Rezolve Ai Proposes $700M All-Stock Takeover of Commerce.com with 2:1 Exchange

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Rezolve Ai PLC has proposed an all-stock takeover of Commerce.com, offering one Rezolve share per two Commerce.com shares, valuing the combined entity at over $700M revenue with under 10% dilution. Rezolve’s shares trade 23.6M at an $11 value and company guides $360M revenue for 2026, representing 7.5x year-on-year growth.

1. Hostile Takeover Proposal

Rezolve Ai PLC has launched a direct offer to shareholders of Commerce.com, proposing an exchange of two Commerce.com shares for one Rezolve share and bypassing the target’s board. This all-stock transaction would limit dilution to under 10% and values the combined company at over $700 million in annual revenue.

2. Strategic Rationale and Valuation

Rezolve argues that combining its AI-native commerce infrastructure with Commerce.com’s 60,000-store network will accelerate payment rail deployment and unlock new monetization streams. At an implied $11 per share, this 2:1 exchange offers Commerce.com shareholders an estimated $5.50 per share and a substantial premium over current trading levels.

3. Financial and Operational Highlights

Rezolve’s revenue surged 543% in H2 2025 versus H1, and the company entered 2026 with $232 million contracted revenue. It has increased 2026 guidance to $360 million, secured $750 million in total funding, processes over 112.7 billion API calls, and reaches nearly 60 million consumer devices.

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