Acquisition Overview - Thoma Bravo has completed the acquisition of Dayforce, Inc. for approximately US$12.3 billion, enhancing its portfolio in the human capital management (HCM) sector [1][2] - The acquisition was initially announced on August 21, 2025, and received approval from Dayforce stockholders on November 12, 2025 [1] Financial Details - Dayforce stockholders will receive US$70.00 per share in cash for each share of Dayforce common stock they owned [2] - Following the acquisition, Dayforce's common stock will cease trading and will be delisted from the New York Stock Exchange and the Toronto Stock Exchange [2] Strategic Implications - Dayforce aims to leverage Thoma Bravo's support to scale its business, enhance customer value, and drive innovation in the HCM space [3] - The demand for AI-driven HR technologies is accelerating, positioning Dayforce to unlock its next phase of growth and customer impact [3] Company Background - Dayforce is recognized as a global leader in HCM technology, focusing on enabling organizations to optimize their workforce potential through an AI-powered platform [5] - The platform integrates various HR functions, including HR, Pay, Time, Talent, and Analytics, benefiting thousands of customers and millions of employees worldwide [5] Thoma Bravo Profile - Thoma Bravo is the largest software-focused investment firm, managing over $181 billion in assets as of September 30, 2025 [6] - The firm has a history of acquiring or investing in over 565 software and technology companies, representing approximately $285 billion in aggregate value [6]

Core Insights - Legion Technologies has appointed Angela Stark as Chief Marketing Officer to drive global expansion and enhance its AI-native workforce management brand [1][3] Company Overview - Legion Technologies is recognized for its innovative workforce management platform that maximizes labor efficiency and employee engagement [5] - The AI-native Legion WFM platform is designed to be intelligent, automated, and employee-centric, delivering a 13x ROI through various operational improvements [5] - Legion has been acknowledged as one of the fastest-growing private companies in America, appearing in the Inc. 5000 and Deloitte 500 rankings for four consecutive years [5] Leadership and Strategy - Angela Stark brings over two decades of global marketing leadership experience, having previously modernized marketing operations at Dayforce and Workday [2][3] - Stark's previous achievements include leading a global rebrand at Dayforce that resulted in a 40% increase in website traffic and a 14% rise in engagement [2] - At Legion, Stark aims to define the brand narrative and build a scalable marketing engine to support the company's growth [4]

Core Insights - Dayforce, Inc. released a report titled "The Retirement Divide," highlighting significant disparities in retirement savings among American workers [1][3] Retirement Savings Trends - The research covers retirement savings rates, contributions from employees and employers, participation in retirement plans, and loan usage from 2021 to 2024 [2] - The report reveals that high earners are advancing while lower-income workers are falling behind, with participation rates for those earning less than $50,000 dropping from 58% to 52.9% and savings rates decreasing from 4.9% to 4.6% [6] Gender Disparities - The gap in retirement plan participation between men and women has widened to 3.9 percentage points, with participation rates at 79.9% for men and 76% for women [6] Racial Disparities - In 2024, 84.6% of white workers participated in retirement plans, compared to 61.1% of Latino workers and 68.2% of Black workers [6] - Additionally, 26.4% of Black and Latino plan participants had active loans from their accounts, versus 14.9% of white participants [6] Generational Insights - Gen Z workers have shown significant progress in retirement savings, with participation rates increasing from 64% to 68.7%, savings rates improving from 6.6% to 7.2%, and total contributions rising by 24% since 2022 [6]

