The courtship of Criteo has resumed, which is to say that it never really ended.

The France-founded ad technology company, which recently moved its commercial headquarters to Luxembourg in a relocation that prompted the usual speculation, is now the subject of a joint takeover approach from Vista Equity Partners and Quinti Capital. The offer values Criteo at approximately $3.7 billion and represents a premium of more than 50 percent over the company's recent share price — a figure that, in the current climate, is apparently considered the minimum required to get a board's attention.

Vista's interest in the sector will not surprise anyone who has been paying attention. The private equity firm acquired TripleLift for a reported $1.4 billion in 2021 and previously held a significant position in Integral Ad Science before fully exiting last year, when Novacap took IAS private. (IAS, for its part, announced this week that Lisa Utzschneider would step down as chief executive after seven and a half years, to be replaced by Lidian Jones, formerly of Slack and Bumble.)

Criteo's board has not yet responded to the proposal, according to Reuters, but the broader logic of the deal — artificial intelligence capabilities, retail media ambitions, defensible data assets — is now being applied across the category like a template.

"You're going to see PE come back in H2," one corporate development executive told Digiday, speaking on condition of anonymity. "The opportunity AI creates is finally starting to outweigh the existential fear of it."

The arithmetic, as described by those who watch these transactions, is straightforward: public ad tech companies are trading at three to four times EBITDA while their private peers fetch ten to fifteen times, and the better-regarded public names command multiples above twenty. For financial buyers with patient capital and a thesis about artificial intelligence, the spread is difficult to ignore.

What has changed, sources say, is the price of admission. A premium of roughly one and a half times the undisturbed share price — once considered insufficient — is now enough to begin serious conversations, provided the acquirer arrives with what one executive called "a credible AI and growth story."

Whether Criteo's suitors will ultimately succeed where previous speculation has not is, as always, uncertain. But the playbook appears to have been written, and the pages are being turned.

Original story published in Digiday: "Ad Tech Briefing: Private equity’s ad tech playbook returns - Digiday", by Ronan Shields