Dayforce, Inc. (NYSE: DAY) stock is trading just below its agreed $70 per‑share cash buyout price from private‑equity firm Thoma Bravo, leaving a narrow merger‑arbitrage spread while investors weigh solid recurring‑revenue growth, mixed earnings, and a broadly “Hold” view from Wall Street analysts as of December 4, 2025. [1]
This article brings together the latest Dayforce stock news, forecasts, and analyses as of December 4, 2025 to help readers understand what is really driving DAY right now.
Important: This article is for informational purposes only and does not constitute investment advice, a recommendation, or a solicitation to buy or sell any security.
1. Company Snapshot: From Ceridian to AI‑Powered HCM Platform
Dayforce is a U.S.-based human capital management (HCM) software company that provides cloud solutions for payroll, HR, workforce management, benefits, and talent, serving thousands of customers globally. It is a component of the S&P 500 index and trades on both the NYSE and TSX under the ticker DAY. [2]
The company operated for decades as Ceridian HCM Holding Inc. before formally rebranding as Dayforce, Inc. and switching its ticker from CDAY to DAY on February 1, 2024. [3] The Dayforce name reflects its flagship, single-platform HCM suite, increasingly marketed as an AI-powered “people platform” that consolidates multiple HR systems into one — a theme management has highlighted in recent earnings commentary. [4]
2. Where Dayforce Stock Stands Today (December 4, 2025)
As of late trading on December 4, 2025, Dayforce shares are changing hands at around $69.1 per share. That’s just below the $70 cash offer, implying only about a 1–2% discount that largely reflects time value of money and residual deal risk rather than traditional growth expectations.
Recent performance metrics from multiple data providers show:
- Year‑to‑date performance: DAY started 2025 near $72.64 and is down roughly 5% YTD, trading around $69.11. [5]
- 12‑month performance: A recent Simply Wall St note, syndicated via Yahoo Finance, points out that Dayforce shares are down about 13.6% over the last year, with only a marginal gain (~0.4%) over the past week — a period of relative price stability as the buyout deal dominates sentiment. [6]
- 52‑week trading range: Technical analysis site StockInvest reports a 52‑week low of about $48.10 and a 52‑week high near $81.93, putting the current price much closer to the top of the range and to the $70 offer. [7]
- Market capitalization: Recent filings and data screens put Dayforce’s market cap around $11 billion, consistent with the $12.3 billion enterprise value implied by the Thoma Bravo deal. [8]
In short, Dayforce is now trading like a deal stock, not a typical growth SaaS name: price moves are tight, liquidity is good, and the chart is dominated by the $70 reference point.
3. Thoma Bravo’s $70‑Per‑Share Buyout: The Core Price Anchor
The single most important driver of DAY’s valuation today is the go‑private transaction with Thoma Bravo.
Deal terms and premium
On August 21, 2025, Dayforce announced it had entered into a definitive agreement to be acquired by Thoma Bravo in an all‑cash transaction valued at approximately $12.3 billion. Existing shareholders are to receive $70 in cash per share, a premium of about 32% to the company’s “unaffected” closing price on August 15, before media reports of a potential deal surfaced. The agreement also includes a significant minority investment from the Abu Dhabi Investment Authority (ADIA). [9]
Shareholder approval and expected closing
On November 12, 2025, Dayforce held a special meeting at which stockholders approved the Thoma Bravo acquisition:
- Roughly 88.4% of votes cast, representing 78.8% of voting power, supported the deal.
- The company reiterated that, subject to customary regulatory and closing conditions, the transaction is expected to close in late 2025 or early 2026.
- At closing, public shareholders are scheduled to receive $70 in cash for each share of Dayforce common stock. [10]
How the deal shapes the trading setup
Multiple analyst and market commentaries now treat $70 as a “valuation floor” for DAY:
- A ChartMill earnings note on Q3 2025 highlighted that the pending Thoma Bravo deal “establishes a clear valuation floor” and helps explain the muted reaction to earnings, as investors focus more on deal completion risk and timing than on quarterly beats or misses. [11]
- A Seeking Alpha article titled “Dayforce: Don’t Hold Out For A Huge Acquisition Premium” argues that with the share price already near the offer and growth slowing versus peers, the likelihood of a materially higher competing bid or renegotiated price looks limited. [12]
Put simply, most of the upside case for DAY in the public market now hinges on the deal closing at $70, while downside scenarios revolve around:
- regulatory or financing issues delaying or derailing the transaction, and
- where the stock would trade on fundamentals if the buyout were terminated.
4. Earnings Momentum: What Q2 and Q3 2025 Tell Us
Despite the focus on the buyout, Dayforce’s underlying fundamentals still matter, especially as a reference point for any “deal break” scenario.
