Highlights

  • Second quarter 2026 revenue decreased 11% to $428.0 million, and net income decreased 49% to $11.8 million.
  • Contribution ex-TAC, a non-GAAP measure, was $255.5 million, and Adjusted EBITDA, a non-GAAP measure, was $73.3 million for the quarter.
  • Criteo completed its redomiciliation from France to Luxembourg on July 29, 2026 and listed its ordinary shares directly on Nasdaq.
  • Cash and cash equivalents were $252.3 million at June 30, 2026, and the company expects 2026 capital expenditures of approximately $190 million.

Criteo S.A. (NASDAQ: CRTO) shares were trading at USD 14.13 on October 27, 2026, down 2.35%, with a relative volume at time of 2.81. The advertising technology company completed its redomiciliation from France to Luxembourg on July 29, 2026, announced a Chief Financial Officer appointment on August 5, 2026, and filed its quarterly report for the quarter ended June 30, 2026 on the same day.

Criteo S.A. is organized in the Grand Duchy of Luxembourg and lists its principal executive offices in Luxembourg. It was initially incorporated in France on November 3, 2005. The company operates a Commerce Intelligence Platform for marketers and media owners in digital advertising and reports two segments, Retail Media and Performance Media. Its fiscal year ends December 31.

Second Quarter 2026 Results

For the three months ended June 30, 2026, revenue decreased by 11% to $428.0 million from $482,671 thousand a year earlier. The company attributed the decline to Performance Media, reflecting soft performance in Commerce Growth, and to Retail Media, reflecting previously communicated scope changes with two clients.

Retail Media revenue was $47,907 thousand, down 21%, and Performance Media revenue was $380,111 thousand, down 10%. Gross profit decreased 14% to $222.2 million. Contribution ex-TAC decreased 13% to $255.5 million, and Adjusted EBITDA decreased 18% to $73.3 million.

Income from operations was $15,008 thousand, compared with $30,455 thousand. Net income was $11.8 million, or $11,751 thousand, compared with $22,920 thousand. Diluted earnings per share were $0.22, compared with $0.39. Operating expenses included restructuring charges; for the six months, restructuring charges were $8,008 thousand under a cost-reduction plan begun in the fourth quarter of 2025.

Criteo noted that macroeconomic and geopolitical conditions had affected marketing budgets in the Middle East and in its Travel vertical.

Liquidity, Capital and Legal Matters

Cash and cash equivalents were $252,236 thousand at June 30, 2026, compared with $342,038 thousand at December 31, 2025. Cash provided by operating activities was $20.3 million for the quarter and $68.5 million for the six months. The company has a revolving credit facility that allows access to an additional €407.0 million ($463.7 million), and total financial liquidity was $766.8 million at June 30, 2026. The facility was amended on July 29, 2026 to extend its maturity by one year to September 2028.

For the six months, Criteo repurchased $61.3 million of shares. In the second quarter it purchased 1,743,004 shares, and $159,818,065 remained available at June 30, 2026 under the program, which the board increased to up to $959.0 million in February 2026.

Criteo disclosed several legal matters. In the GoodRx class action, it agreed to settle for $7.0 million, subject to court approval, and GoodRx agreed to indemnify it for $5.5 million. In a putative class action involving CVS, the company recorded an accrual and entered into a settlement agreement in July 2026, subject to court approval. AlmondNet and Intent IQ filed a patent-infringement lawsuit against the company in October 2025. The provision for certain non-income tax matters was $23.3 million at June 30, 2026.

Corporate Changes and Outlook

Following the Luxembourg conversion, the board approved a transfer of the legal domicile to the United States through a cross-border merger with a wholly owned U.S. subsidiary. On August 5, 2026, Criteo announced that Connor McGogney, the Chief Strategy Officer, would become Chief Financial Officer effective August 10, 2026, succeeding Sarah Glickman, who will serve as a senior advisor through September 30, 2026.

The quarterly report contains no revenue or earnings guidance. It states that the company expects capital expenditures of approximately $190 million in 2026 and that it believes its existing cash balances will be sufficient for at least the next 12 months. It also states that additional financing, if raised through equity, would be dilutive to shareholders.