Exhibit 99.1

CRITEO REPORTS RECORD RESULTS

FOR THE FOURTH QUARTER & FISCAL YEAR 2014

NEW YORK – February 18, 2015 – Criteo S.A. (NASDAQ: CRTO), the performance marketing technology company, today announced its financial results for the fourth quarter and fiscal year ended December 31, 2014.

• Revenue in the fourth quarter 2014 increased 71% (or 69% at constant currency¹) to €233 million, compared with €136 million in the fourth quarter 2013.

Revenue for fiscal year 2014 increased 68% (or 70% at constant currency) to €745 million, compared with €444 million in fiscal year 2013.

• Revenue excluding Traffic Acquisition Costs, or Revenue ex-TAC, in the fourth quarter 2014 grew 76% (or 73% at constant currency) to €96 million, or 41.4% of revenue, compared with €55 million, or 40.4% of revenue, in the fourth quarter 2013.

Revenue ex-TAC for fiscal year 2014 grew 70% (or 72% at constant currency) to €304 million, or 40.8% of revenue, compared with €179 million, or 40.3% of revenue, in fiscal year 2013.

• Net income in the fourth quarter 2014 increased by €14 million to €18 million, compared with €3 million in the fourth quarter 2013.

Net income for fiscal year 2014 increased by €34 million to €35 million, compared with €1 million in fiscal year 2013.

• Adjusted EBITDA in the fourth quarter 2014 increased 120% (or 121% at constant currency), to €32 million, or 13.7% of revenue, compared with €15 million, or 10.7% of revenue, in the fourth quarter 2013.

Adjusted EBITDA for fiscal year 2014 grew 154% (or 156% at constant currency), to €79 million, or 10.7% of revenue, compared with €31 million, or 7.1% of revenue, in fiscal year 2013.

• Cash flow from operating activities in the fourth quarter 2014 increased by €27 million to €40 million, compared with €12 million in the fourth quarter 2013.

Cash flow from operating activities for fiscal year 2014 increased by €63 million to €88 million, compared with €25 million in fiscal year 2013.

• Free cash flow in the fourth quarter 2014 was €30 million, an increase of €25 million compared with €5 million in the fourth quarter 2013.

Free cash flow for fiscal year 2014 was €52 million, an increase of €49 million compared with a €3 million in fiscal year 2013.

Executive Quote

“Performance for clients is everything,” said JB Rudelle, Criteo’s co-founder and CEO. “2014 has demonstrated that our focus on driving incremental sales for our clients accelerates our own success.”

¹  Variations at constant currency exclude the impact of foreign currency fluctuations and are computed by applying the 2013 average exchange rates to 2014 figures.

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Operating Highlights

• Our enhanced Criteo Engine that optimizes for the likelihood of a user to buy was rolled out to 95% of our client base at the end of the fourth quarter.

• 80% of our clients used our multi-screen solution in the month of December 2014.

• Year-over-year growth in the Americas in the fourth quarter continued to accelerate for the fourth consecutive quarter, to 114% at constant currency, driven by strong performance in the US.

• We added more than 600 clients in the fourth quarter to bring the total to a record 7,190, representing the highest quarterly client additions in Criteo’s history.

Acquisition of DataPop, Inc.

As of February 17, 2015, Criteo acquired DataPop, Inc., a Los Angeles-based company specializing in connecting the products in a retailer’s catalog to actual user shopping intent.

Revenue ex-TAC

Revenue ex-TAC grew 76% in the fourth quarter 2014, or 73% at constant currency, to €96 million, compared with €55 million in the fourth quarter 2013. This year-over-year performance was mainly driven by two factors: increased revenue ex-TAC per client due to the continued roll-out of our enhanced engine and multi-screen solution, and the steady growth in both our client base and our publisher relationships.

For fiscal year 2014, revenue ex-TAC grew 70%, or 72% at constant currency, to €304 million, compared with €179 million in fiscal year 2013.

• In the Americas, revenue ex-TAC in the fourth quarter 2014 grew by 121% over the fourth quarter 2013, or 114% at constant currency, to €33 million. The Americas represented approximately 35% of our global revenue ex-TAC in the fourth quarter 2014.

Americas revenue ex-TAC for fiscal year 2014 grew by 88% over fiscal year 2013, or 91% at constant currency, to €90 million. The Americas represented approximately 30% of our global revenue ex-TAC in fiscal year 2014.

