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Criteo S.A. (CRTO)·Q3 2025 Earnings Summary

Executive Summary

  • Q3 2025 delivered solid top-line and margin performance: Revenue $469.66M (+2% YoY), Contribution ex‑TAC $288.13M (+8% YoY), Adjusted EBITDA $105.08M (36% of CXT, +500bps YoY) and Free Cash Flow $67.34M .
  • Management raised FY25 Adjusted EBITDA margin outlook to approximately 34% (from 33–34%) and reaffirmed FY25 Contribution ex‑TAC growth of +3% to +4% at constant currency .
  • Q4 guide is cautious: CXT $325–$331M (−5% to −3% YoY c/c) and Adjusted EBITDA $113–$119M, reflecting temporary scope changes with two Retail Media clients; management emphasized these are not a 2026 run rate .
  • Strategic catalysts: announced redomicile to Luxembourg with a direct Nasdaq listing (aiming to simplify structure, enable buybacks flexibility, and potential U.S. index eligibility) and became Google’s first onsite Retail Media partner; signed a multi‑year DoorDash partnership .
  • CEO highlighted accelerating agentic AI initiatives and cross‑channel execution; Commerce GO self‑service adoption and auction‑based display are gaining traction, supporting a medium‑term re‑acceleration narrative .

What Went Well and What Went Wrong

What Went Well

  • Retail Media strength: Revenue +10% YoY and CXT +11% YoY (constant currency), driven by onsite display adoption and new retailer wins; auction‑based display spend +42% QoQ and 41 retailers now live .
  • Margin and cash generation: Adjusted EBITDA margin reached 36% of CXT (up 500bps YoY), Free Cash Flow $67.3M in Q3 and $222M TTM; liquidity ~$811M with no long‑term debt .
  • Strategic partnerships and AI: Became Google’s first onsite Retail Media partner (opening access to brand search budgets), and announced multi‑year DoorDash partnership to scale CPG/grocery ads; CEO: “leveraging our deep commerce data and AI to position Criteo at the forefront of agentic AI” .

What Went Wrong

  • Near‑term Retail Media headwind: Q4 guide reflects temporary scope reductions with two clients; FY25 underlying RM CXT (ex those clients) mid‑to‑high teens, but ramp of certain new wins slowed Q4 growth .
  • U.S. retail softness and mix: CFO cited softer U.S. retail trends, including an 11% decline in fashion; lower AdTech services trimmed Performance Media CXT growth by ~100bps .
  • Expense normalization ahead: Q4 expenses expected to rise from $183M to ~$212M due to growth investments, marketing launches, social charges on RSUs, and return‑to‑office; 2026 capex expected higher with data center renewals .

Financial Results

Consolidated Performance vs Prior Year and Prior Quarters

MetricQ3 2024Q1 2025Q2 2025Q3 2025
Revenue ($USD)$458.892M $451.434M $482.671M $469.660M
GAAP Diluted EPS ($)$0.11 $0.66 $0.39 $0.70
Adjusted Diluted EPS ($)$0.96 $1.10 $0.92 $1.31
Gross Profit Margin (%)51% 52% 54% 55%
Contribution ex‑TAC ($USD)$266.103M $264.372M $292.069M $288.134M
Adjusted EBITDA ($USD)$82.001M $92.148M $89.380M $105.080M
Adj. EBITDA Margin (% of CXT)31% 35% 31% 36%

Segment Breakdown (Q3 2025 vs Q3 2024)

SegmentRevenue Q3 2024Revenue Q3 2025CXT Q3 2024CXT Q3 2025
Retail Media$60.765M $67.114M $59.583M $66.265M
Performance Media$398.127M $402.546M $206.520M $221.869M
Total$458.892M $469.660M $266.103M $288.134M

KPIs and Operating Metrics

KPIQ3 2024Q2 2025Q3 2025
Clients (#)17,162 17,142 16,977
Media Spend ($USD)$0.92B Q3 RM+PM (see Retail 368; Perf 593 in Q3’25)$1.05B Q2 (company media spend) $1.047B Q3 (company media spend)
Free Cash Flow ($USD)$38.604M $(36.279)M $67.342M
Cash & Equivalents ($USD)$283.990M $206.024M $255.335M
Liquidity ($USD)—~$746M ~$811M
Headcount (#)3,504 3,621 3,650
DSO (days)65 65 64

Guidance Changes

MetricPeriodPrevious GuidanceCurrent GuidanceChange
Contribution ex‑TAC (constant currency growth)FY 2025+3% to +4% +3% to +4% Maintained
Adjusted EBITDA Margin (% of CXT)FY 2025~33% to 34% ~34% Raised
Contribution ex‑TAC ($)Q4 2025N/A$325M–$331M (−5% to −3% YoY c/c) New
Adjusted EBITDA ($)Q4 2025N/A$113M–$119M New
Normalized Tax RateFY 2025N/A22%–27% New disclosure
Capital ExpenditureFY 2025N/A~$110M; higher in 2026 for DC renewals New disclosure
FX AssumptionsFY 2025USD/EUR 0.909, etc. (Q2) USD/EUR 0.886, USD/JPY 149, USD/GBP 0.756, USD/KRW 1,409, USD/BRL 5.81 Updated

Note: Q4 guidance reflects temporary scope changes with two Retail Media clients; management expects this not to represent 2026 run rate .

