Exhibit 99.1 Q3 2025
CRITEO REPORTS STRONG THIRD QUARTER 2025 RESULTS
Raises Full Year 2025 Margin Outlook Announces antention to Redomicile to Luxembourg and List Ordinary Shares on Nasdaq
Raises Full Year 2025 Margin Outlook
Announces antention to Redomicile to Luxembourg and List Ordinary Shares on Nasdaq
Names Amazon Veteran Edouard Dinichert as Chief Customer Officer
NEW YORK - October 29, 2025 - Criteo S.A. (NASDAQ: CRTO) ("Criteo" or the "Company"), the global platform connecting the commerce ecosystem, today announced financial results for the third quarter ended September 30, 2025.
Third Quarter 2025 Financial Highlights:
The following table summarizes our consolidated financial results for the three months and nine months ended September 30, 2025:
| Three Months Ended | Nine Months Ended | |||||
|---|---|---|---|---|---|---|
| September 30, | September 30, | |||||
| 2025 | 2024 | YoY Change | 2025 | 2024 | YoY Change | |
| (in millions, except EPS data) | ||||||
| GAAP Results | ||||||
| Revenue | $470 | $459 | 2% | $1,404 | $1,380 | 2% |
| Gross Profit | $256 | $232 | 11% | $752 | $682 | 10% |
| Net Income | $40 | $6 | 552% | $103 | $43 | 141% |
| Gross Profit margin | 55% | 51% | 4ppt | 54% | 49% | 5 ppt |
| Diluted EPS | $0.70 | $0.11 | 536% | $1.75 | $0.69 | 154% |
| Cash from operating activities | $90 | $58 | 56% | $151 | $89 | 70% |
| Cash and cash equivalents | $255 | $209 | 22% | $255 | $209 | 22% |
| Non-GAAP Results1 | ||||||
| Contribution ex-TAC | $288 | $266 | 8% | $845 | $787 | 7% |
| Adjusted EBITDA | $105 | $82 | 28% | $287 | $246 | 16% |
| Adjusted diluted EPS | $1.31 | $0.96 | 36% | $3.32 | $2.84 | 17% |
| Free Cash Flow (FCF) | $67 | $39 | 74% | $76 | $35 | 115% |
| FCF / Adjusted EBITDA | 64% | 47% | 17ppt | 27% | 14% | 13 ppt |
Operating Highlights
"Our growth in media spend this quarter reflects steady progress on our strategy with strong execution. Our ability to deliver measurable outcomes across channels continues to differentiate Criteo and build momentum," said Michael Komasinski, Chief Executive Officer of Criteo. "We are advancing rapidly in innovation, leveraging our deep commerce data and AI to position Criteo at the forefront of agentic AI and deliver sustainable shareholder value."
- Retail Media Contribution ex-TAC grew 11% year-over-year at constant currency.
- We expanded adoption across more than 4,100 brands and grew our retail network with new partners, including DoorDash, Sephora, The Fragrance Shop, Zepto, Migros, Interdiscount, and Massmart.
- Criteo was named Google’s first onsite Retail Media partner, enabling advertisers to scale campaigns across Criteo’s network of retailers directly via Google Search Ads 360.
- Performance Media Contribution ex-TAC was up 5% year-over-year at constant currency.
- We deployed $115 million of capital for share repurchases in the first nine months of 2025.
- We appointed Amazon veteran Edouard Dinichert as Chief Customer Officer.
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.
Financial Summary
Revenue for Q3 2025 was $470 million, gross profit was $256 million and Contribution ex-TAC was $288 million. Net income for Q3 2025 was $40 million, representing $0.70 per share on a diluted basis. Adjusted EBITDA for Q3 2025 was $105 million, resulting in an adjusted diluted EPS of $1.31. As reported, revenue for Q3 increased 2%, gross profit increased 11% and Contribution ex-TAC increased 8%. Cash flow from operating activities was $90 million in Q3 2025 and Free Cash Flow was $67 million in Q3 2025. As of September 30, 2025, we had $296 million in cash and marketable securities on our balance sheet.
Sarah Glickman, Chief Financial Officer, said, "We delivered strong top-line growth and Adjusted EBITDA margin, with robust Free Cash Flow, demonstrating the power of our operating model. We are balancing disciplined operational execution with smart investments in AI innovation to drive shareholder value."
Third Quarter 2025 Results
Revenue, Gross Profit and Contribution ex-TAC
Revenue increased 2% year-over-year in Q3 2025, or was flat at constant currency, to $470 million (Q3 2024: $459 million). Gross profit increased 11% year-over-year in Q3 2025 to $256 million (Q3 2024: $232 million). Gross profit as a percentage of revenue, or gross profit margin, was 55% (Q3 2024: 51%). Contribution ex-TAC in the third quarter increased 8% year-over-year, or increased 6% at constant currency, to $288 million (Q3 2024: $266 million).
- Retail Media revenue increased 10%, or 10% at constant currency, and Retail Media Contribution ex-TAC increased 11%, or 11% at constant currency, driven by continued strength in Retail Media onsite, new client integrations and growing network effects of the platform.
