Financial Analysis

Asset acquisition In August 2025, we acquired certain assets of JPMorgan Chase Bank's CheckMatch electronic check conveyance service business for cash payments totaling $24.6 million, approximately half of which was paid at closing and the remainder due in the first quarter of 2026. The assets acquired consisted of a lockbox network intangible asset, included in other intangibles in Note 3, with a fair value of $14.3 million and a useful life of 10 years and a customer relationship intangible asset with a fair value of $10.3 million and a useful life of seven years. Information regarding these fair value estimates can be found in Note 7. Divestitures 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. Revenue generated by the exited businesses is reported as All Other in the business segment results presented in Note 15. In February 2026, we entered into an agreement to sell certain assets and liabilities related to the small business distributor channel in our Print segment for approximately $25.0 million, with approximately half paid at closing and the remainder due over the next three years. The sale is expected to close in the first quarter of 2026. As of December 31, 2025, related customer list intangible assets with a carrying value of $18.4 million were classified as held for sale and included in other non-curr …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

Indemnifications In the normal course of business, we enter into agreements that include standard indemnification provisions. These provisions typically cover third-party claims arising from our products and services, including, but not limited to, service failures, breaches of security, infringement of intellectual property rights, compliance with governmental regulations, and employment-related matters. Our obligations under these indemnities would generally be triggered by our breach of contractual terms. Additionally, in connection with the sale or disposal of assets or businesses, we customarily provide representations, warranties, and indemnities to counterparties. These may address risks such as undisclosed damage to the assets, environmental liabilities, including obligations to investigate or remediate contamination at waste disposal sites or manufacturing facilities, as well as unidentified tax exposures and legal matters relating to periods prior to the disposition. The potential liability under these indemnification agreements is not reasonably estimable, as it depends on the occurrence of future, unknown events. However, based on current information, we do not believe that any such obligations would have a material adverse effect on our financial position, annual results of operations, or annual cash flows. We have recognized liabilities for known indemnifications related to environmental matters, which were not material as of December 31, 2025 or December 31, 20 …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Debt outstanding was comprised of the following: (in millions) 2025 2024 Senior unsecured notes $ 475.0 $ 475.0 Senior secured notes 450.0 450.0 Senior secured term loan facility 441.4 500.0 Securitization obligations 65.0 78.9 Amounts drawn on senior secured revolving credit facility 13.0 18.0 Total principal amount 1,444.4 1,521.9 Less: unamortized discount and debt issuance costs (15.0) (18.8) Total debt, net of discount and debt issuance costs 1,429.4 1,503.1 Less: current portion of long-term debt, net of debt issuance costs (16.3) (37.1) Long-term debt $ 1,413.1 $ 1,466.0 Maturities of long-term debt were as follows as of December 31, 2025: (in millions) Debt obligations 2026 $ 16.4 2027 37.5 2028 115.0 2029 1,275.5 Total principal amount $ 1,444.4 Credit facility In December 2024, we executed a $900.0 million amended and restated credit agreement, which included commitments of $400.0 million under a revolving credit facility and $500.0 million under a term loan facility. The revolving credit facility includes a $40.0 million swingline sub-facility and a $25.0 million letter of credit sub-facility. Concurrently, we repaid and terminated our previous credit facility, recording interest expense of $1.7 million for the write-off of the related unamortized debt issuance costs. Net proceeds from the amended and restated credit facility were $604.4 million. Loans under the revolving credit facility can be borrowed, repaid, and re-borrowed until February 1, 2029, at which poin …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