Core Insights - Dayforce (DAY) reported Q3 2025 earnings of $0.37 per share, missing the Zacks Consensus Estimate by 33.93% and decreasing 21.3% year over year [1][6] - Revenues reached $481.6 million, aligning with the Zacks Consensus Estimate, and increased 9.5% year over year, with a 9.6% increase on a constant currency basis [1][6] - Excluding float, total revenues were $439.4 million, reflecting an 11.4% year-over-year increase [1] Revenue Breakdown - Recurring revenues, which constitute 83.7% of total revenues, increased 7.2% year over year to $403.1 million [2] - Excluding float revenues, recurring revenues totaled $333.0 million, showing robust growth of 14% year over year [2] - Powerpay's recurring revenues reached $19.7 million, reflecting a decrease of 2.5% year over year [3] - Professional Services and Other, making up 16.3% of total revenues, increased 22.5% year over year to $78.5 million [3] Operating Performance - Selling and marketing expenses were $86.8 million, up 1.2% year over year [4] - General and Administrative expenses totaled $81.2 million, up 28.1% year over year [4] - Adjusted EBITDA was $147.3 million, up 16.8% year over year, with an adjusted EBITDA margin of 30.6%, an increase of 190 basis points [4] - Adjusted operating profit amounted to $119.1 million, up 15.4% year over year, with an operating margin expansion of 130 basis points to 24.7% [4] Balance Sheet & Cash Flow - As of September 30, 2025, cash and cash equivalents were $627.6 million, slightly up from $625.2 million as of June 30, 2025 [5] - Cash provided by operating activities in Q3 2025 was $31.2 million, down from $112.7 million in the prior quarter [5] - Free cash flow was $5 million compared to $87.1 million in the previous quarter [5]

分组1 - Dayforce reported quarterly earnings of $0.37 per share, missing the Zacks Consensus Estimate of $0.56 per share, and down from $0.47 per share a year ago, representing an earnings surprise of -33.93% [1] - The company posted revenues of $481.6 million for the quarter ended September 2025, in line with the Zacks Consensus Estimate, and up from $440 million year-over-year [2] - Dayforce has surpassed consensus revenue estimates four times over the last four quarters [2] 分组2 - The stock has underperformed, losing about 5.8% since the beginning of the year compared to the S&P 500's gain of 17.2% [3] - The current consensus EPS estimate for the coming quarter is $0.69 on revenues of $518.49 million, and for the current fiscal year, it is $2.44 on revenues of $1.95 billion [7] - The Zacks Industry Rank for Internet - Software is currently in the top 30% of over 250 Zacks industries, indicating a favorable outlook for the sector [8]

Core Insights - Dayforce reported third-quarter profit that fell below analysts' estimates, indicating potential challenges in the company's financial performance [1] - The labor market uncertainty and increasing concerns over trade tariffs have led companies to reduce their software spending, impacting Dayforce's revenue [1] Company Summary - Dayforce's third-quarter profit was lower than expected, reflecting broader economic concerns [1] - The company is facing headwinds due to external factors such as labor market dynamics and trade policy uncertainties, which are influencing corporate spending behavior [1] Industry Summary - The software industry is experiencing a slowdown in spending as companies become more cautious amid economic uncertainties [1] - Trade tariffs and labor market conditions are significant factors affecting investment decisions in the software sector [1]

