Quarterly Results

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Fourth Quarter 2016
Criteo Reports Strong Results For The Fourth Quarter And Fiscal Year 2016

Criteo Reports Strong Results For The Fourth Quarter And Fiscal Year 2016

NEW YORK, Feb. 22, 2017 /PRNewswire/ -- Criteo S.A. (NASDAQ: CRTO), the performance marketing technology company, today announced financial results for the fourth quarter and fiscal year ended December 31, 2016.

  • Q4 revenue increased 43%, or 43% at constant currency,1 to $567 million.
  • Fiscal year revenue increased 36%, or 36% at constant currency, to $1,799 million.
     
  • Q4 revenue excluding traffic acquisition costs, or Revenue ex-TAC,2 grew 41%, or 41% at constant currency, to $225 million. Excluding Criteo Sponsored Products, formerly HookLogic,3 Q4 Revenue ex-TAC grew 33%, or 33% at constant currency, to $213 million, or 41% of revenue.
  • Fiscal year Revenue ex-TAC grew 37%, or 37% at constant currency, to $730 million. Excluding Criteo Sponsored Products, fiscal year Revenue ex-TAC grew 34%, or 34% at constant currency, to $718 million, or 41% of revenue.
     
  • Q4 net income increased 5% to $41 million, or 7% of revenue and 18% of Revenue ex-TAC.
  • Fiscal year net income increased 40% to $87 million, or 5% of revenue and 12% of Revenue ex-TAC.
     
  • Q4 Adjusted EBITDA3 increased 55% to $83 million. Excluding Criteo Sponsored Products, Q4 Adjusted EBITDA increased 46% to $78 million, or 15% of revenue and 37% of Revenue ex-TAC.
  • Fiscal year Adjusted EBITDA increased 57% to $225 million. Excluding Criteo Sponsored Products, fiscal year Adjusted EBITDA increased 53% to $219 million, or 13% of revenue and 31% of Revenue ex-TAC.
     
  • Q4 Adjusted Net Income per diluted share3 grew 16% to $0.84.
  • Fiscal year Adjusted Net Income per diluted share grew 51% to $2.08.
     
  • Q4 cash flow from operating activities excluding Criteo Sponsored Products increased 15% to $77 million.
  • Fiscal year cash flow from operating activities excluding Criteo Sponsored Products increased 16% to $159 million.
     
  • Q4 Free Cash Flow3 excluding Criteo Sponsored Products increased 15% to $55 million.
  • Fiscal year Free Cash Flow excluding Criteo Sponsored Products increased 31% to $82 million.

"We made great progress in 2016," said Eric Eichmann, CEO. "We bolstered our performance marketing platform for commerce and brands and opened exciting new avenues of growth."

"We continued to deliver rapid growth, expanding profitability and strong cash flow," said Benoit Fouilland, CFO. "This attractive combination demonstrates the unique attributes of our model."

Operating Highlights

  • We added close to 1,600 net clients in Q4 including Criteo Sponsored products, surpassing 14,400 clients.
  • Revenue ex-TAC from existing clients, live in Q4 2015 and still live in Q4 2016, grew 20% at constant currency, demonstrating our ability to drive revenue expansion within our customer base.
  • Close to 63% of our Revenue ex-TAC in Q4 excluding Criteo Sponsored Products was generated on mobile ads.
  • Users matched through our Universal Match technology generated 60% of Revenue ex-TAC, reflecting the growing adoption of our solution and the high value of matched users for advertisers.
  • On October 25, 2016, we launched Criteo Predictive Search, a groundbreaking product that brings our proven performance-based approach to the large and fast-growing Google Shopping market.

Acquisition of HookLogic

On November 9, 2016, Criteo completed the acquisition of HookLogic, Inc., a New York-based company connecting many of the world's largest ecommerce retailers with consumer brand manufacturers. The acquisition of HookLogic expands Criteo's business to brand manufacturers and strengthens our performance marketing platform for commerce and brands. We now offer HookLogic's products under the "Criteo Sponsored Products" name.

Revenue and Revenue ex-TAC

Q4 revenue grew 43%, or 43% at constant currency, to $567 million (Q4 2015: $397 million). Excluding Criteo Sponsored Products, Q4 revenue increased 31%, or 31% at constant currency, to $522 million.

Fiscal year revenue grew 36%, or 36% at constant currency, to $1,799 million (2015: $1,323 million). Excluding Criteo Sponsored Products, fiscal year revenue increased 33%, or 32% at constant currency, to $1,754 million.

Q4 Revenue ex-TAC grew 41%, or 41% at constant currency, to $225 million (Q4 2015: $160 million). Excluding Criteo Sponsored Products, Q4 Revenue ex-TAC grew 33%, or 33% at constant currency, to $213 million. This increase was primarily driven by continued innovation in technology and products, a record addition of new clients and a broader access to publisher inventory.

Fiscal year Revenue ex-TAC grew 37%, or 37% at constant currency, to $730 million (2015: $534 million). Excluding Criteo Sponsored Products, fiscal year Revenue ex-TAC grew 34%, or 34% at constant currency, to $718 million.