- Performance Media revenue increased 1%, or decreased (1)% at constant currency, and Performance Media Contribution ex-TAC increased 7%, or 5% at constant currency, driven by the traction of our suite of commerce solutions helping advertisers drive measurable performance across the entire buyer journey, partially offset by lower AdTech services.
Net Income and Adjusted Net Income
Net income increased to $40 million in Q3 2025 (Q3 2024: net income: $6 million). Net income allocated to shareholders of Criteo was $38 million, or $0.70 per share on a diluted basis (Q3 2024: net income allocated to shareholders of $6 million, or $0.11 per share on a diluted basis).
Adjusted EBITDA and Operating Expenses
Adjusted net income, a non-GAAP financial measure, increased to $70 million, or $1.31 per share on a diluted basis (Q3 2024: $56 million, or $0.96 per share on a diluted basis).
Cash flow from operating activities was $90 million in Q3 2025 (Q3 2024: $58 million). Free Cash Flow increased to $67 million in Q3 2025: (Q3 2024: $39 million). As of September 30, 2025, the Company had total financial liquidity of approximately $811 million.
Redomiciliation to Luxembourg and Direct Listing
The Company also announced its intention to pursue a transfer of its legal domicile from France to Luxembourg via a cross-border conversion (the “Conversion”) and replace its American Depositary Shares ("ADS") structure with ordinary shares to be directly listed on Nasdaq. The redomiciliation to Luxembourg and the direct listing of Criteo’s ordinary shares on Nasdaq offer significant benefits, including eliminating most of the legal complexities currently applicable to Criteo, enhancing flexibility in capital allocation, and broadening the shareholder base.
The Conversion is expected to be completed in the third quarter of 2026, subject to consultation with Criteo’s works council and certain closing conditions, including shareholder approval.
2025 Business Outlook
Fiscal year 2025 guidance:
- We continue to expect Contribution ex-TAC to grow +3% to +4% at constant currency.
- We now expect an Adjusted EBITDA margin of approximately 34% of Contribution ex-TAC.
Non-GAAP Financial Measures
This press release includes the following non-GAAP financial measures: Contribution ex-TAC, Adjusted EBITDA, Adjusted Net Income, Adjusted diluted EPS, Free Cash Flow and Non-GAAP Operating Expenses.
Reconciliation of Cash from Operating Activities to Free Cash Flow
| Three Months Ended | Nine Months Ended | |||
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| CASH FROM OPERATING ACTIVITIES | 89,600 | 57,503 | 150,544 | 88,707 |
| Acquisition of intangible assets, property and equipment | (22,968) | (18,880) | (75,310) | (53,953) |
| FREE CASH FLOW(1) | 67,342 | 38,604 | 76,313 | 35,465 |
(1)Free Cash Flow is defined as cash flow from operating activities less acquisition and disposition of intangible assets, property and equipment.
Reconciliation of Contribution ex-TAC to Gross Profit
| Three Months Ended | Nine Months Ended | |||
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Gross Profit | 256,483 | 231,932 | 751,977 | 682,000 |
| Other Cost of Revenue | 31,651 | 34,171 | 92,598 | 105,084 |
| Contribution ex-TAC(1) | $288,134 | $266,103 | $844,575 | $787,084 |
CRITEOS.A. Consolidated Statement of Financial Position (U.S. dollars in thousands, unaudited)
| September 30,2025 | December 31,2024 | ||
|---|---|---|---|
| Assets | |||
| Current assets: | |||
| Cash and cash equivalents | $ | 255,014 | $290,693 |
| Trade receivables, net of allowances | 568,733 | 800,859 | |
| Income taxes | 37,823 | 1,550 | |
| Other taxes | 63,045 | 53,883 | |
| Other current assets | 57,299 | 50,887 | |
| Total current assets | 1,005,660 | 1,224,114 | |
| Property and equipment, net | 129,133 | 107,222 | |
| Total assets | $ | 2,062,286 | $2,266,449 |
| Liabilities and shareholders' equity | |||
|---|---|---|---|
| Current liabilities: | |||
| Trade payables | $ | 530,568 | $802,524 |
| Total current liabilities | 755,108 | 1,046,600 | |
| Total liabilities | 891,349 | 1,185,352 | |
| Total equity | 1,170,937 | 1,081,097 | |
| Total equity and liabilities | $ | 2,062,286 | $2,266,449 |
Reconciliation of Adjusted EBITDA to Net Income
| Three Months Ended | Nine Months Ended | |||||
|---|---|---|---|---|---|---|
| September 30, | September 30, | |||||
| 2025 | 2024 | YoY Change | 2025 | 2024 | YoY Change | |
| Net income | $40,077 | $6,144 | 552% | $103,008 | $42,769 | 141% |
| Adjustments: | ||||||
| Adjusted EBITDA(1) | $105,080 | $82,001 | 28% | $286,608 | $246,110 | 16% |
(1)Refer to the "Non-GAAP Financial Measures" section for the definition of this Non-GAAP metric.