• In EMEA, revenue ex-TAC in the fourth quarter 2014 increased by 58% over the fourth quarter 2013, or 57% at constant currency, to €46 million. EMEA accounted for approximately 48% of our global revenue ex-TAC in the fourth quarter 2014.

EMEA revenue ex-TAC for fiscal year 2014 increased by 59% over fiscal year 2013, or 58% at constant currency, to €155 million. EMEA accounted for approximately 51% of our global revenue ex-TAC in fiscal year 2014.

• Revenue ex-TAC in Asia-Pacific in the fourth quarter 2014 grew by 58% over the comparable quarter in 2013, or 61% at constant currency, to €17 million. Asia-Pacific represented approximately 17% of our global revenue ex-TAC in the fourth quarter 2014.

Asia-Pacific revenue ex-TAC for fiscal year 2014 grew by 73% over fiscal year 2013, or 84% at constant currency, to €59 million. Asia-Pacific represented approximately 19% of our global revenue ex-TAC in fiscal year 2014.

Revenue ex-TAC margin as a percentage of revenue in the fourth quarter 2014 was 41.4%, compared with 40.4% in the fourth quarter 2013.

Revenue ex-TAC margin as a percentage of revenue for fiscal year 2014 was 40.8%, compared with 40.3% in fiscal year 2013.

Adjusted EBITDA and Operating Expenses

Adjusted EBITDA in the fourth quarter 2014 was €32 million, an increase of 120%, or 121% at constant currency, compared with €15 million in the fourth quarter 2013. This year-over-year increase in Adjusted EBITDA is primarily the result of the strong revenue ex-TAC performance in the quarter. In addition, we incurred some additional variable costs driven by the revenue ex-TAC over-performance as well as some exceptional costs primarily related to consulting fees.

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Adjusted EBITDA for fiscal year 2014 was €79 million, an increase of 154%, or 156% at constant currency, compared with €31 million in fiscal year 2013.

Adjusted EBITDA margin as a percentage of revenue in the fourth quarter 2014 was 13.7%, compared with 10.7% in the fourth quarter 2013.

Adjusted EBITDA margin as a percentage of revenue in fiscal year 2014 was 10.7%, a 3.6 percentage points improvement compared with 7.1% in fiscal year 2013.

Operating expenses in the fourth quarter of 2014 were €66 million, an increase of 58% compared with the fourth quarter 2013. Excluding the impact of share-based compensation, pension costs, depreciation and amortization and acquisition-related deferred price consideration, which, taking all exclusions together, we reference as operating expenses on a “Non-IFRS basis”, our operating expenses in the fourth quarter 2014 were €58 million, an increase of 59% compared with the fourth quarter 2013. This increase in operating expenses over the period was principally related to headcount growth across our three main functions – Research & Development, Sales & Operations and General & Administrative – as we continued to scale the whole Criteo organization. In particular, our headcount in Sales & Operations increased by 70% year-over-year in an effort to capture our market opportunity in all geographies, especially in our mid-market organization. We intend to continue to invest significantly in Research & Development and Sales & Operations in fiscal year 2015 to support our current and anticipated future growth.

Operating expenses for fiscal year 2014 were €227 million, an increase of 55% compared with fiscal year 2013. On a Non-IFRS basis, our operating expenses for fiscal year 2014 were €204 million, an increase of 53% compared with fiscal year 2013. Expressed as a percentage of revenue, our Non-IFRS operating expenses for fiscal year 2014 were at 27.4%, a decrease of 2.7 percentage points over the period, driven by the decrease in our Sales & Operations expenses and General & Administrative expenses for fiscal year 2014, by 1.3 percentage points and 0.4 percentage point respectively over the period.

Net Income and Adjusted Net Income

Net income in the fourth quarter 2014 was €18 million, representing a €14 million increase compared with €3 million in the fourth quarter 2013. Net income available to shareholders of Criteo S.A. for the fourth quarter 2014 was €17 million, or €0.275 per diluted share, compared with €3 million, or €0.055 per diluted share, in the fourth quarter 2013.

Net income for fiscal year 2014 was €35 million, representing a €34 million increase compared with €1 million fiscal year 2013. Net income available to shareholders of Criteo S.A. for fiscal year 2014 was €35 million, or €0.548 per diluted share, compared with €1 million, or €0.019 per diluted share, in fiscal year 2013.

