Investor Presentation

April/May 2019

Criteo 101

2 •2 •

This presentation contains “forward-looking” statements that are based on our management’s beliefs and assumptions and on information currently available to management. Forward-looking statements include information concerning our possible or assumedfuture results of operations, business strategies, financing plans, projections, competitive position, industry environment, potential growth opportunities, potential market opportunities and the effects of competition and other actions by our counterparties.

Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “anticipates,” “believes,” “could,” “seeks,” “estimates,” “intends,” “may,” “plans,” “potential,” “predicts,” “projects,” “should,” “will,” “would” or similar expressions and the negatives of those terms. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements represent our management’s beliefs and assumptions only as of the date of this presentation, and nothing in this presentation should be regarded as a representation by any person that these beliefs or assumptions will take place or occur. You should read the Company’s most recent Annual Report on Form 10-K filed on March 1, 2019, including the Risk Factors set forth therein and the exhibits thereto, as well as future filings and reports by the Company, completely and with the understanding that our actual future results may be materially different from what we expect. Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasonsactual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future.

This presentation includes certain non-GAAP financial measures as defined by SEC rules. As required by Regulation G, we have provided a reconciliation of those measures to the most directly comparable GAAP measures, which is available in the Appendix slides.

Safe harbor statement

3 •3 •

Stock information and key financials

Ticker: CRTO

Stock Exchange: NASDAQ Global Market

CUSIP: 226718104

Shares Issued1: 66.1M

Stock Ownership2:

1 As of March 31, 20182 On a fully-diluted basis, as of March 31, 2018, based on 72.5 M fully diluted shares. 3 At constant currency

2018 Financials

• Revenue: $2,300M, (1%) at cc3

• Revenue ex-TAC: $966M, +2% at cc

• Adjusted EBITDA: $321M, +0% at cc

• Adj. EBITDA margin: 33% of Revenue ex-TAC

• Free Cash Flow: $135M, 42% of adj. EBITDA

Free float84.3%

Founders, NEOs,

Management & Employees

15.0%

Idinvest & Yahoo! Japan0.8%

Core solution91%

New solutions9%

Q1 2019 Revenue ex-TAC breakdown

4 •

A global company with scale

Criteo IDs

Clients

Countries

Sales transactions analyzed in LTM

Ads served in 2018

Criteos in R&D, tech & business intelligence

Employees

Offices worldwide

5 •5 •

Management team

Jean-Baptiste RudelleExecutive Chairman and Co-Founder, 48K-Mobile, Lucent,Roland Berger

Dan TeodosiuChief Technology Officer, 51Google, Microsoft, Hewlett-Packard

Mollie SpilmanChief Operating Officer, 50Millenial Media, Yahoo!, Advertising.com,Time Warner

Benoit FouillandChief Financial Officer, 53SAP, Business Objects

Ryan DamonEVP, General Counsel, 45Riverbed Technology, Charles Schwab, Gunderson Dettmer

Denis Collin EVP, People and Chief of Staff, 50Alcatel,Nokia,IBM

Isabelle Leung-TackVP, Global Communications, 45 Huawei,Microsoft

6 •6 •

Data Technology Scale Openness

Solutions built on key assets

7 •7 •

Our business model has strong attributes

Differentiated in Marketing

Attractive Direct

Sticky Open budgets

1 On average over the last four quarters through Q1 20192 Last twelve months to Q1 2019; Criteo Marketing Solutions3 Quarterly retention rate for all solutions combined – close to 90% for 36 consecutive quarters4 On average over the last four quarters through Q1 2019; Criteo Marketing Solutions. Represents uncapped budgets of our clients, which are either contractually uncapped or so large that the budget constraint does not restrict ad buys

>70%Direct relationships

with clients2

211Net client additions

per quarter1

~90%Client retention rate3

74%Of Revenue ex-TAC from

uncapped budgets4

Market & Trends

9 •9 •

Digital advertising’s share of global ad budgets continues to grow

Source: Zenith Advertising Expenditures Forecast

40%

50%

2018 2020

10 •10 •

Digital ad spend has long overtaken TV ad spend

2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022

$0B

$300B

TV

Digital

Source: MAGNA | Data for 2017 and beyond are forecasts – Created with Datawrapper

