ISS Urges Dayforce Shareholders to Approve Sale to Thoma Bravo
Written by Emily J. Thompson, Senior Investment Analyst
Updated: Oct 31 2025
0mins
Should l Buy DAY?
Source: SeekingAlpha
ISS Recommendation: Proxy adviser ISS has recommended that Dayforce shareholders vote in favor of the company's sale to Thoma Bravo for $70 per share, indicating sufficient price discovery during the sale process.
T. Rowe Price Opposition: T. Rowe Price Associates, a major shareholder, plans to vote against the transaction, citing concerns over the "underwhelming" valuation offered in the sale.
Transaction Details: Dayforce announced a definitive agreement in August to become a privately held company, with stockholders set to receive $70.00 per share in cash.
Upcoming Vote: Dayforce investors are scheduled to vote on the deal at a meeting on November 12.
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Analyst Views on DAY
Wall Street analysts forecast DAY stock price to rise
10 Analyst Rating
0 Buy
10 Hold
0 Sell
Hold
Current: 69.860
Low
70.00
Averages
70.00
High
70.00
Current: 69.860
Low
70.00
Averages
70.00
High
70.00
About DAY
Dayforce, Inc. is a global human capital management (HCM) software company. The Company’s Dayforce, which is a flagship cloud HCM platform, provides a full suite of HCM functionality, including global human resources (HR), payroll and tax, workforce management, benefits, and talent intelligence functionality. The Company also sells Powerpay, a cloud HR and payroll solution for the Canadian small business market, through both direct sales and established partner channels. Dayforce Human Resources provides HR professionals, managers, and employees a single, complete record of all of their HR information. Dayforce Workforce Management helps organizations manage their workforces by configuring the system to meet complex employment and working time rules and policies. Dayforce Wallet is a digital payment solution that gives employees instant access to their net earnings. The Company also offer payroll and payroll-related services using legacy technology and on-premises technology.
About the author
Emily J. Thompson
Emily J. Thompson, a Chartered Financial Analyst (CFA) with 12 years in investment research, graduated with honors from the Wharton School. Specializing in industrial and technology stocks, she provides in-depth analysis for Intellectia’s earnings and market brief reports.
S&P 500 and Other Index Constituents Adjustments
- Constituent Changes: On February 9, 2026, the S&P 500 will add Ciena (CIEN) while removing Dayforce (DAY), impacting investor allocation strategies in the information technology and industrial sectors.
- MidCap Adjustments: On the same day, the S&P MidCap 400 will add Arrowhead Pharmaceuticals (ARWR) and remove Ciena (CIEN), potentially affecting market sentiment towards the healthcare sector.
- SmallCap Changes: The S&P SmallCap 600 will add ADT (ADT) and remove Arrowhead Pharmaceuticals (ARWR) on February 9, which may alter market performance related to consumer discretionary stocks.
- Subsequent Adjustments: On February 10, the S&P SmallCap 600 will add OneSpaWorld Holdings (OSW) and remove Dynavax Technologies (DVAX), further influencing small-cap investor choices and market dynamics.
See More
S&P 500 Constituents Changes Announced
- Constituent Replacement: Ciena Corp. will replace Dayforce Inc. in the S&P 500 effective February 9, 2026, indicating a shift in the information technology sector that may influence investor confidence in the industry.
- MidCap Adjustment: Arrowhead Pharmaceuticals will take Ciena's place in the S&P MidCap 400, reflecting a market restructuring in the healthcare sector that could provide new investment opportunities for investors.
- SmallCap Changes: ADT Inc. will replace Arrowhead Pharmaceuticals in the S&P SmallCap 600, which is expected to enhance the market performance of the consumer discretionary category and attract more investor attention.
- Acquisition Impact: OneSpaWorld Holdings will replace Dynavax Technologies on February 10, 2026, demonstrating ongoing market interest in the health tech sector, potentially driving increased trading activity in related stocks.
