LiveRamp Holdings, Inc.

Bonjour, everyone. I am Arthur Sadoun, and I'm here in New York in the middle of the night with Carla Serrano, Chief Strategy Officer of Publicity Group, and Scott Howe, CEO of LiveRank. Laurie Snow, our CFO, is also on the line, but from Paris. Thank you for joining us at such a short notice. We wanted to make sure we give you more color following yesterday's announcement that we have entered into an agreement to acquire LiveRamp to become a leader in data co-creation and help clients build more intelligent agents. With these strategic investments, we are demonstrating once again our commitment to accompanying our clients in their transformation and continuing to power our growth and financial KPIs by leading the industry into the AI era. But before we get into the presentation, please read the disclaimer, which is an important legal matter. Okay, let's start with a quick overview. LiveRamp is a global data collaboration platform and a strategic AI enabler. The transaction represents an all-cash deal for an enterprise value of $2.2 billion. Among its many benefits, It will allow publicists to become a leader in a new high-growth segment, data co-creation to fuel more intelligent agents for our clients. LiveRamp will also strengthen our ability to deliver agentic business transformation. We expect this acquisition to be accretive to our headline EPS from the first year. It will also allow us to raise our 27 and 28 constant currency growth objectives to plus 7 to 8% for net revenue and plus 8 to plus 10% for headline EPS versus previous objectives of 6 to 7% and 7 to 9% respectively. In terms of next steps, the acquisition is subject to regulatory approval and approval from LiveRamp shareholders. It is expected to close by the end of the year. Now, let's get into the details of this announcement, including what LiveRamp is, the financial details of the transaction, the rationale for this strategic investment, and how it fits into Publicis' model. We will then answer what we believe are the three key questions you could have before opening up to Q&A. For those who are not familiar with LiveRamp, we thought Scott should start by giving you a quick snapshot of the business. But before, first, Scott, as we say in French, bienvenue to Publicis. We are very happy that you are here with your team and that you will be soon joining Publicis' family.

Merci, Arthur. I'm thrilled. Thrilled to be here with you. And I've even moved on to French time. Libre, well, it's a data collaboration platform that allows companies to connect, unify, and activate data throughout the digital ecosystem. Its interoperable technology connects data across all major cloud environments with robust governance tools and a commitment to shared standards that help customers collaborate with trust and transparency at scale. It enables data activation at scale through plug and play connections across our extensive collaboration network made up of 25,000 publisher domains and more than 500 data and technology partners in 14 markets. We have over 800 clients, including more than 25% of the Fortune 500, and cover nearly all segments and verticals, including advertisers, retailers, publishers, platforms, and holding companies. Customers. Customers are our North Star. So what I'm most proud of over this period is our ability to attract world-class clients and profitably grow their success over time. Our revenue has grown by a 13% compound annual growth rate over the trailing five years. Recurring SaaS subscriptions represent 76% of our business, and our customer revenue retention has averaged 107%. In fiscal 2026, LiveRAMP's revenue reached $813 million, and our non-GAAP EBIT margin of 22% improved significantly and regularly compared to the 4% margin we delivered in 2021.

Merci, Scott, and sorry for the 2 a.m. meeting. Yes, you're right, we're on French time. I'm now going to hand over to Loris, who will tell you more about the financial details of this transaction before we come back with Carla on the strategic rationale. Loris, over to you in Paris.