Our employee share-based compensation plans include our employee stock purchase plan and our long-term incentive plan. In February 2025, we amended our long-term incentive plan to increase the aggregate number of shares available for issuance under the plan to 4.7 million shares of common stock, along with any shares released due to the forfeiture or termination of awards issued under the previous plan. As of December 31, 2025, 1.8 million shares remained available for issuance. Under both our current and previous plans, we have granted non-qualified stock options, restricted stock units, and performance share unit awards. The current plan also permits the issuance of restricted stock and stock appreciation rights, although none of these were outstanding as of December 31, 2025. Our policy regarding the recognition of compensation expense for employee share-based awards can be found in Note 1. The following amounts were recognized in our consolidated statements of income for share-based compensation awards for the years ended December 31: (in millions) 2025 2024 2023 Restricted stock units $ 17.3 $ 14.1 $ 14.1 Performance share unit awards 7.1 4.7 4.1 Employee stock purchase plan 0.4 0.4 0.5 Stock options 0.1 0.7 1.8 Total share-based compensation expense $ 24.9 $ 19.9 $ 20.5 Income tax benefit $ (7.1) $ (6.3) $ (7.4) As of December 31, 2025, the total compensation expense for unvested awards not yet recognized in our consolidated statements of income was $21.0 million, net o …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

Goodwill impairment analyses We evaluate the carrying value of goodwill at least annually, as of July 31, or more frequently if events or changes in circumstances indicate that the carrying amount may not be recoverable. Our policy on impairment of goodwill, detailed in Note 1, outlines our methodology for evaluating goodwill impairment. 2025 annual goodwill impairment analyses For the 2025 annual goodwill analysis, we chose to perform quantitative analyses for our Merchant Services and Treasury Management reporting units. These analyses indicated that the estimated fair values of these reporting units exceeded their carrying values. Estimating the fair values of our reporting units requires us to estimate several factors, including the projection of future revenues, EBITDA margins, and terminal growth rates, as well as the selection of an appropriate discount rate reflecting our weighted-average cost of capital, and the allocation of shared and corporate expenses. These assumptions require significant judgment, and actual results may differ, potentially leading to future impairment charges. For our other reporting units with goodwill, we completed qualitative analyses. These analyses considered factors such as current economic and industry conditions, recent financial performance, and the most recent quantitative analyses from prior periods. These qualitative analyses indicated no changes in events or circumstances suggesting that the fair value of any reporting unit was les …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

"Income tax provision The components of the income tax provision were as follows for the years ended December 31: (in millions) 2025 2024 2023 Current tax provision: Federal $ 0.3 $ 24.9 $ 21.0 State 2.2 5.2 6.4 Foreign 7.9 13.9 18.1 Total current tax provision 10.4 44.0 45.5 Deferred tax provision: Federal 22.1 (21.5) (20.4) State 4.4 (4.5) (4.4) Foreign 5.6 (7.1) Total deferred tax provision 26.5 (20.4) (31.9) Total tax provision: Federal $ 22.4 $ 3.4 $ 0.6 State 6.6 0.7 2.0 Foreign 7.9 19.5 11.0 Income tax provision $ 36.9 $ 23.6 $ 13.6 Income before income taxes was comprised of the following for the years ended December 31: (in millions) 2025 2024 2023 U.S. $ 91.8 $ 11.1 $ (7.6) Foreign 27.3 65.4 47.4 Income before income taxes $ 119.1 $ 76.5 $ 39.8 Effective tax rate The effective tax rate on pretax income reconciles to the U.S. federal statutory tax rate for the years ended December 31 as follows: 2025 2024 2023 (in millions) Amount Percent Amount Percent Amount Percent U.S. federal statutory tax rate $ 25.0 21.0 % $ 16.1 21.0 % $ 8.4 21.0 % State income tax, net of federal income tax effect (1) 4.5 3.7 % (0.7) (1.0 %) 1.8 4.5 % Foreign tax effects: Canada: Statutory tax rate difference between Canada and the U.S. 1.4 1.2 % 3.2 4.2 % 2.3 5.9 % Tax on repatriation of earnings 1.2 1.0 % 3.0 3.9 % 2.4 6.1 % Business exits (Note 6) (2.2) (5.6 %) Change in valuation allowances (1.2) (3.1 %) Other (0.2) (0.1 %) 0.2 0.6 % Other foreign jurisdictions (0.1) (0.3 %) Effect of cr …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Recently Adopted Accounting Guidance Accounting Standards Update (ASU) 2023-09 In December 2023, the Financial Accounting Standards Board (FASB) issued ASU 2023-09, Improvements to Income Tax Disclosures. This standard modifies the required income tax disclosures to include specific categories in the income tax rate reconciliation and requires the disclosure of income tax payments by jurisdiction, among other changes. This standard was adopted on a retrospective basis in these consolidated financial statements, with the amended disclosures presented in Note 9. Accounting Guidance Not Yet Adopted ASU 2024-03 In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses. This standard does not change the expense captions presented on the face of the income statement. Instead, it requires the disaggregation of certain expense captions into specified categories within the footnotes to the consolidated financial statements. This standard is effective for our annual consolidated financial statements for the year ending December 31, 2027. Both prospective and retrospective application of the standard is permitted upon adoption. We are currently evaluating the potential effects of adopting this new guidance on the disclosures within our consolidated financial statements. ASU 2025-05 In July 2025, the FASB issued ASU 2025-05, Measurement of Credit Losses for Accounts Receivable and Contract Assets . This standard introduces a practical expedient that compa …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