  • In the Americas region, Q4 Revenue ex-TAC grew by 52%, or 50% at constant currency, to $99 million (Q4 2015: $65 million) and represented 44% of total Revenue ex-TAC.
  • Americas Revenue ex-TAC for fiscal year 2016 grew by 42%, or 42% at constant currency, to $279 million (2015: $197 million) and represented 38% of total Revenue ex-TAC.
  • In the EMEA region, Q4 Revenue ex-TAC grew by 30%, or 36% at constant currency, to $81 million (Q4 2015: $62 million) and represented 36% of total Revenue ex-TAC.
  • EMEA Revenue ex-TAC for fiscal year 2016 increased by 26%, or 30% at constant currency, to $287 million (2015: $227 million) and represented 39% of total Revenue ex-TAC.
  • In the Asia-Pacific region, Q4 Revenue ex-TAC grew by 38%, or 29% at constant currency, to $45 million (Q4 2015: $32 million) and represented 20% of total Revenue ex-TAC.
  • Asia-Pacific Revenue ex-TAC for fiscal year 2016 grew by 50%, or 40% at constant currency, to $164 million (2015: $110 million) and represented 22% of total Revenue ex-TAC.

Q4 Revenue ex-TAC margin as a percentage of revenue was 40%, in line with expectations. Excluding Criteo Sponsored Products, Q4 Revenue ex-TAC margin as a percentage of revenue was 41%, in line with prior quarters.

Fiscal year Revenue ex-TAC margin as a percentage of revenue was 41%, in line with prior years. Excluding Criteo Sponsored Products, fiscal year Revenue ex-TAC margin as a percentage of revenue was 41%.

Net Income and Adjusted Net Income

Q4 net income increased 5% to $41 million (Q4 2015: $39 million). Q4 net income available to shareholders of Criteo S.A. increased 4% to $39 million, or $0.60 per share on a diluted basis (Q4 2015: $38 million, or $0.58 per share on a diluted basis). Excluding Criteo Sponsored Products, Q4 net income decreased 2% to $38 million.

Fiscal year net income increased 40% to $87 million (2015: $62 million). Fiscal year net income available to shareholders of Criteo S.A. increased 38% to $82 million, or $1.25 per share on a diluted basis (2015: $60 million, or $0.91 per share on a diluted basis). Excluding Criteo Sponsored Products, fiscal year net income increased 36% to $85 million.

Q4 Adjusted Net Income, defined as net income adjusted to eliminate the impact of equity awards compensation expense, amortization of acquisition-related intangible assets, acquisition-related costs and deferred price consideration and the tax impact of these adjustments, grew 18% to $55 million, or $0.84 per share on a diluted basis (Q4 2015: $47 million, or $0.72 per share on a diluted basis).

Fiscal year Adjusted Net Income increased 52% to $137 million, or $2.08 per share on a diluted basis (2015: $90 million, or $1.38 per share on a diluted basis).

Adjusted EBITDA and Operating Expenses

Q4 Adjusted EBITDA increased 55%, or 55% at constant currency, to $83 million (Q4 2015: $53 million). Excluding Criteo Sponsored Products, Q4 Adjusted EBITDA increased 46%, or 45% at constant currency, to $78 million. This increase in Adjusted EBITDA is primarily the result of the strong Revenue ex-TAC performance across all regions in the quarter.

Fiscal year Adjusted EBITDA increased 57%, or 55% at constant currency, to $225 million (2015: $143 million). Excluding Criteo Sponsored Products, fiscal year Adjusted EBITDA increased 53%, or 52% at constant currency to $219 million.

Q4 Adjusted EBITDA margin as a percentage of revenue improved 120 basis points to 15% (Q4 2015: 13%) and 350 basis points as a percentage of Revenue ex-TAC to 37% (Q4 2015: 33%). Excluding Criteo Sponsored Products, Q4 Adjusted EBITDA margin as a percentage of revenue improved 150 basis points to 15% and 320 basis points as a percentage of Revenue ex-TAC to 37%.

Fiscal year Adjusted EBITDA margin as a percentage of revenue improved 160 basis points to 12% (2015: 11%) and 390 basis points as a percentage of Revenue ex-TAC to 31% (2015: 27%).
Excluding Criteo Sponsored Products, fiscal year Adjusted EBITDA margin as a percentage of revenue improved 170 basis points to 13% and 370 basis points to 31% as a percentage of Revenue ex-TAC.

Q4 operating expenses increased by 37% to $148 million (Q4 2015: $108 million). Excluding Criteo Sponsored Products, Q4 operating expenses increased by 29% to $139 million.

Q4 operating expenses adjusted to eliminate the impact of depreciation and amortization, equity awards compensation expense, pension service costs, acquisition-related costs and deferred price consideration, which we refer to as Non-GAAP Operating Expenses, increased by 32% to $128 million (Q4 2015: $97 million). This increase is primarily related to year-over-year headcount growth, including CSP, in Research & Development (51%), Sales & Operations (32%) and General & Administration (29%) to further expand our organization. Excluding Criteo Sponsored Products, Q4 Non-GAAP Operating Expenses increased by 25% to $122 million.

Excluding Criteo Sponsored Products, Q4 Non-GAAP Operating Expenses as a percentage of revenue decreased by over 110 basis points to 23% (2015: 25%) and by 350 basis points to 57% as a percentage of Revenue ex-TAC (2015: 61%).

Fiscal year operating expenses increased by 32% to $524 million (2015: $395 million). Excluding Criteo Sponsored Products, fiscal year operating expenses increased by 30% to $515 million.

Fiscal year Non-GAAP Operating Expenses increased 28% to $459 million (2015: $358 million). Excluding Criteo Sponsored Products, fiscal year Non-GAAP Operating Expenses increased by 26% to $452 million

Excluding Criteo Sponsored Products, fiscal year Non-GAAP Operating Expenses as a percentage of revenue decreased by 130 basis points to 26% (2015: 27%) and by 410 basis points to 63% as a percentage of Revenue ex-TAC (2015: 67%).