Thank you, Arthur, and good morning, everyone. Let me walk you through the main financial aspects of the transaction. The total enterprise value amounts to 2,167,000,000 U.S. dollars. This corresponds to an equity value of $2,546,000,000 based on a share price of $38.50 and fully diluted shares outstanding of circa 66.1 million and an acquired net cash of $379 million. This transaction implies a forward adjusted EBITDA multiple of 12.3 times. This multiple is based on a calendarized 2026 non-GAAP EBITDA of circa $126 million for live ramp, based on consensus that includes a cost of $80 million of share-based compensation to align with publicist groups' accounting policies, and an incremental $50 million of savings on a run rate basis, which I will detail later in the presentation. The all-cash transaction is accretive to headline earnings per share on a fully diluted basis from the first year of consolidation. Closing is expected by year-end 2026, subject to customary approvals. Moving to the next slide and how we are planning to fund this transaction. As said, this is a 100% cash transaction fully financed through cash on hand and financial debt. We anticipate issuing new bonds in the second half of 2026. Assuming closing by the end of 2026, this transaction would result in a maximum net financial leverage of around 1.2 times in 2027. We expect to confirm our current BBB Plus and BAA1 credit ratings post-financing of this transaction. Moving to the next slide and the illustration of the impact of the transaction on our 2026 fully diluted headline EPS. We expect a 2.9% positive impact on headline EPS assuming calendarized 2026 figures based on consensus for live ramp and a post-tax run rate cost improvement of 13 cents per share based on an assumed pre-tax $50 million savings. the incremental cost of financial debt is expected to be circa 70 million euros on a full year basis or 21 cents per share after tax moving on to the next slide we have a strong track record when it comes to accelerating growth of our acquisition post-closing since 2019 we have closed more than 30 acquisitions and with an accretive impact on our top line To give you just a couple of illustrations. First, Epsilon delivered double-digit growth in 2021 through 2024, well ahead of our initial expectations. Second, our bolt-on acquisitions, completed over the last two years, have delivered circa 20% organic growth per year, again above their standalone business plan. We are expecting to see an accretive impact of LiveRAMP, driven by its strong growth on a standalone basis and as it starts benefiting from the Power of One model. Second, we are absolutely committed to fully preserving the neutrality and interoperability of live ramps operating ecosystem. In doing so, we intend to secure revenue with all partners and clients, including other whole cause, which represents circa 5% of live ramp revenue as we did with influential and captivate since we acquired them in 2024. In fact, we practically wrote to all the other whole cause to make this commitment clear to them. Moving now to cost improvement opportunities. At this stage, we are targeting a minimum of $50 million of savings on a run rate basis. These savings will come from four main sources. First, the continuation of the standalone margin improvement plan initiated by LiveRamp with its rule of 40 objective that aims for a non-GAAP operating margin of 25 to 30% by 2028. Second, the post-transaction elimination of all public company costs at LiveRamp. Third, the integration of LiveRamp's back office into Publicis Group shared service centers. And last, some procurement synergies, including IT, hosting, and real estate. With this, we anticipate LiveRAM to deliver an operating margin in line with Publicis Group's margin as of year one. Moving to the next slide on outlook and capital allocation post-acquisition. First, we are confirming our 2026 guidance on all KPIs. This excludes one-off transaction-related costs. second with this acquisition we are raising our 2027 2028 objectives at constant currency we now expect net revenue yearly growth of seven to eight percent versus six to seven percent previously and headline eps growth is expected at eight to ten percent per year versus seven to nine percent previously in terms of capital allocation We confirm our dividend payout of 45% to 50% of free cash flow with a floor of €3.75 per share. We will continue our share buyback policy to offset any potential dilution effect. And our focus will be on balance sheet deleveraging until early 2028. Moving to my last slide on the next steps. The transaction has been signed and will now proceed through customary regulatory approvals and LiveRamp shareholder approval. Scott Howe will remain CEO of LiveRamp and continue to oversee all of its operations, reporting directly to Publicis Group Chairman and CEO Arthur Sadoun. LiveRamp will continue to operate as an independent business and for external reporting purposes, its numbers will be reported within the group technology pillar. We expect closing to take place by the end of 2026. This concludes my financial presentation, and I now give the floor back to you, Arthur.

Thank you, Laurie. Back to New York. Now, let me hand over to Carla, who will explain why LiveRamp, with Publicis, will position the group as the leader in data co-creation to fuel more intelligent agents for our clients.

Hi, everyone. First, let me take a beat to explain what data co-creation is. Data co-creation is the process by which companies connect multiple high-value data sources across partners in a secure environment. This generates new data assets that companies could not build alone. This sets the foundation for building more intelligent agents for clients. It's a valuable capability for clients in today's world. As AI adoption accelerates, the AI paradox is becoming impossible to ignore. Companies are investing millions and only getting thousands in return. When you roll those investments up across industries, that disconnect becomes even more staggering. A trillion dollars in expected AI investment with only 5% delivering meaningful value. That's a trillion dollars of spend without material returns. But let's be clear. The problem with agentic development isn't the AI itself. It's the data foundations. The fundamental issue is that the agents companies are building today do not have the data required to compete and grow their business. In fact, 93% of companies don't have the right data to support effective agentic bills. This is because of three things. First, most companies are running agents on legacy enterprise data built to report on the past, not make decisions for the future. Second, everyone has access to the same data for the same agents, killing their competitive advantage. Third, all of that incomplete and disconnected data increases AI hallucinations, moves agents further away from their set objectives, and means companies can't identify where an agent went wrong or how to fix it. That is why we've decided to invest in Libram. Thanks to their data connectivity, marketplace, collaborative clean rooms, and partner and agent network, Combined with Epsilon's identity, we are going to accelerate on data co-creation to help clients build more intelligent agents for real business outcomes. In doing so, we can deliver three important advantages that will help clients close that gap between AI investment and return. First, greater speed, security, and scale. They can now unify fragmented internal and partner data to enable secure collaboration across organizations without exposing sensitive underlining data. For example, a bank could build a powerful wealth management lifecycle agent. The agent could use unified customer data from its retail banking, credit card, and wealth management, and securely connect it with partner data from merchants, payment networks, and travel providers, without exposing sensitive customer records. This agent can now cross-sell faster, coordinate efforts across multiple lines of business, and more accurately detect fraud. The business impact of the agent is transformed from narrow task completion into a tangible competitive advantage in customer lifetime value, customer experience and retention, and risk mitigation. Second, generate proprietary intelligence. By creating proprietary data assets from new combinations of signals and data sets, they can unlock hidden insights that drive smarter strategies and sustainable competitive advantage. For example, a retailer could build a comprehensive retail journey agent. The agent could connect data from CRM, loyalty, to in-store, to retail media network inventory, to partners in order to measure the incrementality of each touchpoint and to build new proprietary journeys for shoppers. The business result of this agent now becomes faster, more efficient shopper conversion and more value for retail media partners. Third, continuously train and fuel enterprise grade A agents with co-created data to accelerate responsiveness and decision-making. For example, a global pharmaceutical company can build a therapeutic area optimization agent. This agent can compliantly use clinical, commercial, and operational signals with patient, prescriber, payer, and supply chain data across their brands and at a therapeutic area level. This agent can now use new dynamic signals to balance distribution by brand, optimize field force deployment in the context of marketing, and uncover and navigate any barriers in the payer system. The business impact is incremental growth for each brand, more efficient and higher ROI field force activities, therapeutic area product lifestyle management, and total enterprise growth. These are just a few select examples of how, as Scott would say, together we can democratize innovation and data for the entire ecosystem.

