Quarterly Results

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First Quarter 2016
Criteo Reports Strong Results For The First Quarter 2016

NEW YORK, May 4, 2016 /PRNewswire/ -- Criteo S.A. (NASDAQ: CRTO), the performance marketing technology company, today announced financial results for the first quarter ended March 31, 2016.

  • Revenue increased 36% (or 39% at constant currency1) to $401 million.
  • Revenue excluding Traffic Acquisition Costs, or Revenue ex-TAC, grew 37% (or 41% at constant currency) to $162 million, or 40.5% of revenue.
  • Net Income increased 36% to $19 million.
  • Adjusted EBITDA grew 54% (or 56% at constant currency) to $49 million, or 12.2% of revenue.
  • Adjusted Net Income per diluted share was $0.43.

"We are making advertising accountable to performance metrics through innovation and technology," said Eric Eichmann, CEO. "2016 is off to a strong start and our pipeline of exciting new products will continue to fuel high growth."

"We delivered fast growth and increased profitability," said Benoit Fouilland, Chief Financial Officer. "This combination remains a unique feature of our business model."

Operating Highlights

  • Over 50% of our business was generated on mobile ads in the first quarter, a key milestone for us.
  • Existing clients at the end of Q1 2015 generated 21% more Revenue ex-TAC at constant currency in Q1 2016, demonstrating our ability to drive continued revenue expansion within our client base.
  • We added over 760 net clients in Q1, the second largest quarterly addition in our history, while maintaining client retention at 90%.
  • Users matched through our Universal Match solution generated 40% of our Revenue ex-TAC in Q1, reflecting growing adoption of our solution and the high value of matched users.
  • We deployed many new clients onto Facebook via our integration with dynamic product ads in Q1. Today, close to 5,000 advertisers are live on DPA on mobile and desktop .

Revenue ex-TAC

Revenue ex-TAC grew 37%, or 41% at constant currency, to $162 million (Q1 2015: $118 million). This increase was primarily driven by the continued roll-out of our technology innovations across all devices including mobile, the addition of the second largest quarterly number of new clients and the continued expansion of our publisher relationships.

  • In the Americas region, Revenue ex-TAC grew 43%, or 48% at constant currency, to $56 million and represented 35% of total Revenue ex-TAC.
  • In the EMEA region, Revenue ex-TAC grew 26%, or 30% at constant currency, to $68 million and represented 42% of total Revenue ex-TAC.
  • In the Asia-Pacific region, Revenue ex-TAC grew 53%, or 52% at constant currency, to $38 million and represented 23% of total Revenue ex-TAC.

Revenue ex-TAC margin as a percentage of revenue was 40.5%, in line with prior quarters.

___________________________________________________

1 Growth at constant currency excludes the impact of foreign currency fluctuations and is computed by applying the 2015 average exchange rates for the relevant period to 2016 figures.

Adjusted EBITDA and Operating Expenses

Adjusted EBITDA grew 54%, or 56% at constant currency, to $49 million (Q1 2015: $32 million). This increase in Adjusted EBITDA is primarily the result of the strong Revenue ex-TAC performance in the quarter. We incurred slightly lower than anticipated expenses, primarily related to hosting, data and various other operating expenses. Approximately a third of such lower expenses represent savings.

Adjusted EBITDA margin as a percentage of revenue improved 140 basis points to 12.2% (Q1 2015: 10.8%).

Operating expenses increased 32% to $116 million (Q1 2015: $88 million). Operating expenses, excluding the impact of share-based compensation expense, pension costs, depreciation and amortization and acquisition-related deferred price consideration, which we refer to as Non-GAAP Operating Expenses, increased 30% to $104 million. This increase is primarily related to the year-over-year growth in headcount in Research and Development (48%), Sales and Operations (23%) and General and Administrative (35%), as we continued to scale the entire organization.

