Wrap Text
Voluntary announcement relating to the proposed
transaction in respect of Sanlam's insurance business in India
Sanlam Limited
(Incorporated in the Republic of South Africa)
Registration number 1959/001562/06
JSE share code: SLM
A2X share code: SLM
NSX share code: SLA
ISIN: ZAE000070660
("Sanlam" or the "Company" or the "Group")
Sanlam Life Insurance Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1998/021121/06)
LEI: 378900E10332DF012A23
Bond Issuer Code: BISLI
("Sanlam Life")
VOLUNTARY ANNOUNCEMENT RELATING TO THE PROPOSED TRANSACTION IN RESPECT OF
SANLAM'S INSURANCE BUSINESSES IN INDIA
1. INTRODUCTION
The board of directors of Sanlam (the "Sanlam Board"), through its wholly owned subsidiary Sanlam
Emerging Markets Mauritius Limited, is pleased to announce that an agreement has been reached in respect
of transactions to increase the Sanlam Group's ("Sanlam") effective shareholding in Shriram General
Insurance Company ("SGIC") and Shriram Life Insurance Company ("SLIC") (the "Transaction"). The
Sanlam Board recognises India as a core market and strategic pillar to achieving long term earnings growth
and sustainable shareholder value creation for Sanlam. This Transaction will enable Sanlam to further
enhance its position in this important market and drive growth.
The Transaction entails:
(i) the acquisition of an effective 6.29% in SGIC and 7.04% in SLIC from TPG India Investments II Inc
("TPG"),
(ii) the acquisition of an effective 4.45% in SGIC and 4.98% in SLIC from the Shriram Ownership Trust
("SOT"), and;
(iii) the disposal of a part of Sanlam Life's direct holding in Shriram Finance Limited ("SFL") as detailed
in paragraph 3 (iii), which took place on 28 March 2024 at the prevailing market price, the proceeds
of which will be used to partly fund the Transaction as contemplated in (i) and (ii) above.
The Transaction will result in Sanlam's effective economic shareholding in SGIC increasing from the current
40.25% to 50.99% and the effective economic shareholding in SLIC increasing from the current 42.38% to
54.40%. Sanlam's effective economic shareholding in SFL will decrease from 10.19% to 9.54%.
2. RATIONALE FOR THE TRANSACTION
This Transaction represents a unique opportunity for Sanlam to increase its stakes in SGIC and SLIC and
achieve 50% plus effective economic interest in the insurance entities.
It represents a natural next step for Sanlam and has a number of strategic benefits:
• Further strengthens Sanlam's existing position in India, a market that is core to Sanlam's stated
strategy, and also enhances Sanlam's geographic diversification and scale in Emerging Markets
outside of Africa;
• Increases Sanlam's exposure to the underpenetrated and fast-growing Indian insurance market in
line with its stated strategy, set to benefit from a number of underlying structural tailwinds driving an
attractive growth opportunity in insurance;
• Builds upon existing and established corporate infrastructure, relationships, and long-standing
knowledge of SGIC and SLIC having been invested in these assets for more than a decade; and
• Maintains a disciplined approach to capital allocation, with limited deployment of additional capital as
c.60% of the funding requirement will be funded via the sale of part of Sanlam Life's stake in SFL;
this capital redeployment also increases Sanlam's exposure towards core insurance entities and
decreases exposure to the credit business in line with its stated strategy.
3. OVERVIEW OF THE TRANSACTION
i. Background to Shriram Entities
SGIC and SLIC are joint ventures in India between Shriram Capital Limited and Sanlam licensed with the
Insurance Regulatory and Development Authority of India. SGIC offers a wide range of general insurance
solutions including Motor, Travel and Home. SLIC offers a diverse basket of long-term financial products
and solutions targeted mainly at the underbanked and unbanked segments of the Indian population.
SFL is India's second largest retail Non-Bank Financial Company by asset under management offering
credit solutions for commercial vehicles, two-wheeler loans, car loans, home loans, gold loans, personal
and small business loans. SFL is listed on the National Stock Exchange of India Limited.
Sanlam has been in partnership with Shriram Group since 2005 and during this time Sanlam has gained
a deep understanding of the Indian insurance market as well as the portfolio of businesses under Shriram.
Shriram continues to deliver strong growth in its key performance indicators since Sanlam's investment
and the transaction further underlines the value of Sanlam's partnership with Shriram.
ii. Consideration
The consideration payable to acquire the combined 10.74% in SGIC and 12.02% in SLIC will be partially
funded using the net proceeds from the disposal of the SFL shares. The balance of the consideration of
ZAR2.0 billion will be funded using a combination of available capital resources.
iii. Disposal of SFL shares
On 28 March 2024, Sanlam Life sold 1.59% (of its 2.01% direct holding) in SFL to Shriram Value Services
("SVS"), at the listed market value of INR2,386 per share, resulting in gross proceeds of ZAR3.3 billion
(INR1427crores) ("SFL Disposal").
SVS is a subsidiary of Shriram Capital Private Limited ("SCPL") and Sanlam currently owns 40.70% of
SCPL while the balance is controlled by SOT and its affiliated entities.
Sanlam currently owns an effective 26% stake in SVS, the SFL Disposal will result in a net decrease of
Sanlam's effective economic shareholding in SFL from 10.19% to 9.54%.
iv. Conditions and other key terms to the Transaction
The implementation of the Transaction will remain subject to the fulfilment or waiver, as the case may
be, of a number of conditions precedent, including (but not limited to) approvals from the relevant
regulatory authorities (including the Prudential Authority).
4. JSE Limited ("JSE") Listings Requirements categorisation
In terms of the JSE Listings Requirements, the Transaction is below the Category 2 threshold and this
announcement is made on a voluntary basis.
5. CONCLUSION
The Transaction is expected to have a marginal positive impact on net result from financial services and a
marginal negative impact on dividends in the initial years. Both net result from financial services and
dividends are expected to grow strongly in the medium-to-long-term. The Transaction is expected to deliver
an internal rate of return on capital deployed well in excess of Sanlam's internal hurdle rate.
6. EFFECTIVE DATE
The effective date of the Transaction will be dependent on the fulfilment of the suspensive conditions to the
Transaction and is expected to occur during the second half of 2024.
7. CONFERENCE CALL
A teleconference for analysts and investors will take place at 16h00 (South African time) today, 5 April 2024.
Investors and analysts who wish to participate in the conference call should follow the Zoom link as indicated
below.
https://sanlam.zoom.us/j/92062891906?from=addon
Meeting ID: 920 6289 1906
Passcode: 215691
The teleconference presentation will be made available on www.sanlam.com after the teleconference.
Bellville
5 April 2024
Enquiries
Sanlam Investor Relations
Email: ir@sanlam.co.za
Legal Advisor to Sanlam
ENSafrica
Financial Advisor to Sanlam
J.P. Morgan
JSE Equity Sponsor to Sanlam Ltd
The Standard Bank of South Africa Limited
JSE Debt Sponsor to Sanlam Life Insurance Limited
Rand Merchant Bank, a division of FirstRand Bank Limited
Date: 05-04-2024 09:00:00
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