We have historically offered certain health care benefits to a large number of our eligible retired U.S. employees. Employees who were hired before January 1, 2002 become eligible for these benefits if they meet the required years of service and age criteria before retiring. Employees hired on or after January 1, 2002 are not eligible to participate in the plan. In addition to our retiree health care plan, we also maintain an inactive U.S. supplemental executive retirement plan (SERP). This plan is no longer adding new participants and all current participants are retired. The SERP does not have any plan assets, but our obligation under this plan is fully funded through investments in company-owned life insurance policies. Obligations and funded status Changes in our benefit obligation, plan assets, and funded status for the years ended December 31 were as follows: (in millions) Postretirement benefit plan Pension plan (1) Change in benefit obligation: Benefit obligation, December 31, 2023 $ 36.0 $ 2.3 Interest cost 1.6 0.1 Net actuarial gain (3.1) Benefits paid from plan assets and company funds (3.9) (0.3) Benefit obligation, December 31, 2024 30.6 2.1 Interest cost 1.5 0.1 Net actuarial (gain) loss (1.9) 0.1 Benefits paid from plan assets and company funds (3.6) (0.3) Benefit obligation, December 31, 2025 $ 26.6 $ 2.0 Change in plan assets: Fair value of plan assets, December 31, 2023 $ 130.9 $ Return on plan assets 9.7 Benefits paid (2.5) Fair value of plan assets, Decemb …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

Restructuring and integration expense consists of costs related to initiatives aimed at driving earnings and cash flow growth, including costs related to the consolidation and migration of certain applications and processes. These costs consist primarily of consulting, project management services, internal labor, and other items such as facility closure and consolidation costs. Additionally, we have recorded employee severance costs across functional areas. Restructuring and integration expense is not allocated to our reportable business segments. We remain committed to executing initiatives that advance our long-term growth strategy and drive operational efficiency. Over the past three years, a significant portion of our restructuring activities were consolidated under the North Star program, a comprehensive, multi-year initiative designed to enhance shareholder value by accelerating adjusted EBITDA growth, increasing cash flow, reducing debt, and improving our leverage ratio. The program was structured to balance disciplined cost management with targeted investments to support sustainable growth. On the cost side, we undertook a series of actions to optimize our organizational structure and strengthen our operational infrastructure. These actions included consolidating roles, streamlining management layers, expanding spans of control, and scaling back-office functions. We also leveraged technology and automation to digitize and simplify our operations, while global talent h …

RestructuringAndRelatedActivitiesDisclosureTextBlock · excerpt; the full note is in the filing