Non-GAAP Operating Expenses as a percentage of revenue decreased by over 120 basis points to 25.8% (Q1 2015: 27.0%).

Net Income and Adjusted Net Income

Net income increased 36% to $19 million (Q1 2015: $14 million). Net income available to shareholders of Criteo S.A. was $17 million, or $0.26 per share on a diluted basis (Q1 2015: $13 million, or $0.20 per share on a diluted basis).

Adjusted Net income, or net income adjusted to eliminate the impact of share-based compensation expense, amortization of acquisition-related intangible assets, acquisition-related deferred price consideration and the tax impact of these adjustments, increased 35% to $28 million, or $0.43 per share on a diluted basis (Q1 2015: $21 million, or $0.32 per share on a diluted basis).

Cash Flow and Cash Position

Cash flow from operating activities was $19 million (Q1 2015: $41 million).

Total cash and cash equivalents were $386 million as of March 31, 2016 (December 31, 2015: $354 million).

Business Outlook

The following forward-looking statements reflect Criteo's expectations as of May 4, 2016.

Second Quarter 2016 Guidance:

  • We expect Revenue ex-TAC to be between $158 million and $162 million.
  • We expect Adjusted EBITDA to be between $32 million and $36 million.

Fiscal Year 2016 Guidance:

  • We expect Revenue ex-TAC growth to be between 30% and 34% at constant currency.
  • We expect our Adjusted EBITDA margin as a percentage of revenue to increase between 60 basis points and 100 basis points.

The above guidance for the second quarter 2016 assumes the following exchange rates for the main currencies impacting our business: a U.S. dollar-euro rate of 0.885, a U.S. dollar-Japanese Yen of 110, a U.S. dollar-British pound rate of 0.70 and a U.S. dollar-Brazilian real rate of 3.56.

The above guidance assumes no acquisitions are completed during the second quarter ending June 30, 2016 and the fiscal year ending December 31, 2016.

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 (the "SEC"): Revenue ex-TAC, Revenue ex-TAC by Region, Revenue ex-TAC margin, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, Adjusted Net Income per diluted share, Free Cash Flow, and Non-GAAP Operating Expenses. These measures are not calculated in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP").

Revenue ex-TAC is our revenue excluding Traffic Acquisition Costs ("TAC") generated over the applicable measurement period and Revenue ex-TAC by Region reflects our Revenue ex-TAC by our core geographies. Revenue ex-TAC and Revenue ex-TAC by Region are key measures used by our management and board of directors to evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, we believe that the elimination of TAC from revenue can provide a useful measure for period-to-period comparisons of our core business and across our core geographies. Accordingly, we believe that Revenue ex-TAC and Revenue ex-TAC by Region provide useful information to investors and the market generally in understanding and evaluating our operating results 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 share-based compensation expense, pension service costs and acquisition-related deferred price consideration. Adjusted EBITDA is a key measure 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 by eliminating share-based compensation expense, service costs (pension) and acquisition-related deferred price consideration, Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our core business. Accordingly, we believe that Adjusted EBITDA provides 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 share-based compensation expense, amortization of acquisition-related intangible assets, acquisition-related deferred price consideration, and the tax impact of these adjustments. Adjusted Net Income is a key measure 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 by eliminating share-based compensation expense, amortization of acquisition-related intangible assets and acquisition-related deferred price consideration and the tax impact of these adjustments, Adjusted Net Income can provide a useful measure for period-to-period comparisons of our core business. Accordingly, we believe that Adjusted Net Income provides 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 net of proceeds from disposal. Free Cash Flow is a key measure used by our management and board of directors to evaluate the Company's ability to generate cash. Accordingly, we believe that Free Cash Flow permits a more complete and comprehensive analysis of our available cash flows.

