SAGICOR Group Jamaica Limited (SJ) and Sagicor Life Inc (SLI) are set to be merged under a new holding company called Sagicor Group Caribbean Limited (SGC) which will be listed on the Jamaica Stock Exchange (JSE).

The announcement was made at a media briefing on Tuesday by Sagicor Financial Company Limited (SFC) which owns a majority interest in both businesses. Under the definitive agreement, SFC will be issued new shares in SGC as consideration for its shares in SLI and result in it having an equity interest of 55 per cent in the new Caribbean holding company. The combined businesses would have US$6.9 billion in total assets and US$1.3 billion in total revenues on a pro-forma basis for the twelve months ending September 30, 2025.

“The rationale for this merger is clear and compelling. By bringing together our Caribbean operations, we can harness the power of synergy, leverage the depth of talent across our markets, and build a stronger, more resilient Sagicor: one capable of delivering enhanced value for our people, our clients, our stakeholders, and the communities we serve,” said Andre Mousseau, president and chief executive officer (CEO) of SFC in a press release.

Under the proposed structure, Dodridge Miller, the former CEO of SFC and SJ director, is being nominated to serve as chairman of Sagicor Group Caribbean, while Christopher Zacca, current president and CEO of SJ, would be CEO of Sagicor Group Caribbean. Robert Trestrail would retain his role as president and CEO of Sagicor Life Inc.

“Scale is important in financial services. How we do things, when we do things, the technologies that are used to do those things. It’s difficult competing in the global landscape that we are as a global company. Scale is critical and bringing the organisations together under one organisation that will be publicly listed in Jamaica will provide the opportunities for that scale that we haven’t explored to the fullest potential in the past,” said Trestrail at Tuesday’s media briefing.

The announcement of Sagicor Group Caribbean comes nearly three months after David Noel was appointed executive vice-president and chief operating officer (COO) – Caribbean at SFC. Noel is the former CEO of Scotia Group Jamaica Limited.

SFC currently owns 100 per cent of Sagicor Life Inc and 49.11 per cent of SJ. However, SFC owns 32.45 per cent of SJ directly via LOJ Holdings Limited, while Sagicor Life Inc and Sagicor Life Insurance Trinidad & Tobago Limited own the remaining 16.66 per cent stake.

The proposed transaction will require a scheme of arrangement whereby Sagicor Group Jamaica shareholders would need to approve the deal. If the deal is approved by shareholders, Sagicor Group Jamaica shareholders would become shareholders in Sagicor Group Caribbean with their shares to remain traded on the JSE.

Sagicor Group Jamaica is a licensed financial holding company, with Pan Jamaica Group Limited as the second largest shareholder with a 30.23 per cent interest. It’s the largest life insurance provider, largest pension fund and unit trust manager in Jamaica with operations in general insurance, commercial banking, money services and property management.

Sagicor Life Inc is the Eastern Caribbean subsidiary of SFC which has operations in life, general, and health insurance in the East and Southern Caribbean. Apart from its Sagicor branded general insurance subsidiaries in Barbados and Trinidad & Tobago, Sagicor Life Inc also owns life insurance companies Capital Life Insurance Company Bahamas Limited, and Nationwide Insurance Company Limited.

The last major transaction between these two entities took place in December 2023 when Sagicor – Capital & Advice Spain SL bought Sagicor Panamá, SA from Sagicor Life Inc. Sagicor – Capital & Advice is a joint venture in Sagicor Group Jamaica owns a 50 per cent stake.

Sagicor Life Inc reported insurance revenue of US$317.44 million in revenue during 2024 and had US$38.55 million in consolidated net profit according to SFC’s 2024 audited financials. Sagicor Life had total assets of US$2.58 billion and US$533.46 million in net assets.

This contrasts with Sagicor Group Jamaica which reported insurance revenue of US$349.43 million and US$62.47 million in consolidated net profit for 2024, with US$31.27 million in net profit attributable to SFC shareholders. Sagicor Group Jamaica had US$3.88 billion in total assets and US$713.66 million in net assets at the end of 2024.

According to SFC’s latest financials, SLI’s revenue grew eight per cent to US$361.7 million for the nine-months period with US$253.5 million being insurance revenue. Consolidated net profit improved 58 per cent to US$41.27 million due to repricing initiatives on renewals of insurance policies and adjustments on products in the short-term business. SJ’s revenue over the same period also improved 15 per cent to US$603.9 million with US$279.3 million being insurance revenue. Consolidated net profit grew 97 per cent to US$84.64 million, with US$41.01 million attributable to SFC shareholders.

The proposed transaction would reduce one reporting segment for SFC which has 73 per cent of its assets in Canada (Sagicor Canada) and the USA (Sagicor USA), with 54 per cent of insurance revenue (under IFRS 17) coming from these two markets. SFC previously held 51 per cent of Sagicor Group Jamaica up to May 2014 before new SJ shares were issued as consideration for the acquisition of the minority interest in Sagicor Investments Jamaica Limited.

“Certain intercompany balances will be extinguished and the ownership of certain subsidiaries within the structure will be adjusted. The consideration is subject to certain adjustments.

The transaction is expected to close in 2026 and is subject to receipt of regulatory approvals, SGJ (Sagicor Group Jamaica) shareholder approval, SGJ raising certain financing, and satisfaction of customary closing conditions,” the SFC release stated.

The announcement has had an accretive effect on SFC and SJ’s share prices. SFC’s stock price hit a new 52-week high of CA$9.51 (US$6.92) on the Toronto Stock Exchange (TSX), while SJ traded up to $40 (US$0.25) on the Jamaica Stock Exchange (JSE).

The move is expected to unite the teams across the Caribbean and enable new opportunities for collaboration, professional development and regional mobility. There are no immediate changes to roles, service channels, policies or client interactions for the transaction which will require different forms of approval. The deal, on its own, won’t immediately make existing Jamaican shareholders more profitable. However, the future savings and new sales from combining the companies could significantly increase profits later.

This move by SFC creates an avenue for international investors to gain exposure to its Caribbean operations while broadening the business profile under one roof. It also creates the ability for greater cross selling opportunities across the Caribbean business in more than 12 territories where SLI and SJ operate. Zacca noted that the Latin American business plan remains active with SJ executives Willard Brown and Joanna Banks being key proponents of this strategy.

The move to create Sagicor Group Caribbean falls under the ONE Sagicor vision. The Sagicor brand came to life in 2002 when the business was demutualised. Sagicor means wise judgement.

Sagicor Financial Corporation celebrated its 185th anniversary earlier this year while Sagicor Group Jamaica celebrated its 55th anniversary in June.

“We see this as a huge opportunity to transform our businesses from a technology and efficiency perspective and to provide avenues for our team members to move across the organisation. We are projecting significant synergies which would make the financials very accretive to all stakeholders,” Zacca closed as he noted that this deal creates a regional champion.

Sagicor Group Jamaica will merge with Sagicor Life Inc to create a Pan-Caribbean conglomerate. (Photo: David Rose)

Andre Mousseau (left), president & CEO, Sagicor Financial Company Ltd (SFC), and Christopher Zacca, president & CEO, Sagicor Group Jamaica (SGJ), during the ceremonial signing which will see Sagicor’s Caribbean businesses be brought together under a new holding company, Sagicor Group Caribbean.