Merci, Carla. Scott, I like this idea of democratizing innovation and data for the entire ecosystem. It's very inspiring. Look, put simply, agents build on co-created data, learn and improve with every signal, separating them from competitors that train their agents on stagnant generic data. Building smarter agents by leading in data co-creation opens up a new addressable market that allows us to raise our 27 and 28 financial objectives. It is important to note that it also complements our proven growth model and boosts our ability to accelerate client-agented business transformation. Thanks to Publicis Sapiens, we can build and modernize technology and system foundations to make our client infrastructure AI-ready. Epsilon market-leading identity connects clients and their agents to real people, behavior, and deterministic transactions as the fundamental source of truth and growth potential. With the addition of LiveRamp, we will enable clients to collaborate safely and securely across partners and platforms to co-create new data that fuels smarter agents. Last but not least, with Marcel, our agency platform, we can activate this co-created data across all of our clients' enterprise functions. Just to wrap up, As you can see on this chart, LiveRAM perfectly fits into the architecture of our entire model, delivering more intelligent agents to accelerate on our client-agented business transformation. Now, before we open the floor to the Q&A, let me first address three key questions that I think will be top of mind for many of you. First, for those that are not that familiar with our industry, let me explain why LiveRamp is so different from Epsilon. Actually, Epsilon and LiveRamp serve two fundamentally different purposes. Epsilon is a marketing activation engine focused on using identity and data to drive direct consumer engagement and business outcomes. On the other hand, LiveRamp is a B2B data collaboration platform that connects partners to enable multi-party data collaboration. When you look at their capabilities in detail, the differences are even clearer. On data, Epsilon is focused on organizing and unifying deterministic, transactional, behavioral, and proprietary data to power personalized marketing and media activation. Meanwhile, LiveRamp specializes in connecting and unifying fragmented enterprise and partner data across the entire ecosystem. On technology, Epsilon is focused on identity, building a unified identity graph to support audiences creation, media planning activation, and measurement across paid and all channels. LiveRamp expertise is in interoperability and collaboration, enabling multi-party data collaboration through clean rooms, data onboarding, and ecosystem connectivity. On client access, Epsilon is delivered as a managed service, designed to help clients reach audiences by activating data through deep inside and by providing performance measurements. In contrast, LiveRamp operates as a SaaS platform, used by publishers, retailers, platforms, brands, and partners. To cut a long story short, they serve different purposes, have different data approaches, complementary tech stack, and distinct go-to markets. LiveRent is not duplicative. It will be an additional building block of our growth model. Second question you might have is how LiveRent neutrality and interoperability will be preserved. Let me be very clear on this one. As with all Publicis operations that work directly with partners and competitors, LiveRamp will maintain total neutrality. It will continue to operate as an independent business and ensure open access. It will not prohibit or restrict access to its service for any current or potential consumer and will remain fully interoperable. When it comes to privacy and control, LiveRant will not use or share client, publisher, or partner data in any way that is not explicitly identified in agreement with them. Last but not least, LiveRant will not engage in pricing changes beyond standard business practices. As Loris told you, we have sent a letter to the holding companies that represent roughly 5% of LiveRant's revenue to make those commitments very clear. It's very important to note that independence has been a key growth driver for many of Publicis' acquisitions, including Influential, Captivate, Lotami, and several sport acquisitions. To give you one concrete example, when it comes to our connected influencer platform, 51% of its growth comes from non-Publicis clients and competitors who have chosen to use it. Last important question, why acquiring LiveRamp when we are already partnering with them? The number one reason for this acquisition is that the addition of LiveRamp will allow us to expand into a new addressable market. In 2019, we acquired Epsilon in the name of leading personalization at scale to enable our client to take back control on their data from the wall garden by shifting from cookies to identity. Since then, we have been outperforming the industry. Now, with LiveRamp, we are looking ahead to what's next by building the future of data co-creation. It is how we will enable our clients to generate new, exclusive, and proprietary data to build the smartest and most differentiated AI agents on the top of the leading LLMs. Second, we are confident that the power of RAN means that we will be able to quickly unite and deploy live RAN capabilities for all of our clients globally. With live RAN added to our ecosystem of Publicis Sapient, Epsilon, and Marcel, as you have seen, we will go even further and faster in delivering agentic transformation for our clients safely and transparently, and even more importantly, in their own environments. Last but not least, we have talked a lot about data and technology today. But at Publicis, we continue to believe that people are key differentiators. We have absolutely no doubt that live-run, highly talented teams will have a great impact on our organization. In fact, we worked closely together over the past six months through our commercial partnerships. which has allowed us to test the cultural fit. And I can tell you something, it has been excellent. Of course, the deal still has to go through the full regulatory process, but we are really looking forward to welcoming Scott and his team to Publicis. Voilà. Thank you for listening. Thank you for joining. And now we are ready to take all of your questions.