Please refer to the supplemental financial tables provided in the appendix of this press release for a reconciliation of Revenue ex-TAC to Revenue, Revenue ex-TAC by Region to Revenue by Region, Adjusted EBITDA to Net Income, Adjusted Net Income to Net Income and Free Cash Flow to cash flow from operating activities, 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 Revenue ex-TAC, Revenue ex-TAC by Region, Adjusted EBITDA, Adjusted Net Income, Free Cash Flow 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.

With respect to our expectations under "Business Outlook" above, reconciliation of Revenue ex-TAC and Adjusted EBITDA guidance to the closest corresponding U.S. GAAP measure is 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 stock-based compensation expense specific to equity compensation awards that are directly impacted by unpredictable fluctuations in our share price. We expect the variability of the above charges to have a significant, and potentially unpredictable, impact on our future U.S. GAAP financial results.

Forward-Looking Statements Disclosure

This press release contains forward-looking statements, including projected financial results for the quarter ending June 30, 2016 and the fiscal year ending December 31, 2016, 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: recent growth rates not being indicative of future growth, uncertainty regarding legislative, regulatory or self-regulatory developments regarding data privacy matters, uncertainty regarding our ability to access a consistent supply of internet display advertising inventory and expand access to such inventory, the investments in new business opportunities and the timing of these investments, the impact of competition, our ability to manage growth, potential fluctuations in operating results, our ability to grow our base of clients, uncertainty regarding international growth and expansion, and the financial impact of maximizing Revenue 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 29, 2016, as well as future filings and reports by the Company. 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 earnings conference call will take place today, May 4, 2016, at 8:00 AM ET, 2:00 PM CET. The conference call will be webcast live on the Company's website http://ir.criteo.com and will be available for replay.

Conference call details:

  • U.S. callers: +1 855 209 8212
  • International callers: +1 412 317 0788 or +33 1 76 74 05 02

Please ask to be joined into the "Criteo S.A." call.

About Criteo

Criteo (NASDAQ: CRTO) delivers personalized performance marketing at an extensive scale. Measuring return on post-click sales, Criteo makes ROI transparent and easy to measure. Criteo has 2,000 employees in 31 offices across the Americas, EMEA and Asia-Pacific, serving 11,000 advertisers worldwide and with direct relationships with 16,000 publishers.

For more information, please visit www.criteo.com.

Financial information to follow

 

CRITEO S.A.

Consolidated Statement of Financial Position

(U.S. dollars in thousands)

(unaudited)

 
     

December 31,

 

March 31,

     

2015

 

2016

     

(in thousands)

Assets

         

Current assets:

         

  Cash and cash equivalents

   

$       353,537

 

$ 386,110

  Trade receivables, net of allowances

   

261,581

 

262,524

  Deferred tax assets - current

   

 

  Current tax assets

   

2,714

 

2,977

  Other current assets

   

45,582

 

57,706

  Total current assets

   

663,414

 

709,317

Property, plant and equipment, net

   

82,482

 

85,845

Intangible assets, net

   

16,470

 

17,024

Goodwill

   

41,973

 

42,736

Non-current financial assets

   

17,184

 

16,880

Deferred tax assets

   

20,196

 

21,911

  Total non current assets

   

178,305

 

184,396

Total assets

   

$       841,719

 

$ 893,713

           

Liabilities and shareholders' equity

         

Current liabilities:

         

  Trade payables

   

$       246,382

 

$ 241,119

  Contingencies

   

668

 

688

  Current tax liabilities

   

15,365

 

13,288

  Financial liabilities - current portion

   

7,156

 

6,202

  Other current liabilities

   

88,269

 

95,081

  Total current liabilities

   

357,840

 

356,378

Deferred tax liabilities

   

139

 

410

Retirement benefit obligation

   

1,445

 

1,900

Financial liabilities - non current portion

   

3,272

 

3,201

  Total non-current liabilities

   

4,856

 

5,511

Total liabilities

   

362,696

 

361,889

Commitments and contingencies

         

Shareholders' equity:

         

Common shares, €0.025 per value, 60,902,695 and 62,470,881 shares authorized, issued and outstanding at December 31, 2014 and 2015, respectively.

