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Perion(PERI) - 2024 Q4 - Annual Report

Revenue Sources and Agreements - In 2024, 23% of the company's revenue was generated from its agreement with Microsoft, while 10% came from another search provider[45]. - The Microsoft Agreement accounted for 35%, 34%, and 23% of the company's revenue in 2022, 2023, and 2024, respectively[44]. - The expiration of the Microsoft Agreement on December 31, 2024, places the company in a tail period, potentially affecting revenue generation[49]. - In 2023 and 2024, the top five publishers accounted for approximately 11% and 15% of the company's revenue, respectively[47]. Advertising Activity and Market Competition - The company experienced a decline in search advertising activity in Q1 2024 due to changes in advertising pricing and mechanisms implemented by Microsoft[44]. - In Q2 2024, the company faced an additional decline in search advertising activity due to Microsoft's exclusion of several publishers from its search distribution marketplace[44]. - The advertising industry is highly competitive, and failure to compete effectively could lead to a decline in revenue[28]. - The company relies heavily on third-party publishers for its search offerings, making it vulnerable to changes in their policies and the competitive landscape[48]. - The discretionary nature of relationships with advertising customers exposes the company to increased pricing pressure and potential revenue loss[60]. - The competitive landscape in the advertising industry is intense, with the need for continuous innovation to maintain market share[80]. Data Collection and Processing - The company depends on its ability to collect and process data, and any limitations could significantly diminish the value of its solutions[33]. - The ability to collect and process data, including personal data, is crucial for the company's advertising solutions, and any limitations could significantly diminish its value and lead to loss of customers and revenue[86]. - The company relies on third-party search engine results, primarily from Microsoft Bing and Yahoo, exposing it to competition from emerging AI technologies like OpenAI's ChatGPT and Google's Gemini[92]. Economic and Political Risks - Political and economic instability in the Middle East, particularly in Israel, may adversely affect the company's operations and revenue[33]. - The ongoing military conflict between Russia and Ukraine has contributed to global economic volatility, impacting the company's business environment[108]. - The ongoing military conflict in Israel has led to a deterioration in economic indicators, including a downgrade in Israel's credit rating by agencies such as Moody's, S&P Global, and Fitch[216]. - The company faces risks from political, economic, and military instability in the Middle East, which could adversely affect operations and revenue generation[211]. Regulatory and Compliance Challenges - The company is subject to ongoing costs associated with compliance with corporate governance and disclosure requirements, which could adversely affect financial results[136]. - The evolving legal and regulatory landscape surrounding AI, including new laws in the U.S. and EU, may impose additional compliance costs and affect the company's operations[95][96]. - The company is subject to stringent data protection laws, including the GDPR, which impose significant compliance costs and potential fines for violations[174]. - Non-compliance with data privacy regulations could lead to legal liability and adversely affect business operations[173]. Financial Performance and Market Conditions - The company has recognized impairments in goodwill and intangible assets in the past, which could negatively affect future results of operations[120]. - Global economic conditions, including inflationary pressures and rising interest rates, could adversely affect the company's revenue and financial condition[110]. - The company may face substantial tax liabilities if required to collect sales, use, or other taxes on its services, which could adversely affect future sales revenue[189]. - Legislative changes in various states and countries regarding digital advertising taxation could materially impact the company's revenue[191]. Innovation and Technology - The company announced a strategic transformation in February 2025, unifying its business units under the Perion brand and launching the Perion One platform[69]. - In 2023, the company launched WAVE, a generative AI-powered dynamic audio solution, and SORT®, a pre-bid technology that uses proprietary AI to optimize ad delivery[91]. - The company must continue to innovate and invest in AI technologies to remain competitive, as failure to do so could materially adversely affect its business[89]. Shareholder and Market Dynamics - As of March 5, 2025, three shareholders beneficially held more than 5% of the outstanding shares, which may allow them to control shareholder vote outcomes[122]. - The company has authorized a share repurchase program totaling $125 million, with $46.9 million spent to repurchase 5.2 million shares as of December 31, 2024[131]. - The company's ordinary shares are traded on both Nasdaq and TASE, leading to potential price variations due to different currencies and trading times[149]. Cybersecurity and Data Protection - The company may face significant legal, reputational, or financial exposure due to cybersecurity threats and data breaches[155]. - The company relies on third-party service providers for information technology, which poses risks related to cybersecurity and data breaches[156]. - Significant failures in data protection measures could materially adversely affect the company's business and reputation, leading to claims from customers and data subjects[159]. Operational Challenges - The company faces margin pressure due to the commoditization of digital advertising services, impacting its profitability[99]. - The company faces significant competition for qualified personnel, particularly in the high-tech industry, which may lead to increased wage inflation and impact profitability[117]. - The company must comply with Nasdaq's continued listing requirements, or it risks delisting, which could negatively affect the price of its ordinary shares[148].