , respectively.
|
|
(204,363)
|
|
(161,788)
|
Additional paid-in
capital
|
|
797,492
|
|
769,240
|
Accumulated other
comprehensive income (loss)
|
|
(96,763)
|
|
(85,326)
|
Retained
earnings
|
|
543,092
|
|
555,456
|
Equity - attributable
to shareholders of Criteo S.A.
|
|
1,041,482
|
|
1,079,605
|
Non-controlling
interests
|
|
31,117
|
|
31,786
|
Total equity
|
|
1,072,599
|
|
1,111,391
|
Total equity and
liabilities
|
|
$
2,206,250
|
|
$
2,431,919
|
CRITEO S.A.
Consolidated Statement of Operations
(U.S. dollars in thousands, except share and per share data,
unaudited)
|
|
|
|
|
Three Months
Ended
|
|
|
|
|
|
March
31,
|
|
|
|
|
|
2024
|
|
2023
|
|
YoY
change
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
$
450,055
|
|
$
445,016
|
|
1 %
|
|
|
|
|
|
|
|
|
Cost of
revenue
|
|
|
|
|
|
|
|
Traffic acquisition
cost
|
|
|
(196,167)
|
|
(224,398)
|
|
13 %
|
Other cost of
revenue
|
|
|
(36,665)
|
|
(39,109)
|
|
6 %
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
217,223
|
|
181,509
|
|
20 %
|
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
Research and
development expenses
|
|
|
(66,858)
|
|
(63,590)
|
|
(5) %
|
Sales and operations
expenses
|
|
|
(92,842)
|
|
(101,242)
|
|
8 %
|
General and
administrative expenses
|
|
|
(47,169)
|
|
(40,170)
|
|
(17) %
|
Total Operating
expenses
|
|
|
(206,869)
|
|
(205,002)
|
|
(1) %
|
Income (loss) from
operations
|
|
|
10,354
|
|
(23,493)
|
|
144 %
|
Financial and Other
income
|
|
|
1,181
|
|
6,827
|
|
(83) %
|
Income (loss) before
taxes
|
|
|
11,535
|
|
(16,666)
|
|
169 %
|
Provision for income
tax (expense) benefit
|
|
|
(2,969)
|
|
4,595
|
|
(165) %
|
Net income
(loss)
|
|
|
$
8,566
|
|
$ (12,071)
|
|
171 %
|
|
|
|
|
|
|
|
|
Net income (loss)
available to shareholders of Criteo S.A.
|
|
|
$
7,244
|
|
$ (11,809)
|
|
161 %
|
Net income (loss)
available to non-controlling interests
|
|
|
$
1,322
|
|
$
(262)
|
|
605 %
|
|
|
|
|
|
|
|
|
Weighted average shares
outstanding used in computing per share amounts:
|
|
|
|
|
|
|
|
Basic
|
|
|
55,149,622
|
|
56,256,082
|
|
(2) %
|
Diluted
|
|
|
59,332,882
|
|
56,256,082
|
|
5 %
|
|
|
|
|
|
|
|
|
Net income (loss)
allocated to shareholders per share:
|
|
|
|
|
|
|
|
Basic
|
|
|
$
0.13
|
|
$
(0.21)
|
|
162 %
|
Diluted
|
|
|
$
0.12
|
|
$
(0.21)
|
|
157 %
|
CRITEO
S.A.