See More
THOMA BRAVO FINALIZES PURCHASE OF DAYFORCE
Acquisition Announcement: Thomas Bravo has completed the acquisition of Dayforce, a significant move in the tech industry.
Strategic Implications: This acquisition is expected to enhance Thomas Bravo's portfolio and strengthen its position in the market.
See More
Dayforce Secures Regulatory Approval for Thoma Bravo Sale
- Deal Completion Imminent: Dayforce rose 1.3% in premarket trading after announcing it has received all regulatory approvals, with the deal expected to close within the next five business days, indicating positive market sentiment towards the acquisition.
- Shareholder Returns Confirmed: Under the agreement, Dayforce shareholders are set to receive $70.00 per share in cash, reflecting the company's commitment to its investors while providing a clear exit strategy for stakeholders.
- Privatization Process Accelerated: Dayforce signed a definitive agreement with Thoma Bravo in August to become a privately held company, and the smooth progression of this deal marks a critical step in the company's strategic transformation, potentially impacting its future market positioning.
- Positive Market Reaction: As the deal approaches, Dayforce's stock price reflects optimistic market sentiment, suggesting that investors are confident in the company's future growth opportunities post-privatization.
See More
Dayforce Sale to Thoma Bravo on Track for Mid-February Completion
- Transaction Progress: According to a CTFN report, Dayforce (DAY)'s planned sale to Thoma Bravo is expected to be completed by mid-February, with OCC approval anticipated around February 6, indicating positive market sentiment towards the deal.
- Funding Arrangements: Goldman Sachs and JPMorgan, serving as financial advisors for the transaction, are expected to fund the loan within the next few weeks, providing essential financial backing that enhances investor confidence in the deal's execution.
- Shareholder Returns: Under the agreement, Dayforce shareholders are set to receive $70.00 per share in cash, reflecting Thoma Bravo's recognition of Dayforce's future potential while offering shareholders a lucrative exit opportunity.
- Market Reaction: Following the announcement of the transaction, Dayforce's stock edged up by 0.2%, indicating a high level of market approval for the deal and an optimistic outlook from investors regarding future growth prospects.
See More
Thoma Bravo Sees $70 Per Share Acquisition Opportunity Amid Software Stock Sell-Off
- Market Overreaction: Thoma Bravo co-founder Orlando Bravo stated that the recent sell-off in software stocks due to AI concerns represents an overreaction by investors, creating a significant buying opportunity for savvy investors.
- Resilience of Specialized Firms: Bravo emphasized that software companies focused on specific processes, such as cybersecurity or payroll technologies, will be insulated from AI disruption, as their unique expertise is irreplaceable, with only a few firms and individuals possessing such deep knowledge globally.
- Acquisition Deal Details: Thoma Bravo agreed to acquire Dayforce for $70 per share in an all-cash transaction, valuing the deal at $12.3 billion, showcasing the firm's confidence in the software sector and its strategic investment acumen during market downturns.
- Investor Confidence: As Thoma Bravo's acquisition plan progresses, Dayforce shareholders have approved the deal, indicating strong market support for the acquisition and further solidifying Thoma Bravo's leadership position in the software industry.
See More
S&P 500 and Other Index Constituents Adjustments
- Constituent Changes: On February 9, 2026, the S&P 500 will add Ciena (CIEN) while removing Dayforce (DAY), impacting investor allocation strategies in the information technology and industrial sectors.
- MidCap Adjustments: On the same day, the S&P MidCap 400 will add Arrowhead Pharmaceuticals (ARWR) and remove Ciena (CIEN), potentially affecting market sentiment towards the healthcare sector.
- SmallCap Changes: The S&P SmallCap 600 will add ADT (ADT) and remove Arrowhead Pharmaceuticals (ARWR) on February 9, which may alter market performance related to consumer discretionary stocks.
- Subsequent Adjustments: On February 10, the S&P SmallCap 600 will add OneSpaWorld Holdings (OSW) and remove Dynavax Technologies (DVAX), further influencing small-cap investor choices and market dynamics.