   

2,052

 

2,063

Additional paid-in capital

   

425,220

 

438,945

Accumulated other comprehensive income (loss)

   

(69,023)

 

(48,904)

Retained earnings

   

116,076

 

133,206

Equity - attributable to shareholders of Criteo S.A.

   

474,325

 

525,310

Non-controlling interests

   

4,698

 

6,514

Total equity

   

479,023

 

531,824

Total equity and liabilities

   

$       841,719

 

$ 893,713

 

 

CRITEO S.A.

Consolidated Statement of Income

(U.S. dollars in thousands, except share and per share data)

(unaudited)

 
     

Three Months Ended

   
     

March 31,

   
     

2015

 

2016

 

YoY
Change

     

(in thousands, except share and per share data)

   
               

Revenue

   

$  294,172

 

$  401,253

 

36 %

               

Cost of revenue

             

Traffic acquisition cost

   

$  (175,888)

 

$  (238,755)

 

36 %

Other cost of revenue

   

$    (12,969)

 

$    (18,338)

 

41 %

               

Gross profit

   

$  105,315

 

$  144,160

 

37 %

               

Operating expenses:

             

Research and development expenses

   

$    (17,846)

 

$    (27,162)

 

52 %

Sales and operations expenses

   

$    (53,083)

 

$    (64,473)

 

21 %

General and administrative expenses

   

$    (17,546)

 

$    (24,737)

 

41 %

    Total Operating expenses

   

$    (88,475)

 

$  (116,372)

 

32 %

Income from operations

   

$    16,840

 

$    27,788

 

65 %

Financial income (expense)

   

$        3,920

 

$      (1,317)

 

(134)%

Income before taxes

   

$    20,760

 

$    26,471

 

28 %

Provision for income taxes

   

$      (7,143)

 

$      (7,944)

 

11 %

Net Income

   

$    13,617

 

$    18,527

 

36 %

               

    Net income available to shareholders of Criteo S.A

   

$      12,982

 

$      17,131

   

    Net income available to non-controlling interests

   

$           635

 

$        1,396

   
               

Weighted average shares outstanding used in computing

             

per share amounts:

             

    Basic

   

61,174,168

 

62,610,013

   

    Diluted

   

64,741,942

 

64,841,134

   
               

Net income allocated  to shareholders per share:

             

    Basic

   

0.21

 

0.27

   

    Diluted

   

0.20

 

0.26

   

 

 

CRITEO S.A.

Consolidated Statement of Cash Flows

(U.S. dollars in thousands)

(unaudited)

 
   

Three Months Ended

   

March 31,

   

2015

 

2016

Net income

 

$   13,617

 

$   18,527

Non-cash and non-operating items

 

21,882

 

29,506

    - Amortization and provisions

 

8,262

 

13,180

    - Share-based payment expense

 

6,318

 

8,370

    - Net gain or loss on disposal of non-current assets

 

3

 

    - Interest paid

 

2

 

2

    - Non-cash financial income and expenses

 

153

 

10

    - Change in deferred taxes

 

31

 

(1,138)

    - Income tax for the period

 

7,113

 

9,082

Changes in working capital related to operating activities

 

8,905

 

(17,140)

    - (Increase)/decrease in trade receivables

 

(9,421)

 

4,758

    - Increase/(decrease) in trade payables

 

23,937

 

(13,906)

    - (Increase)/decrease in other current assets

 

(10,639)

 

(10,368)

    - Increase/(decrease) in other current liabilities

 

5,028

 

2,376

Income taxes paid

 

(3,397)

 

(11,986)

CASH FROM OPERATING ACTIVITIES

 

41,007

 

18,907

Acquisition of intangible assets, property, plant and equipment

 

(11,528)

 

(13,615)

Proceeds from disposal of intangible assets, property, plant and equipment

 

 

Net change in accounts payable related to intangible assets, property, plant and equipment