Cash Flow and Cash Position

Q4 cash flow from operating activities increased 7% to $72 million (Q4 2015: $67 million). Excluding Criteo Sponsored Products, Q4 cash flow from operating activities increased 15% to $77 million.

Fiscal year cash flow from operating activities increased 12% to $153 million (2015: $137 million). Excluding Criteo Sponsored Products, fiscal year cash flow from operating activities increased 16% to $159 million.

Q4 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, grew 2% to $49 million (Q4 2015: $48 million). Excluding Criteo Sponsored Products, Q4 Free Cash Flow grew 15% to $55 million.

Fiscal year Free Cash Flow increased 21% to $76 million (2015: $63 million). Excluding Criteo Sponsored Products, fiscal year Free Cash Flow increased 31% to $82 million.

Total cash and cash equivalents were $270 million as of December 31, 2016 (2015: $354 million).

Business Outlook

The following forward-looking statements reflect Criteo's expectations as of February 22, 2017.

First Quarter 2017 Guidance:

  • We expect Revenue ex-TAC to be between $200 million and $205 million. At the foreign exchange rates provided in connection with our Q4 2016 guidance, this would equate to Revenue ex-TAC between $208 million and $213 million.
  • We expect Adjusted EBITDA to be between $47 million and $52 million. At the foreign exchange rates provided in connection with our Q4 2016 guidance this would equate to Adjusted EBITDA between $51 million and $56 million.

Fiscal Year 2017 Guidance:

  • We expect Revenue ex-TAC growth to be between 27% and 31% at constant currency.
  • We expect Adjusted EBITDA margin as a percentage of Revenue ex-TAC to increase between 0 basis point and 50 basis points.

The above guidance for the first quarter ending March 31, 2017 and the fiscal year ending December 31, 2017 assumes the following exchange rates for the main currencies having an impact on our business: a U.S. dollar-euro rate of 0.94, a U.S. dollar-Japanese yen rate of 116, a U.S. dollar-British pound rate of 0.81 and a U.S. dollar-Brazilian real rate of 3.25.

The above guidance assumes no acquisitions are completed during the fiscal year ending December 31, 2017.

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 equity awards 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.

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 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 geographies. Revenue ex-TAC, Revenue ex-TAC by Region and Revenue ex-TAC margin 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 business and across our geographies. Accordingly, we believe that Revenue ex-TAC, Revenue ex-TAC by Region and Revenue ex-TAC margin 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 equity awards compensation expense, pension service costs, acquisition-related costs and deferred price consideration. 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 by eliminating equity awards compensation expense, service costs (pension), acquisition-related costs and deferred price consideration, 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 intangible assets, acquisition-related costs and deferred price consideration, and the tax impact of these adjustments. Adjusted Net Income and Adjusted Net Income per diluted share 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 by eliminating equity awards compensation expense, amortization of acquisition-related intangible assets, acquisition-related costs and deferred price consideration, and the tax impact of these adjustments, Adjusted Net Income and Adjusted Net Income per diluted share can provide useful measures for period-to-period comparisons of our business. Accordingly, we believe that Adjusted Net Income and Adjusted Net Income per diluted share 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 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.

Non-GAAP Operating Expenses are our consolidated operating expenses adjusted to eliminate the impact of depreciation and amortization, equity awards compensation expense, pension service costs, acquisition-related costs and deferred price consideration. 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 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, 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 Revenue ex-TAC, Revenue ex-TAC by Region, 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, 2017 and the fiscal year ending December 31, 2017, 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 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, investments in new business opportunities and the timing of these investments, whether the projected benefits of acquisitions materialize as expected, the impact of competition, uncertainty regarding international growth and expansion, uncertainty regarding legislative, regulatory or self-regulatory developments regarding data privacy matters, 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 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, February 22, 2017, 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 over 2,500 employees in more than 30 offices across the Americas, EMEA and Asia-Pacific, serving over 14,000 advertisers worldwide and with direct relationships with thousands of publishers.

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


 


 


 

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.

2 Revenue ex-TAC, Adjusted EBITDA, Adjusted Net Income per diluted share and Free Cash Flow are not measures calculated in accordance with U.S. GAAP.

3 Excluding the contribution of Criteo Sponsored Products (formerly HookLogic) for the period from November 9, 2016 until December 31, 2016.

 

Financial information to follow

 

CRITEO S.A.

Consolidated Statement of Financial Position

(U.S. dollars in thousands)

(unaudited)


 


 


 


 


 

December 31,


 

December 31,


 

2015


 

2016

Assets


 


 


 

Current assets:


 


 


 

    Cash and cash equivalents

$

353,537


 

$

270,317

    Trade receivables, net of allowances

261,581


 

397,244

    Income taxes

2,714


 

2,741

    Other taxes

29,552


 

52,942

    Other current assets

16,030


 

19,340

    Total current assets

663,414


 

742,584

Property, plant and equipment, net

82,482


 

108,581

Intangible assets, net

16,470


 

102,944

Goodwill

41,973


 

209,418

Non-current financial assets

17,184


 

17,029

Deferred tax assets

20,196


 

30,630

    Total non-current assets

178,305


 

468,602

Total assets

$

841,719


 

$

1,211,186

Liabilities and shareholders' equity


 


 


 

Current liabilities:


 


 


 

    Trade payables

$

246,382


 

$

365,788

    Contingencies

668


 

654

    Income taxes

15,365


 

14,454

    Financial liabilities - current portion

7,156


 

7,969

    Other taxes

30,463


 

44,831

    Employee - related payables

42,275


 

55,874

    Other current liabilities

15,531


 

30,221

    Total current liabilities

357,840


 

519,791

Deferred tax liabilities

139


 

686

Retirement benefit obligation

1,445


 

3,221

Financial liabilities - non current portion

3,272


 

77,611

    Total non-current liabilities

4,856


 

81,518

Total liabilities

362,696


 

601,309

Commitments and contingencies


 


 


 

Shareholders' equity:


 


 


 

Common shares, €0.025 per value, 62,470,881 and 63,978,204 shares authorized,
issued and outstanding at December 31, 2015 and December 31, 2016, respectively.