Thank you, sir. This is the conference operator. We will now begin the question and answer session. Anyone who wishes to ask a question may press star and one on their touchtone telephone. To remove your question, press star and two. Please pick up the receiver when asking questions. The first question comes from Nicolas Langlais of BNP Paribas Exxon.

Yes, good morning, everyone, and congratulations on the announcement. I've got three questions, please. First of all, on the network neutrality, so do you plan to implement any new governance structure to ensure that all the competing data providers continue to view LiveRamp as a neutral platform, so is there any change on that front? Secondly, on the synergies, so you have mentioned the 50 million cost synergies, but do you expect any revenue synergies over the mid-term, and when do you think they might start materializing, and what magnitude we could expect? And finally, on the ID system you will get, so post the acquisition, Publicis will operate three distinct identification systems with Epsilon, Lotame, and RampID. Is there a plan to consolidate those data systems at some point, or do you think they all have their own specificities and they can remain like that? Thank you.

Thank you, Nicolas. I'm going to take one and three, and I'll pass on to you, Loris, for two. On the identity, no, we have no plan to consolidate. As you have seen in the presentation, each of our operations actually fits a different purpose, but also can be connected to really bring a gigantic transformation to our clients. And I think this is the power of what we're doing, and by the way, the power of the power of one. which is to bring very different expertise together, but each of them with their culture, with their way to go to market. This leads me to the neutrality. So I want to be very clear on that. There will be absolutely no change in how today and tomorrow live ramp will be led. I mean, I've got Scott next to me here that will be able to tell you a couple of words about that, but He will remain, of course, the CEO. The team will still be in place. Again, we have this great partnership for 10 years. We have accelerated for the last six months. We have seen how well we work together. And again, one of the big reasons why we are doing this deal is a cultural and people fit. So to come back to your point, absolutely no change. Now, before I pass on to Scott, let me take a moment again to come back to this question because we have seen since yesterday that was a big topic for you guys on the analyst side. So first, we absolutely want to preserve the interoperability of LiveRamp because it is part of their business model. And that's how they grow and how they will grow in the future. And that's why we are very confident that this is going to only increase the publicist's performance. Second, we are making very strong statements about that here on the call. But also, by the way, we have competitors that represent today 5% of the revenue. I have addressed a letter to all of them, and we feel confident that we can still work in good condition. And this is only words. The things that matter are the facts. And the reason why we are so confident in our ability to keep this interoperability is actually that the neutrality that you will see with LiveRamp is the one we are having today with other of our acquisitions. And we mentioned a lot of them, but I think the most interesting one is actually influential and captivates. You would remember at the time we did those acquisitions, you could have heard the market, yes, but the competitors are going to leave, blah, blah, blah. The result is half of our growth for those platforms come from non-publicist clients and competitors. So we know how to do that. But maybe, Scott, you want to say a word on those two points? By the way, you're more an expert on ID than I am, so feel free to talk about that, and definitely on the independence.

Sure, I think you covered it well. And, Artur, you know that this is a topic of conversation that started a long time ago between us. I mean, this was very important. We have a 10-year track record of being neutral in the industry, and that's helped fuel our growth. And the commitment that you made already in terms of being committed to remain interoperable and the letters that you sent I think went a long way. But what gave our team even more confidence is just seeing how you've managed your businesses over time. And as you've made past acquisitions, you've allowed them to be neutral and interoperable with the ecosystem, and that's accelerated their success. I think the strongest thing I would say, though, is whatever concerns I may have had melted away yesterday. Yesterday, after we announced the deal, we reached out to hundreds of clients and virtually every major publisher partner. And we talked about this, and there was zero concern across all of those conversations that this commitment would be upheld.

