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Item 3 — Quantitative and Qualitative Disclosures About Market Risk
Deluxe Corp · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
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Interest rate risk – Management frequently reviews and assesses our exposure to interest rate risk. We are subject to fluctuations in interest rates primarily due to our borrowing activities, which are essential for maintaining our capital structure, ensuring liquidity, and funding our business operations and investments. We do not enter into financial instruments for speculative or trading purposes. The amount and nature of our outstanding debt is expected to change based on future business needs, market conditions, and other influencing factors.
As of June 30, 2026, our credit agreement was scheduled to mature on February 1, 2029, at which point any outstanding amounts under the revolving credit facility were to be repaid. The term loan facility required periodic principal payments through December 2028, with the remaining balance due on February 1, 2029.
In connection with the acquisition of Celero on July 31, 2026, as discussed in the Executive Overview section, we amended our credit facility agreement, which now consists of an $800.0 million term loan facility and a $400.0 million revolving credit facility. We utilized the additional capacity under the term loan facility, as well as a draw on the revolving credit facility, to fund the acquisition. The amended agreement extends the maturities of both the term loan and revolving credit facilities to July 2031. Subsequent to the amendment, the term loan facility is structured to be repaid in equal quarterly installments of $15.0 million through September 2030 and $20.0 million from December 2030 through June 2031, with the remaining balance due on July 31, 2031.
On July 31, 2026, we also entered into amortizing interest rate swap agreements to mitigate variability in interest payments on a portion of our variable-rate debt. The interest rate swaps, which terminate in July 2030, effectively convert, as of the inception date, $600.0 million of variable-rate debt to a fixed rate of 4.1%.
Borrowings under both the previous and amended credit facilities and the accounts receivable financing arrangement bear interest at fluctuating rates, as specified in the credit agreements. Additionally, as of June 30, 2026, we had outstanding $475.0
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million of 8.0% senior unsecured notes and $450.0 million of 8.125% senior secured notes. When factoring in the related discount and debt issuance costs, the effective interest rate on these notes is 8.3% and 8.6%, respectively.
The senior unsecured notes are scheduled to mature in June 2029, while the senior secured notes will mature in September 2029. However, if any of the senior unsecured notes issued in 2021 remain outstanding as of February 1, 2029, the 2024 senior secured notes will also mature on that date. The accounts receivable financing arrangement matures in December 2028. Quantitative information regarding the maturities of our long-term debt as of June 30, 2026 can be found under the caption "Note 11: Debt" in the Condensed Notes to Unaudited Consolidated Financial Statements located in Part I, Item 1 of this report.
As of June 30, 2026, our total debt outstanding was as follows:
(in millions) Carrying amount(1) Fair value(2) Interest rate
Senior unsecured notes $ 471.1 $ 478.5 8.0 %
Senior secured notes 443.9 466.0 8.1 %
Senior secured term loan facility 389.2 392.0 5.8 %
Securitization obligations 42.0 42.0 5.1 %
Amounts drawn on revolving credit facility 6.0 6.0 5.8 %
Total debt $ 1,352.2 $ 1,384.5 7.3 %
(1) The carrying amount has been reduced by unamortized discount and debt issuance costs of $12.8 million.
(2) For the amounts outstanding under our credit facility agreement and accounts receivable financing arrangement, fair value approximates carrying value because the interest rates are variable and reflect current market rates. The fair value of the senior unsecured and senior secured notes is based on quoted prices in active markets for the identical liability when traded as an asset.
Based on the amount of variable-rate debt outstanding as of June 30, 2026, a one percentage point change in the weighted-average interest rate would result in a $2.0 million change in interest expense for the remainder of 2026.
Foreign currency exchange rate risk – We are subject to fluctuations in foreign currency exchange rates. Our investments in, and loans and advances to, foreign subsidiaries and branches, along with the operations of these entities, are denominated in foreign currencies, primarily Canadian dollars. The impact of exchange rate changes on our earnings and cash flows is expected to be minimal, given that our foreign operations constitute a relatively small portion of our overall business. At this time, we have not engaged in hedging activities to mitigate the risks associated with changes in foreign currency exchange rates.