Sanlam offered on 5 October to buy all the Santam shares it does not own for R505 each in cash, which would take Santam off the JSE.
Sanlam Life, Sanlam’s wholly owned subsidiary, would make the offer. Sanlam, Sanlam Life and Santam signed an implementation agreement on 5 October 2026, according to their joint announcement. Sanlam holds an effective 62.7% of Santam, excluding treasury shares, as at 18 September 2026.
The R505 price is a 26.6% premium to Santam’s close of R399 on 2 October 2026, the last trading day before the announcement. It is 25.0% above the 30-day volume weighted average price and 28.6% above the 90-day figure. Sanlam’s presentation put the all-time high at R451.70. Santam’s market value was R43.9 billion on 2 October, and Sanlam’s was R163.3 billion.
The deal would run as a scheme of arrangement under the Companies Act. It needs at least 75% of the voting rights exercised at a general meeting. The announcement sets a further test: if shareholders holding more than 3% of the eligible shares object and demand a fair value for their shares, the condition can fail, unless Sanlam waives it.
Santam’s independent board has said it supports the scheme unanimously and will recommend that shareholders vote for it. It appointed Rand Merchant Bank as independent expert, and the deal depends on that expert confirming that the price is “fair and reasonable” to the shareholders who would sell. The expert’s report will be in the circular.
Source: Sanlam, Santam and Sanlam Life joint announcement and Sanlam investor presentation, October 2026. Chart: Rand Desk
Approvals are also needed from the Reserve Bank’s Financial Surveillance Department, the Prudential Authority and/or the Financial Sector Conduct Authority, and the JSE. The Takeover Regulation Panel must issue a compliance certificate. The announcement says Standard Bank has issued the panel an irrevocable guarantee to pay the full consideration if Sanlam Life does not, once the scheme becomes unconditional and is implemented. The money comes from third party funding.
Sanlam gave its reasons in the announcement: removing duplicated listing costs and governance, simpler reporting and more flexibility to move capital around the group. It called the offer a “compelling liquidity and monetisation opportunity” for Santam’s minority shareholders.
Sanlam’s presentation sets the timetable. The combined circular is due on or about 3 November 2026 and the shareholder meeting on or before 30 November, with closing expected in the first quarter of 2027. According to the announcement, the longstop date is 31 March 2027, and it can move to no later than 1 October 2027.
Sanlam needs no vote of its own shareholders, because the deal is a Category 2 transaction under the JSE rules. It also needs no competition approval, according to the presentation, since Sanlam already controls Santam.
The next step is the circular, which will give the meeting date, the record date and the independent expert’s findings.