Consolidated
Statement of Cash Flows
(U.S. dollars in
thousands, unaudited)
|
|
|
|
|
Three Months
Ended
|
|
|
|
|
|
March
31,
|
|
|
|
|
|
2024
|
|
2023
|
|
YoY
Change
|
Net income
(loss)
|
|
|
$
8,566
|
|
$
(12,071)
|
|
171 %
|
Non-cash and
non-operating items
|
|
|
60,161
|
|
31,947
|
|
88 %
|
- Amortization and provisions
|
|
|
25,235
|
|
27,311
|
|
(8) %
|
- Equity awards compensation expense (1)
|
|
|
27,292
|
|
25,168
|
|
8 %
|
- Net (gain) or loss on disposal of non-current assets
|
|
|
—
|
|
(8,790)
|
|
100 %
|
- Change in uncertain tax positions
|
|
|
882
|
|
(60)
|
|
NM
|
- Net change in fair
value of Earn-out
|
|
|
3,237
|
|
86
|
|
NM
|
- Change in deferred taxes
|
|
|
3,174
|
|
(12,297)
|
|
126 %
|
- Change in income taxes
|
|
|
(2,255)
|
|
(137)
|
|
NM
|
- Other
|
|
|
2,596
|
|
666
|
|
290 %
|
Changes in working
capital related to operating activities
|
|
|
(54,710)
|
|
22,088
|
|
(348) %
|
- (Increase) / Decrease in trade receivables
|
|
|
158,056
|
|
164,120
|
|
(4) %
|
- Increase / (Decrease) in trade payables
|
|
|
(201,921)
|
|
(145,011)
|
|
(39) %
|
- (Increase) / Decrease in other current assets
|
|
|
(36,857)
|
|
(13,594)
|
|
(171) %
|
- Increase / (Decrease) in other current liabilities
|
|
|
26,734
|
|
16,666
|
|
60 %
|
- Change in operating lease liabilities and right of use
assets
|
|
|
(722)
|
|
(93)
|
|
(676) %
|
CASH FROM (USED FOR)
OPERATING ACTIVITIES
|
|
|
14,017
|
|
41,964
|
|
(67) %
|
Acquisition of
intangible assets, property, plant and equipment
|
|
|
(13,293)
|
|
(37,195)
|
|
64 %
|
Change in accounts
payable related to intangible assets, property, plant and
equipment
|
|
|
69
|
|
3,976
|
|
(98) %
|
Payment for business,
net of cash acquired
|
|
|
(527)
|
|
(6,500)
|
|
92 %
|
Proceeds from
disposition of investment
|
|
|
—
|
|
9,625
|
|
(100) %
|
Change in other
non-current financial assets
|
|
|
(148)
|
|
(6,008)
|
|
98 %
|
CASH FROM (USED FOR)
INVESTING ACTIVITIES
|
|
|
(13,899)
|
|
(36,102)
|
|
62 %
|
Proceeds from exercise
of stock options
|
|
|
395
|
|
1,266
|
|
(69) %
|
Repurchase of treasury
stocks
|
|
|
(62,143)
|
|
(51,030)
|
|
(22) %
|
Cash payment for
contingent consideration
|
|
|
—
|
|
(22,025)
|
|
100 %
|
Change in other
financing activities
|
|
|
(432)
|
|
(428)
|
|
(1) %
|
CASH FROM (USED FOR)
FINANCING ACTIVITIES
|
|
|
(62,180)
|
|
(72,217)
|
|
14 %
|
Effect of exchange
rates changes on cash and cash equivalents
|
|
|
(7,333)
|
|
(1,182)
|
|
(520) %
|
Net increase
(decrease) in cash and cash equivalents and restricted
cash
|
|
|
(69,395)
|
|
(67,537)
|
|
(3) %
|
Net cash and cash
equivalents and restricted cash at beginning of period
|
|
|
411,257
|
|
448,200
|
|
(8) %
|
Net cash and cash
equivalents and restricted cash at end of period
|
|
|
$
341,862
|
|
$
380,663
|
|
(10) %
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL
DISCLOSURES OF CASH FLOW INFORMATION
|
|
|
|
|
|
|
|
Cash paid for taxes,
net of refunds
|
|
|
$ (1,168)
|
|
$ (7,900)
|
|
85 %
|
Cash paid for
interest
|
|
|
$
(327)
|
|
$
(616)
|
|
47 %
|
(1)
Share-based compensation expense according to ASC 718 Compensation
- stock compensation accounted for $26.8 million and $24.7 million
of equity awards compensation expense for the quarters ended March
31, 2024 and 2023, respectively.
|
CRITEO
S.A.
