Capgemini Acquires WNS for In A $3.3 Billion Deal

France’s Capgemini, a global business and technology transformation partner, and WNS, a leading digital-led business transformation and services company, on Monday entered into an agreement pursuant to which Capgemini will acquire WNS for a cash consideration of for $3.3 billion.

Capgemini will pay $76.50 per WNS share, which represents a premium of 28% to the last 90-day average share price, of 27% to the last 30-day average share price and a premium of 17% to the last closing share price on 3 July 2025.

The total cash consideration will exclude WNS net financial debt. The transaction will be accretive to Capgemini’s normalised EPS by 4% before synergies in 2026 and 7% post synergies in 2027. The transaction has been unanimously approved by both Capgemini’s and WNS’ Boards of Directors.

Capgemini CEO Aiman Ezzat said that enterprises were rapidly adopting Generative AI and Agentic AI to transform their operations end-to-end. Business Process Services will be the showcase for Agentic AI. Capgemini’s acquisition of WNS will provide the Group with the scale and vertical sector expertise to capture that rapidly emerging strategic opportunity created by the paradigm shift from traditional BPS to Agentic AI-powered Intelligent Operations.

He added: “Together we will create a leader in Intelligent Operations, uniquely positioned to support organisations in their AI-powered business process transformation, blending the critical capabilities needed from consulting, technology and platforms to deep process and industry expertise. This will address the client needs for Agentic AI-driven process transformation to deliver efficiency and agility through hyper-automation while achieving superior business outcomes.”

WNS CEO Keshav R Murugesh said that as a recognised leader in the Digital Business Process Services space, WNS was witnessing the next wave of transformation being driven by intelligent, domain-centric operations that unlock strategic value for its clients.

“By combining our deep domain and process expertise with Capgemini’s global reach, cutting-edge Gen AI and Agentic AI capabilities, a robust partner ecosystem, and advanced technology platforms, we are creating a powerful proposition that accelerates enterprise reinvention,” he noted.

“WNS’ complementary portfolio of horizontal and industry-specific solutions will significantly enhance Capgemini’s rapidly growing business services footprint, enabling next-generation, data-driven operations across sectors. Just as importantly, our shared values, cultural alignment, and complementary client relationships ensure a seamless integration—unlocking exciting opportunities for innovation, co-creation, and growth across all stakeholder groups,” he added.

WNS Chairman Timothy L Main said that the two companies shared a bold, future-focused vision for intelligent operations.

“This marks a pivotal chapter in WNS’ growth—enhancing the resilience and agility of our clients through advanced AI-driven solutions, creating sustained value for our investors, and opening up new avenues for our employees to thrive within a global technology powerhouse,” he added.

Key Transaction Terms

The contemplated transaction will be implemented by way of a Court-sanctioned scheme of arrangement under the laws of Jersey. The transaction has been unanimously approved by both Capgemini’s and WNS’ Boards of Directors.

The transaction is subject to approval by the Royal Court of Jersey and WNS’ shareholders, as well as to receipt of customary regulatory approvals and other conditions. The closing of the transaction is expected to occur by the end of the year.

Capgemini has secured a bridge financing of $4.69 billion, covering the purchase of securities ($3.3 billion), as well as the gross debt and similar obligations of around $400 million and the $940 million Capgemini bond redeemed in June 2025.

The Group plans to refinance the bridge with available cash for around $1.17 billion and the balance by debt issuance.