11 •11 •

Paid Display is the #1 Ad Spend category globally

Source: Criteo & Euromonitor, State of Ad Tech 2019

16%

14%

13%

10%10%

9%

9%

9%

9%

Marketing Budget Allocation by Activities, N=901

Paid Display

Social Media Marketing

Traditional Marketing (1)

Email Marketing

Content Marketing

SEO (2)

Search Advertising (PPC)

Landing Page/Website

Affiliate Marketing

(1) Print, Direct Mail, TV, Radio Ads

(2) Search Engine Optimization

12 •12 •

Northern Europe and Japan are mobile leaders.Mobile marches on

Source: Criteo, Q2 2018. Base: sales weighted aggregate, Apps excluded (see Methodology).

New Zealand 44%

Austria 44%

Switzerland 43%

Brazil 43%

Taiwan 42%

Italy 41%

United States 39%

France 39%

Belgium 38%

Canada 33%

Poland 33%

Russia 30%

Sweden 60%

Norway 57%

United Kingdom 55%

Japan 55%

Denmark 51%

Germany 50%

Finland 49%

Netherlands 49%

Spain 48%

South Korea 47%

Turkey 46%

Australia 46%

13 •13 •

The open Internet offers significant opportunity

Digital Ad Spend

Based on Nielsen US DCR trends, eMarketer, ExchangeWire, IDC

30% 70%

Time Spent

50% 50%

Open Internet Google/Facebook

Vision

15 •15 •

To be the leading advertising platform for the open internet

O U R V I S I O N :

16 •16 •

The open Internet offers multiple benefits to advertisers & publishers

Choice

Advertisers and publishers choose which partners to

work with and how

Neutrality

We have no conflicting

interests with advertisers and

publishers

Transparency

Advertisers and publishers

determine how to measure success

Controlof data

Advertisers and publishers keep control of their

own data

17 •17 •

Performance

Automation

Control

Demand

Relevance

Transparency

PublishersAdvertisers

Consumers

Our open internet vision delivers benefits for all

Experience

Consent

$800B+Annual

ecommercesales

19,000+Advertisers

3,700+Publishers

connected to Criteo Direct

Bidder

1.5B+Criteo IDs

Incl. 1,000+

Brands

And

350+Apps

Criteo Platform

19 •19 •

Criteo Platform delivers advertising and monetization opportunities

Awareness

Consideration

Conversion

Retail MediaMarketing Solutions

Supply-sideAdvertising Technology

RetailersAdvertisers

Criteo Platform

Web App Store

Brands

Buy-sideAdvertisingTechnology

Campaigns

Campaigns

Campaigns

20 •20 •

Fueled by a unique commerce data set and powered by AI

Awareness

Consideration

Conversion

Marketing Solutions

Advertisers

Shopper Graph

1Dynamic Creative Optimization+

AI EngineLookalike Finder Product Recommendations

1DCO+ Predictive Bidding

Web App Store

120+Intent signals/shopper

1.5B+Criteo IDs

4.5B+Products

$800B+eCommerce Sales

Supply-sideAdvertising Technology

Buy-sideAdvertisingTechnology

Retail Media

Retailers Brands

Campaigns

Campaigns

Campaigns

21 •21 •

Full-funnel capability addressing the entire customer journeyCriteo Marketing Solutions

Awareness

Marketing Goals

Consideration Conversion

Ad Objectives

Optimization

Get people to consider yourproducts or services

Encourage interested people to purchase

Generate interest in yourproducts or services

Reach

Views

Traffic: Web, App

App Installs

Conversion: Web, App

Store Conversions

Visits

InstallsConversions

Brand Awareness

Video Views

22 •22 •

Objectives and Campaign Types replace CDR, CCA, CAM, and ManageCriteo Marketing Solutions

