The directors present the strategic report for the year ended 31 December 2024.
We aim to present a fair review of the development and performance of our business during the year and its position at the year end.
Financial review
The company’s profit after tax for the year ended 31 December 2024 was £6.6 million (2023: £7.8 million).
The net assets of the company as at 31 December 2024 were £7.6 million compared to £66.3 million at 31 December 2023, the key movements making up the difference year on year is due to the payment of a dividend of £65.3 million and the £6.6 million of profit for the year.
The net current assets of the company as at 31 December 2024 were £7.5 million compared to £66.2 million at 31 December 2023.
The cash and cash equivalents of the company as at 31 December 2024 were £4.0 million compared to £3.1 million at 31 December 2023.
The external environment during 2024 remained highly dynamic and challenging, shaped by continuing macroeconomic uncertainty both in the UK and globally. Inflationary pressures, elevated interest rates, and cautious business sentiment impacted the advertising sector broadly. The company operates in a fast-moving digital advertising landscape, which inherently exposes it to market volatility, technological disruption, and competitive pressure.
Risks are continuously reviewed by the directors, with appropriate mitigation strategies in place, including diversification of service offerings, focus on cost control, and continued investment in scalable technologies.
Interest rate risk
The company currently has no borrowing facility and therefore no direct exposure to interest rates.
Credit risk
The company's principal financial assets are bank balances and cash, and other debtors. The company’s revenue is mainly credit based and therefore the directors consider there to be a credit risk with regards to the company's trade debtors. Credit checks are performed on all customers.
The credit risk on liquid funds is limited because the counterparties are banks with high credit-ratings assigned by credit-rating agencies. The company has no significant concentration of credit risk.
Liquidity risk
The company actively forecasts, monitors and manages working capital levels and cash on hand to effectively run the business. The company has access to borrowing facilities if required.
Price risk
The company is exposed to price risk. The company manages is exposure to price risk due by continually reviewing its procurement strategy.
Currency risk
The company may be exposed to transaction foreign exchange risk. The company has a 'natural hedge' through the balance of currencies brought into the company through the sales ledger and Intercompany. Typically, sufficient USD and EUR are generated through sales ledger to satisfy the currency requirements of the purchase ledger. Any company exposure to currency risk may be actively managed and the company will continue to monitor currency risk.
The principal activity of the company continued to be the delivery of advertising campaigns across digital platforms. In 2024, our revenue breakdown remained focused on our three core service lines:
Teads Ad Manager (TAM) represented 86% of total revenue, reflecting continued adoption of our self-serve platform.
Programmatic advertising via DSPs accounted for 11% of revenue, with growing traction as clients seek greater targeting efficiency.
Managed Services represented 3% of revenue, in line with our strategic pivot toward scalable, tech-driven solutions.
In alignment with market trends, mobile advertising remained a cornerstone of our delivery, with mobile campaigns representing 81% of total turnover.
The company measures its performance using key financial indicators including turnover and gross margin, which reflect both market conditions and internal efficiency.
Turnover for the year ended 31 December 2024 was £56.2 million, a 3% decrease compared to £58.1 million in 2023. This decline reflects softer demand in the advertising sector, influenced by economic headwinds and uncertainty in the UK and international markets.
Operational Gross Margin fell from 59% in 2023 to 57% in 2024, primarily driven by higher agency discounts and margin pressures in a competitive environment.
Outlook and Future Strategy
Looking ahead, we anticipate a modest recovery in turnover, supported by cautious optimism amidst ongoing macroeconomic uncertainty. Our strategic focus remains on scaling our Programmatic and TAM businesses, which we expect to contribute increasingly to our revenue mix. While Managed Services revenue is projected to decline further, we will continue to enhance operational efficiencies and aim to maintain a stable operational gross margin of approximately 57%.
A key component of our future strategy is the planned merger with Outbrain Inc completed early 2025 (see note 20). This merger represents a significant opportunity to strengthen our market position, expand our client base, and consolidate capabilities across key digital channels. The combined entity will benefit from increased scale, broader product offerings, and enhanced innovation potential. Integration planning is well underway, with a strong focus on aligning operations, leveraging synergies, and ensuring continuity of service for all clients.
As Teads launched a new CTV product in 2024- this presents a strategic opportunity to maximize visibility at the critical moment of content discovery in 2025. By leveraging native, high-impact creatives on the first screen consumers see, Teads can enhance brand engagement and drive omnichannel continuity, reaching audiences beyond traditional ad-supported streaming platforms.
Over the past year, Teads has strengthened its CTV offering through expanded access to premium HomeScreen inventory, including exclusive partnerships with VIDAA US and LG Ad Solutions covering 330 million TV screens worldwide, in over 50 countries. In addition to Homescreen, TAM enables advertisers to reach audiences across more than 7,000 CTV apps globally, optimizing performance through CTV instream video campaigns.
