Paris, France – Capgemini SE, the prominent French information technology services and consulting company, announced today a definitive agreement to acquire New York-listed outsourcing and business process management firm, WNS Holdings Ltd. The all-cash transaction is valued at approximately $3.3 billion, representing a significant strategic move by Capgemini to bolster its capabilities and market position in the rapidly evolving business process services (BPS) sector.
Terms of the Agreement
Under the terms of the definitive transaction agreement, which received unanimous approval from the boards of directors of both companies, Capgemini will pay $76.50 in cash for each outstanding share of WNS. This price represents a premium of approximately 17% over WNS’s closing stock price on July 3, 2025, the last trading day prior to the announcement. Furthermore, the offer stands at approximately 28% higher than WNS’s average closing price over the preceding 90 days, highlighting Capgemini’s commitment to securing the acquisition.
Strategic Rationale: AI and Intelligent Operations
The core strategic driver behind this acquisition is Capgemini’s ambition to significantly expand its artificial intelligence (AI) operations within the BPS domain. The company specifically cited its focus on creating “Agentic AI-powered Intelligent Operations,” a concept aimed at leveraging advanced AI models to automate, optimize, and transform business processes for clients. This move is anticipated to enhance Capgemini’s service offerings, providing more sophisticated and efficient solutions in areas ranging from customer service and finance to supply chain and industry-specific operations.
The integration of WNS is expected to bring a deep pool of talent, established client relationships, and domain expertise across various industries. WNS currently serves a diverse base of over 600 clients across 13 countries. While headquartered in London, WNS maintains a significant operational base in India, a critical hub for global outsourcing services. This geographic and client base expansion is expected to complement Capgemini’s existing global footprint and accelerate its growth trajectory in the BPS market, particularly as the demand for AI-integrated services rises.
Expected Financial Impact
Capgemini anticipates that the acquisition will be immediately accretive upon closing, positively impacting both its revenue growth and operating margin. The company provided specific projections regarding the effect on its normalized earnings per share (EPS). Capgemini expects the deal to increase its normalized EPS by approximately 4% in 2026 before the realization of synergies. Following the full integration and realization of synergies, the projected increase in normalized EPS is expected to rise to approximately 7% in 2027. These projections underscore the financial benefits Capgemini expects to derive from integrating WNS’s operations and leveraging potential cost and revenue synergies.
Financing the Transaction
To finance the substantial cash consideration and manage WNS’s existing debt obligations, Capgemini has secured dedicated bridge financing totaling €4.0 billion (approximately $4.3 billion based on recent exchange rates, though the deal value is stated in U.S. dollars). The company plans to refinance this bridge facility through a combination of its available cash resources and new debt issuances. This financing strategy indicates Capgemini’s confidence in its financial strength and ability to manage the capital required for the acquisition.
Approvals and Closing Timeline
The completion of the acquisition is subject to several customary conditions. These include securing approval from the Royal Court of Jersey, given WNS’s legal domicile. The transaction also requires approval from WNS’s shareholders. In addition, various customary regulatory approvals from relevant antitrust and foreign investment authorities in the jurisdictions where both companies operate are necessary. Capgemini and WNS stated that they anticipate the transaction will successfully close by the end of the current year, assuming all required approvals are obtained in a timely manner.
Market Context and Outlook
The acquisition comes at a time when the global BPS market is undergoing significant transformation, driven largely by advancements in artificial intelligence and automation. Companies are increasingly seeking partners who can offer not just cost efficiencies but also digital transformation and intelligent automation capabilities. Capgemini’s acquisition of WNS is a clear signal of its intent to be a leader in this evolving landscape, integrating WNS’s operational scale and industry expertise with Capgemini’s broader digital and AI service portfolio. The combined entity is expected to be better positioned to capture growth opportunities arising from the demand for next-generation, AI-enhanced business processes globally.
