New York, Feb 5, 2026, 13:01 (EST) — Regular session
- Dayforce announced that Thoma Bravo has finalized its $12.3 billion acquisition, taking the HCM software firm private
- Shareholders will receive $70.00 per share in cash, and the stock is no longer trading
- S&P Dow Jones Indices announced that Dayforce will be dropped from the S&P 500 ahead of trading on Feb. 9
Shares of Dayforce Inc halted trading following the completion of its $12.3 billion buyout by private equity firm Thoma Bravo, the payroll and workforce management software company and Thoma Bravo confirmed Wednesday. (GlobeNewswire)
The final move for investors is straightforward: cash. The stock closed Tuesday at $69.97, just shy of the $70 per share cash offer. (Yahoo Finance)
The move also compels index and passive funds to adjust their holdings. S&P Dow Jones Indices announced that Ciena Corp will take over Dayforce’s spot in the S&P 500, effective before trading begins on Monday, Feb. 9. The change follows Dayforce’s acquisition by Thoma Bravo. (Nasdaq)
Dayforce disclosed in a filing that every share outstanding just before the merger’s effective time was swapped for $70.00 in cash, no interest included. The company also detailed its approach to employee awards, covering cash-outs for in-the-money options and the handling of restricted stock units.
The delisting process sped along. On Feb. 4, a Form 25 revealed that the New York Stock Exchange had informed regulators about Dayforce’s common stock being pulled from listing and registration. (SEC)
Chief executive David Ossip described the closing as “a pivotal moment” for the company. Thoma Bravo managing partner Holden Spaht added that demand for “AI-driven” HR technology is gaining momentum. Both remarks appeared in the companies’ completion statement.
Dayforce offers human capital management software covering HR, payroll, time tracking, and talent solutions for employers. Its public rivals include Workday, Paycom, and Paylocity — companies that have also felt the impact of shifting investor sentiment on enterprise software budgets.
The companies said the deal was announced in August 2025 and got shareholder approval in November. The buyout removes Dayforce from the NYSE and the Toronto Stock Exchange, ending a ticker that had been trading close to the deal price at the close.
Dayforce’s Feb. 4 filing also highlighted ripple effects for credit and hybrid investors. The company announced its 0.25% convertible senior notes due 2026 — previously convertible into stock — will now convert to cash tied to the $70 merger consideration instead of shares.
However, complications remain for investors sticking it out until the end. The company noted that the right to receive merger consideration will be subject to mandatory tax withholding. Additionally, certain equity awards—like options with an exercise price of $70 or higher—were cancelled without any payout.
Investors will focus on the mechanics now: how fast brokers credit the $70 cash to accounts, when the final exchange removals happen, and the Feb. 9 reshuffle that drops Dayforce from the S&P 500.
