THIS PRESS RELEASE MAY NOT BE PUBLISHED, COMMUNICATED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN.
Media relations:
Victoire Grux
Tel.: +33 6 04 52 16 55
victoire.grux@capgemini.com
Investor relations:
Vincent Biraud
Tel.: +33 1 47 54 50 87
vincent.biraud@capgemini.com
Capgemini successfully prices a €4.0 billion bond issuance
Paris, September 18, 2025 – Capgemini (Euronext Paris: CAP) announced that it has successfully priced today a total of €4.0 billion bonds comprising 4 tranches:
- €1 billion 2-year notes with a floating-rate of 3-month Euribor plus 0.30% (the “2027 Bonds”),
- €0.5 billion 3-year notes with a coupon of 2.50% (issue price 99.806%) (the “2028 Bonds”),
- €1.25 billion 6-year notes with a coupon of 3.125% (issue price 99.409%) (the “2031 Bonds”),
- €1.25 billion 9-year notes with a coupon of 3.50% (issue price 99.077%) (the “2034 Bonds”).
This bond offering was oversubscribed about 3.2 times.
Nive Bhagat, Chief Financial Officer of Capgemini, said: “This bond issuance attracted strong interest from investors, demonstrating their confidence in Capgemini’s business model and the quality of its financial profile. It also illustrates their trust in our strategy as we create a leader in Intelligent Operations to address the fast-growing market of Agentic AI-driven transformation of clients’ business processes.”
The proceeds of this bond issuance will be used to finance the acquisition of WNS – announced on July 7, 2025 – and refinance its financial debt, and for general corporate purposes of the Group. As a result of this bond issuance, the bridge loan signed in the context of the acquisition will be cancelled.
The newly issued bonds are expected to be rated BBB+ by Standard & Poor’s, in line with the BBB+/Stable outlook corporate rating of Capgemini.
ABOUT CAPGEMINI
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 350,000 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.
Get the Future You Want | http://www.capgemini.com
DISCLAIMERS REGARDING THE 2027 BONDS, THE 2028 BONDS, THE 2031 BONDS, AND THE 2034 BONDS, (COLLECTIVELY THE “BONDS”)
This press release, and the information contained therein, does not constitute an offer or solicitation to purchase or subscribe for the Bonds in the United States, Canada, Australia, Japan, or in any other state or jurisdiction where such an offer or solicitation would be unlawful, including in the absence of registration or approval under the laws of that state or jurisdiction.
The offer and subscription of the Bonds may be subject in certain countries to specific legal or regulatory restrictions; Capgemini accepts no liability for any breach by any person of these restrictions.
This press release constitutes a communication of a promotional nature but does not constitute a prospectus within the meaning of Regulation 2017/1129, as amended (the “Prospectus Regulation”). The distribution of this press release may, in certain countries, be subject to specific regulations. Persons in possession of this document are required to inform themselves of any local restrictions and to comply with them. Capgemini accepts no responsibility towards any person in connection with the distribution of this press release or the information contained therein in any country.
European Economic Area. The Bonds may not be and have not been offered to the public in any Member State of the European Economic Area (”EEA”) (each a “Relevant State”), except in accordance with the derogations provided for in Article 1(4) of the Prospectus Regulation. No action has been or will be taken to permit an offer to the public of the Bonds other than to qualified investors in a Relevant State.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS – The Bonds are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to, any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or both) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive (EU) No 2014/65 (as amended, “MiFID II”); or (ii) a customer within the meaning of Directive (EU) No 2016/97 dated 20 January 2016 on insurance distribution, as amended (the “Insurance Distribution Directive”), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. No key information document under Regulation (EU) No 1286/2014 is available.
MiFID II product governance / target market – The prospectus for the Bonds contains a legend entitled “MiFID II product governance / professional investors and eligible counterparties only target market” describing the target market assessment with respect to the Bonds and the appropriate distribution channels for the Bonds. Any person subsequently offering, selling or recommending the Bonds (a “Distributor”) must consider the target market assessment; a Distributor subject to MiFID II is responsible for conducting its own target market assessment with respect to the Bonds (by adopting or refining the target market assessment) and determining appropriate distribution channels.
This investment restriction is in addition to the other investment restrictions applicable in each Relevant State.
United Kingdom. This press release is intended only for persons who (i) are located outside the United Kingdom, (ii) are “investment professionals” within the meaning of section 19(5) of the Order), (iii) are referred to in section 49(2) (a) to (d) (high-equity companies, non-registered associations, etc.) of the Order, or (iv) are persons to whom an invitation or inducement is directed to be undertaken in investment activities (within the meaning of Section 21 of the FSMA in connection with the issue or sale of the Bonds, may be lawfully disclosed (the persons referred to in paragraphs (i), (ii), (iii) and (iv) together being referred to as the “Authorised Persons”). The Bonds are only intended for Authorised Persons and any invitation, offer or contact relating to the subscription, purchase or acquisition of the Bonds may only be addressed or entered into with Authorised Persons. Any person other than an Authorised Person shall refrain from using or relying on this press release and the information contained therein.
This press release does not constitute a prospectus and has not been approved by the Financial Conduct Authority or any other regulatory authority in the United Kingdom within the meaning of Section 85 of the FSMA.