 

(1,334)

 

1,507

FREE CASH FLOW

 

28,145

 

6,799

Investments, net of cash acquired

 

(17,209)

 

Change in other non-current financial assets

 

(3,751)

 

781

CASH USED FOR INVESTING ACTIVITIES

 

(33,822)

 

(11,327)

Issuance of long-term borrowings

 

827

 

764

Repayment of borrowings

 

(3,277)

 

(1,503)

Proceeds from capital increase

 

2,771

 

5,476

Change in other financial liabilities

 

(1,000)

 

CASH FROM (USED FOR) FINANCING ACTIVITIES

 

(679)

 

4,737

         

CHANGE IN NET CASH AND CASH EQUIVALENTS

 

6,506

 

12,317

Net cash and cash equivalents at beginning of period

 

351,827

 

353,537

Effect of exchange rates changes on cash and cash equivalents

 

(41,957)

 

20,256

Net cash and cash equivalents at end of period

 

$ 316,376

 

$ 386,110

 

 

CRITEO S.A.

Reconciliation of Revenue ex-TAC by Region to Revenue by Region

(U.S. dollars in thousands)

(unaudited)

 
     

Three Months Ended

       
     

March 31,

       
 

Region

 

2015

 

2016

 

YoY Change

 

YoY Change at
Constant Currency

Revenue

               
 

Americas

 

$   100,624

 

$   147,174

 

46 %

 

51 %

 

EMEA

 

132,208

 

159,405

 

21 %

 

24 %

 

Asia-Pacific

 

61,340

 

94,674

 

54 %

 

53 %

 

Total

 

294,172

 

401,253

 

36 %

 

39 %

                   

Traffic acquisition costs

               
 

Americas

 

(61,244)

 

(90,929)

 

48 %

 

52 %

 

EMEA

 

(78,158)

 

(91,185)

 

17 %

 

20 %

 

Asia-Pacific

 

(36,486)

 

(56,641)

 

55 %

 

54 %

 

Total

 

(175,888)

 

(238,755)

 

36 %

 

38 %

                   

Revenue ex-TAC

               
 

Americas

 

39,380

 

56,245

 

43 %

 

48 %

 

EMEA

 

54,050

 

68,220

 

26 %

 

30 %

 

Asia-Pacific

 

24,854

 

38,033

 

53 %

 

52 %

 

Total

 

$ 118,284

 

$ 162,498

 

37 %

 

41 %

 

 

(1) We define Revenue ex-TAC as our revenue excluding traffic acquisition costs generated over the applicable measurement period. Revenue ex-TAC and Revenue, Traffic Acquisition Costs and Revenue ex-TAC by Region are not measures calculated in accordance with U.S. GAAP. We have included Revenue ex-TAC and Revenue, Traffic Acquisition Costs and Revenue ex-TAC by Region in this Form 8-K because they 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 the elimination of TAC from revenue and review of these measures by region can provide useful measures for period-to-period comparisons of our core business. Accordingly, we believe that Revenue ex-TAC and Revenue, Traffic Acquisition Costs and Revenue ex-TAC by Region 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. Our use of Revenue ex-TAC and Revenue, Traffic Acquisition Costs and Revenue ex-TAC by Region has limitations as an analytical tool, and you should not consider them in isolation or as a substitute for analysis of our financial results as reported under U.S. GAAP. Some of these limitations are: (a) other companies, including companies in our industry which have similar business arrangements, may address the impact of TAC differently; (b) other companies may report Revenue, Traffic Acquisition Costs and Revenue ex-TAC by Region or similarly titled measures but define the regions differently, which reduces their effectiveness as a comparative measure; and (c) other companies may report Revenue ex-TAC or similarly titled measures but calculate them differently, which reduces their usefulness as a comparative measure. Because of these and other limitations, you should consider Revenue ex-TAC and Revenue, Traffic Acquisition Costs and Revenue ex-TAC by Region alongside our other U.S. GAAP financial results, including revenue. The above table provides a reconciliation of revenue ex-TAC to revenue and revenue ex-TAC by region to revenue by region.

