Sanlam (SLM) M&A Announcement summary

Deal rationale and strategic fit

• Partnership with Ninety One aims to strengthen international and South African active asset management capabilities and private credit strategies.

• Ninety One selected for its strong investment culture, management ownership, track record, and cultural alignment.

• Sanlam seeks to offer optimal investment solutions by leveraging Ninety One’s scale and expertise.

• The deal allows Sanlam to focus on multi-management, passives, alternatives, and private wealth, while active management is housed with a global leader.

• Sanlam Life acquires 60% of MultiChoice's insurance business, NMS Insurance Services (SA) Limited, to expand insurance and financial services across MultiChoice's African subscriber base.

Financial terms and conditions

• Ninety One will issue shares to Sanlam and Sanlam Investment Holdings, resulting in a combined 12% stake in Ninety One’s enlarged share capital.

• Around ZAR 400 billion in assets under management will transfer to Ninety One.

• MultiChoice will receive an upfront cash consideration of R1.2 billion for the 60% stake in NMSIS.

• A performance-based earn-out of up to R1.5 billion may be paid, measured at 31 December 2026.

• In early years, earnings and dividends are expected to be slightly dilutive, turning positive after three years.

Integration plans and timeline

• All investment professionals in the active business will move to Ninety One at closing.

• Sanlam Investment Management will be restructured as a clean entity before transfer.

• Operative agreements to be finalized by March 2025, followed by shareholder and regulatory approvals, and then implementation.

• The transaction will be implemented and become effective on 30 November 2024.

• Performance-based earn-out will be assessed at 31 December 2026.