Press Releases April 8, 2026 05:53 PM

Commerce.com Board of Directors Comments on Unsolicited Proposal from Rezolve Ai

Commerce.com Board Rejects Undervalued Acquisition Proposal from Rezolve Ai

By Maya Rios CMRC
Commerce.com Board of Directors Comments on Unsolicited Proposal from Rezolve Ai
CMRC

Commerce.com, Inc. has publicly rejected an unsolicited acquisition proposal from Rezolve Ai PLC, as the offer significantly undervalues Commerce.com shares by implying a 47% discount to the current share price. The Board remains focused on advancing its business transformation and maximizing long-term shareholder value.

Key Points

  • Rezolve Ai proposed exchanging one share for every two Commerce.com shares, implying a 47% discount to Commerce.com's current share price.
  • The Commerce.com Board previously rejected a similar proposal with a 29% discount in February 2026, and finds the new proposal even less attractive.
  • Commerce.com is focusing on growth and transformation through AI-powered commerce solutions and expanded margins, aiming to enhance shareholder value.

AUSTIN, Texas, April 08, 2026 (GLOBE NEWSWIRE) --  Commerce.com, Inc. (Nasdaq: CMRC) (formerly BigCommerce Holdings, Inc.) today confirmed its Board of Directors received an unsolicited proposal from Rezolve Ai PLC (NASDAQ: RZLV) under which Rezolve Ai proposed to acquire all of the outstanding common shares of Commerce.com by exchanging one Rezolve Ai share for every two shares of Commerce.com, implying a 47% discount to the current Commerce.com share price, based on Rezolve Ai’s closing price of $2.88 on April 7, 2026. The Board of Directors determined this proposal significantly undervalues the company, is not attractive to Commerce.com shareholders, and does not warrant further engagement.

This decision follows the Board of Directors’ previous unanimous rejection of a private, unsolicited all-stock proposal received from Rezolve Ai on February 22, 2026 under which Rezolve Ai proposed to acquire all of the outstanding common shares of Commerce.com by exchanging one Rezolve Ai share for each Commerce.com share, implying a 29% discount to prior Commerce.com share price, based on Rezolve Ai’s closing price of $2.15 on February 20. It is notable that the revised proposal received today is even less favorable and implies a significant discount to the Company’s current market valuation.

The Board and management team remain committed to maximizing long-term value for Commerce.com shareholders, and are focused on further advancing its recent material business transformation. With improved efficiency, expanded margins, realigned investment to the highest-impact growth areas, and a clear position in AI-powered agency commerce, Commerce.com is well positioned to deliver enhanced growth and value. The Board and management team will continue to take actions to advance that objective.

Morgan Stanley is serving as financial advisor to Commerce.com, and Latham & Watkins LLP is serving as legal counsel.

About Commerce
Commerce (Nasdaq: CMRC) empowers businesses to innovate, grow, and thrive by providing an open, AI-driven commerce ecosystem. As the parent company of BigCommerce, Feedonomics, and Makeswift, Commerce connects the tools and systems that power growth, enabling businesses to unlock the full potential of their data, deliver seamless and personalized experiences across every channel, and adapt swiftly to an ever-changing market. Trusted by leading businesses like Coldwater Creek, Cole Haan, Dell, Harvey Nichols, King Arthur Baking Co., Mizuno, Pacsun, Perry Ellis, Skechers, SportsShoes and Uplift Desk, Commerce delivers the storefront control, optimized data, and AI-ready tools businesses need to grow, serve diverse buyers, and operate with confidence in an increasingly intelligent, multi-surface world. For more information, visit commerce.com or follow us on X and LinkedIn.

Media Relations Contact
Brad Hem
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Andrew Siegel / Sophie Throsby / Melissa Johnson
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Investor Relations Contact
Tyler Duncan
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Risks

  • The rejected acquisition proposal signals ongoing takeover interest that may cause share price volatility.
  • Continued undervaluation risk if market does not recognize Commerce.com's strategic transformation and growth potential.
  • Potential competitive pressure in the AI-driven commerce sector as Commerce.com pursues expansion, which could impact future financial performance.

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