MINNEAPOLIS and TORONTO — Dayforce, (NYSE:DAY) (TSX:DAY), a global leader in human capital management (HCM) technology, today announced that it has entered into a definitive agreement with Thoma Bravo, a leading software investment firm, to become a privately held company in an all-cash transaction with an enterprise value of US$12.3 billion.
Under the terms of the agreement, Dayforce stockholders will receive US$70.00 per share in cash. The per share purchase price represents a premium of 32% over the Company’s unaffected closing share price on August 15, 2025, the last trading day prior to media reports regarding a potential transaction. The transaction includes a significant minority investment from a wholly owned subsidiary of the Abu Dhabi Investment Authority (“ADIA”).
“Dayforce has always stood for a bold promise: to make work life better. As one of the world’s leading enterprise software investors, Thoma Bravo’s commitment amplifies this promise as we partner to grow our business, increase quantifiable value for customers, and further secure our position in AI as a generational software company,” said David Ossip, Chair and CEO of Dayforce. “With Thoma Bravo, we are partnering with a truly special organization to accelerate our business – with our focus, resources, and product innovation all laser-pointed on leaping forward as the HCM leader for a world of work shaped by AI.”
“The Board of Directors believes this transaction will provide immediate and substantial value to Dayforce stockholders and recognizes the valuable organization that the team has built,” said Gerald Throop, Lead Independent Director of Dayforce.
“We are thrilled to be investing in Dayforce, a clear category leader that is poised to define the future of HCM in the age of AI,” said Holden Spaht, a Managing Partner at Thoma Bravo. “Dayforce’s differentiated platform, global scale, and world-class team make it well-positioned to meet the growing and evolving needs of employers and employees around the world. We see significant opportunity to accelerate growth, deepen customer impact, and continue to drive innovation across the global HCM landscape.”
“Dayforce has built an exceptional business by pairing relentless innovation with a deep commitment to its customers,” said Tara Gadgil, a Partner at Thoma Bravo. “This combination has fueled strong growth and established Dayforce as a partner of choice in HCM. We are excited to build on this strong foundation and momentum alongside them, helping them to move faster, think bigger, and unlock even more market and product potential.”
Transaction Details
The transaction, which was approved by the Dayforce Board of Directors, is expected to close in early 2026, subject to customary closing conditions, including approval by Dayforce stockholders and the receipt of required regulatory approvals. The transaction is not subject to a financing condition.
Upon completion of the transaction, Dayforce’s common stock will no longer be listed on any public stock exchange. The Company will continue to operate under the Dayforce name and brand.