Q2 2025: Strong execution and raised cash‑flow targets
For Q2 2025, Dayforce delivered a robust set of results: [13]
- Revenue: Around $465 million, up roughly 10% year over year, and above consensus estimates.
- EPS: Approx. $0.61, beating the forecast (~$0.53) by about 15%.
- Recurring revenue: Grew about 14% year over year, underscoring the strength of the subscription model.
- Free cash flow: Roughly $106–107 million, nearly double the prior‑year quarter, with an FCF margin near 19% of revenue.
- Guidance: Management raised full‑year free‑cash‑flow margin guidance to roughly 13.5–14%, while targeting 14–16% growth in recurring revenue and an ambitious long‑term goal of $1 billion in annual free cash flow by 2031.
Management also emphasized the role of AI capabilities and suite adoption — including strong uptake of the Dayforce AI Assistant and full‑suite HCM deals — as key drivers of recurring growth. [14]
Q3 2025: Solid top line, weaker EPS, and less guidance
Dayforce’s Q3 2025 results, reported on October 29, 2025, were more mixed: [15]
- Total revenue: About $481.6 million, up 9.5% year over year (roughly 11–12% growth excluding interest earn‑on float and on a constant‑currency basis).
- Recurring revenue (ex‑float): Around $333 million, up roughly 14%, demonstrating continued strength in the core subscription business.
- Profitability:
- Operating profit improved to about $30.5 million (up from ~$20.8 million a year earlier).
- Adjusted operating profit increased to roughly $119 million, from about $103 million.
- Earnings per share: Zacks reported EPS of about $0.37, down more than 20% year over year and below consensus estimates, even as revenue grew in the high single digits. [16]
ChartMill’s coverage characterized Q3 as a “mixed” quarter, noting that both revenue and EPS came in a bit light versus analyst expectations, but that strong recurring revenue growth and the pending buyout dampened any sharp stock reaction. The same piece notes that Dayforce has suspended forward guidance and earnings calls for the remainder of the go‑private process, making it harder for investors to track management’s standalone outlook. [17]
Taken together, Q2 and Q3 suggest Dayforce is:
- Still delivering high‑single‑digit to low‑double‑digit total revenue growth.
- Maintaining mid‑teens recurring revenue growth.
- Expanding profitability and free‑cash‑flow margins.
But EPS volatility and slightly slower growth than some high‑flying software peers help explain why the stock was not trading at a large premium prior to the buyout.
5. Analyst Ratings and Price Targets: A “Hold” Story
Wall Street’s stance on Dayforce is now heavily shaped by both its fundamentals and the Thoma Bravo deal mechanics.
Consensus view
According to data compiled by MarketBeat as of December 2, 2025: [18]
- 18 analysts currently cover Dayforce.
- The average rating is “Hold”.
- Rating distribution:
- 2 analysts rate DAY “Sell”,
- 14 rate it “Hold”,
- 1 rates it “Buy”, and
- 1 assigns a “Strong Buy”.
- The average 12‑month price target is about $70.36, essentially in line with the $70 cash offer.
In other words, most analysts see limited upside from the current price, with the consensus target drifting toward — and in many cases exactly matching — the agreed buyout price.
Recent rating moves and commentary
Recent research and news flow underline this cautious stance:
- Zacks Research downgraded Dayforce to a “Strong Sell” rating on November 8, 2025, citing concerns about growth and valuation in the context of the pending deal. [19]
- Data from Futu’s news feed show that UBS, Barclays, Wells Fargo, BMO Capital, KeyBanc, Needham, and TD Cowen have all issued or reiterated Hold‑type ratings in recent weeks, typically with price targets around $70, explicitly anchoring valuations to the Thoma Bravo offer. [20]
- A Simply Wall St/Yahoo Finance piece titled “Does Dayforce Offer Upside After Industry Adoption and Shares Falling 13.6% This Year?” asks whether strong customer adoption is enough to justify upside when the share price has lagged over the past year, concluding that upside appears constrained in the near term. [21]
Overall, the sell‑side narrative is that Dayforce is fundamentally solid but now trades almost entirely on deal dynamics, leaving little reason for aggressive upgrades.
6. Valuation Check: DCF Upside vs. Multiple‑Based Premium
Valuation work on Dayforce has become somewhat academic in light of the buyout — but it still matters for investors thinking about deal risk or Dayforce’s long‑term private‑market value.
A recent in‑depth valuation piece from Simply Wall St (November 22, 2025) presents two contrasting views: [22]
6.1 Discounted cash‑flow (DCF) perspective: Undervalued
Using analysts’ free‑cash‑flow (FCF) forecasts and a standard DCF model, Simply Wall St estimates:
- Recent reported free cash flow of about $148 million.