 

CRITEO S.A.

Reconciliation of Adjusted EBITDA to Net Income

(U.S. dollars in thousands)

(unaudited)

 
 

Three Months Ended

 

March 31,

 

2015

 

2016

Net income

$ 13,617

 

$ 18,527

Adjustments:

     

Financial (income) expense

(3,920)

 

1,317

Provision for income taxes

7,143

 

7,944

Share-based compensation expense

6,317

 

8,370

Research and development

1,478

 

2,402

Sales and operations

3,454

 

3,390

General and administrative

1,385

 

2,578

Service cost-pension

112

 

129

Research and development

42

 

52

Sales and operations

39

 

34

General and administrative

31

 

43

Depreciation and amortization expense

8,428

 

12,516

Cost of revenue

5,971

 

8,220

Research and development

1,144

 

2,007

Sales and operations

992

 

1,771

General and administrative

321

 

518

Acquisition-related deferred price consideration

109

 

40

Research and development

109

 

40

Sales and operations

 

General and administrative

 

Total net adjustments

18,189

 

30,316

Adjusted EBITDA

$ 31,806

 

$ 48,843

 

 

(1) We define Adjusted EBITDA as our consolidated earnings before financial income (expense), income taxes, depreciation and amortization, adjusted to eliminate the impact of share-based compensation expense, service costs (pension) and acquisition-related deferred price consideration. Adjusted EBITDA is not a measure calculated in accordance with U.S. GAAP. We have included Adjusted EBITDA 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 regarding the allocation of capital. In particular, we believe that the elimination of share-based compensation expense, service costs (pension) and acquisition-related deferred price consideration in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our core business. Accordingly, we believe that Adjusted EBITDA 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. Our use of Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our financial results as reported under U.S. GAAP. Some of these limitations are: (a) although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements; (b) Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs; (c) Adjusted EBITDA does not reflect the potentially dilutive impact of equity-based compensation; (d) Adjusted EBITDA does not reflect tax payments that may represent a reduction in cash available to us; and (e) other companies, including companies in our industry, may calculate Adjusted EBITDA or similarly titled measures differently, which reduces their usefulness as a comparative measure. Because of these and other limitations, you should consider Adjusted EBITDA alongside our U.S. GAAP financial results, including net income.

 

CRITEO S.A.

Detailed Information on Selected Items

(U.S. dollars in thousands)

(unaudited)

 
 

Three Months Ended

 

March 31,

 

2015

 

2016

Share-based compensation expense

     

Research and development

$ 1,478

 

$   2,402

Sales and operations

3,454

 

3,390

General and administrative

1,385

 

2,578

Total share-based compensation expense

6,317

 

8,370

       

Service costs - pension

     

Research and development

42

 

52

Sales and operations

39

 

34

General and administrative

31

 

43

Total service costs - pension

112

 

129

       

Depreciation and amortization expense

     

Cost of revenue

5,971

 

8,220

Research and development

1,144

 

2,007

Sales and operations

992

 

1,771

General and administrative

321

 

518

Total depreciation and amortization Expense

8,428

 

12,516

       

Acquisition-related deferred price consideration

     

Research and development

109

 

40

Sales and operations

 

General and administrative

 

Total acquisition-related deferred price consideration

$   109

 

$       40

 

 

CRITEO S.A.