Adjusted Net Income for the fourth quarter 2014, or 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, was €23 million, representing a €16 million increase compared with €7 million in the fourth quarter 2013.

Adjusted Net Income for fiscal year 2014 was €53 million, representing a €42 million increase compared with €11 million in fiscal year 2013.

Cash Flow and Cash Position

• Cash flow generated by operating activities in the fourth quarter 2014 increased 223% to €40 million, compared with €12 million in the fourth quarter 2013.

For fiscal year 2014, cash flow generated by operating activities increased 255% to €88 million, compared with €25 million in fiscal year 2013.

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• Free cash flow, defined as cash flow from operating activities less acquisition of intangible assets, property, plant and equipment, net of proceeds from disposal, was €30 million in the fourth quarter 2014, an increase of €25 million, compared with €5 million in the fourth quarter 2013.

Free cash flow for fiscal year 2014 was €52 million, an increase of €49 million, compared with €3 million in fiscal year 2013.

• Total cash, cash equivalents and short-term investments were at €290 million as of December 31, 2014. This represents an increase of €55 million compared with December 31, 2013, primarily the result of €52 million in free cash flow generation over the period and proceeds from capital increases of €24 million, including €16 million in net proceeds from our follow-on equity offering in March 2014. This was offset by the €19 million cash consideration for the acquisitions of Tedemis S.A. and AdQuantic SAS, in February 2014 and April 2014, respectively.

Business Outlook

The following forward-looking statements reflect Criteo’s expectations as of February 18, 2015.

First Quarter 2015 Guidance:

• Revenue ex-TAC for the first quarter ending March 31, 2015 is expected to be between €96 million and €99 million.

• Adjusted EBITDA for the first quarter ending March 31, 2015 is expected to be between €18 million and €21 million, including a €2 million negative impact from the acquisition of DataPop.

Fiscal Year 2015 Guidance:

• Revenue ex-TAC for the fiscal year ending December 31, 2015, is expected to be between €433 million and €440 million.

• Adjusted EBITDA for the fiscal year ending December 31, 2015, is expected to be between €108 million and €115 million, including a €10 million dilutive impact from DataPop in the year.

The above guidance assumes no additional acquisitions are completed during the quarter ending March 31, 2015 and the fiscal year ending December 31, 2015.

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Non-IFRS Financial Measures

This press release and its attachments include the following financial measures defined as non-IFRS financial measures by the U.S. Securities and Exchange Commission (SEC): Revenue ex-TAC, Revenue ex-TAC by region, Adjusted EBITDA, Adjusted Net Income, Free Cash Flow, Non-IFRS Operating Expenses, Revenue ex-TAC margin and Adjusted EBITDA margin. These measures are not calculated in accordance with IFRS.

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 provides 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 income (loss) from operations before interest, 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 the elimination of non-cash compensation expense, pension costs and acquisition-related deferred price consideration in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our core business.

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 not a measure calculated in accordance with IFRS. In particular, we believe that the elimination of share-based compensation expense, amortization of acquisition-related intangible assets and acquisition-related deferred price consideration and the tax impact of these 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 the market generally in understanding and evaluating our results of operations in the same manner as our management and board of directors.

Please refer to 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 geography, Adjusted EBITDA to net income and Adjusted Net Income to net income, the most comparable IFRS measurements. Our use of non-IFRS financial measures has limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our financial results as reported under the International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board. 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 or similarly titled measures but calculate them differently or over different regions, which reduces their usefulness as a comparative measure. Because of these and other limitations, you should consider these measures alongside our other IFRS-based financial performance measures, such as revenue, net income and our other IFRS financial results.

With respect to our expectations under “Business Outlook” above, reconciliation of Revenue ex-TAC and Adjusted EBITDA guidance to the closest corresponding IFRS 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-IFRS 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 stock price. We expect the variability of the above charges to have a significant, and potentially unpredictable, impact on our future IFRS financial results.

These measures may be different than non-IFRS financial measures used by other companies. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with IFRS. Explanations of the Company’s non-IFRS financial measures, and reconciliations of these financial measures to the IFRS financial measures the Company considers most comparable, are included in the accompanying tables below.

