Deluxe Acquires Celero Commerce for $625M

Deluxe Corporation is set to significantly bolster its financial technology offerings with the acquisition of Celero Commerce in a deal valued at approximately $625 million. This strategic move is designed to accelerate Deluxe's pivot towards higher-margin payments and data-centric solutions, reshaping its revenue composition.

The transaction is projected to propel Deluxe's combined Payments and Data segments to represent 57% of its total revenue by 2026 on a pro forma basis, a substantial leap from 31% in 2020. This shift underscores Deluxe's commitment to modernizing its business model and capitalizing on the robust growth within the digital payments ecosystem. The acquisition is anticipated to be immediately accretive to adjusted earnings per share in the first year post-completion.

Celero Commerce, a key player in providing integrated payment processing, business management software, and data intelligence for small and medium-sized businesses, brings a substantial revenue stream and strong profitability. In 2025, Celero reported over $200 million in revenue, boasting a healthy 28% adjusted EBITDA margin and an impressive 90% unlevered free cash flow conversion. The combined entity is expected to process roughly $70 billion in gross transaction volume annually, positioning it among the top ten non-bank merchant acquirers in the United States, according to Nilson report data.

Beyond financial metrics, the integration is expected to broaden Deluxe's market reach across various merchant processing sectors and enhance its distribution channels. The combined organization will leverage a more extensive network encompassing bank partnerships, software vendors, independent sales organizations, and direct sales forces. This expanded footprint aims to deliver a more comprehensive value proposition to a wider customer base.

Deluxe anticipates realizing over $15 million in cost synergies within 24 months following the acquisition's close, contributing to improved operational efficiency. Financially, the company expects its net leverage ratio to stand around 3.9x at closing, with a clear plan to reduce it below 3.0x within two years. Importantly, Deluxe has indicated that this transaction will not necessitate any alterations to its existing dividend policy.

The deal, which is subject to regulatory approvals and customary closing conditions, is slated for completion in the third quarter of 2026. Deluxe plans to finance the acquisition through committed debt facilities, including a $375 million incremental Term Loan A arranged by BofA Securities, alongside a draw from its existing revolving credit facility. BofA Securities is also acting as the financial advisor to Deluxe, with legal counsel provided by Troutman Pepper Locke and Bennett Jones.