- FCF projected to grow to roughly $415 million by 2027, and extrapolated to around $694 million by 2035 (with longer‑term assumptions beyond the explicit forecast period).
- An estimated intrinsic value of about $76.55 per share.
On this basis, the stock is described as around 10% undervalued relative to the then‑current market price, leading to a DCF‑based verdict of “UNDERVALUED”.
6.2 Price‑to‑sales (P/S) perspective: Overvalued
However, the same analysis points out that: [23]
- Dayforce trades at a P/S multiple of about 5.8×.
- The broader Professional Services / HCM industry averages around 1.3×.
- A custom “Fair Ratio” metric that factors in Dayforce’s growth and risks suggests a more appropriate multiple near 3.1×.
On this P/S basis, the stock screens as expensive relative to both the industry and its own fundamentals, leading to an “OVERVALUED” verdict for that metric.
6.3 What this means in a deal context
The takeaway:
- DCF‑heavy models can justify a value above $70, especially if you believe in Dayforce’s long‑term FCF ramp.
- Relative‑multiple views suggest the stock already trades at a premium to peers, which supports the argument that $70 is a fair or even generous exit price.
For public investors, the buyout largely short‑circuits further re‑rating — instead, the valuation debate mainly informs whether the downside in a broken‑deal scenario would be severe or moderate.
7. Technical Outlook and Short‑Term Stock Forecasts
With fundamentals overshadowed by the buyout, technical and quantitative models have shifted to a more tactical focus.
StockInvest.us currently rates Dayforce as a “Sell candidate” (downgraded from a prior “Hold”) in a note updated on December 3, 2025: [24]
Key points from their analysis:
- On December 3, DAY closed at $69.10, slipping slightly from $69.11 the prior day.
- The stock has fallen in 5 of the last 10 sessions, but is still up about 0.2% over the past two weeks, reflecting a very tight trading band.
- The shares are trading in the upper part of a narrow horizontal trend, which the model interprets as a potential selling zone unless the price convincingly breaks above resistance near $69.12–69.20.
- Their system expects, with 90% probability, that over the next three months DAY will trade roughly between $67.99 and $69.04, assuming the current sideways trend continues.
- For December 4, the model projected a “fair opening price” around $69.13 and an intra‑day range of roughly $69.00–69.20, with estimated volatility of about ±0.30%.
The service emphasizes that despite low day‑to‑day volatility and good liquidity, its short‑term signal is negative, largely due to slightly weakening momentum and certain moving‑average indicators.
Again, this is one technical viewpoint, and not a guarantee of future price behavior — especially in the context of a pending M&A transaction where regulatory headlines can trump chart patterns overnight.
8. Institutional Activity and Insider Trading: Who’s Moving Around DAY?
Even as the stock price has flattened, institutional and insider flows remain active around Dayforce.
8.1 Institutional investors: Trims, adds, and repositioning
A series of recent 13F‑based reports highlight shifts in institutional holdings: [25]
- Skandinaviska Enskilda Banken AB (SEB)
- Cut its position in Dayforce by roughly 98% in Q2, selling about 30,500 shares and retaining just 592 shares with a value near $33,000 at the time of filing.
- JPMorgan Chase & Co.
- Trimmed its stake by about 11.8%, but still held ~471,931 shares, worth about $26.1 million, representing roughly 0.3% of the company.
- A broader snapshot of ownership data compiled by StockTitan shows:
- Institutional ownership exceeding 100% of the float (around 108%), reflecting both long positions and shorting/rehypothecation dynamics.
- Short interest near 3% of float, implying some investors are still betting on downside or a failed deal. [26]
Overall, the picture is one of active but not panicked repositioning: some institutions are de‑risking or reallocating, while others accumulate or maintain exposure, likely depending on their view of event‑driven returns from the buyout.
8.2 Insider activity
Insider trading disclosures also show targeted selling in recent weeks:
- On November 28, 2025, Stephen H. Holdridge, Dayforce’s President, COO and a 10% owner, sold 2,000 shares at an average price of about $69.05, for proceeds around $138,100. The sale was made under a pre‑established Rule 10b5‑1 trading plan adopted in March 2025, and Holdridge still directly owns roughly 176,814 shares, including over 117,000 unvested RSUs. [27]
Given the size of Holdridge’s remaining stake, this looks more like routine diversification than a major vote of no confidence, but investors often track such sales as part of their risk monitoring around a pending deal.
9. Strategic & ESG Angle: “The Retirement Divide” and Data‑Driven Thought Leadership
Beyond earnings and the buyout, Dayforce has been using its vast workforce data to position itself as a thought leader on financial well‑being and retirement readiness, which can matter for brand equity and ESG‑minded investors.
