Sanlam is offering R505 a share to take full ownership of Santam, a move that would end the insurer’s 62-year listing on the JSE and bring its minority shareholders a 26.6% premium to the current share price.
Sanlam, through wholly owned subsidiary Sanlam Life, currently holds an effective 63% of Santam. It has agreed to acquire the remaining shares through a scheme of arrangement, subject to shareholder and regulatory approval.
If completed, Santam will become a wholly owned Sanlam subsidiary and will also be delisted from the Namibian Stock Exchange and A2X.
The R505 cash offer is 25% above Santam’s 30-day volume-weighted average price (VWAP) and 28.6% above its 90-day VWAP. It is also above Santam’s previous all-time high of R451.70.
Santam’s independent board has unanimously supported the transaction after considering its terms and consulting with an independent expert. It will recommend that eligible shareholders vote in favour of the scheme at the general meeting.
A century-old relationship changes shape
Sanlam and Santam have been linked for more than a century, and the proposed transaction would formalise an ownership relationship that already sits behind a close strategic and operational relationship.
Sanlam says taking Santam private is the next step in its Vision 2030 strategy to simplify the group and accelerate quality growth.
For Sanlam, full ownership would remove the remaining layer between the two businesses and give it greater flexibility over capital allocation, group resources, and strategic decisions. It would also eliminate duplicated listing costs and allow the group to capture what it describes as the final layer of potential synergies.
The transaction would also allow Sanlam to integrate its general insurance capabilities more closely with its life insurance, asset management, and other financial services businesses.
“This is the natural next step in a partnership that has developed over more than a century,” says Sanlam Group chief executive Paul Hanratty.
“Bringing Santam fully into the Sanlam Group aligns ownership with the operational relationship that already exists, while providing Santam minority shareholders with an attractive cash liquidity opportunity at a premium.”
Hanratty says the transaction will strengthen its position as a South African financial services group expanding its expertise across Africa.
What it means for Santam
Santam is South Africa’s largest general insurer and operates in selected emerging markets, with its international presence also extending through Lloyd’s Syndicate 1918.
For Santam, the transaction would mean moving from being a listed subsidiary in which Sanlam is the controlling shareholder to being wholly owned by the group.
Santam says full ownership would give it access to Sanlam’s scale, capital strength, and distribution capabilities, while allowing it to continue pursuing its strategy of strengthening its position in South Africa, expanding internationally and developing broader partnerships across the group.
Santam chief executive Tavaziva Madzinga says the proposal is a “logical progression” of the relationship.
“It provides our shareholders with an attractive, cash-certain outcome at a meaningful premium, while giving the business full access to the scale, capital strength, and diversified capabilities of the Sanlam Group,” he says.
Madzinga says the transaction would mean continuity for clients, intermediaries, and employees, alongside further investment in the business.
Shareholders must still vote
The transaction is not yet a done deal.
Santam shareholders will have to approve the scheme, while the transaction remains subject to the necessary regulatory approvals and other customary conditions.
A combined circular containing the full terms of the transaction is expected to be sent to Santam shareholders in due course.
The general meeting is expected to take place on or about 30 November, with implementation targeted for the first quarter of 2027 if the required approvals and conditions are met.