Reconciliation of
Cash from Operating Activities to Free Cash Flow
(U.S. dollars in
thousands, unaudited)
|
|
|
|
|
Three Months
Ended
|
|
|
|
|
|
March
31,
|
|
|
|
|
|
2024
|
|
2023
|
|
YoY
Change
|
|
|
|
|
|
|
|
|
CASH FROM (USED FOR)
OPERATING ACTIVITIES
|
|
|
$
14,017
|
|
$
41,964
|
|
(67) %
|
Acquisition of
intangible assets, property, plant and equipment
|
|
|
(13,293)
|
|
(37,195)
|
|
64 %
|
Change in accounts
payable related to intangible assets, property, plant and
equipment
|
|
|
69
|
|
3,976
|
|
(98) %
|
FREE CASH FLOW
(1)
|
|
|
$
793
|
|
$
8,745
|
|
(91) %
|
(1) Free
Cash Flow is defined as cash flow from operating activities less
acquisition of intangible assets, property, plant and equipment and
change in accounts payable related to intangible assets, property,
plant and equipment.
|
CRITEO
S.A.
Reconciliation of
Contribution ex-TAC to Gross Profit
(U.S. dollars in
thousands, unaudited)
|
|
|
|
Three Months
Ended
|
|
|
|
March
31,
|
|
|
|
2024
|
|
2023
|
|
YoY
Change
|
|
|
|
|
|
|
|
Gross
Profit
|
|
217,223
|
|
181,509
|
|
20 %
|
|
|
|
|
|
|
|
Other Cost of
Revenue
|
|
36,665
|
|
39,109
|
|
(6) %
|
|
|
|
|
|
|
|
Contribution ex-TAC
(1)
|
|
$ 253,888
|
|
$ 220,618
|
|
15 %
|
(1) Refer to
the "Non-GAAP Financial Measures" section for a definition of this
Non-GAAP metric.
|
|
CRITEO
S.A.
Segment
Information
(U.S. dollars in
thousands, unaudited)
|
|
|
|
|
|
|
Three Months
Ended
|
|
|
|
|
|
|
|
|
March
31,
|
|
|
|
|
|
Segment
|
|
|
2024
|
|
2023
|
|
YoY
Change
|
|
YoY
Change
at
Constant
Currency
(4)
|
Revenue
|
|
|
|
|
|
|
|
|
|
|
Retail Media
(1)
|
|
|
50,872
|
|
38,021
|
|
34 %
|
|
33 %
|
|
Performance Media
(2)
|
|
|
$ 399,183
|
|
$ 406,995
|
|
(2) %
|
|
— %
|
|
Total
|
|
|
450,055
|
|
445,016
|
|
1 %
|
|
3 %
|
|
|
|
|
|
|
|
|
|
|
|
Contribution
ex-TAC
|
|
|
|
|
|
|
|
|
|
|
Retail
Media
|
|
|
50,169
|
|
37,352
|
|
34 %
|
|
34 %
|
|
Performance
Media
|
|
|
203,719
|
|
183,266
|
|
11 %
|
|
13 %
|
|
Total (3)
|
|
|
$
253,888
|
|
$
220,618
|
|
15 %
|
|
17 %
|
(1) The
Retail Media Platform, introduced in June 2020, is a strategic
building block of Criteo's Commerce Media Platform and is reported
under the retail media segment. It is a self-service solution
providing transparency, measurement and control to brands and
retailers. In all arrangements running on this platform, Criteo
recognizes revenue on a net basis, whereas revenue from
arrangements running on legacy Retail Media solutions were
accounted for on a gross basis. Most clients using Criteo's legacy
Retail Media solutions transitioned to this platform by the end of
2022. During the transition period, Revenue declined but
Contribution ex-TAC margin increased. Contribution ex-TAC was not
impacted by this transition.