On November 18, 2025, the company released “The Retirement Divide”, a major research report analyzing anonymized retirement data from 2021–2024 across income, gender, race, and generation. Key findings include: [28]
- Workers earning $150,000–$250,000 contribute nearly 13× more toward retirement each year than those making under $50,000.
- For workers earning under $50,000, participation in retirement plans fell from about 58% to 52.9%, and average savings rates dipped from roughly 4.9% to 4.6%.
- Racial gaps remain stark: in 2024, retirement‑plan participation was ~84.6% for white workers vs. ~61.1% for Latino and ~68.2% for Black workers, with higher loan usage among Black and Latino participants.
- Gen Z is a bright spot, with participation and savings rates rising faster than older cohorts.
The report underscores Dayforce’s data analytics capabilities and its positioning around workforce equity and financial wellness, themes that could influence how both public‑market and private‑equity investors view the company’s long‑term strategic value.
10. Key Opportunities and Risks for Dayforce Investors
Even in a deal‑driven situation, it helps to summarize the main bullish and bearish considerations that analysts and market watchers are discussing.
Potential positives
- Buyout floor and clear exit path
- The Thoma Bravo transaction sets a transparent cash exit at $70 per share, which many investors view as a fair or attractive take‑out multiple relative to Dayforce’s growth and peers. [29]
- Recurring revenue & free‑cash‑flow trajectory
- Mid‑teens recurring‑revenue growth and expanding free‑cash‑flow margins suggest Dayforce has room to grow profitably, especially as it cross‑sells more modules and AI features to existing customers. [30]
- AI‑driven platform strategy
- Management’s focus on its AI people platform, including Dayforce AI Assistant and new tools like Dayforce AI Workspace and strategic workforce planning, positions the company to benefit from the AI productivity boom in HR and workforce management. [31]
- Private‑equity backing
- Thoma Bravo has a long track record with software companies; supporters argue that operating outside the quarterly spotlight may help Dayforce invest more aggressively in product and go‑to‑market initiatives.
Key risks and uncertainties
- Deal risk (regulatory, financing, timing)
- While shareholder approval is secured, the transaction still depends on regulatory reviews and other customary conditions. Any delay, renegotiation, or break‑up could hit the share price, especially given the current premium to pre‑deal trading levels. [32]
- Growth vs. valuation tension
- On a DCF basis Dayforce can screen undervalued, but on P/S it looks expensive relative to peers and its own “fair” multiple. If the deal fails, the market could reprice DAY closer to peer multiples, especially if growth slows. [33]
- Competition in HCM
- Dayforce faces strong competitors such as ADP, Paychex, Paylocity, Workday and others. Several analyses note concerns about competition and client concentration, as well as the need to keep innovating in AI to defend its edge. [34]
- Earnings volatility & guidance suspension
- Q3’s EPS miss and the suspension of forward guidance and earnings calls during the going‑private process reduce transparency, which could add downside risk if the deal were delayed or cancelled. [35]
- Short‑term technical pressure
- Short‑term models like StockInvest’s “Sell candidate” rating highlight weakening momentum and a horizontal trading range, implying that near‑term upside is limited without a clear catalyst beyond the buyout. [36]
11. What It All Means for Investors (Not Financial Advice)
Putting the pieces together:
- Today’s price action in DAY is dominated by the Thoma Bravo deal, not by traditional growth‑stock dynamics. With the stock hovering just below $70, most of the straightforward upside now depends on the transaction closing as planned.
- Fundamentally, Dayforce appears to be a healthy HCM platform with strong recurring revenue, improving cash flows, and a credible AI‑driven roadmap — factors that private‑equity owners likely hope to leverage over the next decade. [37]
- Valuation work suggests room for debate: DCF models see upside beyond $70, whereas multiple‑based analyses see elevated pricing relative to peers. In a deal break, those conflicting views would likely be tested quickly in the market. [38]
- Analysts and quantitative models are, on balance, cautious. The broad “Hold” consensus, selective “Sell” or “Strong Sell” ratings, and technical “Sell candidate” label all point to a view that the risk/reward is now finely balanced, with limited upside if the deal closes and meaningful downside if anything goes wrong. [39]
If you’re evaluating Dayforce stock today, the central question is less “What is Dayforce worth as a standalone SaaS business?” and more “What is the probability, timing, and potential variability of the $70 cash outcome — and how does that fit my risk tolerance and portfolio?”
Because this is a complex, event‑driven setup, anyone considering an investment should:
- Carefully read Dayforce’s and Thoma Bravo’s official filings and merger documents.
- Understand the regulatory and timing risks around the transaction.
- Consider speaking with a qualified financial advisor before making any decisions.
References
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