Outbrain to acquire Teads for ~$1B; reports preliminary Q2 ex-TAC gross profit $55-57M

Teads Holding Co.

Acquisition of Teads for ~$1B: $725M cash upfront, $25M deferred, 35M shares (~$169M), $105M convertible preferred.
Combined 2024E Ex-TAC Gross Profit $660-680M, Adj. EBITDA $180-190M; synergies $50-60M annualized by year 2.
Preliminary Q2 2024: Ex-TAC Gross Profit $55-57M (above guidance low $53M); Adj. EBITDA at least $6M (above guidance $1-4M).
David Kostman remains CEO; Teads Co-CEOs Bertrand Quesada and Jeremy Arditi to serve as Co-Presidents.
Transaction expected to close Q1 2025; subject to regulatory and stockholder approvals. Financing $750M debt committed.

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