See More
S&P 500 Constituents Changes Announced
- Constituent Replacement: Ciena Corp. will replace Dayforce Inc. in the S&P 500 effective February 9, 2026, indicating a shift in the information technology sector that may influence investor confidence in the industry.
- MidCap Adjustment: Arrowhead Pharmaceuticals will take Ciena's place in the S&P MidCap 400, reflecting a market restructuring in the healthcare sector that could provide new investment opportunities for investors.
- SmallCap Changes: ADT Inc. will replace Arrowhead Pharmaceuticals in the S&P SmallCap 600, which is expected to enhance the market performance of the consumer discretionary category and attract more investor attention.
- Acquisition Impact: OneSpaWorld Holdings will replace Dynavax Technologies on February 10, 2026, demonstrating ongoing market interest in the health tech sector, potentially driving increased trading activity in related stocks.
See More
THOMA BRAVO FINALIZES PURCHASE OF DAYFORCE
Acquisition Announcement: Thomas Bravo has completed the acquisition of Dayforce, a significant move in the tech industry.
Strategic Implications: This acquisition is expected to enhance Thomas Bravo's portfolio and strengthen its position in the market.
See More
Dayforce Secures Regulatory Approval for Thoma Bravo Sale
- Deal Completion Imminent: Dayforce rose 1.3% in premarket trading after announcing it has received all regulatory approvals, with the deal expected to close within the next five business days, indicating positive market sentiment towards the acquisition.
- Shareholder Returns Confirmed: Under the agreement, Dayforce shareholders are set to receive $70.00 per share in cash, reflecting the company's commitment to its investors while providing a clear exit strategy for stakeholders.
- Privatization Process Accelerated: Dayforce signed a definitive agreement with Thoma Bravo in August to become a privately held company, and the smooth progression of this deal marks a critical step in the company's strategic transformation, potentially impacting its future market positioning.
- Positive Market Reaction: As the deal approaches, Dayforce's stock price reflects optimistic market sentiment, suggesting that investors are confident in the company's future growth opportunities post-privatization.
See More
Dayforce Sale to Thoma Bravo on Track for Mid-February Completion
- Transaction Progress: According to a CTFN report, Dayforce (DAY)'s planned sale to Thoma Bravo is expected to be completed by mid-February, with OCC approval anticipated around February 6, indicating positive market sentiment towards the deal.
- Funding Arrangements: Goldman Sachs and JPMorgan, serving as financial advisors for the transaction, are expected to fund the loan within the next few weeks, providing essential financial backing that enhances investor confidence in the deal's execution.
- Shareholder Returns: Under the agreement, Dayforce shareholders are set to receive $70.00 per share in cash, reflecting Thoma Bravo's recognition of Dayforce's future potential while offering shareholders a lucrative exit opportunity.
- Market Reaction: Following the announcement of the transaction, Dayforce's stock edged up by 0.2%, indicating a high level of market approval for the deal and an optimistic outlook from investors regarding future growth prospects.
See More
Thoma Bravo Sees $70 Per Share Acquisition Opportunity Amid Software Stock Sell-Off
- Market Overreaction: Thoma Bravo co-founder Orlando Bravo stated that the recent sell-off in software stocks due to AI concerns represents an overreaction by investors, creating a significant buying opportunity for savvy investors.
- Resilience of Specialized Firms: Bravo emphasized that software companies focused on specific processes, such as cybersecurity or payroll technologies, will be insulated from AI disruption, as their unique expertise is irreplaceable, with only a few firms and individuals possessing such deep knowledge globally.
- Acquisition Deal Details: Thoma Bravo agreed to acquire Dayforce for $70 per share in an all-cash transaction, valuing the deal at $12.3 billion, showcasing the firm's confidence in the software sector and its strategic investment acumen during market downturns.
- Investor Confidence: As Thoma Bravo's acquisition plan progresses, Dayforce shareholders have approved the deal, indicating strong market support for the acquisition and further solidifying Thoma Bravo's leadership position in the software industry.
See More
