Petrus Advisers Amends Criteo Stake Filing

TL;DR

Petrus Advisers updated its Criteo 13D filing on 4/24. Watch this space.

AI Summary

Petrus Advisers Ltd. filed an amendment (No. 2) to its Schedule 13D on April 24, 2024, regarding its holdings in Criteo S.A. The filing indicates a change in the beneficial ownership of Criteo's American Depositary Shares. Petrus Advisers Ltd., based in London, is the filer, with Connie Neumann listed as the authorized contact.

Why It Matters

This amendment signals a potential shift in the investment strategy or stake of Petrus Advisers in Criteo, which could influence market perception and trading activity.

Risk Assessment

Risk Level: medium — Amendments to 13D filings often indicate changes in activist investor positions or strategies, which can lead to increased volatility.

Key Numbers

• Amendment No. 2 — Filing Amendment (Indicates this is a subsequent update to the original filing.)
• 20240424 — Filing Date (The date the amendment was filed with the SEC.)

Key Players & Entities

• Petrus Advisers Ltd. (company) — Filer of the Schedule 13D amendment
• Criteo S.A. (company) — Subject company of the filing
• Connie Neumann (person) — Authorized contact for Petrus Advisers Ltd.
• 0001213900-24-035868 (filing_id) — Accession number for the SEC filing

FAQ

Key Financial Figures

• $5.8 m — as follows: A total of approximately $5.8 million, excluding commissions, was paid
• $29 — ght to recall at any time at a price of $29.7930, and 200,000 ADS that the Reportin

Filing Documents

• ea0204600-13da2petrus_crit.htm (SC 13D/A) — 96KB
• 0001213900-24-035868.txt ( ) — 97KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration.

of the Schedule 13D is hereby amended and supplemented as follows

Item 3 of the Schedule 13D is hereby amended and supplemented as follows: A total of approximately $5.8 million, excluding commissions, was paid to acquire the ADS, including options to acquire ADS, purchased since the filing of Amendment No. 1 on April 18, 2024. The ADS reported herein were purchased using the working capital of the investment vehicles and managed accounts that own the ADS directly, for which Petrus serves as investment manager or portfolio adviser, as well as the personal funds of the private individuals who have signed powers of attorney in favor of Petrus, Mr. Hufnagel and Mr. Umek.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer.

(a)-(c)

Item 5 (a)-(c) of the Schedule 13D is hereby amended and supplemented as follows: (a) See rows (11) and (13) of pages 2, 3 and 4 of this Amendment No. 2 for the aggregate number of ADS and percentage of ADS beneficially owned by the Reporting Persons. These amounts include (i) an aggregate 2,050,000 ADS that the Reporting Persons have the right to acquire within 60 days upon exercise of long standardized call options, and (ii) 310,000 ADS that the Reporting Persons have the right to recall at any time at a price of $29.7930, and 200,000 ADS that the Reporting Persons have the right to recall at any time at a price of $29.036, both pursuant to a repurchase agreement with RBC Bank that terminates on July 11, 2024. The aggregate percentage of ADS reported beneficially owned by the Reporting Persons is based upon 56,142,643 Shares outstanding as of March 31, 2024, as disclosed in the Issuer’s proxy statement on Schedule 14A, filed by the Issuer with the Securities and Exchange Commission on April 16, 2024. (b) See rows (7) through (10) of pages 2, 3 and 4 of this Amendment No. 2 for the ADS as to which the Reporting Persons have the sole or shared power to vote or direct the vote and sole or shared power to dispose or direct the disposition. Each of Petrus, Mr. Hufnagel and Mr. Umek may be deemed to share voting power and share dispositive power over the ADS and options to acquire ADS held directly by the investment vehicles and managed accounts for which Petrus serves as investment manager or portfolio adviser and the private individuals who have signed powers of attorney in favor of Petrus. (c) The transactions in the ADS effected by the Reporting Persons since the filing of Amendment No. 1 on April 18, 2024 are set forth on Schedule 3 attached hereto. CUSIP No. 226718104 13D Page 7 of 8 pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete

View Full Filing

View this SC 13D/A filing on SEC EDGAR