2,052


 

2,093

Additional paid-in capital

425,220


 

488,277

Accumulated other comprehensive (loss)

(69,023)


 

(88,593)

Retained earnings

116,076


 

198,355

Equity - attributable to shareholders of Criteo S.A.

474,325


 

600,132

Non-controlling interests

4,698


 

9,745

Total equity

479,023


 

609,877

Total equity and liabilities

$

841,719


 

$

1,211,186

 

 

CRITEO S.A.

Consolidated Statement of Income

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

(unaudited)


 


 


 


 


 


 


 


 


 

Three Months Ended


 


 


 

Twelve Months Ended


 


 


 

December 31,


 


 


 

December 31,


 


 


 

2015


 

2016


 

YoY
Change


 

2015


 

2016


 

YoY
Change

Revenue

$

397,018


 

$

566,825


 

43

%


 

$

1,323,169


 

$

1,799,146


 

36

%


 


 


 


 


 


 


 


 


 


 


 


 

Cost of revenue


 


 


 


 


 


 


 


 


 


 


 

Traffic acquisition cost

(237,056)


 

(341,877)


 

44

%


 

(789,152)


 

(1,068,911)


 

35

%

Other cost of revenue

(17,782)


 

(24,309)


 

37

%


 

(62,201)


 

(85,260)


 

37

%


 


 


 


 


 


 


 


 


 


 


 


 

Gross profit

142,180


 

200,639


 

41

%


 

471,816


 

644,975


 

37

%


 


 


 


 


 


 


 


 


 


 


 


 

Operating expenses:


 


 


 


 


 


 


 


 


 


 


 

Research and development expenses

(26,665)


 

(35,552)


 

33

%


 

(86,807)


 

(123,649)


 

42

%

Sales and operations expenses

(60,410)


 

(80,991)


 

34

%


 

(229,530)


 

(282,853)


 

23

%

General and administrative expenses

(21,280)


 

(31,630)


 

49

%


 

(79,145)


 

(117,469)


 

48

%

Total Operating expenses

(108,355)


 

(148,173)


 

37

%


 

(395,482)


 

(523,971)


 

32

%

Income from operations

33,825


 

52,466


 

55

%


 

76,334


 

121,004


 

59

%

Financial income (expense)

735


 

1,435


 

95

%


 

(4,541)


 

(546)


 

(88)

%

Income before taxes

34,560


 

53,901


 

56

%


 

71,793


 

120,458


 

68

%

Provision for income taxes

4,378


 

(13,161)


 

(401)

%


 

(9,517)


 

(33,129)


 

248

%

Net Income

$

38,938


 

$

40,740


 

5

%


 

$

62,276


 

$

87,329


 

40

%


 


 


 


 


 


 


 


 


 


 


 


 

Net income available to shareholders of Criteo
S.A.

$

37,936


 

$

39,403


 


 


 

$

59,553


 

$

82,272


 


 

Net income available to non-controlling
interests

$

1,002


 

$

1,337


 


 


 

$

2,723


 

$

5,057


 


 


 


 


 


 


 


 


 


 


 


 


 


 

Weighted average shares outstanding used in
computing per share amounts:


 


 


 


 


 


 


 


 


 


 


 

Basic

62,348,620


 

63,760,491


 


 


 

61,835,499


 

63,337,792


 


 

Diluted

65,092,423


 

66,145,704


 


 


 

65,096,486


 

65,633,470


 


 


 


 


 


 


 


 


 


 


 


 


 


 

Net income allocated to shareholders of Criteo
S.A. per share:


 


 


 


 


 


 


 


 


 


 


 

Basic

0.61


 

0.62


 


 


 

0.96


 

1.30


 


 

Diluted

0.58


 

0.60


 


 


 

0.91


 

1.25


 


 

 

 

CRITEO S.A.

Consolidated Statement of Cash Flows

(U.S. dollars in thousands)

(unaudited)


 


 


 


 


 

Three Months Ended


 

Twelve Months Ended


 

December 31,


 

December 31,


 

2015


 

2016


 

2015


 

2016

Net income

$

38,938


 

$

40,740


 

$

62,276


 

$

87,329

Adjustments to reconcile to cash from operating activities

15,764


 

42,888


 

78,448


 

139,123

                 - Amortization and provisions

14,648


 

17,178


 

47,085


 

62,733

                 - Equity awards compensation expense (1)

7,748


 

13,229


 

23,989


 

43,259

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

(2,212)


 

(82)


 

(2,127)


 

(81)

                 - Interest accrued

(3)


 

(606)


 

6


 

2

                 - Non-cash financial income and expenses

5


 

8


 

22


 

37

                 - Change in deferred taxes

(12,599)


 

(2,478)


 

(15,748)


 

(10,023)

                 - Income tax for the period

8,177


 

15,639


 

25,221


 

43,196

Changes in working capital requirement

17,572


 

(6,600)


 

15,231


 

(29,460)

                 - (Increase)/decrease in trade receivables

(55,986)