CONSIDERATION

CONVERSION

Criteo Marketing SolutionsMarketing Goals Ad Objective Campaign examples

Dynamic Retargeting

Customer Acquisition

Audience Match Manage*

App Traffic

Web Traffic

App Installs

Web Conversions

App Conversions

Web traffic campaign for new customers, visitors or existing customers

App traffic campaign for app users or existing customers

App Installs campaign for existing web visitors or new users

Web conversion campaign for new customers, visitors or existing customers

App conversion campaigns for app users or existing customers

*Acquired in November 2018

23 •23 •

Technology for retailer and brand marketers to achieve their objectives

Criteo Retail Media

Supply-side Advertising Technology

Awareness Consideration Conversion

Buy-side Advertising Technology

SargentoSwiss

Cheese Slices$3.79

DEMAND

SUPPLY

Standard Commerce Display Sponsored Products

Flexible range of targeting and creative options

RETAILERS‘Monetization’

BRANDS & AGENCIES‘Sales Attribution’

24 •24 •

A self-service, API and managed services solution purpose-built for retailCriteo Retail Media

CONSIDERATION

CONVERSION

Criteo Retail MediaMarketing Goals Ad Objective Campaign examples

Sponsored Products

Sponsored Products Extension

Reseller Program

Commerce Display

(Storetail)

Web Traffic

Web Conversions

Web traffic campaign for new customers, visitors or existing customers

Web conversion campaign for new customers, visitors or existing customers

Audience Extension

ONSITE OFFSITE

ONSITE

OFFSITE

OFFSITE

Onsite = on a retailer’s site | Offsite = on a publisher’s site

Criteo Shopper Graph

26 •

A unified understanding of a shopper’s online journey and real-time intent dataCriteo Shopper Graph: the world’s largest shopper data set

Three trusted data collectives

OpenTwo-way exchange of data where the benefits always outweigh the contribution

TransparentGranular data sharing

SecureData privacy by design

FairClear and permission-based usage

Designed using our guiding principles

27 •

Identity Graph: matching of identifiers cross device, same device, and online/offline

Criteo’s advantages• ~75% of clients participate

• 1.5B+ Criteo IDs

• Global coverage

• +10% average uplift

Open, transparent, secure, fair• Encrypted and double-hashed personal

identifiable information (PII)

• Access at no additional cost

Participation• Opt-in by sending hashed identifiers

via OneTag or App Events SDK

28 •

Interest Map: anonymized shopper interest across products

Criteo’s advantages• Access to 4.5B+ products

• Large consumer reach worldwide

• Understand performance of product attributes

• 120+ shopping intent signals evaluated per shopper

• 21B product interactions per month

• 600TB daily shopper data

Open, transparent, secure, fair• Data isolated unless opt-in

• All data anonymized

• No free riders

• Contribution capped at 15% of pool

• Access at no additional cost

Participation• Opt-in to share anonymized data

• Opt-out to use client data only

29 •

Measurement Network: conversion and sales across retailers

Criteo’s advantages• SKU-level sales attribution for

brands across retailers

• Deterministic measurement

• Nearly 100 participating retailers

• $800B+ annual ecommerce sales

Open, transparent, secure, fair• All retailer data anonymized

Participation• When clients work with us, data within

and across retailers is aggregated

AI Engine

31 •31 •

Shopper-level optimization to drive CTR, CR, Order Value, or Product Margin

Proven machine-learning technology

> 20,000 tests/yearrun on new performance algorithms and variables

AI Engine

Lookalike Finder

Product Recommendation

Dynamic Creative

Optimization+

Predictive Bidding

32 •32 •

Lookalike Finder algorithms create relevant audiences

Dedicated campaign

Creation of a similar audience

Audience previously targeted or exposed to a specific category of products or services

Consumers likely to be interested in and engage

33 •33 •

Leveraging the power of our shopper graph and world-class algorithmsOffering shoppers the best product discovery experience

Campaign goal

Visitor’s site navigation

Recency and frequency of activity

Product type, price, and category

Most viewed products on retailer’s site

And much more...

