The ecommerce platform Commerce.com’s board of directors publicly rebuffed the terms of a proposed acquisition by the technology company Rezolve Ai. Rezolve announced on April 8 that it would take its offer directly to Commerce.com shareholders.
“We have been transparent with the Commerce.com Board, but they have chosen not to engage while their shareholders suffer through decline,” said Daniel Wagner, chairman and CEO at Rezolve Ai, in a public statement.
Rezolve claimed that by combining its business with Commerce.com, it could “create an instantly profitable global giant with over $700 million in revenue.”
What Rezolve Ai is offering to acquire Commerce.com
Currently, Rezolve is offering one of its shares for every two shares of Commerce.com stock. The offer followed a previous proposal of one share of Rezolve stock for each Commerce.com share.
“This 2-for-1 exchange offers a strategic reset for Commerce.com, and now we are going directly to the people who actually own this company,” Wagner stated.
According to Rezolve, the new offer followed “the Commerce.com Board’s repeated refusal to engage in substantive discussions regarding a strategic combination that would protect shareholder value from further erosion and unlock transformational value.”
The new, hostile bid is aimed at convincing Commerce.com shareholders directly, with or without board buy-in.
“This combination would create a $700 million revenue powerhouse, and it is Commerce.com shareholders’ one chance to swap a sinking stock for a seat in a hyper-growth AI commerce powerhouse,” Wagner said. “The Commerce.com Board had their turn. Now it is the shareholders’ turn.”
Commerce.com’s response to the Rezolve offer
Commerce.com’s board released a statement, also dated April 8, accusing Rezolve of undervaluing the company with the proposals.
Rezolve’s offer implied “a 47% discount to the current Commerce.com share price, based on Rezolve Ai’s closing price of $2.88 on April 7, 2026,” according to Commerce.com.
In its statement, Commerce.com’s board wrote that the new proposal was “even less favorable” than a Feb. 22 offer, which it said valued Commerce.com stock at a “29% discount.”
“The Board of Directors determined this proposal significantly undervalues the company, is not attractive to Commerce.com shareholders, and does not warrant further engagement.”
Rezolve responded in a new statement on April 9, asserting that the Commerce.com board — by focusing on a “single day’s closing price” — did not represent that growth trajectory that Rezolve currently projects for Commerce.com on its own.
“Screen price is not liquidity, a rebrand is not transformation and 3% growth is not a recovery story,” Wagner said. “Shareholders are being asked to accept fiction as value while the Board rejects an offer from a business moving at an entirely different pace.”
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