We operate the following reportable segments, generally organized by product and service type: Merchant Services provides electronic credit and debit card authorization and payment processing services, primarily to small and medium-sized retail and service businesses. B2B Payments provides treasury management solutions, including remittance and lockbox processing, remote deposit capture, cash application, and payment acceptance solutions, as well as integrated accounts payable disbursements, including eChecks, Deluxe Payment Exchange, and Medical Payment Exchange, and fraud and security services. Data Solutions provides data, analytics, and marketing services for both business-to-business and business-to-consumer clients, as well as financial institution profitability reporting and business incorporation services. Print provides printed personal and business checks, business essentials, including printed business forms and business accessories, as well as branded promotional print, apparel, and digital storefront solutions. Segment accounting polices The accounting policies applied to our segments are consistent with those outlined in Note 1. Corporate costs for shared services are allocated to segments when they are directly attributable to a segment, otherwise, they are reported under Corporate operations. Unallocated costs primarily include marketing, accounting, information technology, human resources, facilities, executive management, and legal, tax, and treasury functio …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

Nature of operations We empower businesses to build stronger customer relationships through a broad range of trusted, technology-enabled solutions designed to facilitate payments, drive growth, and improve operational efficiency. Our comprehensive portfolio includes merchant services, marketing and data analytics, treasury management solutions, and promotional products, as well as customized checks and business forms tailored to our clients needs. We serve a diverse customer base, including small and medium-sized businesses, financial institutions, and some of the worlds leading consumer brands. In addition, we offer checks and related accessories directly to individual consumers. Our products and services are delivered through four business segments, primarily catering to clients and customers across North America. Consolidation The consolidated financial statements include the accounts of Deluxe Corporation and its wholly-owned subsidiaries. All intercompany accounts, transactions, and profits have been eliminated. Additionally, we are the primary beneficiary of a variable interest entity, MedPayExchange LLC, operating as Medical Payment Exchange (MPX), which facilitates payments to healthcare providers from insurance companies and other payers. Our partner's stake in MPX is presented as a non-controlling interest in the equity section of the consolidated balance sheets, distinct from our equity. Both net income and comprehensive income are attributed to us and the non-cont …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

Accumulated other comprehensive loss Changes in the components of accumulated other comprehensive loss were as follows: (in millions) Postretirement benefit plans Net unrealized loss on debt securities Net unrealized gain on cash flow hedges Foreign currency translation adjustment Accumulated other comprehensive loss Balance, December 31, 2022 $ (26.9) $ (0.9) $ 2.6 $ (12.1) $ (37.3) Other comprehensive income (loss) before reclassifications 6.3 (0.2) (0.5) 1.3 6.9 Amounts reclassified from accumulated other comprehensive loss 0.8 1.1 (2.4) 0.9 0.4 Net other comprehensive income (loss) 7.1 0.9 (2.9) 2.2 7.3 Balance, December 31, 2023 (19.8) (0.3) (9.9) (30.0) Other comprehensive income (loss) before reclassifications 3.1 2.3 (3.4) 2.0 Amounts reclassified from accumulated other comprehensive loss 0.1 (2.0) (1.9) Net other comprehensive income (loss) 3.2 0.3 (3.4) 0.1 Balance, December 31, 2024 (16.6) (13.3) (29.9) Other comprehensive income before reclassifications 10.5 1.2 11.7 Amounts reclassified from accumulated other comprehensive loss (0.3) (0.3) Net other comprehensive income 10.2 1.2 11.4 Balance, December 31, 2025 $ (6.4) $ $ $ (12.1) $ (18.5) Reclassification adjustments Information regarding amounts reclassified from accumulated other comprehensive loss to net income was as follows: Accumulated other comprehensive loss components Amounts reclassified from accumulated other comprehensive loss Affected line item in consolidated statements of income (in millions) 2025 …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

