Every 8-K that WNS (Holdings) Limited (WNS) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow WNS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full WNS filings page.
WNS (Holdings) Limited announced completion of its acquisition by Capgemini S.E. via a Jersey scheme of arrangement. At the Effective Time, each ordinary share was exchanged for $76.50 per share in cash, without interest and subject to tax withholding.
Outstanding and vested RSUs, plus 20% of each unvested RSU tranche (performance RSUs at maximum), were cancelled for cash based on the $76.50 price, less applicable withholdings. Remaining unvested RSUs were amended to pay cash upon the original service-based vesting schedule at the same per-share price. Trading in WNS shares on the NYSE was halted before market open on the Closing Date, and the company requested NYSE to file Form 25 to delist. After Form 25 becomes effective, WNS intends to file Form 15 to deregister and suspend Exchange Act reporting. The scheduled annual general meeting on October 30, 2025 is cancelled, and board changes were made consistent with the transaction.
WNS (HOLDINGS) LTD announced that it entered into a Transaction Agreement with Capgemini S.E. on July 7, 2025 for an acquisition to be implemented by a scheme of arrangement under Jersey law. The court has sanctioned the Scheme and the company expects the Transaction to close on October 17, 2025 after delivery of a copy of the court order to the Jersey registrar. A press release describing the matter is attached as Exhibit 99.1 and incorporated by reference. The filing notes the regulatory disclosure and clarifies that the press release is not automatically incorporated into other filings except where specifically referenced.
WNS (Holdings) Limited has scheduled its annual general meeting of shareholders for October 30, 2025 and has released the related materials. The company issued a press release and distributed the meeting notice, proxy statement, proxy card and voting card, which are included as exhibits to this report. The filing also references a proposed acquisition by Capgemini S.E. of the entire issued and to be issued share capital of WNS through a court-approved scheme of arrangement under Jersey law, noting that this transaction may complete before the scheduled meeting time.
WNS (Holdings) Ltd. reported that on July 7, 2025 it entered into a Transaction Agreement with Capgemini S.E. for Capgemini to acquire the company by a scheme of arrangement under Jersey law. The filing notes a press release is attached as Exhibit 99.1 and incorporated by reference. The Transaction requires customary approvals, including court approval and a shareholder meeting to satisfy an additional closing condition. The notice is signed by General Counsel Gopi Krishnan on September 17, 2025.
WNS (Holdings) Limited reported that its shareholders approved the previously announced transaction under which Capgemini S.E. will acquire the entire issued and to be issued share capital of WNS through a court-approved scheme of arrangement under Jersey law.
At the Court Meeting, 39 shareholders representing 34,052,325 ordinary shares were present in person or by proxy out of 42,993,190 shares outstanding as of the voting record time, giving about 79.20% participation. The Scheme proposal received 34,049,641 votes in favor and 2,684 against, or 99.99% versus 0.01% of votes cast.
At the General Meeting, 34,052,529 ordinary shares were represented, again about 79.20% of shares entitled to vote. The proposal authorizing the directors to take actions to carry the Scheme into effect and amending the articles of association received 33,940,965 votes for and 2,596 against, with 108,968 votes withheld, meeting the required two-thirds approval threshold. WNS also issued a press release announcing shareholder approval of the transaction.
WNS (Holdings) Limited filed a report describing developments related to its planned acquisition by Capgemini S.E., which is expected to be carried out through a court-approved scheme of arrangement under Jersey law. The company announced that independent proxy advisory firms Institutional Shareholder Services (ISS) and Glass Lewis have both recommended that WNS shareholders vote “FOR” the Scheme and related proposals.
These recommendations apply to the upcoming Court Meeting and General Meeting of WNS shareholders scheduled for August 29, 2025. WNS also reminds shareholders to review the previously filed Scheme Document and related SEC materials before voting, and notes that the transaction will proceed solely on the terms set out in the Transaction Agreement and the Scheme.
WNS (Holdings) Limited (NYSE: WNS) has furnished an 8-K to disclose the next procedural step in its pending acquisition by Capgemini S.E. The company has released the Scheme Document and related proxy materials, starting the formal shareholder approval process required under Jersey law. Two shareholder votes—a Court-sanctioned meeting and a General Meeting—are scheduled for 29 Aug 2025. Approval of the Scheme and the related amendment of WNS’s Articles of Association are key conditions to closing.
The filing supplies a press release (Ex. 99.1), the full Scheme Document (Ex. 99.2) and associated notices and proxy cards (Exs. 99.3-99.6). The information is furnished under Item 7.01 and is therefore not deemed "filed" for liability purposes. Forward-looking statements outline typical deal risks, including potential failure to receive shareholder or regulatory approvals, possible termination of the agreement, business disruption, and transaction costs. No financial terms were updated in this filing, but today’s release confirms the transaction timeline and keeps the deal on track toward an expected closing once all conditions are satisfied.
WNS (Holdings) Limited has signed a Transaction Agreement with Capgemini S.E. under which Capgemini will acquire all outstanding WNS ordinary shares via a Jersey court-sanctioned scheme of arrangement for $76.50 in cash per share. The deal covers all equity, including the cash settlement of vested RSUs and a contractual cash-settlement mechanism for 80% of unvested RSUs, which will continue to vest on their original schedules.
Key conditions include (i) antitrust and regulatory clearances in the U.S., U.K. and other jurisdictions, (ii) approval of the scheme by a majority in number representing at least 75% of votes cast by WNS shareholders, and (iii) sanction by the Royal Court of Jersey. No financing contingency applies. Closing is targeted by year-end 2025, with an outside date of 7 April 2026 (extendable to 7 August 2026).
The agreement contains customary representations, covenants and “no-shop” restrictions, with fiduciary-out provisions for superior proposals. Termination fees are significant: $118 million payable by WNS in specified circumstances (including board change-of-recommendation) and $169 million payable by Capgemini for intentional, material breaches of its regulatory-filing obligations. The transaction is not subject to financing; Capgemini commits to divestitures or other remedies required by regulators.
Following completion, WNS shares will be delisted from NYSE and deregistered under the Exchange Act. Directors owning ~1.9% of the shares have entered into voting agreements supporting the scheme.