BOSTON, HONG KONG AND TOKYO – March 19, 2024 – TA Associates (“TA” or the “Firm”), a leading global private equity firm, through its fund entity K.K. TA Associates Japan 1, today announced the successful completion of its tender offer (the “Offer”) to acquire all outstanding ordinary shares and stock acquisition rights of Payroll Inc. (“Payroll”), a leading mission-critical, tech-enabled payroll services provider for large enterprises in Japan. The Offer was completed as part of a Management Buyout (“MBO”) for Payroll’s shares in partnership with Tetsuya Yuasa, Payroll’s founder and current CEO.

The Offer, which commenced on January 25, 2024, for JPY1,380 in cash per share and JPY 87,000 in cash per stock acquisition right, completed as scheduled on March 11, 2024. At the time of completion of the tender offer period, approximately 87.87% of Payroll’s shares have been tendered on a fully diluted basis (together with the non-tendered shares and stock acquisition rights, the voting rights of which are agreed to be exercised in concert with TA under the non-tender agreements, 97.17% in total). All of such shares have been accepted for payment in accordance with the terms of the Offer, and TA expects to promptly pay for such shares.

As part of the delisting process from the Tokyo Stock Exchange, TA will over the coming months acquire the remaining shares from minority shareholders through a series of procedures and share purchases. Upon completion of the transaction, which is expected in Q3 2024, Payroll will become a privately held company, with Mr. Yuasa continuing to serve as CEO and joint shareholder with TA.

“Payroll has established itself as a leading technology-first player in the payroll services industry, demonstrating a strong commitment to innovation and an understanding of customer requirements in Japan,” said Edward F. Sippel, Head of Asia Pacific & Managing Director at TA. “With an attractive service proposition and strong market tailwinds for payroll outsourced services in Japan, we believe Payroll is well-positioned to expand its product portfolio and market presence across Japan. We are excited about the completion of this transaction and honored to partner with Tetsuya Yuasa and Payroll’s management team on the next chapter of the Company’s growth journey.”

The payroll services and solutions market in Japan has seen strong growth in recent years as companies increasingly utilize outsourcing capabilities to address staff shortages, streamline the complex payroll process and allow for companies to focus on their core business. Taking Payroll private will enable the Company to further strengthen its product suite and service offering, and allow for the pursuit and execution of strategic opportunities in the market.

“TA shares our vision for growth, and the Firm’s experience and resources make it a strong partner to accelerate our strategic execution,” said Tetsuya Yuasa. “It’s an exciting time to be part of Payroll, with new opportunities on the horizon for employees and customers alike, and we welcome TA for the next stage of Payroll’s business development.”

“We have been deeply impressed by Tetsuya Yuasa’s vision and strategy for Payroll, which has built the Company into a category leader in the payroll services segment in Japan with best-in-class customer retention,” said Taisuke Asada, Senior Vice President at TA. “We believe TA’s resources and experience scaling growth companies will further accelerate Payroll’s growth, both organically and through M&A, cementing its leading market position in payroll services.”

The transaction is subject to customary closing conditions.

About TA
TA is a leading global private equity firm focused on scaling growth in profitable companies. Since 1968, TA has invested in more than 560 companies across its five target industries—technology, healthcare, financial services, consumer and business services. Leveraging its deep industry expertise and strategic resources, TA collaborates with management teams worldwide to help high-quality companies deliver lasting value. The firm has raised $65 billion in capital to date and has over 150 investment professionals across offices in Boston, Menlo Park, Austin, London, Mumbai and Hong Kong. More information about TA can be found at www.ta.com.