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Forward-Looking Statements Disclosure

This press release contains forward-looking statements, including projected financial results for the quarter ending March 31, 2015 and the fiscal year ending December 31, 2015, 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 Registration Statement on Form F-1 filed with the SEC on March 20, 2014, as well as future filings and reports by the Company. 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 will hold a conference call today, February 18, 2015, at 8:00am ET, 2:00pm CET, to discuss Criteo’s operating and financial results for the fourth quarter and fiscal year 2014, as well as other forward-looking information about Criteo’s business.

Conference call details are:

•    US callers:	+1 212 444 0481	Conference ID: 9779609
•    International callers:	+33(0)1 76 77 22 30	Conference ID: 9779609

The conference call will also be webcast simultaneously at http://ir.criteo.com.

About Criteo

Criteo 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 1,300 employees in 23 offices across the Americas, Europe and Asia-Pacific, serving over 7,000 advertisers worldwide with direct relationships with over 9,000 publishers.

For more information, please visit www.criteo.com

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CRITEO S.A.

Consolidated Statement of Income

(Euros in thousands, except per share data)

(unaudited)

	Three Months Ended December 31,							Twelve Months Ended December 31,
	2013		2014		Year-over- year growth			2013		2014		Year-over- year growth
Revenue		135,889		232,796		71.3	%		443,960		745,081		67.8	%
Cost of revenue
Traffic Acquisition cost (TAC)		–81,034		–136,493		68.4	%		–264,952		–441,427		66.6	%
Other cost of revenue		–6,334		–11,054		74.5	%		–21,956		–36,150		64.6	%
Gross Profit		48,521		85,249		75.7	%		157,052		267,504		70.3	%
Research & development expenses		–9,973		–12,191		22.2	%		–32,175		–45,293		40.8	%
Sales & operations expenses		–22,306		–39,668		77.8	%		–82,816		–133,393		61.1	%
General & administrative expenses		–9,273		–13,698		47.7	%		–31,387		–48,788		55.4	%
Total operating expenses		–41,552		–65,557		57.8	%		–146,378		–227,474		55.4	%
Income from operations		6,969		19,692		182.6	%		10,674		40,030		275.0	%
Financial income		–3,269		1,264		–138.7	%		–6,868		8,587		–225.0	%
Income before taxes		3,700		20,956		466.4	%		3,806		48,617		1,177.4	%
Provision for income taxes		–432		–3,313		667.0	%		–2,413		–13,253		449.2	%
Net income (loss)		3,268		17,643		439.9	%		1,393		35,364		2,438.7	%
– Net income (loss) available to shareholders of Criteo SA		3,046		17,256					1,065		34,354
– Net income (loss) available to non-controlling interests		222		387					328		1,010
Net income (loss) allocated to shareholders per share
Basic		0.063		0.293					0.022		0.583
Diluted		0.055		0.275					0.019		0.548
Basic		48,692,148		58,928,563					48,692,148		58,928,563
Diluted		55,174,764		62,645,716					55,174,764		62,645,716

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CRITEO S.A.

Consolidated Statement of Financial Position

(Euros in thousands)

(unaudited)

	December 31,		December 31,
	2013		2014
Goodwill		4,191		22,944
Intangible assets		6,624		10,560
Property, plant and equipment		24,716		43,027
Non-current financial assets		7,627		9,494
Deferred tax assets		4,486		7,113
TOTAL NON-CURRENT ASSETS		47,644		93,138
Trade receivables		87,643		158,633
Current tax assets		8,014		2,883
Other current assets		13,466		20,606
Cash and cash equivalents		234,343		289,784
TOTAL CURRENT ASSETS		343,466		471,906
TOTAL ASSETS		391,110		565,044
Share capital		1,421		1,523
Additional paid-in capital		241,468		265,522
Currency translation reserve		1,384		4,804
Consolidated reserves		19,523		35,302
Retained earnings		1,065		34,354
Equity – attributable to shareholders of Criteo SA		264,861		341,505
Non-controlling interests		213		1,433
TOTAL EQUITY		265,074		342,938
Financial liabilities – non-current portion		6,119		4,543
Retirement benefit obligation		925		1,024
Deferred tax liabilities		303		946
TOTAL NON-CURRENT LIABILITIES		7,347		6,513
Financial liabilities – current portion		5,197		7,631
Bank overdrafts				36
Provisions		830		1,131
Trade payables		75,889		135,400
Current tax liabilities		1,549		7,969
Other current liabilities		35,224		63,426
TOTAL CURRENT LIABILITIES		118,689		215,593
TOTAL LIABILITIES		126,036		222,106
TOTAL EQUITY AND LIABILITIES		391,110		565,044

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CRITEO S.A.