 

(113,442)


 

(83,420)


 

(117,970)

                 - Increase/(decrease) in trade payables

60,529


 

85,793


 

100,047


 

81,862

                 - (Increase)/decrease in other current assets

563


 

(9,799)


 

(24,101)


 

(28,432)

                 - Increase/(decrease) in other current liabilities

12,466


 

30,848


 

22,705


 

35,080

Income taxes paid

(5,568)


 

(5,370)


 

(18,805)


 

(43,522)

CASH FROM OPERATING ACTIVITIES

66,706


 

71,658


 

137,150


 

153,470

Acquisition of intangible assets, property, plant and equipment

(12,936)


 

(30,163)


 

(75,607)


 

(85,133)

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

(6,269)


 

7,182


 

1,128


 

7,752

Payments for acquired business, net of cash acquired

10


 

(230,467)


 

(20,542)


 

(235,541)

Change in other non-current financial assets

(320)


 

(38)


 

(6,612)


 

159

CASH USED FOR INVESTING ACTIVITIES

(19,515)


 

(253,486)


 

(101,633)


 

(312,763)

Issuance of long-term borrowings

788


 

80,224


 

4,023


 

84,022

Repayment of borrowings

(2,797)


 

(7,889)


 

(8,980)


 

(13,305)

Proceeds from capital increase

3,758


 

2,893


 

13,768


 

20,075

Change in other financial liabilities


 

(26)


 

(1,000)


 

(222)

CASH FROM FINANCING ACTIVITIES

1,749


 

75,202


 

7,811


 

90,570


 


 


 


 


 


 


 


 

CHANGE IN NET CASH AND CASH EQUIVALENTS

48,940


 

(106,626)


 

43,328


 

(68,723)

Net cash and cash equivalents at beginning of period

314,644


 

407,158


 

351,827


 

353,537

Effect of exchange rates changes on cash and cash equivalents

(10,047)


 

(30,215)


 

(41,618)


 

(14,497)

Net cash and cash equivalents at end of period

$

353,537


 

$

270,317


 

$

353,537


 

$

270,317


 


 


 


 


 


 


 


 


 


 


 


 

(1) $12.9 million and $41.6 million of equity awards compensation expense consisted of share-based compensation expense according to

ASC 718 - Compensation - stock compensation for the quarter ended and year to date December 31, 2016, respectively.

 

 

CRITEO S.A.

Reconciliation of Cash from Operating Activities to Free Cash Flow

(U.S. dollars in thousands)

(unaudited)


 


 


 


 


 

Three Months Ended


 

Twelve Months Ended


 

December 31,


 

December 31,


 

2015


 

2016


 

2015


 

2016

CASH FROM OPERATING ACTIVITIES

66,706


 

71,658


 

137,150


 

153,470

Acquisition of intangible assets, property, plant and equipment

(12,936)


 

(30,163)


 

(75,607)


 

(85,133)

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

(6,269)


 

7,182


 

1,128


 

7,752

FREE CASH FLOW (1)

47,501


 

48,677


 

62,671


 

76,089


 


 


 


 


 


 


 


 

(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 Revenue ex-TAC by Region to Revenue by Region

(U.S. dollars in thousands)

(unaudited)


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 

Three Months Ended


 


 


 


 


 


 


 

Twelve Months Ended


 


 


 


 

December 31,


 


 


 


 


 


 


 

December 31,


 


 

Region


 

2015


 

2016


 

YoY
Change


 

YoY
Change
at
Constant
Currency


 

YoY
Change
at
Constant
Currency
excluding
CSP


 

2015


 

2016


 

YoY
Change


 

YoY
Change
at
Constant
Currency


 

YoY
Change
at
Constant
Currency
excluding
CSP

Revenue


 

Americas

$

170,133


 

$

266,438


 

57

%


 

55

%


 

33

%


 

$

505,653


 

$

730,873


 

45

%


 

45

%


 

38

%


 

EMEA

144,905


 

189,298


 

31

%


 

37

%


 

32

%


 

541,105


 

660,523


 

22

%


 

26

%


 

24

%


 

Asia-Pacific

81,980


 

111,089


 

36

%


 

26

%


 

26

%


 

276,411


 

407,750


 

48

%


 

37

%


 

37

%


 

Total

397,018


 

566,825


 

43

%


 

43

%


 

31

%


 

1,323,169


 

1,799,146


 

36

%


 

36

%


 

32

%


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 

Traffic acquisition costs


 

Americas

(104,646)


 

(167,046)


 

60

%


 

59

%


 

32

%


 

(308,427)


 

(451,774)


 

46

%


 

47

%


 

38

%


 

EMEA

(82,905)


 

(108,567)


 

31

%


 

37

%


 

32

%


 

(313,928)


 

(373,664)


 

19

%


 

23

%


 

21

%


 

Asia-Pacific

(49,505)


 

(66,264)


 

34

%


 

24

%


 

24

%


 

(166,797)


 

(243,473)


 

46

%


 

36

%


 

36

%


 

Total

(237,056)


 

(341,877)


 

44

%


 

44

%


 

30

%


 

(789,152)


 

(1,068,911)


 

35

%


 

35

%


 

31

%


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 

Revenue ex-TAC (1)


 

Americas

65,487


 

99,392


 

52

%


 

50

%


 

35

%


 

197,226


 

279,099


 

42

%


 

42

%


 

37

%


 

EMEA

62,000


 

80,731


 

30

%


 

36

%


 

33

%


 

227,177


 

286,859


 

26

%


 

30

%


 

29

%


 