The Bonds are not intended to be offered, sold or otherwise made available and, from that date, shall not be offered, sold or otherwise made available to a retail investor in the United Kingdom. For these purposes, a retail investor means a person having one or more of these qualities: (i) a retail client as defined in Article 2(8) of Regulation (EU) No 2017/565 as part of domestic law under the EUWA; or (ii) a client as defined in the FSMA and any rules or regulations made under the FSMA to implement the Insurance Distribution Directive, where that client would not be qualified as a retail investor professional client within the meaning of Article 2(1)(8) of Regulation (EU) No 600/2014 as it forms part of national law under the EUWA. No key information documents required by Regulation (EU) No 1286/2014 as part of national law under the EUWA have been prepared.
UK MiFIR product governance / target market – The prospectus for the Bonds contains a legend entitled “UK MiFIR product governance / professional clients and eligible counterparties only target market” describing the target market assessment with respect to the Bonds and the appropriate distribution channels for the Bonds. Any person subsequently offering, selling or recommending the Bonds (a “Distributor”) must consider the target market assessment; a Distributor subject to the FCA Handbook Product Intervention and Product Governance Sourcebook (the “UK MiFIR Product Governance Rules“) is responsible for conducting its own target market assessment with respect to the Bonds (by adopting or refining the target market assessment) and determining appropriate distribution channels.
United States. This press release may not be published, distributed or transmitted in the United States (or in its territories and dependencies, its constituent states or the District of Columbia). This announcement does not constitute a solicitation to purchase or an offer to purchase or subscribe for the Bonds in the United States. The Bonds have not been and will not be registered under the “U.S Securities Act of 1933”, as amended (the “Securities Act”) and may only be offered or sold in the United States in accordance with an exemption regime under the Securities Act. The Bonds will only be offered or sold outside the United States within the meaning and in accordance with “Regulation S” of the Securities Act.
FORWARD-LOOKING STATEMENTS
Certain information in this press release, are, or may be deemed to be “forward-looking statements”, including, but not limited to, the acceleration of Capgemini and WNS’ growth and the value-additive nature of the proposed acquisition of WNS (Holdings) Limited (“WNS”) (the “Transaction”)”. The words “anticipates”, “expects”, “believes”, “intends, “estimates”, “plans”, “projects”, “may”, “would”, “will”, “should”, “continue”, or the negative of these terms and similar expressions are intended to identify forward-looking statements. Such forward looking statements are prospective in nature and are not based on historical facts, but rather on current expectations and on numerous assumptions regarding the business strategies and the environment in which Capgemini, any member of the Capgemini Group, including WNS and its subsidiaries following the Transaction (“Post-Transaction Group”) shall operate in the future and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by those statements. The forward-looking statements contained in this press release relate to Capgemini, any member of the Capgemini Group or the Post-Transaction Group’s future prospects, developments and business strategies, expected timing and scope of the Transaction and other statements other than historical facts. For a discussion of some of the risks and important factors that could affect such forward-looking statements, please refer, without limitations, to the risks identified in Capgemini’s most recent Universal Registration Document (Document d’Enregistrement Universel) available on Capgemini’s website (https://www.capgemini.com/us-en/). Factors which could have a material adverse effect on the Company’s operations and future prospects include, but are not limited to, the following risks relating to the Transaction, including in respect of the satisfaction of closing conditions to the Transaction on a timely basis or at all, including the ability to obtain required regulatory approvals; unanticipated difficulties and/or expenditures relating to the Transaction and any related financing; uncertainties as to the timing of the Transaction; litigation relating to, or other challenges to, the Transaction; the impact of the Transaction on each company’s business operations (including the threatened or actual loss of employees, clients or suppliers); the inability to obtain, or delays in obtaining cost savings and synergies from the Transaction; incurrence of unexpected costs and expenses in connection with the Transaction; risks related to changes in the financial, equity and debt markets; and risks related to political, economic and market conditions. In addition, the risks to which WNS’ business is subject, including those risks described in WNS’ periodic reports filed with the SEC, could adversely affect the Transaction and, following the completion of the Transaction, the Company’s operations and future prospects. New risks and uncertainties emerge from time to time, and it is not possible for Capgemini and WNS to predict or assess the impact of every factor that may cause actual results to differ from those contained in any forward-looking statements.
Specifically, statements of estimated cost savings and synergies relate to future actions and circumstances which, by their nature involve, risks, uncertainties and contingencies. As a result, the cost savings and synergies referred to may not be achieved, may be achieved later or sooner than estimated, or those achieved could be materially different from those estimated. Due to the scale of the Post-Transaction Group, there may be additional changes to the Post-Transaction Group’s operations. As a result, and given the fact that the changes relate to the future, the resulting cost synergies may be materially greater or less than those estimated.
Forward-looking statements contained herein are only based upon currently available information and speak only as of the date of this press release, and Capgemini expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Capgemini’s expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.
Past performance is not a reliable indicator of future results and should not be relied upon for any reason.
The anticipated financial impact of the acquisition of WNS and any references to future financial performance should not be viewed as management guidance. Actual results may differ from the statements set forth herein and such differences may be material.
Although Capgemini’s management believes that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward looking information and statements are subject to various risks and uncertainties (because they relate to events and depend on circumstances that may or may not occur in the future), many of which are difficult to predict and generally beyond the control of Capgemini, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These forward-looking statements reflect only the judgment of Capgemini’s management at the date of this presentation and are not intended to give any assurances or comfort as to future results. Other than as required by applicable law, Capgemini expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained herein to reflect any change in Capgemini’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
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