NOTE 12: OTHER COMMITMENTS AND CONTINGENCIES Indemnifications In the normal course of business, we periodically enter into agreements that incorporate general indemnification language. These indemnification provisions generally encompass third-party claims arising from our products and services. This includes, but is not limited to, service failures, breaches of security, intellectual property rights, compliance with governmental regulations, and employment-related matters. Performance under these indemnities would generally be triggered by our breach of the terms of the contract. When disposing of assets or businesses, we often provide representations, warranties, and indemnities to cover various risks. These risks may include unknown damage to the assets, environmental risks involved in the sale of real estate, liability to investigate and remediate environmental contamination at waste disposal sites and manufacturing facilities, and unidentified tax liabilities and legal matters related to periods prior to disposition. We do not have the ability to estimate the potential liability from such indemnities because they relate to unknown conditions. However, we do not believe that any liability under these indemnities would have a material adverse effect on our financial position, annual results of operations, or annual cash flows. We have recorded liabilities for known indemnifications related to environmental matters. These liabilities were not material as of September 30, 20 …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

NOTE 11: DEBT Debt outstanding was comprised of the following: (in thousands) September 30, 2025 December 31, 2024 Senior secured term loan facility $ 470,792 $ 500,000 Senior unsecured notes 475,000 475,000 Senior secured notes 450,000 450,000 Securitization obligations 70,000 78,917 Amounts drawn on senior secured revolving credit facility 18,000 Total principal amount 1,465,792 1,521,917 Less: unamortized discount and debt issuance costs (16,007) (18,766) Total debt, net of discount and debt issuance costs 1,449,785 1,503,151 Less: current portion of long-term debt, net of debt issuance costs (37,215) (37,130) Long-term debt $ 1,412,570 $ 1,466,021 Maturities of long-term debt were as follows as of September 30, 2025: (in thousands) Debt obligations Remainder of 2025 $ 9,375 2026 37,500 2027 107,500 2028 50,000 2029 1,261,417 Total principal amount $ 1,465,792 Credit facility In December 2024, we executed a $900,000 senior secured credit facility, which includes commitments of $400,000 under a revolving credit facility and $500,000 under a term loan facility. The revolving credit facility includes a $40,000 swingline sub-facility and a $25,000 letter of credit sub-facility. Loans under the revolving credit facility can be borrowed, repaid, and re-borrowed until February 1, 2029, at which point all outstanding amounts must be repaid. The term loan facility is structured to be repaid in equal quarterly installments of $9,375 through December 2027 and $12,500 from March 2028 …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

"NOTE 7: FAIR VALUE MEASUREMENTS Goodwill impairment analysis Our policy regarding goodwill impairment can be found under the caption ""Note 1: Significant Accounting Policies"" in the Notes to Consolidated Financial Statements located in the 2024 Form 10K. This policy explains our methodology for assessing the impairment of goodwill. For the 2025 annual goodwill analysis as of July 31, 2025, we chose to perform quantitative analyses for our Merchant Services and Treasury Management reporting units. These analyses indicated that the estimated fair values of these reporting units exceeded their carrying values. Estimating the fair values of our reporting units requires us to estimate several factors, including revenue growth rates, earnings before interest, taxes, depreciation, and amortization (EBITDA) margins, terminal growth rates, discount rates, and the allocation of shared and corporate items. These assumptions require significant judgment, and actual results may differ, potentially leading to future impairment charges. For our other reporting units with goodwill, we completed qualitative analyses. These analyses considered factors such as economic, market, and industry conditions, cost factors, and the overall financial performance of the reporting units. We also considered the most recent quantitative analyses from prior periods. These qualitative analyses indicated no changes in events or circumstances suggesting that the fair value of any reporting unit was less than …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