The Criteo Engine recommends products based on:

Productswe show John

John browses“Bomber Jacket”on Uniqlo’s site

Product recommendations

34 •34 •

Enabling faster roll-out of Awareness and Consideration solutionsWe have a best-in-class Creative Studio

Creative studio

35 •35 •

Addressing full-funnel marketing goalsNew DCO+ delivers flexible creative formats in real time

Dynamic creativeDynamic Brand creative

Banner Formats

Brand creative

AWARENESS CONSIDERATION CONVERSION

Brand & Product focus Product focusBrand focus

36 •36 •

Our Predictive Bidding algorithms are industry-leading

The right bid for the right ad placement at the right time

User context Publisher interactionProduct behavior

Predictive bidding

Second-price bidder optimizationStandard bidder First-price bidder optimization

37 •37 •

We have immense computational power for real-time processing

SunnyvaleCA

DallasTX

AshburnVA

Paris (x2)

Amsterdam (x2)

Hong Kong

Tokyo

~36,000 servers9 data centers

Data center locations

2 Hadoop clusters3,350 servers

240K terabytes storage capacity530 terabytes of random-access memory

38 •38 •

A privacy by design approach since day 1:

data minimization approach

Trust requires transparency and control (Adchoiceicon, cross device

optout)

A European player with clear track

record in privacy

Criteo AI Engine: Where Artificial Intelligence meets privacy

CPM/CPC model: an incentive to present

relevant ads

Client Management Center

40 •40 •

We provide enhanced self-service capabilities

Integrated and modular customer platformproviding control, visibility and detailed transparency on campaigns

Client sign-up & onboarding

Autonomous, fast onboarding

Accelerated midmarket client additions

Campaign Management

More control for clients and agencies

Productivity & retention

Analytics &Insights

More transparency and insights for clients

Productivity & retention

41 •41 •

Self-service, API and managed service delivery optionsWe offer a modular, flexible and progressively open platform

Supply

IntegrationsEvent CollectionBilling

Objective

Coupons

Audiences Creatives

Catalogs

APIsUser Interfaces

Criteo Platform

Campaigns

Self-

serv

ice

tool

s

42 •42 •

43 •43 •

Benefiting from Criteo’s unique commerce audience dataTargeting the right users with new audience creation options

Users Visitors or Existing customersNew customersNew customers

•Web visitors or app users•Customer contact lists•Offline buyers•Platform audiences

Marketing Goals Awareness

Consideration

-

Awareness

Consideration

Conversion

-

Consideration

Conversion

Custom AudiencesSimilar AudiencesCommerce AudiencesAudiences

•Similar to your recent web and app users using Lookalike Finder AI technology

•Choose from 140+ product interest categories within our Shopper Graph commerce data set

44 •44 •

45 •45 •

46 •46 •

Solutions

Criteo Marketing Solutions

49 •49 •

Criteo Dynamic RetargetingCriteo Marketing Solutions

Revenue model• Revenue = Clicks x CPC

• Traffic Acquisition Cost (TAC) = CPM x impressions

• Revenue ex TAC = Revenues – TAC

• Revenue ex-TAC margin: Approx. 40%

What it does• Connect across web, mobile, app, social, and video using 120 intent signals

• Optimize with continuous machine-learning against business objectives

• Increase mobile app engagement

Benefits• Bring shoppers back to buy to drive more sales and increase profitability

• Gain access to the best inventory

• Engage shoppers by delivering the right ad at the right price and device with personalized product recommendations and 17 trillion ad set variations

50 •50 •

Criteo Customer AcquisitionCriteo Marketing Solutions

What it does• Targets highly relevant shoppers using historic shopping and browsing events from

Criteo’s identity graph

• Reaches relevant new customers with user-centric personalized product recommendations

• Only qualifies relevant shoppers, based on Criteo’s interest map, based on your optimal