Financial Performance - Revenue for Q3 2025 was $481.6 million, an increase of 9.5% from $440.0 million in Q3 2024[43]. - Operating profit for Q3 2025 reached $30.5 million, up 46.6% from $20.8 million in Q3 2024[43]. - Net loss for the three months ended September 30, 2025, was $196.8 million, compared to a net income of $2.0 million in the same period of 2024[116]. - Total revenue for the three months ended September 30, 2025, was $481.6 million, a 9.1% increase from $440.0 million in the same period of 2024[94]. - Recurring services revenue reached $403.1 million for the three months ended September 30, 2025, compared to $375.9 million in the prior year, reflecting a growth of 7.5%[94]. Expenses and Costs - Labor and benefits expenses decreased slightly to $178.4 million in Q3 2025 from $181.4 million in Q3 2024[43]. - Other expenses increased to $272.7 million in Q3 2025 compared to $237.8 million in Q3 2024[43]. - Net periodic pension and postretirement costs for Q3 2025 were $177.1 million, significantly higher than $2.5 million in Q3 2024[44]. - Total share-based compensation expense was $44.8 million for the three months ended September 30, 2025, compared to $39.6 million for the same period in 2024[87]. - Income tax expense for the three months ended September 30, 2025, was $43.9 million, which included $40.6 million attributable to non-deductible items[105]. Customer Funds and Investments - Total customer funds as of September 30, 2025, amounted to $4,433.8 million, reflecting the company's management of customer assets[53]. - The fair value of available-for-sale customer funds assets increased to $2,616.7 million as of September 30, 2025, from $2,327.3 million at the end of 2024[47]. - Invested customer funds were reported at $4,384.3 million with a fair value of $4,402.7 million as of September 30, 2025[57]. - Investment income from customer funds for Q3 2025 was $42.2 million, down from $45.6 million in Q3 2024[52]. Debt and Financing - The company's total debt as of September 30, 2025, was $1,222.9 million, slightly down from $1,228.3 million as of December 31, 2024[65]. - The Term Debt bears interest rates of 6.3% and 7.1% as of September 30, 2025, with a total of $641.9 million outstanding[65]. - The carrying amount of the Convertible Senior Notes was $573.5 million, with principal of $575.0 million net of issuance costs of $1.5 million[76]. - Future principal payments and maturities of the company's indebtedness total $1.2169 billion, with $581.5 million due in 2026[79]. - The fair value of the company's debt was estimated to be $1.20 billion as of September 30, 2025[80]. Acquisitions and Corporate Actions - The company completed the acquisition of Agentnoon on October 1, 2025, a startup focused on workforce planning and organization design software[119]. - A share repurchase program was approved on July 31, 2024, with authorization to purchase up to $500 million of common stock, although no additional repurchases can be made during the pendency of the Merger Agreement[118]. - A total of 152,425 shares were purchased in Q3 2025 at an average price of $56.91, totaling approximately $8.67 million in cost[120]. Future Projections and Risks - The company expects to recognize approximately $1.52 billion in revenue from remaining performance obligations over the next three years[101]. - The company expects that a hypothetical 10% change in foreign currency exchange rates would not materially affect its operational needs or result in significant foreign currency losses[205]. - A 100 basis point decrease in market investment rates could lead to an estimated $27 million decrease in float revenue over the next twelve months[208]. - A 100 basis point decrease in applicable reference rates would result in approximately $6 million decrease in interest expense over the next twelve months[209]. Accounting and Valuation - The company is currently evaluating the impact of recently issued accounting standards on its financial statements[39][40]. - The company recorded a valuation allowance of $39.5 million against certain deferred tax assets as of September 30, 2025[104]. - The effective discount rate for pension obligations in 2024 ranged from 5.06% to 5.35%, with an expected rate of return on plan assets for qualified pension benefits in 2025 set at 5.10%[214].