Yeah, I think this is a critical point. Again, we were not worried at all, and we have good experience, but nothing replaced the client feedback. And on both sides of the equation, we actually sent, of course, a lot of emails. I personally sent like 500 emails yesterday. And the answer we had from the clients was, of course, very strong. but it touched on the point you made, which is first and very importantly, and hopefully you saw that in the presentation, every client understands that Building the right data to build the right agent is mission critical. We were actually, I was a bit surprised by how much they were clear on that and that we were really at the right place. But the point that Scott made about neutrality is very important. Honestly, it's easier on our side because, of course, we are bringing a new service, but we have a lot of publicist clients that are live ramp clients. And of course, they trust us to keep this neutrality because they have seen it, of course, with others. And again, coming back on the fact that we are stronger together, the notion between data collaboration and data co-creation is very important. What they can do today is definitely starting to collaborate. But these abilities that we're going to have together to create new sets of data, Sets of data that will make our client, agent, you know, kind of super competitive, unique, proprietary, is something that they found very interesting and, of course, very appealing. And I would say, last but not least, and I know it's going to be a topic maybe when we talk about our cash allocation, They so much feel the need for us to invest in new talent and new capabilities to make sure that we are still relevant in helping them in this AI world. This is a point that comes from everyone. It is a challenging macroeconomic context at the moment, but they have never, ever needed us to invest more in order to make sure that we can continue to be this most valuable player for them. Laurence, hopefully we gave you enough time to prepare the question on the synergy. Thank you. You know, it's a bit difficult because we are in New York and Laurence is in Paris. So over to you, Laurence.

Thank you, Arthur. And hi, Nicolas. So just a couple of points on the top line. The first one is very important is on a standalone basis, LiveRamp is an asset that is performing really well. I mean, it delivered 13% on the five-year CAGR. If you translate its rule of 40 objective into the next few years, you can assume that it will sustain a double-G growth. Now, when it comes to revenue synergy on top of it, it's a bit too early to say, but what I can tell you is that we are expecting, you know, the integration of LiveRamp into our Power One model to generate revenue some significant opportunities for live-run clients, for our clients, for new clients. And obviously this would have an impact. And if you're looking for obviously evidence, look at the acquisition that we have closed in the last five years. As I said earlier in my presentation, they have surpassed Our initial expectation, both at Epsilon and all the Bolton acquisitions, we've closed. So we feel pretty confident around unlocking growth on top of the strong performance that LiveRamp has already been delivering and will continue to deliver.

Understood. Thank you. Thank you very much. Merci, merci. Sherry, back to you.

Thank you, sir. The next question is from Tim Nolan of SSR.

Thanks very much for taking the question and congratulations to all parties. And also thanks for giving us a lot of preemptory answers to the questions that we've got. I wonder if you could expand a little bit, maybe Arturo, on what the addressable markets are that you refer to. There's a lot of AI discussion here. I think you're talking about agentic AI opportunities, but really what are these addressable markets that you refer to? And Scott, if you wouldn't mind just explaining why have you decided to sell LiveRamp now and why to publicist? Thanks.

Thank you, Tim. Look, I'm not going to come back on all the story about why data co-creation is so important to build the right agents. But happy to take that offline because this is absolutely critical. Because as I said, and you have seen that in Carla's presentation, we are talking about roughly a trillion by 2029 that is going to be spent in a genetic transformation by our clients. A trillion. It's going to be more than advertising. And as you can imagine, one will grow faster than the other. The question there is that there is no way you can capture a part of this investment if client doesn't have the right data. And this is where we see a big opportunity for us is to start captivating these new addressable markets. And to be clear, and that's a very important point, we absolutely do not need LiveRamp to win in the marketing space. I think we made a clear demonstration over the last year that we can massively outperform our peers and win in new business with our existing structure. And by the way, with the partnership we're having with LiveRamp. But coming back to this addressable market of more than a trillion, our ability to co-create within the same environment with LiveRamp, new product and services that we can sell end-to-end is, we believe, a big unlock for our growth in the future.

And Tim, maybe I can address the why now from the LiveRamp perspective. As you know from covering LiveRamp yourself, you know that clients have always been our North Star. And when Carla walked through the three examples around how different sectors are starting to think about AI, she could have just as easily given 30 examples. Literally, there is not a client that we work with that is not struggling with some of these same issues, how to harness the power of AI, how to move quickly. And you know what? It's hard. It is so hard for them to do that. And there's a couple of reasons for it. One is the data that they need isn't necessarily stuff that sits within their own walls. We can solve that problem for them. But in addition, the technology that they need is so disparate and it's often hard to bring together. Well, together this combination solves that problem for them. And so it came back time and time again, as it always has in LiveRAMP's history, is how do we solve the problems that our clients have and do it at scale and generate better performance for them? And the answer kept coming back to, hey, together we can do this more effectively than LIBRAM could on its own.

