Dayforce’s largest shareholder plans to vote against proposed Thoma Bravo buyout

Dayforce’s largest shareholder said it plans to vote against Thoma Bravo’s proposed US$12.3 billion buyout of the HR software firm, calling the offer “underwhelming” and an attempt to take advantage of “short-term pessimism” in the sector.

T. Rowe Price Associates said on Wednesday the Dayforce stock has been pressured by “misplaced” pessimism and investor focus on metrics that belie the underlying strength of the business. The asset manager owns a 15.7 per cent stake in Dayforce, according to data compiled by LSEG.

“These forces are temporary and do not justify selling the company at an underwhelming valuation at this time,” it said.

The human capital management market has undergone significant consolidation, with big players acquiring smaller firms to bolster their products and grab market share amid signs of a stagnating labor market.

Thoma Bravo had agreed to buy Dayforce in August to strengthen its software portfolio as the private equity firm bets on recurring revenue business models to weather an uncertain economic environment.

T. Rowe said Dayforce is on track to meet its target of $1 billion in annual free cash flow over the next several years.

Dayforce shares have risen more than 30% since the deal was announced. As of last close, the stock was trading just shy of the proposed $70 per share offer.

Thoma Bravo and Dayforce did not immediately respond to Reuters’ requests for comment.

(Reporting by Zaheer Kachwala in Bengaluru; Editing by Shilpi Majumdar)