Apax Funds to acquire Zellis Group from Bain Capital

15th April 2024

Funds advised by Apax Partners LLP (“Apax”) today announced that they have reached a definitive agreement to acquire the Zellis Group (“Zellis” or “the Company”) from Bain Capital.

Zellis Group is one of the leading providers of payroll and HR software solutions to customers in the UK and Ireland, and an emerging leader in the global benefits administration software market. Since acquiring the business in 2017 Bain Capital, a leading global investment firm, established a new and highly experienced leadership team to strengthen capabilities across all divisions, focussing on software innovation and customer excellence. Since then, Zellis Group has strengthened its core cloud-based HR and payroll offerings, added a benefits administration software platform through the 2018 acquisition of Benefex, and accelerated growth.

Zellis Group’s software and technology solutions are critical in helping businesses navigate regulatory complexity and workforce uncertainty. Operating in a structurally growing market, it has strong core business fundamentals with a high degree of recurring revenue and customer retention. The Company’s Zellis and Moorepay businesses are market-leading HR and payroll technology partners to businesses across the UK and Ireland. The company serves approximately one third of the FTSE 100, with its payroll software used to pay or reward c.5 million individuals each month. The Company’s Benefex business helps over 900 companies across more than 90 countries transform and align the experiences of more than two million employees globally through their modern benefits, wellbeing, rewards and recognition, and communications platform.

Zellis Group is headquartered in Bristol, with operations in the UK, Ireland, India and the Philippines.

John Petter, CEO of Zellis Group, said: “We are proud of the market leading position that Zellis Group has built over recent years, a testament to the work and innovation of our team, with the strong support of Bain Capital. Today’s announcement reaffirms that position and will allow us to increase our investments and expansion in the areas that are most important to our customers. We’re excited to partner with Apax as we begin a new chapter to fulfil our mission to help our customers offer exceptional employee experiences to their people.”

Roy Mackenzie, Partner at Apax, commented: “Zellis is a recognised leader in the payroll and HR software market, a sector that we know well from previous Apax Fund investments, including Paycor. We have been closely tracking Zellis for some time, and we believe that the investments in technology and go-to-market infrastructure that the Zellis team have made have positioned the Company for long-term success. We are thrilled to support Zellis in its next phase of growth.”

Adam Garson, Principal at Apax, added: “We have been impressed with the business that John and his team have built over the last several years. Zellis has a strong set of products and long-standing customer relationships that underscore its attractive market position across its business units. We look forward to partnering with John and the rest of the Zellis management team to help accelerate growth through both organic investments and M&A going forward.”

Christophe Jacobs van Merlen, a Partner at Bain Capital said: “It has been a pleasure working with John to build the remarkable team that has transformed Zellis into a leading payroll and benefits firm.” James Stevens, a Managing Director at Bain Capital concluded: “We are thrilled to have seen Zellis deliver ~20 percent organic growth over the past three years and look forward to seeing continued success.”

Zellis and Bain Capital were advised by Evercore and Morgan Stanley (financial advisors) and Ropes & Gray (legal advisor). Apax was advised by Kirkland & Ellis, Weil, Gotshal & Manges, Arma Partners, and Citigroup.