And if I may add on that, I think Scott made the right point, which is it was the right time because it is the right time for our clients. And again, everything we have heard since yesterday is a good example of that. And of course, we tested the water in the past to make sure that this was the case. But, you know, it's also, I think, the right time for both Publicis and LIBRAM. I mean, this long-term partnership that we have been accelerating since the beginning of the year helped us to realize how much we knew each other, we were sharing things, and we were ready to go. I mean, again, you know us. We have a very good track record in terms of integration. But integration starts with the people. And the fact that from day one we've been working with people that we're already working with makes a big difference. I think the second thing that is very important is that we are talking since three years now about the ones that are winning in this new AI world and the ones that are losing. And the truth is when you look at the performance of both companies, Publicis and LiveRamp, today the number shows, and again today with a quarter of LiveRamp, that we are winning. And that makes a big difference because we have nothing to fix. We just have to make sure that we grow more together and that, by the way, we bring to clients what they need. And finally, honestly, and that's what gets me very excited, is that the complementary products and services we're having are just a perfect match. And hopefully you saw that in my chart. They are very different. They are serving very different purpose. They will have their own way to go to market. But when we come to clients that today are looking for end-to-end solution in this new agentic world, we come with a perfect fit.

Thank you both for the explanations, and please keep the ramp-up conference going.

Absolutely, Tim.

The next question is from Kieran Donley of Citi.

Yeah, thanks. A couple of questions for myself. Firstly, revenue. I've been looking through the accounts. It's 95% U.S.-based. Can you talk about the effectiveness of the platform outside of the US? And is there any reason for not expanding historically outside of the US? And then two, can you just talk about, I guess, you know, in terms of Sapien, is this going to be a positive tailwind for Sapien? And if so, do you expect this to come through in 2027? And maybe just finally, can you provide a split of revenue for LightRamp from the other whole codes? Thanks.

Maybe I take the first here, which is expanding outside the US. So you're correct. You know, our business is very concentrated in the US. And that's disappointing in some respects, because if you look at our client base, our clients are global. If you look at our publisher partners, you know, the Metas, the Googles, the Disdys, the Netflix of the world, they are global companies. And if you look at our technology, it is globalized and can be deployed any place in the world. And so we have clients and partners who have actually been pushing us to expand with them internationally. And we just didn't have the footprint to do that. So I think there's a really nice opportunity here given Publis' global footprint and client connections. to tap into that over time. And I will tell you, we had an announcement yesterday with our senior leadership. The biggest smiles in the room were the folks that were joining from overseas because they look at this as the opportunity that they've been waiting for for a decade.

Yeah, that's part of our plan, of course, international expansion. And I think it's interesting to see that both, in this case, Sapient and Epsilon, when we acquire them, were roughly 5% international. And you have seen the growth we have been able to deliver on the international side, so this is very promising. If I understood well your first question about the split on Olco, we don't give this number because we don't disclose any client number, to be clear. But what I can tell you is that it's roughly 5% for all the Olco together, except for PPCs, of course. Your question with Cyclane allowed me to tell you a bit more about how we see things. Again, each of those operations fit a very different purpose. Okay. And so when you have to do it, you have to think about Sapiens as how we're going to be able to modernize the mainframe of our clients. And that's a very big topic because The other big reason why AI is not working with most of our clients today is because they don't have the modernized framework. And this is where we can do a lot of work, and this is where today Sapient is really starting to do an inroad. The second thing which comes on that is once you have the mainframe, you need identities. I mean, I think that now the market has understood, and I'm talking about the financial market because our client understood that very early. This is why we have been thriving with Epsilon and other groups, is that identity is the qualifier for AI. If you don't have the identity, you just don't win with AI. Just look at all the platforms, not talking about publicists, but outside, you don't win if you don't have identity. And everyone has understood that. Where LiveRamp adds something great is that data co-creation, meaning collaboration to get new set of data, is going to be the multiplier. is going to be what makes clients win. You get qualified with identity, you win by creating new sets of assets and new sets of data. And that's why those three things, with Marcel on the top, make a difference. So to come back on your question, they will stay independent, but yes, they will collaborate. And we are, of course, planning in the future for clients to look for an end-to-end solution, but this is not also what we're going to push for. First of all, because most of our clients already work with different suppliers, and we want to make sure we can adapt. And second, because we have a huge belief that, sorry, it's a bit technical, but absolutely key, is that all of this has to be built into our client environments. Where we're going to make a big difference is that we're not here to sell something that will be a part from their business. We want to make sure that it's core to their business in order for them not only to grow, but to prepare the future. We still have like 10 minutes, and I'm sure there is other questions.