|
(2)
Beginning with the first quarter of 2024, Criteo changed its
segment reporting structure to two reportable segments: Retail
Media and Performance Media. See the Form 8-K filed with the SEC on
March 4, 2024 for more details.
|
(3) Refer to
the Non-GAAP Financial Measures section of this filing for a
definition of the Non-GAAP metric.
|
(4) Constant
currency measures exclude the impact of foreign currency
fluctuations and is computed by applying the prior year monthly
exchange rates to transactions denominated in settlement or billing
currencies other than the US dollar.
|
|
CRITEO
S.A.
Reconciliation of
Adjusted EBITDA to Net Income (Loss)
(U.S. dollars in
thousands, unaudited)
|
|
|
|
|
Three Months
Ended
|
|
|
|
|
|
March
31,
|
|
|
|
|
|
2024
|
|
2023
|
|
YoY
Change
|
Net income
(loss)
|
|
|
$
8,566
|
|
$
(12,071)
|
|
171 %
|
Adjustments:
|
|
|
|
|
|
|
|
Financial (Income)
expense
|
|
|
(1,181)
|
|
(6,606)
|
|
82 %
|
Provision for income
taxes
|
|
|
2,969
|
|
(4,595)
|
|
165 %
|
Equity awards
compensation expense
|
|
|
27,292
|
|
26,065
|
|
5 %
|
Pension service
costs
|
|
|
172
|
|
176
|
|
(2) %
|
Depreciation and
amortization expense
|
|
|
24,918
|
|
25,320
|
|
(2) %
|
Acquisition-related
costs
|
|
|
—
|
|
832
|
|
(100) %
|
Restructuring,
integration and transformation costs
|
|
|
7,943
|
|
9,602
|
|
(17) %
|
Total net
adjustments
|
|
|
62,113
|
|
50,794
|
|
22 %
|
Adjusted EBITDA
(1)
|
|
|
$
70,679
|
|
$
38,723
|
|
83 %
|
(1) Refer to
the "Non-GAAP Financial Measures" section for a definition of this
Non-GAAP metric.
|
CRITEO
S.A.
Reconciliation from
Non-GAAP Operating Expenses to Operating Expenses under
GAAP
(U.S. dollars in
thousands, unaudited)
|
|
|
|
|
Three Months
Ended
|
|
|
|
|
|
March
31,
|
|
|
|
|
|
2024
|
|
2023
|
|
YoY
Change
|
Research and
Development expenses
|
|
|
$ (66,858)
|
|
$ (63,590)
|
|
(5) %
|
Equity awards
compensation expense
|
|
|
14,594
|
|
16,336
|
|
(11) %
|
Depreciation and
Amortization expense
|
|
|
12,328
|
|
10,326
|
|
19 %
|
Pension service
costs
|
|
|
91
|
|
92
|
|
(1) %
|
Acquisition-related
costs
|
|
|
—
|
|
404
|
|
(100) %
|
Restructuring,
integration and transformation costs
|
|
|
471
|
|
874
|
|
(46) %
|
Non GAAP - Research and
Development expenses
|
|
|
(39,374)
|
|
(35,558)
|
|
(11) %
|
Sales and Operations
expenses
|
|
|
(92,842)
|
|
(101,242)
|
|
8 %
|
Equity awards
compensation expense
|
|
|
5,727
|
|
4,740
|
|
21 %
|
Depreciation and
Amortization expense
|
|
|
3,233
|
|
2,816
|
|
15 %
|
Pension service
costs
|
|
|
26
|
|
28
|
|
(7) %
|
Acquisition-related
costs
|
|
|
—
|
|
—
|
|
NM
|
Restructuring, integration and
transformation costs
|
|
|
