Criteo S.A. Redomiciles to Luxembourg for Enhanced Operations and Shareholder Value

Criteo S.A. Streamlines Operations with Strategic Redomiciliation to Luxembourg

Criteo S.A., a global leader in the commerce ecosystem, announces a significant strategic move to redomicile from France to Luxembourg, aiming for completion in the third quarter of 2026. This transition will replace Criteo's current American Depositary Shares (ADS) structure with a direct listing of ordinary shares on the Nasdaq. The decision seeks to simplify the company's corporate structure and enhance capital management flexibility while maintaining its commitment to innovation and investment in France, particularly in the burgeoning fields of technology and artificial intelligence (AI).

Frederik van der Kooi, Chairperson of the Board, articulates that the redomiciliation is designed to unlock sustainable shareholder value in response to evolving dynamics in the U.S. equity markets since Criteo's initial public offering. He emphasizes that this strategic action could mitigate structural complexities and enhance share repurchase flexibility, positioning Criteo for potential inclusion in key U.S. stock indices. This inclusion would open doors to substantial passive investment capital, further solidifying Criteo's financial foundation. The company's ability to adapt to market changes while maintaining strong ties to its French roots reflects its commitment to both operational excellence and stakeholder interests.

Chief Executive Officer Michael Komasinski reiterates that this initiative aligns with shareholder perspectives and aims to maximize value while sustaining Criteo's deep connections within the French technology ecosystem. The expected advantages of the redomiciliation include a broader eligibility for major U.S. stock indices, which could expand the company’s shareholder base. Criteo’s AI Lab, along with its Paris-based teams, will continue to spearhead innovations in AI-powered commerce, ensuring that the company is well-positioned for long-term global success. This strategic pivot not only signals a new chapter for Criteo but also reinforces its role as a key player in the evolving landscape of digital commerce.

In tandem with this pivotal change, Criteo also appoints Edouard Dinichert as its Chief Customer Officer, effective December 1, 2025. Dinichert, based in New York City, will oversee global sales and operations for the Performance Media division, focusing on driving growth and client success. With over 20 years of industry experience, including significant roles at TripleLift and Amazon, Dinichert's leadership is anticipated to bolster Criteo's performance-led innovation further.

This strategic appointment complements the company's broader initiative of enhancing its operational framework, as Criteo continues to solidify its presence in the performance media landscape. Dinichert's expertise is expected to catalyze the next phase of growth, reinforcing Criteo’s commitment to delivering measurable performance and fostering strong partnerships within the industry.