Capgemini in Aquisition of WNS

Cleary Gottlieb represented Capgemini on the financing of its strategic acquisition of WNS to create a global leader in Agentic AI-powered Intelligent Operations.

On July 6, 2025, Capgemini entered into a definitive transaction agreement pursuant to which Capgemini will acquire WNS for an aggregate cash consideration of $3.3 billion.

On the same day, Capgemini has entered into a $3.7 billion and €800 million facilities agreement with several financial institutions.

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.

Capgemini is a global business and technology transformation partner, helping organizations to accelerate their dual transition to a digital and sustainable world, while creating tangible impact for enterprises and society. It is a responsible and diverse group of 340,000 team members in more than 50 countries. With its strong over 55-year heritage, Capgemini is trusted by its clients to unlock the value of technology to address the entire breadth of their business needs. It delivers end-to-end services and solutions leveraging strengths from strategy and design to engineering, all fueled by its market leading capabilities in AI, generative AI, cloud, and data, combined with its deep industry expertise and partner ecosystem. The group reported 2024 global revenues of €22.1 billion.

WNS is a leading and trusted business transformation and services partner that uniquely blends deep industry knowledge with business process management, technology, analytics, and AI expertise to create market differentiation for clients. With digital-led transformation solutions deployed to clients across eight industries where it deploys its highly automated platforms to deliver stronger business outcomes, WNS is a leader in Digital Business Process Services (BPS). This operating model enables strategic engagements that are critical to clients’ daily operations materialized in long-term contracts with recurring revenues streams. Through an expanded ecosystem of partners and network of delivery centers, WNS serves a large portfolio of blue-chip clients, such as United Airlines, Aviva, M&T Bank, Centrica, and McCain Foods.

The Cleary financing team includes partner Valérie Lemaitre and associates Bilal Boudouda and Anissa Belgacem.