Asia-Pacific

32,475


 

44,825


 

38

%


 

29

%


 

29

%


 

109,614


 

164,277


 

50

%


 

40

%


 

40

%


 

Total

$

159,962


 

$

224,948


 

41

%


 

41

%


 

33

%


 

$

534,017


 

$

730,235


 

37

%


 

37

%


 

34

%


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 

(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 business. Accordingly, we believe that Revenue ex-TAC and Revenue, Traffic Acquisition Costs and Revenue ex-TAC by Region provide 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


 

Twelve Months Ended


 

December 31,


 

December 31,


 

2015


 

2016


 

2015


 

2016

Net income

$

38,938


 

$

40,740


 

$

62,276


 

$

87,329

Adjustments:


 


 


 


 


 


 


 

Financial (income) expense

(735)


 

(1,435)


 

4,541


 

546

Provision for income taxes

(4,378)


 

13,161


 

9,517


 

33,129

Equity awards compensation expense

7,748


 

13,229


 

23,989


 

43,259

Research and development

$

2,167


 

$

2,860


 

$

6,520


 

$

12,108

Sales and operations

3,606


 

5,816


 

11,678


 

16,838

General and administrative

1,975


 

4,553


 

5,791


 

14,313

Pension service costs

109


 

133


 

441


 

524

Research and development

40


 

52


 

163


 

211

Sales and operations

38


 

37


 

153


 

144

General and administrative

31


 

44


 

125


 

169

Depreciation and amortization expense

13,967


 

16,190


 

44,564


 

56,779

Cost of revenue

8,579


 

10,623


 

29,866


 

38,469

Research and development

3,183


 

2,106


 

7,994


 

7,211

Sales and operations

1,744


 

2,153


 

5,178


 

7,757

General and administrative

461


 

1,308


 

1,526


 

3,342

Acquisition-related costs


 

980


 


 

2,921

General and administrative


 

980


 


 

2,921

Acquisition-related deferred price consideration

(2,172)


 

(3)


 

(1,894)


 

85

Research and development

46


 

(3)


 

324


 

85

General and administrative

(2,218)


 


 

(2,218)


 

Total net adjustments

14,539


 

42,255


 

81,158


 

137,243

Adjusted EBITDA (1)

$

53,477


 

$

82,995


 

$

143,434


 

$

224,572


 


 


 


 


 


 


 


 


 


 


 


 

(1) We define Adjusted EBITDA as 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, acquisition-related costs and 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 equity awards compensation expense, pension service costs, acquisition-related costs and deferred price consideration in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our 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.

Reconciliation from Non-GAAP Operating Expenses to Operating Expenses under GAAP

(U.S. dollars in thousands)

(unaudited)


 


 


 


 


 

Three Months Ended


 

Twelve Months Ended


 

December 31,


 

December 31,


 

2015


 

2016


 

2015


 

2016

Research and Development expenses

$

(26,665)


 

$

(35,552)


 

$

(86,807)


 

$

(123,649)

Equity awards compensation expense

$

2,167


 

$

2,860


 

$

6,520


 

$

12,108

Depreciation and Amortization expense

3,183


 

2,106


 

7,994


 

7,211

Pension service costs

40


 

52


 

163


 

211

Acquisition-related deferred price consideration

46


 

(3)


 

324


 

85

Non-GAAP - Research and Development expenses

(21,229)


 

(30,537)


 

(71,806)


 

(104,034)

Sales and Operations expenses

(60,410)


 

(80,991)


 

(229,530)


 

(282,853)

Equity awards compensation expense

3,606


 

5,816


 

11,678


 

16,838

Depreciation and Amortization expense

1,744


 

2,153


 

5,178


 

7,757

Pension service costs

38


 

37


 

153


 

144

Non-GAAP - Sales and Operations expenses

(55,022)


 

(72,985)


 

(212,521)


 

(258,114)

General and Administrative expenses

(21,280)


 

(31,630)


 

(79,145)


 

(117,469)

Equity awards compensation expense

1,975


 

4,553


 

5,791


 

14,313

Depreciation and Amortization expense

461


 

1,308


 

1,526


 

3,342

Pension service costs

31


 

44


 

125


 

169

Acquisition-related costs


 

980


 


 

2,921

Acquisition-related deferred price consideration

(2,218)


 


 

(2,218)


 

Non-GAAP - General and Administrative expenses

(21,031)


 

(24,745)


 

(73,921)


 

(96,724)

Total Operating expenses

(108,355)


 

(148,173)


 

(395,482)


 

(523,971)

Equity awards compensation expense

7,748


 

13,229


 

23,989


 

43,259

Depreciation and Amortization expense

5,388


 

5,567


 

14,698


 

18,310

Pension service costs

109


 

133


 

441


 

524

Acquisition-related costs


 

980


 


 

2,921

Acquisition-related deferred price consideration

(2,172)


 

(3)


 

(1,894)


 

85

Total Non-GAAP Operating expenses (1)

(97,282)


 

(128,267)


 

(358,248)


 

(458,872)


 


 


 


 


 


 


 


 

(1) We define Non-GAAP Operating Expenses as our consolidated operating expenses adjusted to eliminate the impact of depreciation and amortization, equity awards compensation expense, pension service costs, acquisition-related costs and deferred price consideration. 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 we use to provide its quarterly and annual business outlook to the investment community.

 

 

CRITEO S.A.

