Thoma Bravo is acquiring Dayforce, a leading human capital management (HCM) software company, for $12.3 billion, paying a 32% premium over its recent stock value, and the deal is expected to close early next year.

This acquisition aims to accelerate Dayforce's growth, enhance its AI capabilities, and expand its global presence, leveraging Thoma Bravo's extensive assets under management of approximately $184 billion.

The deal will help Dayforce reduce its debt, facilitate further R&D in AI-driven workforce analytics, and capitalize on the increasing importance of AI in enterprise software amid digital transformation.

Dayforce's strong financial performance in 2025, with $465 million in revenue and a high recurring revenue base, justifies its high valuation, with the deal implying an EV/EBITDA multiple of nearly 35.

The acquisition is part of a broader trend of private equity-led consolidation in the SaaS and HCM sectors, with increasing M&A activity driven by demand for cloud-based, AI-enabled HR solutions.

Key industry players, including ADIA with a $1.2 billion minority stake, and advisory firms like Goldman Sachs and J.P. Morgan, are involved, underscoring the strategic importance of this deal.

The deal highlights the growing role of AI in enterprise software, with Dayforce's AI features such as predictive analytics and real-time compliance expected to be further enhanced.

CEO David Ossip and Thoma Bravo executives emphasize that the partnership will help Dayforce become a global leader in AI-powered HCM solutions, with a focus on innovation and customer value.

While regulatory scrutiny in the U.S. and Canada poses risks, the strategic move reflects confidence in the sector's growth, which is expected to exceed a 12% CAGR through 2030.

Shares of Dayforce increased slightly before market open following the announcement, signaling investor optimism about the deal's prospects.

This transaction exemplifies how private equity is reshaping the SaaS landscape through strategic buy-and-build approaches, with a focus on AI-driven solutions and market consolidation.

Post-acquisition, Dayforce will continue operating under its current brand, with its stock delisted from public exchanges, as it transitions into a private enterprise under Thoma Bravo's ownership.