Nedbank Group’s proposed acquisition of a controlling stake in NCBA Group has attracted shareholder acceptances representing 79.9 percent of the Kenyan lender’s issued shares, exceeding the <a href="https://absafricatv.com/south-african-fintech-zazu-lands-seed-investment-from-launch-africa-ventures/" title="South African Fintech Zazu Lands Seed Investment from Launch Africa Ventures”>South African bank’s target stake as the transaction enters its final regulatory phase.
- •Results released after the offer closed on 10 July show shareholders tendered 1.316 billion NCBA shares, comprising 920.65 million shares, or 55.88 percent of the company’s issued capital, under the standard pro-rata offer and a further 395.71 million shares, or 24.02 percent, through excess applications.
- •Despite the strong response, Nedbank will acquire only 1.087 billion shares, equivalent to 66 percent of NCBA, in line with the offer terms.
- •NCBA operates in Kenya, Uganda, Tanzania and Rwanda, with digital banking operations in Ghana and Côte d’Ivoire, and will continue to operate under its existing brand, management and governance structure following completion.
The excess applications will be scaled back during the final allocation process, leaving the remaining 34 percent of the bank in public hands and preserving NCBA’s listing on the Nairobi Securities Exchange.
The offer, first announced in January, values NCBA at approximately KSh173 billion through consideration comprising 80 percent Nedbank shares and 20 percent cash. Shareholders accepting the offer receive 4.02994 Nedbank shares and KSh2,100 in cash for every 100 NCBA shares, implying a value of KSh105 per NCBA share based on the reference pricing in the offer document.
The transaction received a significant boost in February after Kenya’s Capital Markets Authority granted Nedbank an exemption from making a mandatory takeover offer for all outstanding NCBA shares. The regulator allowed the South African lender to proceed with its partial acquisition while maintaining NCBA’s public listing, a structure designed to preserve domestic market participation.
Nedbank had also secured irrevocable undertakings from shareholders representing 77.54 percent of NCBA’s issued shares before the offer closed, signalling strong investor support ahead of the acceptance period.
Nedbank said most regulatory approvals have already been obtained, including from the Capital Markets Authority, the South African Reserve Bank, the National Bank of Rwanda, the Bank of Tanzania, COMESA Competition and Consumer Commission, East African Community Competition Authority, Tanzanian Fair Competition Commission and the ECOWAS Regional Competition Authority.
The remaining approvals are expected by the end of the third quarter of 2026, with completion targeted for late in the third quarter or early in the fourth quarter.