494
|
|
4,734
|
|
(90) %
|
Non GAAP - Sales and
Operations expenses
|
|
|
(83,362)
|
|
(88,924)
|
|
6 %
|
General and
Administrative expenses
|
|
|
(47,169)
|
|
(40,170)
|
|
(17) %
|
Equity awards
compensation expense
|
|
|
6,971
|
|
4,989
|
|
40 %
|
Depreciation and
Amortization expense
|
|
|
453
|
|
520
|
|
(13) %
|
Pension service
costs
|
|
|
55
|
|
56
|
|
(2) %
|
Acquisition-related
costs
|
|
|
—
|
|
428
|
|
(100) %
|
Restructuring,
integration and transformation costs
|
|
|
6,978
|
|
3,994
|
|
75 %
|
Non GAAP - General and
Administrative expenses
|
|
|
(32,712)
|
|
(30,183)
|
|
(8) %
|
Total Operating
expenses
|
|
|
(206,869)
|
|
(205,002)
|
|
(1) %
|
Equity awards
compensation expense
|
|
|
27,292
|
|
26,065
|
|
5 %
|
Depreciation and
Amortization expense
|
|
|
16,014
|
|
13,662
|
|
17 %
|
Pension service
costs
|
|
|
172
|
|
176
|
|
(2) %
|
Acquisition-related
costs
|
|
|
—
|
|
832
|
|
(100) %
|
Restructuring,
integration and transformation costs
|
|
|
7,943
|
|
9,602
|
|
(17) %
|
Total Non GAAP
Operating expenses (1)
|
|
|
(155,448)
|
|
(154,665)
|
|
(1) %
|
(1) Refer to
the "Non-GAAP Financial Measures" section for a definition of this
Non-GAAP metric.
|
CRITEO
S.A.
Reconciliation of
Adjusted Net Income to Net Income (Loss)
(U.S. dollars in
thousands except share and per share data,
unaudited)
|
|
|
|
Three Months
Ended
|
|
|
|
|
March
31,
|
|
|
|
|
2024
|
|
2023
|
|
YoY
Change
|
|
|
|
|
|
|
|
Net income
(loss)
|
|
$
8,566
|
|
$
(12,071)
|
|
171 %
|
Adjustments:
|
|
|
|
|
|
|
Equity awards
compensation expense
|
|
27,292
|
|
26,065
|
|
5 %
|
Amortization of
acquisition-related intangible assets
|
|
8,679
|
|
8,533
|
|
2 %
|
Acquisition-related
costs
|
|
—
|
|
832
|
|
(100) %
|
Restructuring,
integration and transformation costs
|
|
7,943
|
|
9,602
|
|
(17) %
|
Tax impact of the above
adjustments (1)
|
|
(4,988)
|
|
(4,949)
|
|
(1) %
|
Total net
adjustments
|
|
38,926
|
|
40,083
|
|
(3) %
|
Adjusted net
income(2)
|
|
$
47,492
|
|
$
28,012
|
|
70 %
|
|
|
|
|
|
|
|
Weighted average shares
outstanding
|
|
|
|
|
|
|
-
Basic
|
|
55,149,622
|
|
56,256,082
|
|
|
-
Diluted
|
|
59,332,882
|
|
56,256,082
|
|
|
|
|
|
|
|
|
|
Adjusted net income per
share
|
|
|
|
|
|
|
-
Basic
|
|
$
0.86
|
|
$
0.50
|
|
72 %
|
-
Diluted
|
|
$
0.80
|
|
$
0.50
|
|
60 %
|
(1) We
consider the nature of the adjustment to determine its tax
treatment in the various tax jurisdictions we operate in. The tax
impact is calculated by applying the actual tax rate for the entity
and period to which the adjustment relates.
|
(2) Refer to
the "Non-GAAP Financial Measures" section for a definition of this
Non-GAAP metric.
|
CRITEO
S.A.
