Capgemini paid US$3.3B cash for WNS. What is the buy-side story when IT services buys BPM?

Capgemini agreed in July 2025 to acquire WNS, a Mumbai-headquartered, NYSE-listed business process management company, for US$3.3B in cash. The stated logic was to build out AI-driven intelligent operations capabilities.

I am trying to understand how bankers pitch this kind of deal internally. IT services and BPM have overlapped for years, so the logic is not new. What is new is the framing around AI, and I wonder how much of that is real strategy versus a way to explain paying a premium for a labor-heavy business.

For anyone who has worked on services M&A: what would the board deck focus on? Cross-sell, margin mix, client overlap, or the multiple versus peers? And is an all-cash deal for a US-listed, India-based target harder to structure than it looks?