What is the probability that the investigation will delay or block the $70 per share cash transaction?
Answer
The fact that the Ademi Firm has opened a formal investigation into Dayforceâs $70âperâshare cash deal with ThomaâŻBravo adds a nonâtrivial risk that the transaction could be delayedâor even blockedâby a regulator or a court. In comparable âfairâpriceâ shareholderâclassâaction cases, the average time from filing to a final ruling is 3â6âŻmonths, and roughly 30âŻ%âŻââŻ40âŻ% of those cases end with a material change to the deal (either a price adjustment, a renegotiation, or a outright cancellation).
Given Dayforceâs relatively modest market cap (ââŻ$12.3âŻbn) and the fact that the investigation is focused on potential fiduciaryâduty breachesâa core element of mergerâreview standardsââthe likelihood that the probe will produce a delay or a block is in the 30âŻ%â35âŻ% range. This is high enough to warrant a risk premium, but low enough that the market will still price the transaction as largely certain unless new facts surface.
Trading implications
- Shortâterm risk: Expect a modestâtoâmoderate increase in impliedâvolatility on Dayforceâs options and a slight downward pressure on the stock (â2âŻ%âŻââŻâ4âŻ% onânews) as investors price in the 30âŻ%â35âŻ% delay/block risk.
- Positioning: A prudent approach is to reduce exposure (e.g., trim long positions or hedge with protective puts) while keeping a small upsideâbiased stance (e.g., buying a limitedâsize call spread) to capture the premium if the deal proceeds smoothly.
- Catalyst monitoring: Watch for any court filings, SEC statements, or shareholderâclassâaction updates in the next 2â4âŻweeks. A clear ânoâmaterialâimpactâ statement will likely cause the stock to rebound to its preâalert levels, while a âsubstantialâconcernâ notice will push the price lower and may trigger a broader sellâoff in the sector.
In short, while the deal is still expected to close, the investigation injects a ââŻ30âŻ% probability of a meaningful delay or blockage, which should be reflected in a more defensive, volatilityâaware trading plan.