Earnings Call Themes & Trends

TopicQ1 2025 (May)Q2 2025 (Jul)Q3 2025 (Oct)Trend
Agentic AI / MCPFoundation laid; privacy‑safe addressability; future‑proofed post‑cookie Auction‑based display launched; Mirakl integration MCP server live; agents for audiences/campaigns; pilot with a major AI assistant Strong ramp; pilot to scale in 2026
Self‑service (Commerce GO)Not highlightedPlatform build‑out; dentsu partnership 1 in 4 small‑client campaigns via GO; ~35% GO revenue from social; expected to contribute to 2026 growth Accelerating adoption
Retail Media OnsiteOnsite video launched; same‑retailer retention 120% Onsite strength; retention 112% Auction‑based display spend +42%; 41 retailers live; RM media spend +26% YoY Broadening formats and adoption
Google partnership—Announced onsite Retail Media integration First onsite RM partner; access to $172B search budgets; SA360 campaigns flowing in Q4 Americas Multi‑year growth lever
Macro / verticalsResilient; diversified base Stable; growth in Travel/Classifieds Stable; Travel +24%, Classifieds +14%; U.S. retail softer; fashion −11% Mixed but improving ex‑U.S.
Redomicile / Listing——Redomicile to Luxembourg; direct Nasdaq listing; future U.S. redomicile considered Structural catalyst
Capital allocation$56M buybacks Q1 $104M H1 buybacks $115M YTD; $104M authorization remaining Ongoing

Management Commentary

  • CEO: “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.”
  • CFO: “We delivered strong top‑line growth and Adjusted EBITDA margin, with robust Free Cash Flow, demonstrating the power of our operating model.”
  • CEO on Google: “It allows retailers to capture brand search budgets… API connection is live; campaigns will flow in Q4 Americas; multi‑year growth lever likely starting in 2026.”
  • CFO on Q4 setup: “Adjusted EBITDA $113–$119M reflects growth investments, FX headwinds on European cost base, return‑to‑office and higher Q4 marketing tied to product launches… Q4 trends do not represent our 2026 run‑rate.”
  • Board Chair on redomicile: “Reduce complexities of current structure, increase flexibility for share repurchases, and support potential inclusion in certain U.S. indices.”

Q&A Highlights

  • Agentic AI monetization: Management sees native ad solutions likely; Criteo’s product recommendation API can improve answer quality regardless of monetization model; affiliate‑like economics possible; focus on retailer readiness to “show up” in agentic answers .
  • CTV investments: Building supply integrations and demand tactics across full‑funnel; measurement to show consistent performance across mix; early case studies show lift in transactions/revenue/new buyers .
  • Google SA360 integration: Take‑rate neutral vs Commerce Max; retailers control data sharing; incremental brand search budgets expected; Americas rollout Q4, other regions 1H26 .
  • Beat drivers: Adjusted EBITDA beat driven by operational leverage, lower bad‑debt reserves, timing (marketing to Q4), and lower VAT .
  • Retail Media cadence: Underlying RM CXT mid‑to‑high teens ex two clients; new wins slower to ramp in Q4; Q1 2026 low point given prior tiered fees timing; ~ $75M headwind still expected in 2026 .

Estimates Context

Metric (S&P Global)Q3 2025 Consensus*Q3 2025 Actual
Primary EPS Consensus Mean$0.933*$1.31 (Adjusted diluted EPS)
Revenue Consensus Mean$281.7M*$469.66M (GAAP Revenue)
EBITDA Consensus Mean$85.0M*$105.08M (Adjusted EBITDA)
Primary EPS — # of Estimates7*—
Revenue — # of Estimates8*—

Values retrieved from S&P Global.
Note: The Revenue consensus magnitude appears more aligned to Contribution ex‑TAC than GAAP Revenue; management reports CXT of $288.13M in Q3 (vs consensus $281.7M), suggesting definitional differences in third‑party consensus categories .

Key Takeaways for Investors

  • Positive quality print: CXT growth, margin expansion and strong FCF underpin execution; FY25 margin raised to ~34% provides confidence in operating leverage .
  • Near‑term caution but temporary: Q4 guide down reflects two RM clients; management reiterated this is not 2026 run‑rate; underlying RM growth remains healthy .
  • 2026 setup: Commerce GO self‑service, Google SA360 integration (brand search budgets), CTV expansion, and agentic AI pilots provide multiple vectors for re‑acceleration .
  • Structural catalyst: Redomiciling to Luxembourg and direct Nasdaq listing could unlock buyback flexibility and potential U.S. index inclusion, broadening the shareholder base .
  • Watch list: Q4 expense normalization (bridge to ~$212M), 2026 capex uptick (data centers), and U.S. retail/fashion trends; monitor ramp of recent wins (DoorDash) .
  • Estimate dynamics: Ensure apples‑to‑apples when benchmarking (GAAP vs CXT vs Adjusted metrics); consensus may track CXT rather than GAAP Revenue for CRTO .

Appendix: Additional Data Tables

Regional Revenue Mix (Selected Quarters)

RegionQ3 2024Q2 2025Q3 2025
Americas ($USD)$206.816M $199.797M $201.978M
EMEA ($USD)$161.745M $185.955M $174.335M
APAC ($USD)$90.331M $96.919M $93.347M

Cash Flow and Liquidity

MetricQ3 2024Q2 2025Q3 2025
Cash from Operating Activities ($USD)$57.503M $(1.397)M $89.600M
Free Cash Flow ($USD)$38.604M $(36.279)M $67.342M
Total Liquidity ($USD)—~$746M ~$811M

Q4 2025 Expense Bridge (midpoint)

ItemQ3’25ChangeQ4’25
Total Expenses ($USD)$183M +$29M~$212M
Components—Growth investments (+$13M), lower bad debt benefit reversal (+$6M), marketing product launch (+$4M), social charges on RSU (+$3M), return to office (+$3M) —

Notable Corporate Actions

  • Share repurchases: $11M in Q3; $115M YTD; $104M authorization remaining .
  • Legal settlement accrual: net probable loss $1.5M in Q3 (gross $7.0M; $5.5M indemnified) .

All document-based facts are cited to source filings and materials.