BRODSKY & SMITH INVESTOR ALERT: Updates on Investigations Involving Verint Systems Inc. (Nasdaq – VRNT), Dayforce, Inc. (NYSE – DAY), WideOpenWest, Inc. (NYSE – WOW), and Y-mAbs Therapeutics, Inc. (Nasdaq – YMAB)
Investigation Announcements: Brodsky & Smith is reminding investors of ongoing investigations regarding potential breaches of fiduciary duties by company boards in recent merger agreements.
Dayforce, Inc. Acquisition: Dayforce will be acquired by Thoma Bravo for $70.00 per share, but the investigation questions if this offer reflects fair value compared to its 52-week high of $82.69.
WideOpenWest, Inc. Deal: WOW is set to be acquired for $5.20 per share, with concerns raised about whether the board adequately ensured a fair process and valuation for shareholders.
Verint Systems and Y-mAbs Transactions: Verint will be acquired for $20.50 per share (below its 52-week high of $34.80), while Y-mAbs will be sold for $8.60 per share, both facing scrutiny over the fairness of their respective deals.
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- Constituent Changes: On February 9, 2026, the S&P 500 will add Ciena (CIEN) while removing Dayforce (DAY), impacting investor allocation strategies in the information technology and industrial sectors.
- MidCap Adjustments: On the same day, the S&P MidCap 400 will add Arrowhead Pharmaceuticals (ARWR) and remove Ciena (CIEN), potentially affecting market sentiment towards the healthcare sector.
- SmallCap Changes: The S&P SmallCap 600 will add ADT (ADT) and remove Arrowhead Pharmaceuticals (ARWR) on February 9, which may alter market performance related to consumer discretionary stocks.
- Subsequent Adjustments: On February 10, the S&P SmallCap 600 will add OneSpaWorld Holdings (OSW) and remove Dynavax Technologies (DVAX), further influencing small-cap investor choices and market dynamics.
- Constituent Replacement: Ciena Corp. will replace Dayforce Inc. in the S&P 500 effective February 9, 2026, indicating a shift in the information technology sector that may influence investor confidence in the industry.
- MidCap Adjustment: Arrowhead Pharmaceuticals will take Ciena's place in the S&P MidCap 400, reflecting a market restructuring in the healthcare sector that could provide new investment opportunities for investors.
- SmallCap Changes: ADT Inc. will replace Arrowhead Pharmaceuticals in the S&P SmallCap 600, which is expected to enhance the market performance of the consumer discretionary category and attract more investor attention.
- Acquisition Impact: OneSpaWorld Holdings will replace Dynavax Technologies on February 10, 2026, demonstrating ongoing market interest in the health tech sector, potentially driving increased trading activity in related stocks.
Acquisition Announcement: Thomas Bravo has completed the acquisition of Dayforce, a significant move in the tech industry.
Strategic Implications: This acquisition is expected to enhance Thomas Bravo's portfolio and strengthen its position in the market.
- Deal Completion Imminent: Dayforce rose 1.3% in premarket trading after announcing it has received all regulatory approvals, with the deal expected to close within the next five business days, indicating positive market sentiment towards the acquisition.
- Shareholder Returns Confirmed: Under the agreement, Dayforce shareholders are set to receive $70.00 per share in cash, reflecting the company's commitment to its investors while providing a clear exit strategy for stakeholders.
- Privatization Process Accelerated: Dayforce signed a definitive agreement with Thoma Bravo in August to become a privately held company, and the smooth progression of this deal marks a critical step in the company's strategic transformation, potentially impacting its future market positioning.
- Positive Market Reaction: As the deal approaches, Dayforce's stock price reflects optimistic market sentiment, suggesting that investors are confident in the company's future growth opportunities post-privatization.
- Transaction Progress: According to a CTFN report, Dayforce (DAY)'s planned sale to Thoma Bravo is expected to be completed by mid-February, with OCC approval anticipated around February 6, indicating positive market sentiment towards the deal.
- Funding Arrangements: Goldman Sachs and JPMorgan, serving as financial advisors for the transaction, are expected to fund the loan within the next few weeks, providing essential financial backing that enhances investor confidence in the deal's execution.
- Shareholder Returns: Under the agreement, Dayforce shareholders are set to receive $70.00 per share in cash, reflecting Thoma Bravo's recognition of Dayforce's future potential while offering shareholders a lucrative exit opportunity.
- Market Reaction: Following the announcement of the transaction, Dayforce's stock edged up by 0.2%, indicating a high level of market approval for the deal and an optimistic outlook from investors regarding future growth prospects.

- Market Overreaction: Thoma Bravo co-founder Orlando Bravo stated that the recent sell-off in software stocks due to AI concerns represents an overreaction by investors, creating a significant buying opportunity for savvy investors.
- Resilience of Specialized Firms: Bravo emphasized that software companies focused on specific processes, such as cybersecurity or payroll technologies, will be insulated from AI disruption, as their unique expertise is irreplaceable, with only a few firms and individuals possessing such deep knowledge globally.
- Acquisition Deal Details: Thoma Bravo agreed to acquire Dayforce for $70 per share in an all-cash transaction, valuing the deal at $12.3 billion, showcasing the firm's confidence in the software sector and its strategic investment acumen during market downturns.
- Investor Confidence: As Thoma Bravo's acquisition plan progresses, Dayforce shareholders have approved the deal, indicating strong market support for the acquisition and further solidifying Thoma Bravo's leadership position in the software industry.