Consolidated Statement of Cash Flows

(Euros in thousands)

(unaudited)

	Three Months Ended				Twelve Months Ended
	December 31,				December 31,
	2013		2014		2013		2014
Net income (loss)		3,268		17,643		1,393		35,364
Non-cash and non-operating items		6,570		16,379		21,558		53,934
– Amortization and provisions		3,762		7,662		12,195		25,148
– Share-based payment expense		2,332		4,840		6,876		14,778
– Net gain or loss on disposal of non-current assets		34		110		45		106
– Interest paid		2		5		9		17
– Non-cash financial income and expenses		8		449		20		632
– Change in deferred taxes		–2,431		–4,573		–3,697		–4,007
– Income tax for the period		2,863		7,886		6,110		17,260
Changes in working capital related to operating activities		3,842		12,217		12,965		3,479
– (Increase) / decrease in trade receivables		–16,325		–26,812		–31,433		–63,064
– Increase / (decrease) in trade payables		12,393		28,521		33,704		53,039
– (Increase) / decrease in other current assets		4,839		640		–5,560		–5,946
– Increase / (decrease) in other current liabilities		2,935		9,868		16,254		19,450
Income taxes paid		–1,425		–6,684		–11,211		–5,142
CASH FROM OPERATING ACTIVITIES		12,255		39,555		24,705		87,635
Acquisition of intangible assets, property, plant and equipment		–7,187		–9,993		–22,003		–35,389
Proceeds from disposal of intangible assets, property, plant and equipment		20		–10		90		40
FREE CASH FLOW		5,088		29,552		2,792		52,286
Investments		–129		0		–5,414		–18,775
Change in other non-current financial assets		–35		–521		–806		–1,728
CASH USED FOR INVESTING ACTIVITIES		–7,331		–10,524		–28,133		–55,852
Issuance of long-term borrowings		0		1,189		8,000		4,243
Repayment of borrowings		–1,192		–1,196		–3,450		–4,902
Interests paid		–2		–5		–9		–17
Proceeds from capital increase		191,725		3,730		192,175		23,854
Change in other financial liabilities		0		48		0		205
CASH FROM (USED FOR) FINANCING ACTIVITIES		190,531		3,766		196,716		23,383
CHANGE IN NET CASH & CASH EQUIVALENTS		195,455		32,797		193,288		55,166
Net cash & cash equivalents at beginning of period		39,838		256,719		43,262		234,342
Effect of exchange rates changes on cash and cash equivalents		–951		232		–2,208		240
Net cash & cash equivalents at end of period		234,342		289,748		234,342		289,748

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CRITEO S.A.

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

(Euros in thousands)

(unaudited)

		Three Months Ended December 31,											Twelve Months Ended December 31,
	Region	2013		2014		Year- over- year growth			Year- over- year growth at constant currency			Region	2013		2014		Year- over- year growth			Year- over- year growth at constant currency
Revenue	Americas		38,660		85,598		121.4	%		113.8	%	Americas		123,004		228,773		86.0	%		88.8	%
	EMEA		70,291		104,480		48.6	%		47.4	%	EMEA		237,800		366,404		54.1	%		53.1	%
	Asia-Pacific		26,937		42,718		58.6	%		62.6	%	Asia-Pacific		83,155		149,904		80.3	%		92.1	%
	Total		135,889		232,796		71.3	%		69.3	%	Total		443,960		745,081		67.8	%		70.3	%
Traffic acquisition costs	Americas		–23,552		–52,167		121.5	%		114.0	%	Americas		–75,306		–138,910		84.5	%		87.3	%
	EMEA		–41,235		–58,449		41.7	%		40.5	%	EMEA		–140,416		–211,287		50.5	%		49.5	%
	Asia-Pacific		–16,247		–25,877		59.3	%		63.8	%	Asia-Pacific		–49,230		–91,230		85.3	%		98.0	%
	Total		–81,034		–136,493		68.4	%		66.6	%	Total		–264,952		–441,427		66.6	%		69.3	%
Revenue ex-TAC	Americas		15,108		33,432		121.3	%		113.5	%	Americas		47,698		89,863		88.4	%		91.2	%
	EMEA		29,057		46,030		58.4	%		57.2	%	EMEA		97,385		155,117		59.3	%		58.2	%
	Asia-Pacific		10,690		16,841		57.5	%		60.8	%	Asia-Pacific		33,925		58,674		72.9	%		83.6	%
	Total		54,855		96,303		75.6	%		73.4	%	Total		179,008		303,654		69.6	%		71.8	%

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CRITEO S.A.

