WNS Holdings Ltd

WNS — Merger or Acquisition (July 2025)

24 slides from WNS's merger presentation, Jul 7, 2025

  1. Slide 1: Capgemini and WNS: Creating a leader in Intelligent Operations

    Exhibit 99.2 Capgemini and WNS Creating a leader in Intelligent Operations July 07, 2025

  2. Slide 2: Disclaimers

    Disclaimers This presentation (together with any oral or supplemental information provided in connection therewith, this “Presentation”) is being delivered by or on behalf of Capgemini SE (“Capgemini” or the “Company”) in connection with Capgemini’s proposed acquisition of WNS (Holdings) Limited (“W

  3. Slide 3: Important notice

    Important notice This presentation is for information purposes only and is not intended to and does not constitute or form part of, an offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities or the solicitation of a

  4. Slide 4: Forward-looking statements

    Forward-looking statements Certain information in this Presentation, as well as oral statements made regarding the Transaction, and other information published by WNS, Capgemini or any member of the Capgemini Group contain statements which are, or may be deemed to be “forward-looking statements”. Th

  5. Slide 5: Transaction rationale

    Transaction rationale ▪ The largest opportunity for global organizations to create value with Gen AI and Agentic AI lies in the fundamental transformation of their operations and business processes. It will attract a significant share of their AI investments as they seek to become AI-powered compani

  6. Slide 6: Transaction highlights

    Transaction highlights ▪ The contemplated transaction will be implemented by way of a Court-sanctioned scheme of arrangement under the laws of Jersey ▪ Cash consideration of $76.50 per share representing a premium of 1 ▪ 28% over WNS’ last 90-day VWAP 1 ▪ 27% over WNS’ last 30-day VWAP Key transacti

  7. Slide 7: Enterprises are increasing their investments in Gen AI

    Enterprises are increasing their investments in Gen AI 81% >50% 71% of firms say that Gen AI is of Gen AI models deployed of service companies CEOs going to transform their by 2027 will be tailored to believe Gen AI will change To become AI-powered industry specific industries or the way their compa

  8. Slide 8: Capgemini is thriving in the AI/Gen AI wave

    Capgemini is thriving in the AI/Gen AI wave, successfully supporting client adoption with over €900 million in Gen AI bookings in 2024 With the advent of Agentic AI, Business Process Services is the next growth Capgemini brings AI ambition to a vast array of industries, businesses, and customer expe

  9. Slide 9: Agentic AI creates a new paradigm in the BPS market

    Agentic AI creates a new paradigm in the Business Process Services (BPS) market and significant strategic value for clients Labor-driven Consulting-led & Tech-driven Efficiency focus Focus on end-to-end value Commitment on costs Commitment on business outcomes Intelligent Operations Agentic AI-enabl

  10. Slide 10: Intelligent Operations require a comprehensive set of capabilities

    Intelligent Operations require a comprehensive set of Business & Technology transformative capabilities Transform through Gen AI Build & Run Agentic Operations Business Process Mapping Automate processes with RPA/bots Eliminate, standardize, optimize Hyper-automate variable processes with Intelligen

  11. Slide 11: Gaining scale in Digital BPS and industry knowledge to lead in Intelligent Operations

    Gaining scale in Digital BPS and industry knowledge to lead in Intelligent Operations is the strategic value of this transaction 7 July 2025 © Capgemini 2025. All rights reserved | 11

  12. Slide 12: FY 2025 WNS: An at-scale leader in Digital Business Process Services

    FY 2025 WNS | An at-scale leader in Digital Business st Ending March 31 Process Services A scale player delivering strong value (2) Revenue o/w non-FTE-based Strong Business Process and Industry Expertise 24% $1.3bn Vertical Industry Expertise Horizontal (3) Operating Margin Headcount driving 41% of

  13. Slide 13: Strong Industry Expertise, packaged into outcome-based platforms

    Strong Industry Expertise, packaged into outcome-based platforms WNS reinforces industry and Strong presence in 4 key verticals with industry-specific platforms process knowledge through platform data analysis Revenues sector mix Proprietary platforms & solutions st FY 2025 - Ending March 31 Subroga

  14. Slide 14: Value unlocked from WNS standalone

    Value unlocked from Year 1 st WNS standalone – FY 2025 ending March 31 ð Leverage Capgemini extended services 24% +9% of non-FTE-based revenue offering with WNS clients 2023-2025 ✓ Subscription-based Average annual revenue ✓ Transaction-based (1) growth at c.c. ✓ Outcome-based ð Leverage WNS digital

  15. Slide 15: A unique combination to serve our ambition

    A unique combination to serve our ambition to become a leading AI-powered Business & Technology transformation partner Unique set of capabilities enabling E2E Business Process Transformation coverage Data & AI expertise and platforms Strategy & Transformation Sector expertise • Investments in innova

  16. Slide 16: CY2024 Combined view

    CY2024 Combined view (1) Combination CY 2024 €22.1bn €23.3bn Revenues €1.2bn Business Process Services €0.7bn €1.9bn Operating (2) €2,934m €3,160m €226m Margin 13.3% 18.5% % of Revenue 13.6% Free Cash €2.0bn €0.1bn €2.1bn Flow 1) Capgemini and WNS financials are based on respective accounting standa

  17. Slide 17: CY 2024 Combined view: geography, sector, business, headcount

    CY 2024 Combined view (1) Revenue by Geography Revenue by Sector Manufacturing 6% 9% 8% North America 25% Financial Services 29% Public Sector 11% UK €23.3 €23.3 Consumer Goods & Retail billion billion Continental Europe TMT 13% 22% 49% 13% Energy & Utilities Rest of the World 15% Services Revenue b

  18. Slide 18: Value creation

    Value creation Costs and operating model Revenue synergies synergies 4% accretion in 2026 Annual run-rate Annual run-rate before synergies revenue synergies cost synergies (1) on normalized EPS €50-70m €100-140m to be achieved to be achieved by the end of 2027 by the end of 2027 ð SG&A, procurement

  19. Slide 19: Indicative timeline

    Indicative timeline Q3 2025 Q4 2025 Closing of the transaction is expected to occur by the end of the year Court Directions Sanction Hearings Hearings 7 July Publication WNS’ Scheme Transaction of Scheme shareholders Effective Announcement Circular meeting Date (Closing) At least 21 clear days Regul

  20. Slide 20: Summary

    Summary Unique combination of capabilities to create a leader in Intelligent Operations and capture the strategic 1 opportunity of client end-to-end business process transformation enabled by Gen AI and agentic AI Strengthens Capgemini presence in Digital Business Process Services (BPS), which is ac

  21. Slide 21: Q&A

    Q&A Capgemini

  22. Slide 22: Appendix

    Appendix 7 July 2025 © Capgemini 2025. All rights reserved | 22

  23. Slide 23: CY 2024 Combined Group

    CY 2024 Combined Group CY 2024 9% 9% 18% North America North America 28% 29% UK UK 8% Revenue by 47% Continental Europe Continental Europe Geography 12% 49% 13% 51% Rest of the World Rest of the World 27% 9% 9% 29% Strategy & Transformation Strategy & Transformation 32% Revenue by Applications & Tec

  24. Slide 24: About Capgemini and investor relations contacts

    Biraud, Vincent Massoni, Patrick About Capgemini Head of Investor Relations Senior Manager, Investor Relations Capgemini is a global business and technology transformation partner, helping organizations to +33 1 4754 5087 +33 1 4754 5141 vincent.biraud@capgemini.com patrick.massoni@capgemini.com acc

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