Despite persistent market volatility, we remain confident in our ability to navigate these conditions effectively. With targeted investments in high-growth areas, strategic expansion through consolidation, and continued operational discipline, we believe the company is well-positioned for long-term, sustainable growth.
In performing their duties under S172, the directors of the Company have had regard to the matters set out in S172 as follows:
Teads’ mission is to foster a sustainable advertising and media ecosystem by funding quality journalism and respectfully connecting brands to consumers. Through direct and exclusive integrations with premium publishers, both in the UK and around the world, Teads delivers digital advertising at scale within the heart of editorial content. This guarantees brand safe, fraud free and totally viewable ad experiences that drive business results for advertisers. Teads’ demand-side, sell-side and creative technology delivers effective and engaging advertising experiences for consumers, guaranteed outcomes for brands, and ultimately powers publishers with better monetization solutions to fund quality journalism.
As the business is built around editorial content, data practices are naturally privacy focused and not based around 3rd party cookies. Teads supports the move to greater regulation around data privacy for consumers.
Business results are measured against revenue and EBITDA targets, on a quarterly and annual basis. Since Teads started trading in the UK over 10 years ago, the business has delivered consistent results and outperformed industry benchmarks in terms of overall advertising industry, as well as digital and video markets more specifically.
Teads is a technology business of entrepreneurs, with employees encouraged to innovate and create at a fast pace to solve market challenges and drive excellence for advertisers, media agencies and publishers.
Teads is a board member of the IAB (The Internet Advertising Bureau UK) for both the UK and Europe, and is a founding member of the IAB UK’s Gold Standard, currently certified at latest edition - Gold Standard 2.0. Teads has been independently audited and certified to JICWEBS’ DTSG (Digital Trading Standards Group) and TAG Certified Against Fraud standards. Teads is also a founding member of the World Federation of Advertisers Global Alliance for Responsible Media.
Our people
Teads is a company of entrepreneurs. We ensure all employees share our core values of:
We find a better & faster way
We operate with openness
We aim to do the right thing
We play to win
We encourage all employees to work collaboratively and communicate effectively in order to deliver our shared business goals.
Clients
Teads works with the largest and most well known brands in the UK, alongside the main marketing holding groups in the world (WPP, Omnicom, Dentsu, Publicis, IPG, Havas and various domestic independent agencies) to deliver outstanding media results for advertisers.
Having clients at the heart of Teads’ business means that innovation and progress is made in delivering solutions and over-indexing against industry benchmarks. Teads’ Performance Product, introduced in 2018, guarantees quality business results and visitors to site. Meaning advertisers are no longer paying for accidental clicks or landing pages that don’t load.
Teads’ creative arm, Teads Studio, delivers best-in-class formats that engage rather than enrage consumers when reading editorial content.
Suppliers
Teads’ suppliers are the most recognised publisher brands in the UK and around the world, including The Guardian, Future Publishing, Telegraph, Mediaforce, Global, Condé Nast, Sky and The BBC (internationally). By driving incremental revenue to their sites and supporting best-in-market ad formats, Teads is directly creating a more sustainable future for quality journalism.
In 2021 we signed a partnership with Newsguard whose third party review by trained journalists ensures we are only working with trusted, premium, news sources. This provides assurances for our clients but also ensures we are not supporting sources of misinformation or disinformation.
This is a pillar as part of our wider calling for brands and their agencies to Advertise Responsibly. This is where we call on media buyers to consider not just how their ad-spend will impact their marketing plans, but society as a whole. This includes blocking words or sites that could be prejudiced against certain sections of society, supporting platforms or suppliers who drive out misinformation and hate speech or actively supporting diverse and purpose-focused publishers.
Business impact
Teads understands the wider implications of advertising on socio-economic issues including Diversity, Equity and Inclusion, the Environment and the recent impact of COVID-19 on society at large.
Teads has recently implemented a global Teads Together Council to work on global Diversity, Equity and Inclusion initiatives, and this has been replicated at a local level in the UK with the Culture Committee driving awareness and action for causes that are most important to the team.
We are conscious of the needs of the environment and currently looking at offsetting our carbon footprint by planting trees for every new starter. We are also undergoing market-leading research into our carbon footprint at a global level - taking into account emissions within Scope 1, Scope 2 and Scope 3 and therefore what measures can be taken to counteract those emissions. Initial findings have shown that ad selection emissions were 99% lower with Teads, than with typical programmatic buying.
Going concern
The accounts have been prepared on a going concern basis which is appropriate as the company has enough resources to operate for at least 12 months from the approval of the accounts.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 December 2024.
