Capgemini (CAP) M&A Announcement summary

Deal rationale and strategic fit

• Creates a global leader in AI-powered Intelligent Operations, leveraging GenAI and Agentic AI for end-to-end business process transformation and efficiency.

• Combines complementary capabilities in digital BPS, consulting, technology, and sector expertise, enabling scale and deepening industry knowledge.

• WNS brings proprietary, industry-specific platforms and a blue-chip client base, enhancing sector reach and outcome-based delivery.

• Strengthens presence in the US, North America, and UK, and reinforces position in a resilient, high-growth sector.

• Immediate cross-selling opportunities and access to diversified client portfolios, with strong cultural fit for smooth integration.

Financial terms and conditions

• Cash consideration of $76.50 per share, a 28% premium to the last 90 days VWAP, totaling $3.3 billion, excluding net financial debt.

• Transaction unanimously approved by both boards; closing expected by end of 2025, subject to regulatory and shareholder approvals.

• Financing secured via a €4 billion bridge, to be refinanced with €1 billion in cash and the balance by debt issuance.

Synergies and expected cost savings

• Targeting €100–140 million in annual revenue synergies and €50–70 million in cost synergies by end of 2027.

• Cost synergies to come from SG&A, operational consolidation, and automation.

• Accretion to normalized EPS projected at 4% in 2026 and 7% in 2027 with synergies.

• Cross-selling opportunities expected to drive immediate value, especially among top clients.