customer using unique, shopper-scoring techniques

Benefits• Generate significant new revenue from relevant new customers

• Discover new customers across a pool that covers 72% of the world’s online

shoppers

• Drive maximum ROI with the industry’s only performance-based acquisition model

Pricing

• CPC | CPM*

*tentative

51 •51 •

Criteo Audience MatchCriteo Marketing Solutions

What it does• Identify audience and campaign objective

• Pass the audience list to be targeted

• Match audience with Criteo’s identity graph with 4B+ global device IDs

• Deliver personalized ads to drive engaged traffic to the advertiser’s website

Benefits• Boost sales by re-engaging existing

shoppers

• Bring qualified traffic back to the advertiser’s website

• Capitalize on market leading match rate of up to 60%

Use cases

Offline to onlineOfflineBuyers

Card Holders

LoyaltyAudiences that may soon churn

SeasonalSeasonalBuyers

Top SellersLapsed

Shoppers

UpsellBundleOffer

UpgradeAudiences likely

to upgrade

*tentative

Pricing

• CPC | CPM*

52 •52 •

ManageCriteo Marketing Solutions

Creative Formats & Supply• Primarily use/edit existing advertiser formats

• Single resource dedicated to CS

• ~40% video

• 100% RTB supply

Pricing

• Sell on a CPI*, optimize to CPA**

• Ability to sell on CPC or CPM for brand campaigns

* Cost per Install** Cost per Action

Criteo Retail Media

54 •54 •

Sponsored ProductsCriteo Retail Media

DYSON SUPERSONIC HAIR DRYER, FUCHSIA/IRON259,99 €

BenefitsOffer brands native product recommendation

based placements that increase conversion

personalized recommendations based on shopper’s unique journey

BudgetTrade and Performance

Pricing

CPC

55 •55 •

398,25 €

DYSON Aspirateurbalai DYSON V7

Animal

Sponsored Products ExtensionCriteo Retail Media

BenefitsEnable brands to retarget customers with relevant

product recommendations across Criteo’s

premium publisher network

personalized recommendations based on shopper’s unique journey

BudgetTrade and Performance

Pricing

CPC

56 •56 •

Benefits for sellers on the

Marketplace• Access best-in-class, commerce marketing technology

• Drive incremental, high-quality traffic and more sales

• Activate campaigns immediately – no integration required

Benefits for Marketplaces• Unlock new revenue by reselling Criteo Dynamic Retargeting

• Boost overall Gross Merchandise Value (GMV)

• Increase merchant loyalty with proven technology for sales growth

Criteo Retail MediaCriteo Reseller Program

57 •57 •

DYSON SUPERSONIC HAIR DRYER, FUCHSIA/IRON259,99 €

Commerce DisplayCriteo Retail Media

BenefitsEnable brands to increase consideration and

conversion with ecommerce display

placements, including guaranteed inventory

dynamic ecommerce features based on product catalog, availability, and other factors

BudgetShopper Marketing and National Media

Pricing

CPM

58 •58 •

Audience ExtensionCriteo Retail Media

DISCOVER

branded, standard display

BenefitsEnable brands to build shopper audience

segments and target them across Criteo’s

premium publisher network

BudgetNational Media

Pricing

CPM

Clients & Go-to-market approach

60 •60 •

A large opportunity to win new clients

<25%Midmarket penetration~50%

Large Clients penetration

~60,000 addressable clients worldwide in Retail, Travel and Classifieds

(excluding brands)

61 •61 •

Direct relationships with many premium commerce and brand clients

62 •62 •

A go-to-market approach to best serve our clients at scale

A$200K+

B

$50K+

D

$10K+

E

$5K+

F

<$5K

C

$20K+

Large Clients

Upper Mid-Market

Lower Mid-Market

Monthly ad spend

Highly customized service and proactive insights/proposals

Efficient, high quality, scalable and automated serviceto the highest number of clients

Client tiering

Objectives • Adapt sales organization to a multi-solution offering

• Provide the right level of service to each client segment

• Scale operations and enhance profitability

Consultative sales Telesales Self-service platform

1

2

3

63 •63 •

We are working to sell our new solutions in a more scalable way

1. Accelerate sales growth of new solutions

• Adapt Sales & Operations organization• Hire more sales specialists• Increase training of sales teams

Early 2020

2. Accelerate demand-generation programs for midmarket

• Third-party sales channels• Ecommerce Platform Partners• Lead-generation programs

Early 2020

Publisher inventory

65 •65 •

Extensive supply partnerships ensures audience access

Direct partnerships3,500+ Premium publishers

Exchange partnersLong-tail & emerging formats

Closed environments

Additional Reach

• Flexible buying technology: RTB/S2S, Criteo direct bidder, SDK, API• Any relevant creative formats/environment: IAB, Native, In-App, Video, Google AMP

