SANLAM LIMITED - Voluntary Announcement: Termination Of The Funeral Insurance Co-Operation Between The Sanlam Group And Capitec Group

Voluntary Announcement: Termination Of The Funeral Insurance Co-Operation Between The Sanlam Group And Capitec Group

Sanlam Limited
(Incorporated in the Republic of South Africa)
Registration number 1959/001562/06
JSE share code: SLM
NSX share code: SLA
A2X share code: SLM
ISIN: ZAE000070660
("Sanlam")

Sanlam Life Insurance Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1998/021121/06)
Bond Issuer Code: BISLI
("Sanlam Life")

Capitec Bank Holdings Limited
(Incorporated in the Republic of South Africa)
Registration number 1999/025903/06
Ordinary Share Code: CPI ISIN Number:
ZAE000035861
Preference Share Code: CPIP 
ISIN Number: ZAE000083838
("Capitec")

Capitec Bank Limited
(Incorporated in the Republic of South Africa
(Registration No. 1980/003695/06)
Bond Issuer Code: BICAP
("Capitec Bank")

VOLUNTARY ANNOUNCEMENT: TERMINATION OF THE FUNERAL INSURANCE CO-OPERATION
BETWEEN THE SANLAM GROUP AND THE CAPITEC GROUP

1.      Introduction

Capitec Bank, Capitec Ins Proprietary Limited ("Capitec Ins") (wholly-owned subsidiaries of Capitec),
Sanlam Developing Markets Limited ("SDM") (a wholly owned subsidiary of Sanlam) and Centriq Life
Insurance Company Limited ("Centriq") are parties to a co-operation arrangement in terms of which
funeral policies are sold to the clients of Capitec Bank ("the Funeral Product Co-operation
Arrangement").

The boards of directors of Sanlam, Capitec and Capitec Bank jointly announce that Capitec Bank and
Capitec Ins jointly gave notice of the termination of the Funeral Product Co-operation Arrangement,
which termination will become effective from 31 October 2024 ("Termination Date") (the
"Transaction").

Sanlam will continue to provide reinsurance and administration services in respect of the Funeral
Product Co-Operation Arrangement up to the Termination Date, during which time the existing
arrangements between SDM, Centriq, Capitec Ins and Capitec Bank will remain in place.

As a result of the termination of the Funeral Product Co-Operation Arrangement, a reinsurance
recapture amount of R1.9 billion is payable on or before the Termination Date to the relevant Sanlam
entities. The reinsurance recapture amount represents the loss to the Sanlam group for its 30%
participation in the Funeral Product Co-operation Arrangement expected to be in-force at 31 October
2024.

2.          Overview of the Transaction

Sanlam, through SDM and Centriq (a wholly owned subsidiary of Santam Limited), and Capitec,
through Capitec Bank and Capitec Ins, have enjoyed a mutually beneficial and successful relationship
over the past six years through the Funeral Product Co-Operation Arrangement which was jointly
launched by Sanlam and Capitec Bank in November 2017 to service the mass retail funeral insurance
market in South Africa.

On 30 October 2023 Capitec Bank and Capitec Ins jointly gave notice to Sanlam of the termination of
the Funeral Product Co-Operation Arrangement at the end of the initial 7-year term with effect from
the Termination Date. The notice of termination was given in accordance with the relevant provisions
of the Funeral Product Co-operation Arrangement.

Subject to the relevant regulatory approvals and effective 1 November 2024, Sanlam will cease to
provide reinsurance and any administration services in relation to the funeral policies forming part of
the Funeral Product Co-Operation Arrangement. Capitec Life Limited, a newly licensed insurer forming
part of the Capitec group, will take over the administration of the in-force insurance book pursuant to
the terms of the relevant agreements, and will commence writing new funeral business on its own
insurance license. The policies in-force on the Termination Date will remain in the Centriq cell captive
licence and will be transferred to the Capitec Life license at a later date, subject to the relevant
regulatory requirements and approvals.

The Transaction is subject to certain conditions (including but not limited to) approval from the
relevant authorities in South Africa and which are standard to a transaction of this nature.

3.          Effective Date

The Funeral Product Co-Operation Arrangement will terminate with effect from the Termination Date,
and the R1.9 billion will be paid to the relevant Sanlam entities by no later than the Termination Date,
subject to the terms and conditions of the relevant agreements.


Bellville
4 December 2023

Enquiries

Sanlam Investor Relations
Phone: +27 21 947 8455
E-mail: ir@sanlam.co.za

Equity Sponsor to Sanlam
The Standard Bank of South Africa Limited

Debt Sponsor to Sanlam Life Insurance Limited
Rand Merchant Bank, a division of FirstRand Bank Limited

Legal Advisors to Sanlam
Webber Wentzel

Stellenbosch
4 December 2023

Enquiries
Capitec Investor Relations
E-Mail: investorrelations@capitecbank.co.za

Equity Sponsor to Capitec
PSG Capital

Debt Sponsor to Capitec Bank
PSG Capital

Legal Advisors to Capitec
Clyde & Co

Date: 04-12-2023 10:00:00
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