Thoma Bravo Acquires Dayforce for $12.3bn in Largest Ever HCM Deal

Thoma Bravo, a private equity firm, is acquiring Dayforce in an all-cash deal valued at $12.3bn. Dayforce develops cloud-based software for human capital management, including payroll, workforce scheduling, and employee benefits. The deal is notable for its focus on AI-driven workplace evolution and growing investor interest in human capital management technology. Thoma Bravo plans to invest in product development and market expansion.

Private equity firm Thoma Bravo has agreed to acquire Dayforce, a leading provider of human capital management (HCM) software, in an all-cash transaction valued at $12.3bn. The deal, one of the year's largest private equity-backed technology deals, underscores the growing investor interest in AI-driven HCM technology and the potential for significant market expansion.

Under the terms of the agreement, Dayforce shareholders will receive $70 per share, representing a 32% premium to the company's unaffected share price before the announcement of the transaction. The deal includes a minority investment from the Abu Dhabi Investment Authority (ADIA), with the Minneapolis and Toronto-based company set to continue operating under the Dayforce brand.

Thoma Bravo plans to leverage its extensive resources and expertise to accelerate Dayforce's growth trajectory, enhance customer value, and expand its AI-driven leadership in the HCM space. "Dayforce has always stood for a bold promise: to make work life better," 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 acquisition is expected to close in early 2026, pending shareholder and regulatory approvals. Advisors on the deal include Evercore and Wachtell, Lipton, Rosen & Katz for Dayforce, while Goldman Sachs and J.P. Morgan acted as financial advisors to Thoma Bravo, supported by Kirkland & Ellis as legal counsel.

This deal follows a trend of consolidation in the HCM sector, with other notable acquisitions such as Paychex's acquisition of Paycor for $4.1bn and ADP's acquisition of WorkForce Software for about $1.2bn. The software sector has emerged as a target for investment due to resilient subscription services and recurring revenue, even in an economy weighed down by a deteriorating labor market and trade tariffs.

The acquisition of Dayforce by Thoma Bravo is a strategic move to expand the private equity firm's portfolio in the HCM space. The deal, if approved, could have significant implications for the financial services industry, as it would bring together two major players in the HCM sector.

References:
[1] https://pe-insights.com/thoma-bravo-locks-in-12-3bn-acquisition-of-dayforce-with-adia-backing/
[2] https://www.ainvest.com/news/ubs-talks-acquire-human-capital-management-firm-dayforce-2508/
[3] https://finance.yahoo.com/news/dayforce-acquired-thoma-bravo-12-111042881.html