The next question, sir, is from... Excuse me, sir. The next question is from Adrian Doucin-Hilarie of Bank of America.

Thank you. Good morning or good night. I've got a couple of questions, please. Arthur, perhaps can you talk on how many of your top 100 accounts currently are using LiveRAMP? And maybe a couple of questions for Loris. Why would you raise bonds when you actually have access to €4 billion of gross cash today on your balance sheet? And then I apologize if it's early in the morning, but you've raised your 2028 constant currency growth by about 100 basis points. But I think LIBRAMP is going to account for just about 5% of revenue. And as you said, it's growing like, you know, low double digits. So how are we getting to like 100 basis points of revenue growth accretion? Thank you.

Thank you. I won't give you a precise number on how many clients are out of the top 100 that use iBrand, but I can tell you a big part of them. The reason why I won't give you a number is that it can go from a very small service to a very big relationship. So it won't give you a real idea of that. What I can tell you is first, 100% of our top 100 clients no live ramp and have a great image of live ramp. This is something that we check. Second, 100% of those top 100 actually answered to our email yesterday and feel very confident either to reinforce the relationship or to no more. And now, of course, there is nothing we can do until the period that is going now is over. And I see my general counsel saying, yes, yes, yes, we will. But we feel very, very confident that in a way or another, it will serve most, if not the totality of our clients. Maybe, Loris, I give you two and three, I guess.

Yeah, sure. Hi, Adrien. So I'll start with the question on top-line assumption. So as I said earlier, when it comes to net revenue growth at constant currency, we are expecting 7% to 8% versus the 6% to 7% previously. I mean, the real assumption here will be on the timing of the acquisition. As I said, we are assuming that it will close at the end of 26, which essentially means that you should see a full impact from the acquisition on reported growth in 2027. In 28, we will include the impact of live ramps on organic growth, combined with what will be the normal effect of incremental bolt-on acquisition, which we would resume, and that would close in that year. Of course, timing, as well as what we should assume for live ramps organic growth, are two important variables. So probably the easiest way for you to look at the objective for 27-28 is an average range for the period. Mindful of the fact that if our assumption is correct on timing for the closing, you're right, we are definitely on the conservative end for 27, given that we have to be very clear on one fact, that we are not changing our assumption for publicity standalone. On your first question, which was the financing, I mean, we will evaluate in H2 what are the financing requirements and decide how we tap the bond market. I think you have to look at it for this, which is financing is about maturity. And so we're looking at our overall debt structure and also, you know, any other needs that we might have, working capital funding and all the other requirements of the business. So this is not only specific to the live ramp acquisition.

Thank you. Thank you, Lois. We're going to move fast. We have 10 minutes, a bit less. So, Shari, back to you.

The next question is from Connor O'Shea of Kepler Chivalry.

Yes, thank you. A couple of quick questions from my side as well. Firstly, maybe for Scott, who would you consider your main direct competitors? And in particular, would you consider Infosum, which I think one of the other agencies acquired about a year ago as a competitor? Do they do the same things as you do or to what extent? Then second question, I think, Loris, you said you expect live ramps margins to be equivalent to publishers at a group level within the first full year. Can you just indicate what the starting point for live ramps margins are in terms of equivalent accounting policies for operating margins for 2026 or 2027? And then the final question, just in terms of of how you plan to integrate LiveRamp. Are you going to take an approach similar to what you've taken to Sapient in the sense that they're very autonomous within the publicist group or more like the Epsilon model where they're closer integrated to connected media? What will be the approach there? Thank you.

Thank you. Yeah, Scott, question number one.

Connor, maybe I'll start in terms of competition. I mean, listen, we play in a competitive market. I will tell you that your direct question was on InfoSum. They're not a company that we run across very often. However, like we do with other clean rooms, we can certainly make them part of our integrations or our networks in the rare instance that a client would want us to do that. I would tell you that I often think about our main competition as a Are clients just doing it themselves because they're not very sophisticated? And therein is the challenge, but it's also the opportunity for us. Because in a connected world where clients are going to need ever-increasing amounts of relevant data to power their models, they're going to need to connect. And so... If someone doesn't choose to work with us today, maybe it's because they're going to integrate directly with Google or directly with Meta. It's just such a small number of integrations that they can manage that degree of complexity on their own. I think over time, as companies have to be more sophisticated about this, the number of integrations actually increases. And we've certainly seen that in our portfolio, where the number of connections, the number of collaborations increases over time. And that just fuels additional revenue growth and makes even more use cases available for our clients.

