The proposed transaction will see Sanlam, through its wholly owned subsidiary Sanlam Life, offer Santam minority shareholders R505 per share in cash to acquire the 37.3% stake it does not currently own. Sanlam already holds an effective 62.7% shareholding in Santam.
If approved, the deal will be implemented through a scheme of arrangement, after which Santam will be automatically delisted from the JSE, with applications also being made to remove its listings from the NSX and A2X exchanges.
The transaction represents the culmination of a relationship spanning more than a century between the two companies and marks one of the most significant restructuring moves in South Africa’s financial services sector in recent years.
Sanlam targets full control
According to the companies, full ownership will allow Sanlam to remove the structural constraints associated with Santam’s separate listing and unlock greater strategic and capital flexibility across the group.
Sanlam said the acquisition would strengthen strategic alignment, simplify governance and reporting structures, and improve coordination across its insurance, investment and financial services businesses.
The group also expects to eliminate duplicated listed-company costs and governance expenses while enhancing its ability to allocate capital across business units and execute strategic initiatives.
For Santam shareholders, the offer provides an all-cash exit at a significant premium. The R505-per-share offer represents a 26.6% premium to Santam’s closing share price on October 2, 2026, a 25% premium to its 30-day volume-weighted average price and a 28.6% premium to its 90-day volume-weighted average price.
Premium offer for shareholders
The companies argue that the transaction creates value for both businesses. For Santam, becoming wholly owned by Sanlam is expected to provide long-term support from a financially stronger parent while accelerating its growth strategy in South Africa and international markets.
Sanlam, meanwhile, believes the deal will simplify the group’s structure, strengthen its investment case and enhance liquidity in Sanlam shares by consolidating multiple listed entry points into a single platform.
The proposed transaction remains subject to a range of conditions, including approval by at least 75% of voting shareholders participating in the scheme, regulatory approvals and a favourable independent expert opinion confirming that the offer is fair and reasonable to minority shareholders.
The scheme also requires approvals from the Prudential Authority, the JSE, the Financial Surveillance Department of the South African Reserve Bank and other relevant regulators.
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Independent board backs proposal
An independent board established by Santam has unanimously endorsed the proposal after appointing Rand Merchant Bank as an independent expert to assess the transaction. The board has indicated that it will recommend shareholders vote in favour of the scheme.
The companies said the offer circular containing full details of the transaction and the independent expert’s report is expected to be distributed to shareholders around November 3, 2026.
Sanlam has already secured indicative, non-binding support from certain shareholders following a dispensation granted by the Takeover Regulation Panel to approach key investors ahead of the announcement.
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- In a move set to reshape South Africa’s insurance landscape, Sanlam has launched a bid to acquire all the shares in Santam that it does not already own, paving the way for the country’s largest short-term insurer to be delisted from the Johannesburg Stock Exchange (JSE) after more than six decades as a listed company.
- The proposed transaction will see Sanlam, through its wholly owned subsidiary Sanlam Life, offer Santam minority shareholders R505 per share in cash to acquire the 37.3% stake it does not currently own.
- Sanlam already holds an effective 62.7% shareholding in Santam.
- If approved, the deal will be implemented through a scheme of arrangement, after which Santam will be automatically delisted from the JSE, with applications also being made to remove its listings from the NSX and A2X exchanges.
- The transaction represents the culmination of a relationship spanning more than a century between the two companies and marks one of the most significant restructuring moves in South Africa’s financial services sector in recent years.