Reconciliation of Adjusted Net Income to Net Income

(U.S. dollars in thousands except share and per share data)

(unaudited)

 
   

Three Months Ended

   

March 31,

   

2015

 

2016

         

Net income

 

$    13,617

 

$    18,527

Adjustments:

       

Share-based compensation expense

 

6,317

 

8,370

Amortization of acquisition-related intangible assets

 

920

 

1,377

Acquisition-related deferred price consideration

 

109

 

40

Tax impact of the above adjustments

 

(130)

 

(228)

Total net adjustments

 

7,216

 

9,559

Adjusted net income

 

$    20,833

 

$    28,086

         

Weighted average shares outstanding

       

- Basic

 

61,174,168

 

62,610,013

- Diluted

 

64,741,942

 

64,841,134

         

Adjusted net income per share

       
       

- Basic

 

$          0.34

 

$          0.45

- Diluted

 

$          0.32

 

$          0.43

 

 

(1) We define Adjusted Net Income as our net income adjusted to eliminate the impact of share-based compensation expense, amortization of acquisition-related intangible assets, acquisition-related deferred price consideration and the tax impact of the foregoing adjustments. Adjusted Net Income is not a measure calculated in accordance with U.S. GAAP. We have included Adjusted Net Income 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 regarding the allocation of capital. In particular, we believe that the elimination of share-based compensation expense, amortization of acquisition-related intangible assets, acquisition-related deferred price consideration and the tax impact of the foregoing adjustments in calculating Adjusted Net Income can provide a useful measure for period-to-period comparisons of our core business. Accordingly, we believe that Adjusted Net Income 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. Our use of Adjusted Net Income has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our financial results as reported under U.S. GAAP. Some of these limitations are: (a) Adjusted Net Income does not reflect the potentially dilutive impact of equity-based compensation or the impact of certain acquisition related costs; and (b) other companies, including companies in our industry, may calculate Adjusted Net Income or similarly titled measures differently, which reduces their usefulness as a comparative measure. Because of these and other limitations, you should consider Adjusted Net Income alongside our other U.S. GAAP-based financial results, including net income.

 

CRITEO S.A.

Constant Currency Reconciliation

(U.S. dollars in thousands)

(unaudited)

 
   

Three Months Ended

   
   

March 31,

   
   

2015

 

2016

 

YoY Change

Revenue as reported

 

$  294,172

 

$  401,253

 

36 %

Conversion impact U.S. dollar/other currencies

     

8,349

   

Revenue at constant currency

 

294,172

 

409,602

 

39 %

             

Traffic acquisition costs as reported

 

(175,888)

 

(238,755)

 

36 %

Conversion impact U.S. dollar/other currencies

     

(4,638)

   

Traffic Acquisition Costs at constant currency

 

(175,888)

 

(243,393)

 

38 %

             

Revenue ex-TAC as reported

 

118,284

 

162,498

 

37 %

Conversion impact U.S. dollar/other currencies

     

3,712

   

Revenue ex-TAC at constant currency

 

118,284

 

166,210

 

41 %

Revenue ex-TAC/Revenue as reported

 

40 %

 

40 %

   
             

Other cost of revenue as reported

 

(12,969)

 

(18,338)

 

41 %

Conversion impact U.S. dollar/other currencies

     

(252)

   

Other cost of revenue at constant currency

 

(12,969)

 

(18,590)

 

43 %

             

Adjusted EBITDA

 

31,806

 

48,843

 

54 %

Conversion impact U.S. dollar/other currencies

     

901

   

Adjusted EBITDA at constant currency

 

31,806

 

49,744

 

56 %

 

 

(1) Information in this Form 8-K with respect to results presented on a constant-currency basis was calculated by translating current period results at prior period average exchange rates. Management reviews and analyzes business results excluding the effect of foreign currency translation because they believe this better represents our underlying business trends. Above is a table which reconciles the actual results presented in this section with the results presented on a constant-currency basis.

(2) Revenue ex-TAC is not a measure calculated in accordance with U.S. GAAP. See the table entitled "Reconciliation of Revenue ex-TAC by Region to Revenue by Region" for a reconciliation of Revenue Ex-TAC to revenue.

(3) Adjusted EBITDA is not a measure calculated in accordance with U.S. GAAP. See the table entitled "Reconciliation of Adjusted EBITDA to Net Income" for a reconciliation of Adjusted EBITDA to net income.

