CRTO: Criteo 10-Q: Merger pending subject to shareholder approval
Criteo Q3 10-Q filed; pending merger needs shareholder approval and may be abandoned or delayed, with U.S. holder tax exposure.
What this filing says
Criteo filed its quarterly report for the period ended September 30, 2026, which describes a proposed merger that has not yet been completed. Completion depends on conditions including shareholder approval, and the company says there is no assurance they will be met or that the merger will close. Shareholders may also face U.S. federal income tax consequences depending on their holdings.
Key figures
- Ordinary shares outstanding
- 49,214,439 shares
- Tax threshold for U.S. holders
- $50,000
- Tax threshold for exemption
- less than $50,000
Negative for shareholders
- The merger may not be completed, and the company may abandon or delay it.
- Holders of $50,000 or more in shares may recognize taxable gain on the merger.
Written by Quantisnow AI from this filing. Not financial advice.
Key terms
- Contribution ex-TAC:
- A profit measure similar to gross profit, calculated as revenue minus traffic acquisition costs.
- Adjusted EBITDA:
- Earnings before interest, taxes, depreciation and amortization, further adjusted for items the company considers non-recurring or non-cash.
- 10% U.S. Holder:
- A U.S. shareholder who owns at least 10% of the company's voting or equity interests, subject to different tax rules.
FAQ
What is the status of the Criteo merger?
The merger is conditional on several items, including shareholder approval, and the filing gives no assurance it will be completed.
Could Criteo shareholders owe U.S. taxes from the merger?
U.S. holders with Ordinary Shares worth $50,000 or more who are not 10% U.S. Holders would generally recognize gain on the merger, while smaller holders generally would not.
Historical context for CRTO
Across the 25 sessions after earlier CRTO headlines, the stock closed higher 14 times and lower 11 times, with a median move of 2.7% in either direction. This shows timing only: many things move a stock in a session, and these figures do not show that any headline caused a move.
| Session | Earlier headline | CRTO | SPY |
|---|---|---|---|
| Nov 4, 2026 | Criteo Expands Performance CTV Capabilities Across Global Marketsand 1 other headline that session | +3.1% | +1.7% |
| Oct 29, 2026 | CRITEO APPOINTS JIANCHANG "JC" MAO TO ITS BOARD OF DIRECTORS | +3.0% | -0.4% |
| Oct 21, 2026 | CRITEO TO ANNOUNCE THIRD QUARTER 2026 FINANCIAL RESULTS ON NOVEMBER 4, 2026 | -2.9% | +0.5% |
| Oct 5, 2026 | Criteo SSP Recognized by Frost & Sullivan for Commerce Media Innovation | -1.6% | +0.7% |
| Sep 16, 2026 | Criteo Expands Regional Reach Through New Reseller Partnership with Tyroo | +0.1% | -0.4% |
| Aug 25, 2026 | CRITEO TO PRESENT AT THE CITI 2026 GLOBAL TMT CONFERENCE ON SEPTEMBER 8, 2026 | +1.2% | +0.3% |
Keep researching CRTO
- CRTO financial statementsRevenue, profit, cash flow and balance sheet from Criteo S.A.'s SEC filings.
- What is Form 10-Q?The quarterly report US public companies file with the SEC for each of the first three fiscal quarters, with unaudited financial statements and MD&A.
- Form 10-K vs 10-QThe difference between a 10-K and a 10-Q: what each report contains, filing deadlines by company size, audited vs reviewed financials, and which sections to read first.
- CRTO insider tradesEvery buy and sale reported by Criteo S.A. officers, directors and large holders.
- CRTO earnings historyPast Criteo S.A. earnings releases, newest first.
- Market cap
- 30-day
- Sector
- Consumer Discretionary
- Industry
- Advertising
- Listed since
- 2013
Follow CRTO and get a push notification the moment its next story breaks.