Jazz completes acquisition of 76.33% stake in TPL Insurance

Deal worth Rs4.15 billion strengthens Jazz’s digital financial ecosystem with expansion into insurance services

KARACHI: Jazz International Holding Limited has completed its acquisition of a controlling 76.33% stake in TPL Insurance Limited, formally assuming control of the insurer after the transfer of shares was completed on July 13, 2026.

The completion of the transaction was disclosed by TPL Insurance in a notice submitted to the Pakistan Stock Exchange (PSX) on Tuesday.

“We are pleased to inform you that the transaction has now been completed,” the company said in its filing.

The acquisition was finalised under the Share Purchase Agreement (SPA) between Jazz International Holding Limited and TPL Corp Limited, together with the mandatory tender offer conducted in accordance with applicable regulations.

Following the completion of the transaction, Jazz International now owns 76.33% of TPL Insurance’s issued share capital, making it the controlling shareholder.

TPL Insurance described the deal as the beginning of a new chapter for the company, saying its integration into the Jazz and VEON ecosystem would enhance its digital capabilities, broaden distribution channels and accelerate the development of technology-driven insurance solutions across Pakistan.

Acquisition expands digital financial services

The acquisition adds insurance to VEON’s expanding digital financial ecosystem in Pakistan, which already includes JazzCash and Mobilink Bank under the JazzWorld platform.

VEON Chief Executive Officer and JazzWorld Chairman Kaan Terzioglu said the acquisition marks the next phase of the company’s digital financial inclusion strategy.

“This acquisition strengthens our strategy of building integrated digital operator ecosystems that create meaningful everyday value for customers while delivering sustainable long-term growth for our shareholders,” he said.

JazzWorld Chief Executive Officer Aamir Ibrahim said the transaction brings the company closer to creating Pakistan’s most comprehensive digital financial services ecosystem.

He noted that Pakistan remains one of the world’s least insured markets, with insurance penetration below 1% of gross domestic product (GDP), adding that combining TPL Insurance’s underwriting expertise with Jazz’s digital infrastructure and customer base would accelerate embedded insurance products and improve access to affordable insurance services.

TPL Corp Chief Executive Officer Ali Jameel said the company was founded on the vision of making insurance accessible through technology and expressed confidence that the partnership would help scale digital insurance offerings nationwide.

Rs4.15 billion transaction

The acquisition follows a series of regulatory approvals and corporate actions over the past year.

VEON Group Holding Company Ltd first announced its intention to acquire control of TPL Insurance in September 2025. In December 2025, Jazz International Holding Limited replaced VEON Group Holding Company Ltd as the designated acquirer.

TPL Corp signed the Share Purchase Agreement with Jazz International in March 2026 for the sale of its controlling stake in TPL Insurance.

Under the agreement, Jazz International agreed to acquire the stake for approximately Rs4.15 billion.

The Securities and Exchange Commission of Pakistan (SECP) approved the acquisition in February 2026, stating that the partnership between a digital insurer and a leading digital operator could help expand insurance penetration and attract additional foreign investment into Pakistan.

The Competition Commission of Pakistan (CCP) subsequently cleared the transaction in April 2026 after a Phase-I review, concluding that the acquisition constituted a conglomerate merger and was unlikely to substantially lessen competition in the insurance market.

The completion of the deal marks Jazz’s formal entry into Pakistan’s insurance sector, broadening its portfolio of digital financial services and supporting its strategy of building an integrated digital ecosystem spanning payments, banking and insurance.