 

CRITEO S.A.

Information on Share Count

(unaudited)

 
   

Three Months Ended

   

March 31,

   

2015

 

2016

Shares outstanding as at January 1,

 

60,902,695

 

62,470,881

Weighted average number of shares issued during the period

 

271,473

 

139,132

Basic number of shares - Basic EPS basis

 

61,174,168

 

62,610,013

Dilutive effect of  share options, warrants, employee warrants - Treasury method

 

3,567,774

 

2,231,121

Diluted number of shares - Diluted EPS basis

 

64,741,942

 

64,841,134

         

Shares outstanding as at March 31,

 

61,517,945

 

62,896,180

Total dilutive effect of share options, warrants, employee warrants

 

7,769,195

 

7,469,069

Fully diluted shares as at  March 31,

 

69,287,140

 

70,365,249

 

 

CRITEO S.A.

Supplemental Financial Information and Operating Metrics

(U.S. dollars in thousands except where stated)

(unaudited)

 
 

Q2
2014

Q3
2014

Q4
2014

Q1
2015

Q2
2015

Q3
2015

Q4
2015

Q1
2016

YoY
Change

QoQ
Change

                     

Clients

6,131

6,581

7,190

7,832

8,564

9,290

10,198

10,962

40 %

7 %

                     

Revenue

226,632

258,245

294,489

294,172

299,306

332,674

397,018

401,253

36 %

1 %

Americas

64,349

78,008

109,543

100,624

110,872

124,024

170,133

147,174

46 %

(13)%

EMEA

115,416

124,455

131,275

132,208

126,807

137,185

144,905

159,405

21 %

10 %

APAC

46,867

55,782

53,671

61,340

61,627

71,465

81,980

94,674

54 %

15 %

                     

TAC

(134,750)

(155,237)

(172,538)

(175,888)

(177,239)

(198,970)

(237,056)

(238,755)

36 %

1 %

Americas

(38,852)

(47,250)

(66,774)

(61,244)

(66,853)

(75,684)

(104,646)

(90,929)

48 %

(13)%

EMEA

(67,293)

(73,218)

(73,264)

(78,158)

(73,155)

(79,710)

(82,905)

(91,185)

17 %

10 %

APAC

(28,605)

(34,769)

(32,500)

(36,486)

(37,231)

(43,576)

(49,505)

(56,641)

55 %

14 %

                     

Revenue ex-TAC

91,882

103,008

121,951

118,284

122,067

133,704

159,962

162,498

37 %

2 %

Americas

25,497

30,758

42,769

39,380

44,019

48,340

65,487

56,245

43 %

(14)%

EMEA

48,123

51,237

58,011

54,050

53,652

57,475

62,000

68,220

26 %

10 %

APAC

18,262

21,013

21,171

24,854

24,396

27,889

32,475

38,033

53 %

17 %

                     

Cash flow from operating activities

15,346

34,102

51,169

41,007

11,937

17,500

66,706

18,907

(54)%

(72)%

                     

Capital expenditures

14,334

14,832

12,562

12,862

18,347

24,066

19,205

12,109

(6)%

(37)%

                     

Net cash position

331,746

323,029

351,827

316,376

321,108

314,644

353,537

386,110

22 %

9 %

                     

Days Sales Outstanding (days - end of month)

             

56

   

 

 

(1) Due to the conversion from IFRS (euros) to U.S. GAAP (U.S. dollars), the Days Sales Outstanding for historic quarters has not been recalculated and is not available.

 

 

SOURCE Criteo S.A.

For further information: Criteo Investor Relations: Edouard Lassalle, Head of IR, e.lassalle@criteo.com or Friederike Edelmann, Sr. Manager IR, f.edelmann@criteo.com; Criteo Public Relations: Emma Ferns, Global PR director, e.ferns@criteo.com