 Detailed Information on Selected Items

(U.S. dollars in thousands)

(unaudited)


 


 


 


 


 

Three Months Ended


 

Twelve Months Ended


 

December 31,


 

December 31,


 

2015


 

2016


 

2015


 

2016

Equity awards compensation expense


 


 


 


 


 


 


 

Research and development

$

2,167


 

$

2,860


 

$

6,520


 

$

12,108

Sales and operations

3,606


 

5,816


 

11,678


 

16,838

General and administrative

1,975


 

4,553


 

5,791


 

14,313

Total equity awards compensation expense

7,748


 

13,229


 

23,989


 

43,259


 


 


 


 


 


 


 


 

Pension service costs


 


 


 


 


 


 


 

Research and development

40


 

52


 

163


 

211

Sales and operations

38


 

37


 

153


 

144

General and administrative

31


 

44


 

125


 

169

Total pension service costs

109


 

133


 

441


 

524


 


 


 


 


 


 


 


 

Depreciation and amortization expense


 


 


 


 


 


 


 

Cost of revenue

8,579


 

10,623


 

29,866


 

38,469

Research and development

3,183


 

2,106


 

7,994


 

7,211

Sales and operations

1,744


 

2,153


 

5,178


 

7,757

General and administrative

461


 

1,308


 

1,526


 

3,342

Total depreciation and amortization expense

13,967


 

16,190


 

44,564


 

56,779


 


 


 


 


 


 


 


 

Acquisition-related costs


 


 


 


 


 


 


 

General and administrative


 

980


 


 

2,921

Total acquisition-related costs


 

980


 


 

2,921


 


 


 


 


 


 


 


 

Acquisition-related deferred price consideration


 


 


 


 


 


 


 

Research and development

46


 

(3)


 

324


 

85

General and administrative

(2,218)


 


 

(2,218)


 

Total acquisition-related deferred price consideration

$

(2,172)


 

$

(3)


 

$

(1,894)


 

$

85

 

 

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


 

Twelve Months Ended


 

December 31,


 

December 31,


 

2015


 

2016


 

2015


 

2016

Net income

$

38,938


 

$

40,740


 

$

62,276


 

$

87,329

Adjustments:


 


 


 


 


 


 


 

Equity awards compensation expense

7,748


 

13,229


 

23,989


 

43,259

Amortization of acquisition-related intangible assets

2,548


 

986


 

6,342


 

4,131

Acquisition-related costs


 

980


 


 

2,921

Acquisition-related deferred price consideration

(2,172)


 

(3)


 

(1,894)


 

85

Tax impact of the above adjustments

(47)


 

(432)


 

(878)


 

(948)

Total net adjustments

8,077


 

14,760


 

27,559


 

49,448

Adjusted net income (1)

$

47,015


 

$

55,500


 

$

89,835


 

$

136,777


 


 


 


 


 


 


 


 

Weighted average shares outstanding


 


 


 


 


 


 


 

 - Basic

62,348,620


 

63,760,491


 

61,835,499


 

63,337,792

 - Diluted

65,092,423


 

66,145,704


 

65,096,486


 

65,633,470


 


 


 


 


 


 


 


 

Adjusted net income per share


 


 


 


 


 


 


 

 - Basic

$

0.75


 

$

0.87


 

$

1.45


 

$

2.16

 - Diluted

$

0.72


 

$

0.84


 

$

1.38


 

$

2.08


 

(1) We define Adjusted Net Income as our net income adjusted to eliminate the impact of equity awards compensation expense, amortization of acquisition-related intangible assets, acquisition-related costs and 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 equity awards compensation expense, amortization of acquisition-related intangible assets, acquisition-related costs and 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 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


 


 


 

Twelve Months Ended


 


 


 

December 31,


 


 


 

December 31,


 


 


 

2015


 

2016


 

YoY
Change


 

2015


 

2016


 

YoY
Change

Revenue as reported

$

397,018


 


 

$

566,825


 


 

43

%


 

$

1,323,169


 


 

$

1,799,146


 


 

36

%

Conversion impact U.S. dollar/other currencies


 


 

(836)


 


 


 


 


 


 

(5,022)


 


 


 

Revenue at constant currency (1)

$

397,018


 


 

$

565,989


 


 

43

%


 

$

1,323,169


 


 

$

1,794,124


 


 

36

%

Revenue at constant currency (1) excluding CSP

397,018


 


 

520,797


 


 

31

%


 

1,323,169


 


 

1,748,932


 


 

32

%


 


 


 


 


 


 


 


 


 


 


 


 

Traffic acquisition costs as reported

(237,056)


 


 

(341,877)


 


 

44

%


 

(789,152)


 


 

(1,068,911)


 


 

35

%

Conversion impact U.S. dollar/other currencies


 


 

643


 


 


 


 


 


 

3,852


 


 


 

Traffic Acquisition Costs at constant currency (1)

$

(237,056)


 


 

$

(341,234)


 


 

44

%


 

$

(789,152)


 


 

$

(1,065,059)


 


 

35

%

Traffic Acquisition Costs at constant currency (1)
excluding CSP

(237,056)


 


 

(308,346)


 


 

30

%


 

(789,152)


 


 

(1,032,170)


 


 

31

%


 


 


 


 


 


 


 


 


 


 


 


 

Revenue ex-TAC (2) as reported

159,962


 


 

224,948


 


 

41

%


 

534,017


 


 

730,235


 


 

37

%

Conversion impact U.S. dollar/other currencies


 


 

(193)


 


 


 


 


 


 

(1,170)


 


 


 

Revenue ex-TAC (2) at constant currency (1)

$

159,962


 


 

$

224,755


 


 

41

%


 

$

534,017


 


 

$

729,065


 


 