Reconciliation of Adjusted EBITDA to Net Income

(Euros in thousands)

(unaudited)

	Three Months Ended December 31,				Twelve Months Ended December 31,
	2013		2014		2013		2014
Reconciliation of Adjusted EBITDA to Net income
Net income (loss)		3,268		17,643		1,393		35,364
Adjustments:
Financial (income) expense		3,269		–1,264		6,868		–8,587
Provision for income taxes		433		3,313		2,413		13,253
Share-based compensation expense		2,332		4,840		6,876		14,778
Research and development		581		700		2,049		2,776
Sales and operations		1,292		2,814		2,801		9,267
General and administrative		460		1,326		2,026		2,735
Service cost-pension		43		94		281		371
Research and development		17		31		109		126
Sales and operations		21		36		105		141
General and administrative		5		27		67		104
Depreciation and amortization expense		3,899		7,131		11,119		23,532
Cost of revenue		2,696		5,008		7,847		16,176
Research and development		518		1,009		915		3,731
Sales and operations		523		854		1,792		2,762
General and administrative		162		260		566		863
Acquisition-related deferred price consideration		1,261		97		2,363		716
Research and development		1,261		97		2,363		716
Sales and operations		—		—		—		—
General and administrative		—		—		—		—
Total net adjustments		11,237		14,211		29,920		44,063
Adjusted EBITDA		14,505		31,854		31,313		79,427

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CRITEO S.A.

Detailed Information on Selected Items

(Euros in thousands)

(unaudited)

	Three Months Ended December 31,				Twelve Months Ended December 31,
	2013		2014		2013		2014
Share-Based Compensation Expense
Research and development		581		700		2,049		2,776
Sales and operations		1,292		2,814		2,801		9,267
General and administrative		460		1,326		2,026		2,735
Total Share-Based Compensation Expense		2,332		4,840		6,876		14,778
Pension costs
Research and development		17		31		109		126
Sales and operations		21		36		105		141
General and administrative		5		27		67		104
Total Pension costs		43		94		281		371
Depreciation and Amortization Expense
Cost of revenue		2,696		5,008		7,847		16,176
Research and development		518		1,009		915		3,731
Sales and operations		523		854		1,792		2,762
General and administrative		162		260		566		863
Total Depreciation and Amortization Expense		3,899		7,131		11,119		23,533
Acquisition-related deferred price consideration
Research and development		1,261		97		2,363		716
Sales and operations		—		—		—		—
General and administrative		—		—		—		—
Total Acquisition-related deferred price consideration		1,261		97		2,363		716

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CRITEO S.A.

Reconciliation of Adjusted Net Income to Net Income

(Euros in thousands)

(unaudited)

	Three Months Ended December 31,				Twelve Months Ended December 31,
	2013		2014		2013		2014
Net income (loss)		3,268		17,643		1,393		35,364
Adjustments:
Share-based compensation expense		2,332		4,840		6,876		14,778
Amortization of acquisition-related intangible assets		350		840		350		2,942
Acquisition-related deferred price consideration		1,261		97		2,363		716
Tax impact of the above adjustments		–73		–31		–73		–379
Total net adjustments		3,870		5,746		9,516		18,057
Adjusted net income (loss)		7,138		23,389		10,909		53,421

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CRITEO S.A.

