Deluxe announced that it has entered into a definitive agreement to acquire Celero Commerce for $625 million, plus certain seller transaction expenses and other adjustments.
Celero Commerce is a financial technology company focused on optimized payment solutions for small and mid-sized businesses and strategic partners. The company provides integrated electronic commerce solutions, payment processing services, business management software, and data intelligence.
The acquisition is expected to accelerate Deluxe’s transformation toward higher-growth payments and data solutions. Deluxe said the transaction advances its strategy of shifting its revenue mix toward its Payments and Data segments.
After closing, Deluxe expects its combined Payments and Data businesses to represent 57% of 2026 revenue on a pro forma basis, compared to 31% in 2020.
The combination is also expected to expand Deluxe’s presence across merchant processing verticals and strengthen its go-to-market distribution. Deluxe said the combined business will have a broader network across bank, software, independent partner, independent sales organization, and direct sales channels.
Deluxe and Celero processed approximately $70 billion in combined gross transaction volume in 2025. Based on Nilson reporting, Deluxe said the proposed combined organization would become one of the 10 largest non-bank merchant acquirers in the United States.
Celero generated more than $200 million in revenue in 2025, with a 28% adjusted EBITDA margin and 90% unlevered free cash flow conversion.
The transaction is expected to be accretive to adjusted EPS in the first year following closing. Deluxe also expects the acquisition to expand revenue growth and adjusted EBITDA margin rates, while unlocking more than $15 million in anticipated cost synergies over 24 months after closing.
Deluxe expects its combined net leverage ratio to be approximately 3.9x at closing and expects to reduce net leverage below 3.0x within 24 months after closing. The company said the transaction does not require any change to its dividend policy.
The transaction is expected to close in the third quarter of 2026, subject to U.S. regulatory approvals and customary closing conditions. Deluxe plans to fund the acquisition through committed debt financing, including a $375 million incremental Term Loan A financing led by BofA Securities and a draw on its existing revolving credit facility.
Support: BofA Securities is serving as financial advisor to Deluxe, while Troutman Pepper Locke and Bennett Jones are serving as legal advisors.
KEY QUOTES:
“Adding Celero immediately accelerates our transformation and shifts our revenue mix decisively towards our growing Payments and Data segments. Celero has loyal customers, partners, and employees, as well as strong financials and corporate culture, all of which are a natural fit with Deluxe. Combined, the two companies will broaden our distribution reach and deepen our presence across key verticals including financial institutions, independent software vendors, and independent sales organization partner channels. At Deluxe, we have a proprietary, fully-scaled processing platform that will compliment and seamlessly integrate with Celero and their technology to deliver a compelling value proposition for customers.”
Barry McCarthy, President and CEO of Deluxe
“This is an exciting next chapter for Celero, our employees, partners, and customers. At Celero, we’ve always focused on helping businesses thrive through innovative technology, exceptional service, and strong strategic partnerships. Deluxe shares those values, and this combination allows us to accelerate that mission faster than we could have independently. By bringing together Deluxe’s scale, resources, and payments capabilities with Celero’s technology, channel expertise, and customer-first culture, we believe we’re creating an even stronger platform for our customers and partners while opening new opportunities for growth.”
Kevin Jones, Founder and Chief Executive Officer of Celero Commerce