37

%

Revenue ex-TAC (2) at constant currency (1)

excluding CSP

159,962


 


 

212,450


 


 

33

%


 

534,017


 


 

716,762


 


 

34

%

Revenue ex-TAC (2)/Revenue as reported

40

%


 

40

%


 


 


 

40

%


 

41

%


 


 


 


 


 


 


 


 


 


 


 


 


 


 

Other cost of revenue as reported

(17,782)


 


 

(24,309)


 


 

37

%


 

(62,201)


 


 

(85,260)


 


 

37

%

Conversion impact U.S. dollar/other currencies


 


 

(306)


 


 


 


 


 


 

(40)


 


 


 

Other cost of revenue at constant currency (1)

$

(17,782)


 


 

$

(24,615)


 


 

38

%


 

$

(62,201)


 


 

$

(85,300)


 


 

37

%

Other cost of revenue at constant currency (1)

excluding CSP

$

(17,782)


 


 

(23,882)


 


 

34

%


 

$

(62,201)


 


 

(84,566)


 


 

36

%


 


 


 


 


 


 


 


 


 


 


 


 

Adjusted EBITDA (3)

53,477


 


 

82,995


 


 

55

%


 

143,434


 


 

224,572


 


 

57

%

Conversion impact U.S. dollar/other currencies


 


 

(343)


 


 


 


 


 


 

(1,751)


 


 


 

Adjusted EBITDA (3) at constant currency (1)

$

53,477


 


 

$

82,652


 


 

55

%


 

$

143,434


 


 

$

222,821


 


 

55

%

Adjusted EBITDA (3) at constant currency (1)

excluding CSP

$

53,477


 


 

$

77,499


 


 

45

%


 

$

143,434


 


 

$

217,668


 


 

52

%


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 

(1) Information herein with respect to results presented on a constant currency basis is computed by applying prior period average exchange rates to current period results. We have included results on a constant currency basis because it is a key measure used by our management and Board of Directors to evaluate operating performance. Management reviews and analyzes business results excluding the effect of foreign currency translation because they believe this better represents our underlying business trends. The table above 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)


 


 


 

Twelve Months Ended


 

December 31,


 

2015


 

2016

Shares outstanding as at January 1,

60,902,695


 

62,470,881

Weighted average number of shares issued during the period

932,804


 

866,911

Basic number of shares - Basic EPS basis

61,835,499


 

63,337,792

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

3,260,987


 

2,295,679

Diluted number of shares - Diluted EPS basis

65,096,486


 

65,633,471


 


 


 


 

Shares outstanding as at December 31,

62,470,881


 

63,978,204

Total dilutive effect of share options, warrants, employee warrants

7,798,348


 

8,391,496

Fully diluted shares as at December 31,

70,269,229


 

72,369,700

 

 

CRITEO S.A.
Supplemental Financial Information and Operating Metrics
(U.S. dollars in thousands except where stated)
(unaudited)


 


 


 


 


 


 


 


 


 


 


 


 


 

Q1

2015

Q2

2015

Q3

2015

Q4

2015

Q1

 2016

Q2

 2016

Q3

 2016

Q4

2016

YoY

Change

QoQ
Change


 


 


 


 


 


 


 


 


 


 


 


 


 

Clients

7,832

8,564

9,290

10,198

10,962

11,874

12,882

14,468

42%

12%


 


 


 


 


 


 


 


 


 


 


 


 


 

Revenue

294,172

299,306

332,674

397,018

401,253

407,201

423,867

566,825

43%

34%


 

Americas

100,624

110,872

124,024

170,133

147,174

156,522

160,739

266,438

57%

66%


 

EMEA

132,208

126,807

137,185

144,905

159,405

153,899

157,921

189,298

31%

20%


 

APAC

61,340

61,627

71,465

81,980

94,674

96,780

105,207

111,089

36%

6%


 


 


 


 


 


 


 


 


 


 


 


 


 

TAC

(175,888)

(177,239)

(198,970)

(237,056)

(238,755)

(240,969)

(247,310)

(341,877)

44%

38%


 

Americas

(61,244)

(66,853)

(75,684)

(104,646)

(90,929)

(96,560)

(97,239)

(167,046)

60%

72%


 

EMEA

(78,158)

(73,155)

(79,710)

(82,905)

(91,185)

(86,820)

(87,092)

(108,567)

31%

25%


 

APAC

(36,486)

(37,231)

(43,576)

(49,505)

(56,641)

(57,589)

(62,979)

(66,264)

34%

5%


 


 


 


 


 


 


 


 


 


 


 


 


 

Revenue ex-
TAC

118,284

122,067

133,704

159,962

162,498

166,232

176,557

224,948

41%

27%


 

Americas

39,380

44,019

48,340

65,487

56,245

59,962

63,500

99,391

52%

57%


 

EMEA

54,050

53,652

57,475

62,000

68,220

67,079

70,829

80,731

30%

14%


 

APAC

24,854

24,396

27,889

32,475

38,033

39,191

42,228

44,826

38%

6%


 


 


 


 


 


 


 


 


 


 


 


 


 

Cash flow
from
operating
activities

41,007

11,938

17,500

66,706

18,907

19,274

43,631

71,658

7%

64%


 


 

Capital
expenditures

12,862

18,348

24,066

19,205

12,109

22,386

19,907

22,981

20%

15%


 


 

Net cash
position

316,376

321,109

314,644

353,537

386,110

377,407

407,158

270,318

(24)%

(34)%


 


 

Days Sales
Outstanding
(days - end
of month) (1)


 


 


 


 

56

57

56

53


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 

(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.

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