"NOTE 9: INCOME TAX PROVISION Our effective income tax rate for interim periods is based on the estimated annual effective tax rate, adjusted for discrete items occurring within the period. For the nine months ended September 30, 2025, our effective income tax rate of 28.4% differed from the federal statutory tax rate of 21.0% mainly due to the impact of foreign income tax expense, including the impact of the repatriation of foreign earnings, as well as corporate state income taxes, the tax impact of non-deductible executive compensation expense, and the benefit of the federal R&D tax credit. For the nine months ended September 30, 2025, our effective income tax rate decreased from 33.7% for the same period in 2024. The 2025 rate benefited from lower tax impacts for our foreign operations, share-based compensation, and non- deductible compensation. These benefits were partially offset by an increase in our effective state income tax rate. For the third quarter of 2025, our effective income tax rate was 28.5%, a decrease from 33.6% for the third quarter of 2024, with similar factors contributing to the reduction as those affecting the nine-month period. In July 2025, the ""One Big Beautiful Bill Act"" was signed into law. The legislation is a comprehensive tax and spending bill that primarily extends provisions of the 2017 Tax Cuts and Jobs Act that were set to expire and restores provisions that accelerate deductions for certain business expenses and investments. The impa …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

NOTE 10: POSTRETIREMENT BENEFITS We have historically offered certain health care benefits to a large number of our eligible retired U.S. employees. In addition to our retiree health care plan, we also maintain an inactive U.S. supplemental executive retirement plan. Further information regarding our postretirement benefit plans can be found under the caption Note 12: Postretirement Benefits in the Notes to Consolidated Financial Statements located in the 2024 Form 10-K. Postretirement benefit income is included in other income, net on the consolidated statements of comprehensive income and consisted of the following components: Quarter Ended September 30, Nine Months Ended September 30, (in thousands) 2025 2024 2025 2024 Interest cost $ 397 $ 435 $ 1,191 $ 1,306 Expected return on plan assets (2,137) (2,099) (6,410) (6,296) Amortization of prior service credit (355) (355) (1,066) (1,066) Amortization of net actuarial losses 212 334 636 1,001 Net periodic benefit income $ (1,883) $ (1,685) $ (5,649) $ (5,055) …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

NOTE 8: RESTRUCTURING AND INTEGRATION EXPENSE Restructuring and integration expense consists of costs related to initiatives aimed at driving earnings and cash flow growth, including costs related to the consolidation and migration of certain applications and processes. These costs consist primarily of consulting, project management services, internal labor, and other items such as facility closure and consolidation costs. Additionally, we have recorded employee severance costs across functional areas. Restructuring and integration expense is not allocated to our reportable business segments. We are actively pursuing initiatives designed to support our growth strategy and to increase our efficiency, including several initiatives that we collectively refer to as our North Star program. The goal of this program is to enhance shareholder value by (1) accelerating our adjusted EBITDA growth, (2) increasing cash flow, (3) reducing debt, and (4) improving our leverage ratio. North Star is a comprehensive, multi-year plan that balances cost reduction and growth opportunities. On the cost reduction front, we concentrated on optimizing our organizational framework and enhancing our infrastructure and operational processes. The major components of our organizational restructuring have been completed, involving the integration of comparable roles, flattening management layers, and broadening supervisory responsibilities. We are also leveraging technology and automated processes to digit …

RestructuringAndRelatedActivitiesDisclosureTextBlock · excerpt; the full note is in the filing

NOTE 13: BUSINESS SEGMENT INFORMATION We operate the following reportable segments, generally organized by product and service type: Merchant Services provides electronic credit and debit card authorization and payment systems and processing services, primarily to small and medium-sized retail and service businesses. B2B Payments provides treasury management solutions, including remittance and lockbox processing, remote deposit capture, cash application, and payment acceptance solutions, as well as integrated accounts payable disbursements, such as eChecks, Medical Payment Exchange, and Deluxe Payment Exchange + , as well as fraud and security services. Data Solutions provides data, analytics, and marketing services for both business-to-business and business-to-consumer marketing, as well as financial institution profitability reporting and business incorporation services. Print provides printed personal and business checks, business essentials, including printed business forms and business accessories, as well as branded promotional, print, apparel, and digital storefront solutions. The accounting policies applied to our segments are consistent with those outlined in the Notes to Consolidated Financial Statements included in the 2024 Form 10-K. We allocate corporate costs for shared services functions to our business segments when the costs are directly attributable to a specific segment. This allocation includes certain expenses related to sales and marketing, supply chain, …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing