10-Q · May 6, 2026
Criteo's Q1 2026 report showed a substantial decline in revenue and profitability, attributed primarily to challenging market conditions, especially in the Retail Media and Americas segments. Despite outperforming EPS…
Earnings analysis · 10-Q
Filed November 4, 2026 · Our reading of the company's report
The latest report
Criteo reported a weak Q3: revenue declined 11% year over year to $416.469 million, gross margin fell to 49.9%, and GAAP diluted EPS dropped to $0.11 from $0.70. Both Retail Media and Performance Media contracted,…
Criteo reported a weak Q3: revenue declined 11% year over year to $416.469 million, gross margin fell to 49.9%, and GAAP diluted EPS dropped to $0.11 from $0.70. Both Retail Media and Performance Media contracted, driven by client scope changes, enterprise spending reductions and softness in Commerce Growth, while adjusted EBITDA fell 39% to $64.508 million. Cost reductions supported a sequential operating-margin improvement, and liquidity was strong at $787.7 million, but elevated capital spending, reduced goodwill headroom and merger-related execution and tax risks weigh on the outlook.
How much of each revenue dollar the business keeps.
One point per quarterly or annual filing. Both margins are shares of that report's revenue.
Where each $100 of revenue went in this report.
Cost of sales, operating expenses, and what remained. Figures are rounded to whole dollars.
The business segments reported by the company.
Shares of the segments disclosed in this filing, largest first.
Our analysis across the last few reports.
Our model's reading of each filing, not the share price or the market's reaction. Annual and quarterly reports each occupy one position.
Q3 revenue was $416.469 million, down 11% from $469.660 million in the prior-year quarter and approximately 3% from the supplied Q2 2026 revenue of $428 million. Gross margin fell to 49.9% from 54.6% year over year and 59.7% in Q2 2026, while operating margin improved sequentially to 5.0% from 3.5% but remained below 11.0% a year earlier.
GAAP diluted EPS was $0.11 versus $0.70 in Q3 2025 and $0.22 in Q2 2026. Net income declined 85% year over year to $6.130 million, while adjusted EBITDA declined 39% to $64.508 million.
Retail Media revenue declined 23% year over year to $51.917 million, reflecting scope changes with two clients, although onsite Retail Media remained strong. Performance Media revenue declined 9% to $364.552 million, primarily because of softness in Commerce Growth and lower AdTech services, partly offset by higher Supply Side Platform revenue.
Nine-month operating cash flow was $125.448 million versus $150.544 million in the prior-year period. Capital expenditures and other purchases of property, equipment and intangible assets were $126.937 million versus $75.310 million, implying approximately $1.489 million of negative nine-month free cash flow before any alternative company-specific FCF definition.
Cash, cash equivalents and restricted cash declined $66.847 million from December 31, 2025 to $275.512 million at September 30, 2026. The company also had $50.686 million of marketable securities and an available revolving credit facility of $462.1 million, for stated total financial liquidity of $787.7 million.
Management expects 2026 capital expenditures of approximately $180 million, compared with $125.9 million of net capital expenditures in the first nine months. Spending is intended to expand data-center capacity and continue investment in the Commerce Intelligence Platform.
Performance Media revenue fell 9% to $364.552 million, with management citing reduced spending from several large enterprise clients and softness in Commerce Growth. Performance Media contribution ex-TAC declined 15% to $189.422 million, indicating that the weakness is materially affecting profitability.
Retail Media revenue fell 23% to $51.917 million because of previously communicated scope changes with two specific clients. Retail Media contribution ex-TAC also declined 23% to $50.939 million, leaving client concentration and scope-change risk material.
The filing newly emphasizes execution and legal risks from the proposed merger and transfer of domicile to the United States, which is expected to occur on January 1, 2027 subject to shareholder approval and other conditions. Management expects additional direct and indirect costs, including professional fees and compliance costs, even if the transaction is not completed.
The company performed an interim goodwill impairment test after its market capitalization fell below the aggregate carrying value of its reporting units. Goodwill totaled $531.193 million at September 30, 2026, and management said headroom was lower than in the prior annual assessment; further revenue, margin or share-price declines could produce an impairment.
Legal and tax contingencies remain material: non-income-tax risks were accrued at $23.6 million, while a separate privacy-related settlement provides for a maximum class settlement of $20.5 million and approximately $2.0 million payable by Criteo to CVS, subject to the court process.
The planned merger introduces new tax uncertainty. A U.S. Holder owning Ordinary Shares with a fair market value of $50,000 or more may recognize taxable gain or deemed dividend income, and post-merger U.S. controlled-foreign-corporation rules could increase the company's worldwide effective tax rate.
No new numeric revenue or EPS guidance was provided in the 10-Q. Management expects 2026 capital expenditures of approximately $180 million and stated that existing cash balances should satisfy anticipated cash requirements through at least the next 12 months. The previously disclosed FY2026 Contribution ex-TAC outlook was maintained in the November 4, 2026 earnings materials, rather than updated in this filing.
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This is our reading of a public filing, not the filing itself. Analysis can contain errors; check the source document for full context.