PE player Warburg Pincus to exit WNS

Proposes secondary public offering as exit route on NYSE

Private equity player Warburg Pincus has begun its exit process from business process outsourcing firm WNS. Warburg is opting to exit through a proposed secondary public offering process on the New York Stock Exchanges.

WNS today said that Warburg Pincus, one of the largest shareholders, plans to sell 12.62 million American Depository Shares (ADS) in an underwritten public offering.

Warburg is also proposing to offer and sell an additional 1.89 million to the underwriters to cover over-allotments, if any. The process is subject to market and other conditions. PE player Warburg Pincus to exit WNS through secondary public offering.

WNS does not intend to offer any ADSs in the proposed offering and will not receive any proceeds from the sale of ADSs by Warburg Pincus in the offering. Assuming the overallotment option is exercised in full by the underwriters, Warburg Pincus will have no remaining shareholdings in WNS following the offering.

The official exit process was finalised when Warburg Pincus did not make an attempt to appoint any new board member since the beginning of this year. According to a 6-K filing to the US Securities and Exchange Commission made by WNS, Jeremy Young, who was a board nominee of Warburg Pincus since 2004, has ceased to be an employee of Warburg Pincus with effect from December 31, 2012. Accordingly, he ceased to serve as a nominee of Warburg Pincus with effect from December 31, 2012.

BofA Merrill Lynch and Wells Fargo Securities are acting as joint book-running managers and Baird, William Blair and Janney Montgomery Scott are acting as co-managers for the offering.

Warburg Pincus invested in WNS in 2002 buy picking up a 64.7 per cent stake for $40 million. The PE firm brought down its stake in the BPO firm in 2011 by selling its stake in the company’s follow on public offer (FPO). Warburg Pincus reduced its stake from 48 per cent to 28.8 per cent through this FPO.