66 •66 •

The publisher environment is constantly evolving

Transition to Mobile Social Native

Multiple Devices Header BiddingAd Blocking

Changing consumer behavior Evolving technology

Programmatic

Our drives more value for publishers

In App

67 •67 •

We have always delivered user-friendly ads

Ad blocking offers an opportunity for players with:• The right business model

• The right technology stack

• The right expertise in user privacy

• Premium demand

Our Position • Promote acceptable ad programs

• Invest in native formats

• Support an open tracking standard

• Define standards for retargeting

68 •68 •

• Criteo Direct Bidder (CDB) allows Criteo to bid on publisher inventory directly through the ad server without the need to funnel demand through Supply Side Platforms (SSPs) or exchanges.

• Benefits for the publisher:

• all of the Criteo bid goes to the publisher; none is taken by the SSP for fees (typically 10%-20%)

• user matching between the Publisher and Criteo is much more timely and complete than matching reliant on a third party

• +20-40% spend with publishers on the same inventory that was previously accessed through RTB

• Launched in Q2 2017, already connected to 3,700 publishers and over 350 apps at the end of Q1 2019

Criteo Direct Bidder: Direct access to Criteo’s unique demand

Competitive positioning

70 •

We have strong core competencies

Advertisers need a global strategic partner

• ~700 R&D & Product engineers• 13 years of Machine Learning• 20,000+ tests/year on new variables

• Global across 95+ markets• $800B+ annual ecommerce sales• 1.5B+ Criteo IDs

• Transparent rules on data sharing• ~75% of clients participate in ID Graph• No competing business agenda

We are well positioned to win

71 •71 •

Advertising technology positioning

CLOSED

OPEN

WORKFLOW AUTOMATION PREDICTIVE PERFORMANCE

Note: based on Criteo’s qualitative assessment

72 •

DSP

Retargeting

Mobile Advertising

Sponsored Products

Social Advertising

Ad Servers

Email Marketing

Marketing Automation

Social Media Marketing

Web Content Management

Data Management Platform

Analytics

App Measurement

Data Providers

Tag Management

Feed Management

Digital Commerce Platform

Adtech: Paid MediaCriteo wins 90% of head-to-head tests

Martech: Owned and Earned MediaCriteo complements these vendors

Data and Operations Infrastructure Criteo integrates with these technologies

Criteo in the Adtech/Martech Landscape

Strategy

74 •74 •

• Evolve go-to-market strategy to gain large

and midmarket clients in a scalable way

• Gain and retain clients through

our self-service platform

• Add new brand and retailer clients globally

Grow the customer base Increase our value for clients and partners

• Enhance AI/Deep Learning technology

• Grow and leverage Criteo Shopper Graph

• Enhance self-service capabilities

• Expand Marketing Solutions & Criteo Retail Media

• Broaden supply of quality inventory

Our growth strategy is based on two strong pillars

75 •75 •

Further strengthening the leading advertising platform for the open InternetOur company transformation supports our strategic goals

Further Broaden our Suite of Solutions

Deliver Solutions on Self-Service, API or Managed-Service

AdaptGo-to-Market

76 •76 •

We invest in growing areas in digital advertising – and beyond

• Leverage strong growth of apps

• Store advertising

•

•

•• Build flexible and modular client platform

•• Complete expansion of solution suite

* Prospective

77 •77 •

Maintain our 2019 profitability outlook and will seek to increase it in 20202019 is another transition year with increased focus on profitability

More scalable way to sell entire product suite

Increased focus on effective cost management

• Maintain 2019 profitability outlook

• Target higher margin in 2020

Track-record of execution & Financials

79 •79 •

1 We define Revenue ex-TAC as our revenue excluding traffic acquisition costs, or TAC, generated over the applicable measurement period. Revenue ex-TAC is not a measure calculated in accordance with U.S. GAAP. Please see the Appendices for a reconciliation of Revenue ex-TAC to Revenue, the most directly comparable GAAP measure. 2 We define Adjusted EBITDA as our consolidated earnings before financial income (expense), income taxes, depreciation and amortization, adjusted to eliminate the impact of equity awards compensation expense, pension service costs, acquisition-related costs and deferred price consideration. Adjusted EBITDA is not a measure calculated in accordance with U.S. GAAP. Please see the Appendices for a reconciliation of Adjusted EBITDA to net income, the most directly comparable GAAP measure.

