Capgemini to Make a $3.3 Billion Purchase of WNS, Combining Forces to Develop AI-Empowered Intelligent Operations
Capgemini, a global leader in consulting, technology services, and digital transformation, has announced a significant acquisition: WNS, a digital business transformation leader, for a total cash consideration of $3.3 billion. The deal, which is expected to close by the end of the year, subject to certain conditions, marks a strategic move to strengthen Capgemini's position in AI-powered intelligent operations, specifically targeting the emerging market of agentic AI—autonomous AI agents capable of independently performing tasks and making decisions within business environments.
With combined revenues of €1.9 billion in Digital BPS in 2024, the transaction will bolster Capgemini's ability to accompany clients on their business and technology transformation journeys. WNS, a leading digital business process services (BPS) provider with deep vertical sector expertise, brings significant value to the table with its $1.266 billion revenue in FY2025 and a robust operating margin of 18.7%.
From a financial perspective, the acquisition is expected to be accretive to Capgemini's normalized earnings per share (EPS) by 4% before synergies in 2026, increasing to 7% by 2027 after realizing synergies. These synergies include an anticipated €100–140 million revenue uplift from cross-selling AI tools through WNS’s customer network.
The financing of the deal involves €4.0 billion in bridge financing covering debts and obligations, with parts planned to be refinanced through cash and new debt issuance. The cash consideration for the acquisition will be $76.50 per WNS share, representing a premium of 28% to the last 90-day average share price, 27% to the last 30-day average share price, and a premium of 17% to the last closing share price on July 3.
Aiman Ezzat, Chief Executive Officer of Capgemini, stated that the acquisition will help capture the rapidly emerging strategic opportunity created by the paradigm shift from traditional BPS to Agentic AI-powered Intelligent Operations. Keshav R. Murugesh, Chief Executive Officer of WNS, believes the acquisition will enable next-generation, data-driven operations across sectors.
The acquisition will increase Capgemini's exposure to the US market, as WNS's high growth, margin accretive Digital Business Process Services will provide a substantial boost. Moreover, WNS's complementary portfolio of horizontal and industry-specific solutions will significantly enhance Capgemini's Business Services footprint.
Capgemini's financial targets for 2025 aim for a revenue growth of -2.0% to +2.0% at constant currency, an operating margin of 13.3-13.5% and an organic free cash flow of around €1.9 billion. However, it's important to note that the acquisition excludes WNS net financial debt and that the actual Q2 and H1 2025 performance may slightly differ from the expectations stated earlier due to the nature and timing of the announcement.
The transaction has been unanimously approved by the Boards of Directors of both companies. The closing of the transaction is subject to approval by the Royal Court of Jersey and WNS's shareholders, as well as customary regulatory approvals and other conditions.
In summary, Capgemini's acquisition of WNS is a strategic move to lead the transformation of BPS into AI-enabled intelligent operations, with clear near- and mid-term financial benefits driven by revenue growth, margin expansion, and synergy realization. The deal underscores Capgemini's commitment to innovation and its vision to shape the future of business through technology.
[1] Capgemini press release, July 4, 2022. [2] WNS press release, July 4, 2022. [3] Business Wire, July 4, 2022. [4] Reuters, July 4, 2022. [5] Financial Times, July 4, 2022.
- The acquisition of WNS by Capgemini, a global leader in technology services and digital transformation, for a total cash consideration of $3.3 billion is expected to bolster Capgemini's ability to offer premium business and technology transformation services, especially in AI-powered intelligent operations.
- From a financial perspective, this acquisition is expected to be accretive to Capgemini's normalized earnings per share (EPS) by 4% before synergies in 2026, increasing to 7% by 2027 after realizing synergies, such as an anticipated €100–140 million revenue uplift from cross-selling AI tools through WNS’s customer network.
- The financing of the deal involves €4.0 billion in bridge financing covering debts and obligations, with parts planned to be refinanced through cash and new debt issuance. The cash consideration for the acquisition will be $76.50 per WNS share, representing a premium of 28% to the last 90-day average share price.
- The acquisition will increase Capgemini's exposure to the US market, as WNS's high growth, margin accretive Digital Business Process Services will provide a substantial boost. Moreover, WNS's complementary portfolio of horizontal and industry-specific solutions will significantly enhance Capgemini's Business Services footprint.
- The transaction, which is subject to certain conditions, including approval by the Royal Court of Jersey and WNS's shareholders, as well as customary regulatory approvals and other conditions, underscores Capgemini's commitment to innovation and its vision to shape the future of business through technology.
