Shareholders of Sagicor Group Jamaica Limited have given the green light for the financial conglomerate’s proposed Caribbean reorganisation, clearing a major hurdle in plans to replace the Jamaican-listed company with a larger regional entity that will bring together Sagicor’s operations across several markets.

The approval, secured at two shareholder meetings on Wednesday, October 28, brings Sagicor a step closer to establishing Sagicor Group Caribbean Limited (SGC), which will become the new parent company of Sagicor Group Jamaica and Sagicor Life Inc, subject to the remaining court, regulatory and financing requirements.

Under the arrangement, Sagicor Group Jamaica will eventually be delisted from the Jamaica Stock Exchange (JSE) and replaced by SGC. Existing shareholders will receive one share in the new regional holding company for every Sagicor Group Jamaica share they currently own, giving them direct exposure to a broader portfolio of Caribbean financial services businesses.

The transaction, first announced in December 2025, is intended to bring Sagicor’s Caribbean operations under a single publicly traded company, allowing the group to share resources, reduce duplication and pursue expansion opportunities across its markets.

When the proposal was initially unveiled, Sagicor estimated that the combined business would have approximately US$6.9 billion in assets and US$1.3 billion in annual revenue, based on financial information for the 12 months ended September 2025.

Wednesday’s approvals were obtained at a court-ordered scheme of arrangement meeting and a separate extraordinary general meeting held at Sagicor’s headquarters in New Kingston, with shareholders participating both in-person and virtually.

According to the company’s statement, the scheme received the required support from shareholders by both number and value, based on a preliminary report from independent scrutineers KPMG Regulatory & Compliance Services Limited. All resolutions presented at the extraordinary general meeting were also approved.

The company, however, cautioned that the transaction is not yet complete.

The scheme must still be sanctioned by Jamaica’s Supreme Court, with the resulting order registered with the Registrar of Companies before it becomes effective. The wider restructuring also remains conditional on regulatory approvals, financing and other closing requirements.

Earlier shareholder documentation had identified February 10, 2027 as the anticipated completion date for the scheme process, although that timetable remains subject to the outstanding approvals.

The reorganisation will take place in two stages. Once the scheme becomes effective, SGC will replace Sagicor Group Jamaica as the listed company. It will then acquire Sagicor Life Inc and complete related transactions, consolidating the regional businesses under one holding structure.

The wider plan also involves an investment from Pan Jamaica Group Limited and proposed capital raising through equity and debt. Documents circulated ahead of the shareholder vote outlined plans to raise approximately US$120 million during 2027 to support the enlarged group’s capital requirements, digital transformation and growth initiatives.

The restructuring will also change the ownership composition of the listed group. Although Jamaican shareholders will initially exchange their existing shares on a one-for-one basis, subsequent share issuances associated with the acquisition and new investment will alter their percentage holdings.

Sagicor Financial Corporation Limited, which owns approximately 49.11 per cent of Sagicor Group Jamaica, is expected to emerge with approximately 57.31 per cent of the new Caribbean entity under the arrangements detailed in the shareholder booklet.

Sagicor Jamaica president and CEO Christopher Zacca welcomed the shareholder support, describing the approval as another step towards the group’s ambition of operating as a more integrated Caribbean business.

“We thank our shareholders for their support and the confidence they have placed in our vision for Sagicor’s future. Today’s approvals bring us closer to realising our vision of ‘One Sagicor’ in the Caribbean, combining the strengths of our businesses to deliver greater value,” Zacca said.

He added that shareholders would benefit from participation in a more diversified regional business, while customers could see improvements in service through increased investment in technology.

Andre Mousseau, president and CEO of parent company Sagicor Financial Company Limited, said the consolidation would allow the group to make better use of its regional expertise and pursue new business opportunities.

“Bringing our Caribbean businesses together under a common regional structure will allow us to coordinate investment, share capabilities, and pursue growth more effectively,” Mousseau said.

Beyond the merger of its insurance operations, the restructuring also includes plans for Sagicor Group Jamaica to acquire Sagicor Bank (Barbados) Limited, a digital commercial bank, as part of the broader realignment of Caribbean subsidiaries. The proposed acquisition is targeted for 2027.

Sagicor said detailed voting results and further implementation updates will be published through its website and the JSE as the transaction progresses.