The results for the year are set out on page 11.
Ordinary dividends were paid amounting to £65,295,719. The directors do not recommend payment of a further dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
No events requiring adjustment to the financial information have occurred between 31 December 2024 and the date of signing the accounts.
However, on 3 February 2025, Outbrain Inc. announced the completion of its acquisition of Teads Limited, following the receipt of all required regulatory approvals. The transaction was valued at approximately $900 million, consisting of $826 million in cash and 43.75 million Outbrain Inc. shares.
In accordance with the company's articles, a resolution proposing that Shaw Gibbs (Audit) Limited be reappointed as auditor of the company will be put at a General Meeting.
We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Company Reporting.
The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per employee, the recommended ratio for the sector.
The company has fully embraced video conferencing technology for both internal and external meetings, to help reduce the volume of travel required to the business. All office equipment is maintained to ensure optimum efficiency during use, and new technologies are investigated to determine potential application within the business. All end-of-life equipment is replaced with new energy efficient equipment as appropriate.
We have audited the financial statements of Teads Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
At the planning stage of the audit we gain an understanding of the laws and regulations which apply to the company and how the management seek to comply with those laws and regulations. This helps us to plan appropriate risk assessments.
During the audit we focus on relevant risk areas and review the compliance with the laws and regulations by making relevant enquiries and undertaking corroboration, for example by reviewing Board Minutes and other documentation.
We assess the risk of material misstatement in the financial statements including as a result of fraud and undertake procedures including:
Reviewing the controls set in place by management;
Making enquiries of management as to whether they consider fraud or other irregularity may have taken place, or where such opportunity might exist;
Challenging management assumptions with regard to accounting estimates; and
Identifying and testing journal entries, particularly those which appear to be unusual by size or nature.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
There are no recognised gains and losses other than those passing through the statement of comprehensive income.
The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.
Teads Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, 201 Great Portland Street, Marylebone, London, W1W 5AB.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Next Alt S.à r.l.. The address from which consolidated financial statements could be obtained is: 5 rue Eugène Ruppert, L-2453 Luxembourg.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
Basic financial assets, which include trade and other #tErm6, amounts owed by group companies and cash and bank balances, are initially measured at transaction price including transaction costs. Financial assets classified as receivable within one year are not amortised.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities, including trade and other creditors, amounts owed to group companies that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The bad debt provision is reviewed at each accounting date and updated in line with the group policy. The provision is calculated by ascertaining the unpaid balances for the three immediate past years. These balances are then used to work out average unpaid percentages which are then applied to the debtor balance at the year end to arrive at expected credit loss (bad debt provision) in line with IFRS. At the reporting date, the directors have included a provision of £77,964 (2023: £218,484).
Accruals - rebates
Included in accruals are rebates to customers. These are calculated based on the applicable percentages that have been agreed with the relevant customers which are applied to the turnover generated by each customer.
Accruals - staff commission
Staff commission is awarded to staff based on meeting different targets, dependent on the department that they work. Commission for those who work in the sales department is based on the level of turnover achieved in a particular period, whereas commission for those in the operations department is based on gross profit margin achieved in a particular period.
Prepayments and accrued income
The company processes customer invoices one month in arrears and so there is always a month's worth of accrued income based on the revenue generated on the platform. As a result, the accrued income as at the year end represents services provided in December which are then invoiced in January.
An analysis of the company's turnover is as follows:
The average monthly number of persons (including directors) employed by the company during the year was:
Their aggregate remuneration comprised:
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
The depreciation charge for the year is included within administrative expenses in the Statement of Comprehensive Income.
Details of the company's associates at 31 December 2024 are as follows:
Included in amounts owed by group undertakings are loans to the parent company which incur interest monthly based on SOFR rate (Secured Overnight Financing Rate published by the Federal Reserve Bank of New York), all other amounts are non-interest bearing.
All balances are repayable on demand.
HSBC Factoring (France) hold a fixed charge over the assets of the company.
Amounts owed to group undertakings are repayable on demand and non-interest bearing.
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
The company's ordinary shares, which carry no right to fixed income, have full rights in the company with regard to voting, dividend and capital distribution.
Share capital has been exchanged at €1.24 and €1.36.
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
No events requiring adjustment to the financial information have occurred between 31 December 2024 and the date of signing the accounts.
However, on 3 February 2025, Outbrain Inc. announced the completion of its acquisition of Teads Limited, following the receipt of all required regulatory approvals. The transaction was valued at approximately $900 million, consisting of $826 million in cash and 43.75 million Outbrain Inc. shares.
In accordance with FRS102 paragraph 33.1A, the exemption has been taken from disclosing transactions and balances with group companies.