Constant Currency
Reconciliation(1)
(U.S. dollars in
thousands, unaudited)
|
|
|
|
|
Three Months
Ended
|
|
|
|
|
|
March
31,
|
|
|
|
|
|
2024
|
|
2023
|
|
YoY
Change
|
|
|
|
|
|
|
|
|
Gross Profit as
reported
|
|
|
$
217,223
|
|
$
181,509
|
|
20 %
|
|
|
|
|
|
|
|
|
Other cost of revenue
as reported
|
|
|
(36,665)
|
|
(39,109)
|
|
6 %
|
|
|
|
|
|
|
|
|
Contribution ex-TAC as
reported(2)
|
|
|
253,888
|
|
220,618
|
|
15 %
|
Conversion impact U.S.
dollar/other currencies
|
|
|
3,722
|
|
—
|
|
|
Contribution ex-TAC at
constant currency
|
|
|
257,610
|
|
220,618
|
|
17 %
|
|
|
|
|
|
|
|
|
Traffic acquisition
costs as reported
|
|
|
(196,167)
|
|
(224,398)
|
|
13 %
|
Conversion impact U.S.
dollar/other currencies
|
|
|
(2,509)
|
|
—
|
|
|
Traffic acquisition
costs at constant currency
|
|
|
(198,676)
|
|
(224,398)
|
|
11 %
|
|
|
|
|
|
|
|
|
Revenue as
reported
|
|
|
450,055
|
|
445,016
|
|
1 %
|
Conversion impact U.S.
dollar/other currencies
|
|
|
6,231
|
|
—
|
|
|
Revenue at constant
currency
|
|
|
$
456,286
|
|
$
445,016
|
|
3 %
|
(1) Constant
currency measures exclude the impact of foreign currency
fluctuations and is computed by applying the prior year monthly
exchange rates to transactions denominated in settlement or billing
currencies other than the US dollar.
|
(2) Refer to
the "Non-GAAP Financial Measures" section for a definition of this
Non-GAAP metric.
|
CRITEO
S.A.
Information on Share
Count
(unaudited)
|
|
|
|
Three Months
Ended
|
|
|
2024
|
|
2023
|
Shares outstanding as
at January 1,
|
|
55,765,091
|
|
57,263,624
|
Weighted average number
of shares issued during the period
|
|
(615,469)
|
|
(1,007,542)
|
Basic number of shares
- Basic EPS basis
|
|
55,149,622
|
|
56,256,082
|
Dilutive effect of
share options, warrants, employee warrants - Treasury
method
|
|
4,183,260
|
|
—
|
Diluted number of
shares - Diluted EPS basis
|
|
59,332,882
|
|
56,256,082
|
|
|
|
|
|
Shares issued as at
March 31, before Treasury stocks
|
|
61,181,001
|
|
63,316,696
|
Treasury stocks as of
March 31,
|
|
(6,617,119)
|
|
(7,323,153)
|
Shares outstanding as
of March 31, after Treasury stocks
|
|
54,563,882
|
|
55,993,543
|
Total dilutive effect
of share options, warrants, employee warrants
|
|
8,851,780
|
|
9,709,019
|
Fully diluted shares as
at March 31,
|
|
63,415,662
|
|
65,702,562
|
CRITEO
S.A.