147238

403

534

730

941 966

FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018

2242

105

143

225

310 321

FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018

Solid financial track record since IPO

Revenue ex-TAC1 ($ millions) Adjusted EBITDA2 ($ million)37%CAGR

High growth

Expandingprofitability

80 •80 •

11.0 11.912.9

14.5 15.4 16.4 17.3 18.1 18.5 19.0 19.2 19.4 19.4

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

Q1 2016 Q2 2016 Q3 2016 Q4 2016 Q1 2017 Q2 2017 Q3 2017 Q4 2017 Q1 2018 Q2 2018 Q3 2018 Q4 2018 Q1 2019

We have a large client base and maintain high retention

Client Retention Rate1 Number of clients (in thousands)

1 The retention rate represents the percentage of live clients during the previous quarter that continued to be live clients during the current quarter. For all solutions combined.

81 •81 •

941 966

FY2017 FY2018

+2%2

1 Revenue ex-TAC, Adjusted EBITDA, and Free Cash Flow are not measures calculated in accordance with U.S. GAAP. We have provided a reconciliation of those measures to the most directly comparable GAAP measures, which is available in the Appendix slides2 At constant currency

Key figures – FY2018

REVENUE EX-TAC1 ($M) ADJUSTED EBITDA1 ($M) FREE CASH FLOW1 ($M)

33% margin (% of Revenue ex-TAC)

42% of Adj. EBITDA

310 321

FY2017 FY2018

137 135

FY2017 FY2018

82 •82 •

240 236

Q1 2018 Q1 2019

+2%2

Key figures – Q1 2019

63% of Adj. EBITDA

7869

Q1 2018 Q1 2019

5244

Q1 2018 Q1 20191 Revenue ex-TAC, Adjusted EBITDA, and Free Cash Flow are not measures calculated in accordance with U.S. GAAP. We have provided a reconciliation of those measures to the most directly comparable GAAP measures, which is available in the Appendix slides2 At constant currency

REVENUE EX-TAC1 ($M) ADJUSTED EBITDA1 ($M) FREE CASH FLOW1 ($M)

29% margin (% of Revenue ex-TAC)

83 •83 •

Solid financial model: doubled Adj. EBITDA margin since IPO

As % of Revenue ex-TAC FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 LTM

Q1 2018LTM

Q1 2019

Revenue ex-TAC 100% 100% 100% 100% 100% 100% 100% 100%

Other cost of revenue1 7.9% 6.6% 6.1% 6.4% 6.9% 6.7% 6.6% 6.9%

Gross margin 92.1% 93.4% 93.9% 93.6% 93.1% 93.3% 93.4% 93.1%

R&D1 14.9% 12.5% 13.4% 14.2% 14.7% 15.2% 14.8% 15.3%

S&O1 43.6% 39.9% 39.8% 35.3% 34.8% 33.6% 34.1% 33.7%

G&A1 16.0% 14.8% 13.8% 13.2% 10.7% 11.3% 10.4% 11.6%

Adjusted EBITDA 17.5% 26.2% 26.9% 30.8% 32.9% 33.2% 34.1% 32.5%

Revenue ex-TAC margin2 40.3% 40.8% 40.4% 40.6% 41.0% 42.0% 41.4% 41.9%

* Cost of revenue and operating expenses are expressed on a Non-GAAP basis, which excludes the impact of equity awards compensation expense, pension service costs, depreciation and amortization, acquisition-related costs, restructuring and deferred price consideration. ** As a % of revenue

