South Africa’s Nedbank clears final conditions for 66% takeover of Kenya’s NCBA

South Africa’s Nedbank has cleared the outstanding conditions for its acquisition of a 66% stake in Kenya’s NCBA Group, bringing the lender closer to securing a regional banking platform spanning East and West Africa.

• Nedbank’s offer to acquire 66% of Kenya’s NCBA became unconditional on 15 October.
• The transaction was initially valued at R13.9 billion, with cash and shares forming the consideration.
• NCBA will retain its brand and Nairobi listing, with 34% remaining publicly traded.
• Closing and shareholder settlement are expected to begin around 3 November.

The transaction would give Nedbank control of an established Kenyan banking group while leaving 34% of NCBA publicly traded on the Nairobi Securities Exchange. NCBA is expected to retain its brand, local leadership and independent governance.

Originally announced in January, the cash-and-shares offer was valued at approximately R13.9 billion, based on a Nedbank share price of R250. That announcement envisaged 20% of the consideration in cash and 80% in newly issued Nedbank shares.

The structure means participating NCBA investors would receive both an immediate cash payment and exposure to the wider South African banking group. The final cash amount and number of Nedbank shares issued will be disclosed after settlement.

According to Nedbank’s 19 October regulatory announcement⁠, the offer became unconditional on 15 October. The bank expects the transaction to close around 3 November, following reconciliation, allocation and share-transfer procedures.

That timetable qualifies NCBA’s separate announcement describing the strategic investment as successfully completed. Share transfers, the issuance of Nedbank shares and cash payments are still scheduled to begin in November.

Trading in NCBA shares is expected to be suspended after the close of business on 21 October and resume around 3 November. Nedbank expects to announce final transaction figures around 5 November and consolidate NCBA’s results during the fourth quarter.

For Nedbank, the acquisition provides a substantial operating presence in a region where it previously maintained only a representative office.

NCBA operates banking businesses in Kenya, Uganda, Tanzania and Rwanda, alongside digital banking services in Ghana and Côte d’Ivoire. Its mix of conventional banking, asset finance and digital lending gives Nedbank several routes into regional financial services.

The Kenyan group was formed in 2019 through the merger of NIC Group and Commercial Bank of Africa. Nedbank’s original offer announcement identified NCBA’s regional network and digital capabilities as complementary to its own corporate and investment banking business.

The expansion therefore goes beyond acquiring Kenyan branches. It would connect Nedbank’s capital and cross-border financing capabilities with an existing regional customer network, while retaining NCBA’s local identity.

The transaction status, valuation basis and regional footprint are supported by Nedbank’s regulatory filing and original offer announcement.