Supplemental
Financial Information and Operating Metrics
(U.S. dollars in
thousands except where stated, unaudited)
|
|
|
YoY
Change
|
QoQ
Change
|
Q1
2024
|
Q4
2023
|
Q3
2023
|
Q2
2023
|
Q1
2023
|
Q4
2022
|
Q3
2022
|
Q2
2022
|
Q1
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
Clients
|
(5) %
|
(2) %
|
17,767
|
18,197
|
18,423
|
18,646
|
18,679
|
18,990
|
19,008
|
18,911
|
18,764
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
1 %
|
(21) %
|
450,055
|
566,302
|
469,193
|
468,934
|
445,016
|
564,425
|
446,921
|
495,090
|
510,567
|
Americas
|
5 %
|
(29) %
|
198,365
|
280,597
|
213,607
|
204,755
|
188,288
|
281,806
|
201,274
|
213,340
|
194,847
|
EMEA
|
2 %
|
(14) %
|
162,842
|
189,291
|
164,890
|
158,215
|
160,214
|
185,125
|
150,915
|
176,867
|
193,954
|
APAC
|
(8) %
|
(8) %
|
88,848
|
96,414
|
90,696
|
105,964
|
96,514
|
97,494
|
94,732
|
104,883
|
121,766
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
1 %
|
(21) %
|
450,055
|
566,302
|
469,193
|
468,934
|
445,016
|
564,425
|
446,921
|
495,090
|
510,567
|
Retail Media
|
34 %
|
(34) %
|
50,872
|
76,583
|
49,813
|
44,590
|
38,021
|
59,801
|
41,170
|
54,667
|
46,679
|
Performance
Media
|
(2) %
|
(18) %
|
399,183
|
489,719
|
419,380
|
424,344
|
406,995
|
504,624
|
405,751
|
440,423
|
463,888
|
|
|
|
|
|
|
|
|
|
|
|
|
TAC
|
13 %
|
22 %
|
(196,167)
|
(249,926)
|
(223,798)
|
(228,717)
|
(224,398)
|
(281,021)
|
(233,543)
|
(280,565)
|
(293,650)
|
Retail Media
|
(5) %
|
71 %
|
(703)
|
(2,429)
|
(1,377)
|
(1,072)
|
(669)
|
(2,719)
|
(4,277)
|
(18,111)
|
(15,850)
|
Performance
Media
|
13 %
|
21 %
|
(195,464)
|
(247,497)
|
(222,421)
|
(227,645)
|
(223,729)
|
(278,302)
|
(229,266)
|
(262,454)
|
(277,800)
|
|
|
|
|
|
|
|
|
|
|
|
|
Contribution ex-TAC
(1)
|
15 %
|
(20) %
|
253,888
|
316,376
|
245,395
|
240,217
|
220,618
|
283,404
|
213,378
|
214,525
|
216,917
|
Retail Media
|
34 %
|
(32) %
|
50,169
|
74,154
|
48,436
|
43,518
|
37,352
|
57,082
|
36,893
|
36,556
|
30,829
|
Performance
Media
|
11 %
|
(16) %
|
203,719
|
242,222
|
196,959
|
196,699
|
183,266
|
226,322
|
176,485
|
177,969
|
186,088
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flow from
operating activities
|
(67) %
|
(91) %
|
14,017
|
161,340
|
19,614
|
1,328
|
41,964
|
125,455
|
41,628
|
13,972
|
74,930
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
(60) %
|
(33) %
|
13,224
|
19,724
|
15,849
|
45,519
|
33,219
|
14,522
|
20,307
|
15,452
|
5,564
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash
position
|
(10) %
|
(17) %
|
341,862
|
411,257
|
269,857
|
298,183
|
380,663
|
448,200
|
407,323
|
562,546
|
589,343
|
|
|
|
|
|
|
|
|
|
|
|
|
Headcount
|
(2) %
|
— %
|
3,559
|
3,563
|
3,487
|
3,514
|
3,636
|
3,716
|
3,537
|
3,146
|
2,939
|
|
|
|
|
|
|
|
|
|
|
|
|
Days Sales
Outstanding
(days - end of month) (2)
|
(8)
days
|
8
days
|
66
|
58
|
61
|
69
|
74
|
71
|
78
|
76
|
74
|
(1) Refer to
the "Non-GAAP Financial Measures" section for a definition of this
Non-GAAP metric.
|
(2) From
September 2023, we have included Iponweb in our calculation of Days
Sales Outstanding. Days Sales Outstanding excluding Iponweb would
have been 71 days for the same period.
|
|
View original
content:https://www.prnewswire.com/news-releases/criteo-reports-record-first-quarter-2024-results-302133822.html
SOURCE Criteo Corp