Thanks, Scott. Lloyd? Sure. Hi, Conor. So on the margin, if you look at the consensus for 2026, and you look at it on a calendarized basis, because as you know, LiveRAM's fiscal year ends in March, and you include the cost of share-based compensation of 80 million for LiveRAMP, you get to a margin of roughly 14.2% for 2026. On top of that, when you look at 2027, you build the acceleration, the standard acceleration that LiveRamp is forecasting as part of this rule of 40, and the savings that I mentioned that will be partly realized, actually mostly realized in 2027, and you very quickly get to a margin for live ramp, which is at or slightly above Publicis Group's margin in 2027. Okay, very clear. Thank you, Loris.

No, I've got to answer your question on integration, which is very important. I mean, the truth here, and you can see that in all the acquisition we have done, is that each operation is special. And for each operation, we have an integration that is really tailor-made. And definitely, in the case of LiveRamp, for everything we discussed. So clearly, LiveRamp will remain as a standalone business. it will be led by Scott and his team. And Scott, as you might have seen, will report to me. For reporting purpose, reporting purpose, sorry, as we said, I mean, we'll map LightRamp into our technology pillar simply because when you look at his model and his capabilities, this is where it belongs. It is a tech business. Maybe a last question very quickly, if we can, Sherry.

Yes, sir. The final question is from Julian Rock of Barclays.

Yes, good morning. Thank you for taking my question. So you already had a commercial agreement with LightRamp, and LightRamp will stay neutral. So what does ownership bring you? What will you be able to do that you could not do before? I know there's a slide in the presentation. You say addressable market, data co-creation, and complementary model. But why would you not be able to do that with a commercial agreement? That's my first question. The second one is, if LightRamp stays neutral, why can't other holding companies do data co-creation as well? And then the last question is, you said Epsilon was 5% international when you bought them. How much international was Sapien in 2015, and how much Sapien today and Epsilon today? So three numbers, please. Thank you.

OK, I'm going to leave. I'm going to go fast. I'm going to leave the last question to you, Laurie. So again, hopefully we explained pretty clearly why this deal makes a lot of sense in getting together. I won't come back on everything we just said and we wrapped up. But if you want to look at it in a very simple way, we want to capture the growth of this huge market that is coming. We want to make sure that we can grow thanks to that. And second, we want to start building product and services together that no one else could bring. That's basically the two reasons why we want to make this deal versus just a partnership. And again, when you look at the potential of the data co-creation market, and more importantly, the potential of the agency transformation, you understand why there is goals. And when you look at our product and our model, you understand why it makes sense. Why others can't do it? Let me be very clear on that if I haven't before. We are not talking about the marketing space here. Again, as we just said, we did not need LiveRamp to be part of Publicis to win in the marketing space. Where we make a difference and where we think we're going to bring something very unique, it is in the combination of Sapient plus Epsilon plus LiveRamp plus Marcel to go for this agentic transformation market that is roughly a trillion today and that is only going to be growing versus other industries. Loris, maybe?

Yes, sure. Hi, Julien. So, if you look at Sapient and Epsilon, so, I mean, as Arthur said, when we acquired those businesses, they were primarily U.S. domestic-based. And if you look at the trajectory, today, Sapient is roughly 40% international. Epsilon is probably closer to 15% to 20%. The difference also is that the starting point on Sapient was slightly higher outside of the U.S. And also the fact that when it comes to Epsilon, they're servicing a number of international clients or the market from the U.S. But take those numbers, 40% for Sapient and close to 20% for Epsilon.

All right. We are almost out of time. We're just a couple of minutes. So if you don't mind, I would like to close with a couple of takeaways. First, as you have seen, and that's a very important point for us, we continue to invest in new talent and innovation. This is what our clients are expecting from us. I guess you hear it from Scott. You heard it from me. The reaction has been overly positive because they need more than ever a partner that can help them in this AI journey. Second, hopefully, we made the demonstration that we know how we are going to be able to continue to thrive and to make sure that LiveRAM thrives as a neutral and interoperable platform. We did it for others. We will do it for LiveRAM today. We feel very confident. Third, and let's come back to your last question, is that with this acquisition, we are opening up a new addressable market, which is data co-creation. We're going to be able to fuel smarter agents for our clients and win over a part of this one trillion market that Carla described. And last but not least, we went fast on the number, but there will be a lot of cool coming next. I mean, LiveRamp will allow us to accelerate across all of our financial KPIs. It will be accurate to our APS, and it will drive faster top and bottom line goals. Well, I hope we've been clear in exactly one hour. I'm sure there will be a lot of discussion in the coming days. Of course, Jean-Michel and his team are here for you. Thank you so much for joining us so early. Thank you so much for taking the news yesterday on a Sunday. The reason why we did that is that we need to communicate at the moment where both financial markets are closed for live rent and PBC. So it had to be early in the morning. And this is why, again, we put the press release yesterday. Have a great day and talk soon. Merci beaucoup.