84 •84 •

Technology innovation

Broader supply

Upselling new solutions

Automation & self-service

Significant drivers of further operating leverage

Powered by a combination of

85 •85 •

Robust operating cash flow enables smart investment

INVESTDEVELOP & GROW

CASHSCALE

PROFITS

SMARTINVESTING

86 •86 •

Our financial structure offers significant flexibility

* Based on a $1.5bn market capitalization, pursuant to the 2018 AGM authorization to issue up to 6m shares** For M&A and to satisfy employee equity plan vesting

Strong balance sheet

1,531 1,597

Dec. 2017 Dec. 2018

Total assets (in $M) Financial liabilities (in $M)

Very low debt

4 4

Dec. 2017 Dec. 2018

Cash & cash equivalents (in $M)

Significantcash pile

414364

Dec. 2017 Dec. 2018

>20% of assets

$396Mcash

As of March 31, 2019

€350Mcommitted financing

$150M equity raise capacity*

Share buy-back authorization**

87 •87 •

Flexible capital allocation prioritizes growth

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•Organic growth

M&A

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Share repurchase program

88 •88 •

Large market opportunity

Clear vision Competitive moats Proven track-record

Attractive financial profile

Investment thesis

Digital advertising is large and growing fast

Be the leading advertising platform for the open Internet

Technology

Scale

Openness

Large client base

~90% client retention for all solutions

combined

Plan to return to growth

High profitability

Strong cash flow

VP, Head of Investor Relations32, rue Blanche

75009 Paris+33 1 7621 2166

e.lassalle@criteo.com

Director, Investor Relations387 Park Ave South, 12th Floor

New York, NY 10016+1 917 837 8617

f.edelmann@criteo.com

Friederike EdelmannEdouard Lassalle

Investor Relations Contacts: IR@Criteo.com

Appendix

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($ in thousands) Q1’17 Q2’17 Q3'17 Q4’17 Q1’18 Q2’18 Q3’18 Q4’18 Q1’19

Revenue 516,667 542,022 563,973 674,031 564,164 537,185 528,869 670,096 558,123

Less: Traffic acquisition costs 306,693 322,200 329,576 397,087 323,746 306,963 305,387 398,238 322,429

Revenue ex-TAC 209,974 219,822 234,397 276,944 240,418 230,222 223,482 271,858 235,694

Revenue ex-TAC reconciliation

($ in thousands) 2017 2018

Revenue 2,296,692 2,300,314

Less: Traffic acquisition costs 1,355,556 1,334,334

Revenue ex-TAC 941,136 965,980

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Adjusted EBITDA reconciliation

($ in thousands) Q1’17 Q2’17 Q3'17 Q4'17 Q1’18 Q2’18 Q3’18 Q4’18 Q1’19 2017 2018

Net income 14,518 7,505 22,269 52,368 21,090 14,707 17,948 42,134 21,401 96,659 95,879Adjustments:Financial (income) expense, net 2,333 2,094 2,886 2,221 1,325 1,006 1,007 1,746 1,974 9,534 5,084

Provision for income taxes 4,201 3,665 7,858 15,927 12,386 8,638 6,821 18,299 10,018 31,651 46,144

Equity awardscompensation expense 14,940 14,918 22,028 20,464 19,303 20,245 17,261 10,267 13,882 72,351 67,076

Pension service costs 290 299 320 321 434 419 419 419 394 1,231 1,691

Depreciation and amortization expense 20,167 22,306 23,755 24,570 23,646 23,560 25,619 30,675 19,296 90,796 103,500

Acquisition-related costs 6 - - - - - 516 1,222 - 6 1,738

Restructuring - 3,299 - 4,057 (252) 199 - - 1,890 7,356 (53)

Total net adjustments 41,936 46,581 56,847 67,560 56,842 54,067 51,643 62,628 47,454 212,925 225,180

Adjusted EBITDA 56,454 54,086 79,116 119,928 77,932 68,774 69,591 104,762 68,855 309,584 321,059

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Free cash flow reconciliation

($ in thousands) Q1 2018 Q1 2019

CASH FROM OPERATING ACTIVITIES 84,527 67,220

Acquisition of intangible assets, property, plant and equipment (7,413) (13,292)

Change in accounts payable related to intangible assets, property, plant and equipment (25,154) (10,392)

FREE CASH FLOW 51,960 43,536