Financial Performance - Dayforce's total revenue for Q3 2025 was $481.6 million, an increase of 9.5% year-over-year, and 9.6% on a constant currency basis[7] - Recurring revenue, excluding float, reached $333 million, up 14% year-over-year, and 14.1% on a constant currency basis[7] - Operating profit was $30.5 million, compared to $20.8 million in the previous year, while adjusted operating profit increased to $119.1 million from $103.2 million[7] - The net loss for the quarter was $196.8 million, compared to a net income of $2 million, resulting in a net profit margin of (40.9)%[7] - Adjusted EBITDA was $147.3 million, with an adjusted EBITDA margin of 30.6%, up from 28.7% year-over-year[7] - Total revenue for Q3 2025 was $481.6 million, an increase of 9.1% compared to $440.0 million in Q3 2024[23] - Recurring services revenue reached $403.1 million, up 7.3% from $375.9 million year-over-year[23] - Net loss for Q3 2025 was $196.8 million, compared to a net income of $2.0 million in Q3 2024[23] - Operating profit for the nine months ended September 30, 2025, was $103.8 million, a significant increase from $75.6 million in the same period of 2024[23] - Total revenue for the nine months ended September 30, 2025, was $1,428.1 million, a 10.3% increase from $1,294.8 million in the same period of 2024[27] - Total recurring revenue for the nine months was $1,206.7 million, reflecting a 7.4% increase from $1,123.6 million in the prior year[27] - Operating profit for Q3 2025 was $30.5 million, with an operating margin of 6.3%[31] - The company reported an EBITDA of $(101.9) million for Q3 2025, with an adjusted EBITDA of $147.3 million[31] - For the nine months ended September 30, 2025, the operating profit was $103.8 million, representing a margin of 7.3%, compared to $75.6 million and a margin of 5.8% for the same period in 2024[33] - The net loss for the nine months ended September 30, 2025, was $160.6 million, a decrease from a net income of $7.3 million in 2024, reflecting a margin of (11.2)% compared to 0.6%[33] - EBITDA for the nine months ended September 30, 2025, was $234.3 million, with an EBITDA margin of 31.6%, up from $221.4 million and a margin of 28.8% in 2024[33] - Free cash flow for the nine months ended September 30, 2025, was $111.6 million, with a free cash flow margin of 7.8%, compared to $117.3 million and a margin of 9.1% in 2024[34] - The net cash provided by operating activities for the nine months ended September 30, 2025, was $193.5 million, down from $200.1 million in 2024, resulting in a margin of 13.5% compared to 15.5%[34] - Adjusted net income for the nine months ended September 30, 2025, was $252.6 million, with an adjusted net profit margin of 17.7%, compared to $218.7 million and a margin of 16.9% in 2024[33] - The adjusted diluted net income per share for the nine months ended September 30, 2025, was $1.56, compared to $1.37 in 2024[33] Customer Metrics - As of September 30, 2025, Dayforce had 7,025 customers live on its platform, representing a 4.4% increase year-over-year[7] - The average float balance for customer funds was $4.54 billion, with a yield of 3.7%, generating float revenue of $42.2 million for the quarter[7] Mergers and Acquisitions - Dayforce entered into a merger agreement with Thoma Bravo, with an enterprise value of approximately $12.3 billion, expected to close in late 2025 or early 2026[9] - Restructuring expenses of $27.6 million related to the Thoma Bravo transaction negatively impacted free cash flow in Q3[13] - The company incurred $57.3 million in restructuring expenses for the nine months ended September 30, 2025, primarily related to the Thoma Bravo Transaction[33] Recognition and Awards - Dayforce was recognized as a Leader in the 2025 Gartner Magic Quadrant for Cloud HCM Suites for the sixth consecutive year[13] Balance Sheet - Total current assets as of September 30, 2025, were $5,531.5 million, down from $5,983.5 million at the end of 2024[21] - Total liabilities decreased to $5,981.5 million from $6,570.7 million at the end of 2024[21] - Cash and equivalents at the end of Q3 2025 were $627.6 million, compared to $494.1 million at the end of Q3 2024[25] - Customer funds obligations decreased to $4,413.3 million from $5,024.2 million at the end of 2024[21] - The company reported a total stockholders' equity of $2,694.7 million as of September 30, 2025, up from $2,546.3 million at the end of 2024[21] - The company reported a net interest expense of $21.7 million for the nine months ended September 30, 2025, compared to $33.2 million in 2024[33] - The company’s capital expenditures for the nine months ended September 30, 2025, were $81.9 million, slightly down from $82.8 million in 2024[34]

Core Insights - Dayforce (DAY) is set to release its third-quarter 2025 results on October 29, with expected revenues between $476 million and $486 million, reflecting a growth of 10.1% to 12.6% on a GAAP basis [1][9] Revenue Expectations - The Zacks Consensus Estimate for third-quarter revenues is $481.60 million, indicating a year-over-year increase of 9.45% [2] - The company anticipates recurring revenues excluding float to be between $329 million and $339 million, representing growth of 12.7% to 16.1% on a GAAP basis [4] Customer Growth and Recurring Revenue - As of June 30, 2025, Dayforce had 6,984 customers, a 4.9% increase year over year, with recurring revenue per customer reaching $171,075, up 10.4% from the previous year [3][9] AI and Product Developments - Dayforce's growth is supported by advancements in AI capabilities, including the Dayforce AI Assistant and enhancements in mobile and learning platforms, which are expected to drive platform adoption and revenue growth [5][9] Global Presence - The company is experiencing success in various regions, including the US, Canada, Australia, New Zealand, the UK, and Germany, which provides opportunities for further growth in international markets [6] Earnings Expectations - Dayforce currently has an Earnings ESP of 0.00% and a Zacks Rank of 3 (Hold), indicating a neutral outlook for earnings performance [7]

Core Insights - The proposed sale of Dayforce, Inc. to Thoma Bravo involves a cash offer of $70.00 per share for Dayforce shareholders [1] - Kahn Swick & Foti, LLC is investigating whether the sale price adequately reflects the value of Dayforce and the process leading to this valuation [1] Company Overview - Dayforce, Inc. is currently listed on the NYSE under the ticker symbol DAY [1] - The investigation by Kahn Swick & Foti, LLC is led by former Louisiana Attorney General Charles C. Foti, Jr. [1][2] Legal Considerations - Shareholders who believe the transaction undervalues Dayforce are encouraged to discuss their legal rights with Kahn Swick & Foti, LLC [2] - The law firm is offering consultations without obligation or cost to the shareholders [2]