Sanlam Maroc shareholders will meet on 2 July to decide whether the company should merge with Allianz Maroc.
If approved, Allianz Maroc will be absorbed into Sanlam Maroc, with all of its assets and liabilities transferred to the insurer.
According to documents submitted to shareholders, Allianz Maroc’s net assets are valued at about 2.6bn dirhams. The company holds assets worth 9.27bn dirhams and liabilities of 6.67bn dirhams, which Sanlam Maroc would take over as part of the deal.
To complete the merger, Sanlam Maroc plans to issue 1.225 million new shares to Allianz Maroc shareholders. Under the proposed exchange ratio, shareholders would receive five Sanlam Maroc shares for every two Allianz Maroc shares they own.
The move would increase Sanlam Maroc’s share capital by 122.5m dirhams, taking it from 411.7m dirhams to 534.2m dirhams. The total number of shares would rise from 4.1 million to 5.3 million.
The merger would also create a merger premium of about 2.48bn dirhams, reflecting the difference between Allianz Maroc’s net assets and the value of the new shares being issued.
Sanlam Maroc said Morocco’s capital markets regulator, the AMMC, has already approved the merger prospectus. The insurance regulator, ACAPS, has also given its approval.
If shareholders vote in favour of the transaction on 2 July, the merger will take effect immediately. Allianz Maroc will then cease to exist as a separate company and will be dissolved without liquidation.
