Why This Matters to Distributors: As ecommerce and AI vendors compete to control the B2B commerce stack, distributors face potential shifts in the platforms, integrations and digital capabilities that underpin their online sales and customer experience.
Commerce.com Inc., a provider of enterprise ecommerce software and digital commerce infrastructure, has rejected a second unsolicited all-stock acquisition proposal from Rezolve AI PLC, an artificial intelligence company focused on transaction and payment technologies — as both companies target the wholesale distribution and B2B ecommerce markets for aggressive growth.
Commerce.com operates an open SaaS ecommerce platform used by more than 60,000 merchants globally, including manufacturers, brands, and distributors. Its technology stack includes storefront software, product information and feed management tools (via Feedonomics), and content management capabilities (via Makeswift), enabling businesses to manage catalogs, pricing, inventory and omnichannel selling.
Rezolve AI develops AI-driven commerce and payment systems designed to automate search, product discovery, transactions, and fulfillment. Its platform, which includes its Brain Suite and RezolvePay products, is built to support what the company describes as “agentic commerce,” where AI systems guide or execute purchasing decisions on behalf of users.
On April 8, Commerce.com’s board said Rezolve AI’s latest offer — a stock exchange of one Rezolve share for every two Commerce.com shares — significantly undervalued the company and did not warrant further engagement. The terms implied a 47% discount to Commerce.com’s share price based on Rezolve AI’s April 7 closing price of $2.88.
The rejection follows a similar decision in February, when Commerce.com declined an earlier one-for-one share exchange proposal that implied a 29% discount.
After being rebuffed again, Rezolve AI appealed directly to shareholders, criticizing Commerce.com’s performance since its 2020 IPO and arguing that a combination would unlock greater value. “We have been transparent with the Commerce.com board, but they have chosen not to engage while their shareholders suffer through decline,” said Daniel M. Wagner, chairman and CEO of Rezolve AI.
Rezolve AI said it expects $360 million in 2026 revenue and cited $232 million in contracted revenue entering the year. It also said its infrastructure processed 112.7 billion API calls in 2025 and reached 60 million consumer devices.
The company argues that integrating its AI and payments platform into Commerce.com’s merchant base would accelerate monetization and create a combined business, generating more than $700 million in revenue.
Commerce.com rejected that premise, saying its own transformation is underway, including improved operating efficiency, margin expansion, and increased investment in AI-enabled commerce capabilities.
The standoff highlights growing competition and consolidation pressure in ecommerce infrastructure, particularly as vendors race to embed AI deeper into buying, selling, and fulfillment workflows.
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