Constant Currency Reconciliation

(Euros in thousands)

(unaudited)

	Three Months Ended December 31,									Twelve Months Ended December 31,
	2013			2014			Year- over- year growth			2013			2014			Year- over- year growth
Revenue as reported		135,889			232,796			71.3	%		443,960			745,081			67.8	%
Conversion impact euro/other currencies		—			–2,700						—			10,906
Revenue at constant currency		135,889			230,096			69.3	%		443,960			755,987			70.3	%
Traffic acquisition costs as reported		81,034			136,493			68.4	%		264,952			441,427			66.6	%
Conversion impact euro/other currencies		—			–1,526						—			7,053
Traffic acquisition costs at constant currency		81,034			134,967			66.6	%		264,952			448,480			69.3	%
Revenue ex-TAC as reported		54,855			96,303			75.6	%		179,008			303,654			69.6	%
Conversion impact euro/other currencies		—			–1,173						—			3,853
Revenue ex-TAC at constant currency		54,855			95,130			73.4	%		179,008			307,507			71.8	%
Revenue ex-TAC/Revenue as reported		40.4	%		41.4	%					40.3	%		40.8	%
Other cost of revenue as reported		6,335			11,054			74.5	%		21,956			36,150			64.6	%
Conversion impact euro/other currencies		—			–374						—			268
Other cost of revenue at constant currency		6,335			10,680			68.6	%		21,956			36,418			65.9	%
Adjusted EBITDA		14,504			31,854			119.6	%		31,313			79,427			153.7	%
Conversion impact euro/other currencies		—			165									603
Adjusted EBITDA at constant currency		14,504			32,019			120.8	%		31,313			80,030			155.6	%

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CRITEO S.A.

Information on share count

(unaudited)

	At December 31,
	2013		2014
Shares outstanding as at January 1,		47,123,017		56,856,070
Weighted average number of shares issued during the period		1,569,131		2,072,493
Basic number of shares – Basic EPS basis		48,692,148		58,928,563
Dilutive effect of share options, warrants, employee warrants – Treasury method		6,482,616		3,717,153
Diluted number of shares – Diluted EPS basis		55,174,764		62,645,716
Shares outstanding as at December 31,		56,856,070		60,902,695
Total dilutive effect of share options, warrants, employee warrants		9,060,459		7,555,249
Fully diluted shares as at December 31,		65,916,529		68,457,944

CRITEO S.A.

Supplemental Financial Information and Operating Metrics

(unaudited)

	Q1 2013		Q2 2013		Q3 2013		Q4 2013		Q1 2014		Q2 2014		Q3 2014		Q4 2014		YoY Change			QoQ Change
Clients		3,811		4,274		4,631		5,072		5,567		6,131		6,581		7,190		41.8	%		9.3	%
Revenue (‘000 euros)		94,862		99,400		113,811		135,889		152,520		165,317		194,449		232,796		71.3	%		19.7	%
Americas		25,025		28,846		30,473		38,660		37,630		46,942		58,602		85,598		121.4	%		46.1	%
EMEA		54,434		53,348		59,732		70,291		83,853		84,187		93,885		104,480		48.6	%		11.3	%
APAC		15,403		17,206		23,606		26,937		31,037		34,187		41,962		42,718		58.6	%		1.8	%
Revenue ex-TAC (‘000 euros)		37,306		40,032		46,815		54,855		62,733		67,022		77,596		96,303		75.6	%		24.1	%
Americas		9,570		11,124		11,896		15,108		14,725		18,600		23,106		33,432		121.3	%		44.7	%
EMEA		21,163		21,807		25,358		29,057		35,320		35,101		38,666		46,030		58.4	%		19.0	%
APAC		6,573		7,101		9,561		10,690		12,688		13,321		15,824		16,841		57.5	%		6.4	%
Cash flow from operating activities (‘000 euros)		4,585		4,134		3,731		12,255		11,437		11,162		25,481		39,555		222.8	%		55.2	%
Capital expenditures (‘000 euros)		2,489		6,590		5,737		7,187		3,781		10,459		11,156		9,993		39.0	%		–10.4	%
Net Cash Position (‘000 euros)		43,876		47,893		39,839		234,343		241,785		242,895		256,719		289,748		23.6	%		12.9	%
Days Sales Outstanding (days – end of month)		58.1		56.7		55.6		53.5		53.8		57.1		56.6		54.7		2.3	%		–3.4	%

Contacts

Criteo Investor Relations	Criteo Public Relations
Edouard Lassalle, Head of IR e.lassalle@criteo.com Friederike Edelmann, Senior IR Manager f.edelmann@criteo.com	Emma Ferns, Global PR director e.ferns@criteo.com

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