Sanlam Limited · JSE:SLM
Sanlam — Merger or Acquisition (December 2003)
24 slides from Sanlam's merger presentation, Dec 4, 2003
Slide 1: Creating South Africa's leading financial services institution
Sanlam Group Limited 04 December 2003 Creating South Africa’s leading financial services institution - Slide #1 -
Slide 2: Johan van Zyl, CEO Sanlam
Sanlam Group Limited 04 December 2003 Johan van Zyl, CEO Sanlam “Unlocking value for shareholders” - Slide #2 -
Slide 3: Transaction based on business and social imperatives
Sanlam Group Limited 04 December 2003 Transaction based on business and social imperatives Transaction based on Business imperative Develop a “world class” business Enhance shareholder value Strengthen Sanlam’s position in its traditional markets Access to new markets and business opportunities Broa
Slide 4: Transaction based on business and social imperatives
Sanlam Group Limited 04 December 2003 Transaction based on business and social imperatives Transaction based on z Business imperative Social imperative Contribute to the development of SA Facilitate broad-based empowerment “A Truly South African Company” - Slide #4 -
Slide 5: Highlights
Sanlam Group Limited 04 December 2003 Highlights Positions Sanlam as the leading empowered financial services group to service and reach all markets in SA, including: The growing individual emerging market sector Retirement fund market in corporate, union & parastatal sectors Ubuntu-Botho becomes la
Slide 6: Highlights (continued)
Sanlam Group Limited 04 December 2003 Highlights …/continued Broad-based participation in transaction through business, community and traditional leaders, trade unions, women, youth, church and other groups Positions Sanlam to fully participate in the changing financial services landscape - Slide #6
Slide 7: Salient Terms
Sanlam Group Limited 04 December 2003 Salient Terms Ubuntu-Botho group to acquire 10% of Sanlam as one indivisible transaction Certainty of shareholding, vesting and full voting rights R200m cash contribution by the Patrice Motsepe Group through Sizanani-Thusanang-Helpmekaar (Proprietary) Limited (“
Slide 8: Salient Terms (continued)
Sanlam Group Limited 04 December 2003 Salient Terms …/continued Broad-based participation achieved through diverse shareholder base Business, traditional and community leaders, women, church, youth, trade union groups and other successful BEE companies Development Trust aimed at advancing community
Slide 9: Salient Terms (continued)
Sanlam Group Limited 04 December 2003 Salient Terms …/continued 169m shares constituting 6% of Sanlam’s equity will be acquired by Ubuntu-Botho for R1.3bn R200m of which will be funded by a cash contribution provided by the Patrice Motsepe Group through Sizanani 56m shares constituting 2% of Sanlam’
Slide 10: Salient Terms (continued)
Sanlam Group Limited 04 December 2003 Salient Terms …/continued Deferred shares issued to convert into ordinary shares as growth targets are achieved over 10 year period, based on Net inflow of funds; segregated and group Annual growth in New Business Embedded Value Effective date targeted for 1 Jan
Slide 11: Potential Impact
Sanlam Group Limited 04 December 2003 Potential Impact Transfer of shares to Trust will have 2% EV dilution, increases to <3% due to new issues at below EV Transaction aimed at growing Sanlam and its business; structure motivates & rewards growth Worst case scenario will result in a dilution of <5%
Slide 12: Potential Impact (continued)
Sanlam Group Limited 04 December 2003 Potential Impact …/continued Benefits of transaction should contribute to further re-rating of Sanlam’s share-price Further detail on potential impact will be provided in circular and detailed terms announcement - Slide #12 -
Slide 13: Operations: Sanlam Life
Sanlam Group Limited 04 December 2003 Operations : Sanlam Life Major steps taken to improve cost effectiveness, distribution and product innovation Offers full range of competitive individual risk and savings products Comprehensive and competitive EB offering covering admin, risk and investment Grou
Slide 14: Operations: Sanlam Investment Management
Sanlam Group Limited 04 December 2003 Operations : Sanlam Investment Management Management team and investment process restructured Results improving, targeting sustainable top half performance Significant new mandates won, net inflow of segregated funds of R4 bn by 30 June 2003 Responsibility for i
Slide 15: Other Operations
Sanlam Group Limited 04 December 2003 Other Operations Santam: real market leader excellent performance strategy to further enhance value through operational and strategic actions Gensec restructuring progressing SCM business model completed enhancing the Sanlam value proposition Absa co-operation p
Slide 16: Patrice Motsepe
Sanlam Group Limited 04 December 2003 Patrice Motsepe Chairman, Ubuntu-Botho “A partner in the creation of sustainable value for all stakeholders” - Slide #16 -
Slide 17: Ubuntu-Botho shareholding structure
Sanlam Group Limited 04 December 2003 Ubuntu-Botho shareholding structure Broad Based BEE Groups Sanlam Ubuntu- Ubuntu-Botho Sizanani- Sizanani-Thusanang- Thusanang- (including business, community & Community Helpmekaar (Pty) Ltd traditional leaders, trade unions, women, youth, church and other grou
Slide 18: Composition of broad-based BEE Groups
Sanlam Group Limited 04 December 2003 Composition of broad-based BEE Groups Women Women Provincial Provincial Provincial Provincial Trade Unions Trade Unions Church Church Groups Groups Youth Youth Groups Groups Corporates Corporates Groups ** Groups Groups ** Groups • Single company • Single compan
Slide 19: Ubuntu-Botho: Social & economic upliftment of all South Africans
Sanlam Group Limited 04 December 2003 Ubuntu-Botho : Social & economic upliftment of all South Africans The Ubuntu-Botho consortium consists of broad based empowerment shareholders including: Respected business, traditional and community leaders, women, church, youth, trade union groups and other su
Slide 20: Ubuntu-Botho: Social & economic upliftment (continued)
Sanlam Group Limited 04 December 2003 Ubuntu-Botho : Social & economic upliftment of all South Africans …/continued The R200m cash contribution by the Patrice Motsepe Group through Sizanani assists and facilitates the participation of the broad based empowerment groups in this transaction - Slide #2
Slide 21: Contribution of Ubuntu-Botho
Sanlam Group Limited 04 December 2003 Contribution of Ubuntu-Botho For Ubuntu-Botho this transaction presents an opportunity: To participate in Sanlam and contribute to making it the leading financial services company in South Africa To assist and facilitate broad-based empowerment in the financial
Slide 22: Contribution of Ubuntu-Botho (continued)
Sanlam Group Limited 04 December 2003 Contribution of Ubuntu-Botho …/continued Consortium’s experienced leadership is well positioned to add value to the Sanlam franchise Through Board representation at Group and subsidiary levels Key to preserving and unlocking value Substantial cash contribution r
Slide 23: Questions
Sanlam Group Limited 04 December 2003 Questions - Slide #23 -
Slide 24: Sanlam Group Limited 04 December 2003
Sanlam Group Limited 04 December 2003 - Slide #24 -