Acquisition – In June 2026, we entered into an equity purchase agreement and plan of merger to acquire Celero Commerce ("Celero"), a financial technology company providing integrated payment processing solutions for small to mid-sized businesses. Celero serves customers through a diversified distribution network spanning bank, software, independent partner, and direct sales channels. The transaction closed on July 31, 2026. The acquisition advances our strategy to grow our payments and data businesses, and Celero's platform complements our existing payments offerings while expanding our ability to serve a broader set of customers.

As the transaction closed subsequent to the balance sheet date, Celero's assets and liabilities are not reflected in the consolidated balance sheet as of June 30, 2026. We incurred related transaction costs of $5.6 million during the quarter ended June 30, 2026, which are included in selling, general and administrative expense in the consolidated statement of comprehensive income.

The aggregate purchase price consisted of cash consideration of $625.0 million, plus payment of certain seller transaction expenses and other adjustments. The acquisition was financed through our amended credit agreement, via a combination of additional term loan financing and revolving credit facility borrowings (Note 11).

The purchase price allocation is not complete at this time. It is not practicable to disclose the preliminary purchase price allocation or unaudited pro forma combined financial information for this transaction, given the short period of time between the acquisition date and the issuance of these consolidated financial statements. We anticipate that the preliminary purchase price allocation will include significant intangible assets, as well as goodwill. A majority of the goodwill is expected to be deductible for income tax purposes.

Business exits – In recent years, we decided to exit certain businesses and dispose of other assets. We believe these actions have enabled us to concentrate our resources on our growth businesses, while optimizing our operations.

In March 2026, we finalized the divestiture of certain assets and liabilities associated with the Safeguard small business distributor channel within our Print segment. The transaction will generate net proceeds of $22.8 million, with approximately half received at closing. The remaining proceeds will be collected in equal annual installments on each anniversary of the closing date over the next three years. The net assets and liabilities transferred in the sale totaled $17.7 million and were comprised primarily of customer list intangible assets. The disposal group was classified as held for sale as of December 31, 2025 and was included in other non-current assets on the consolidated balance sheet.

In September and December 2023, we executed agreements to transition our U.S. and Canadian payroll and human resources services customers to other service providers. Our exit from this business was substantially completed during 2024, and the remaining cash proceeds from this business exit were received during the quarter ended March 31, 2025.


(in millions)	Gain on sale of businesses and long-lived assets		Proceeds from sale of businesses and long-lived assets
Six months ended June 30, 2026:
Small business distributor channel	$	5.1	$	10.8

Six months ended June 30, 2025:
Payroll and human resources services business	$	—	$	2.0

Assets held for sale – During the quarter ended June 30, 2026, we initiated a plan to sell a production facility we currently own, with the intention of relocating these operations to a leased facility. As of June 30, 2026, the related assets, which had a carrying value of $2.4 million, were classified as held for sale and included in other non-current assets on the consolidated balance sheet.