Kalahari Cement Limited has signed binding agreements to acquire a combined 28.2% stake in East African Portland Cement Plc ($PORT), purchasing shares from Associated International Cement Ltd (14.6%) and Cementia Holding AG (13.6%).
The acquisition covers 26.3 million shares at KES 27.30 per share, valuing the transaction at approximately KSh 717 million. This represents a 42.5% discount to EAPC’s closing price of KES 47.50 on 31 July 2025, according to the company’s public announcement.
“Although we have no intention of making a take-over offer for EAPC, we are required by the Take-over Regulations to issue this Notice of Intention,” the company said in its statement dated 31 July 2025.
The transaction was formalised through a Share Purchase Agreement (SPA) executed on 31 July. Completion remains subject to regulatory approvals, including clearance from the Competition Authority of Kenya, exemption from a mandatory takeover offer by the Capital Markets Authority (CMA), and consent from the Ministry of Mining regarding EAPC’s mining license.
Payment will be in cash or through a bank guarantee, should third-party financing be involved. The buyer has clarified that it does not intend to acquire further shares or delist EAPC from the Nairobi Securities Exchange.
“Kalahari seeks exemption from the obligation to make a mandatory takeover offer… to facilitate the Proposed Transaction that is an acquisition for the purpose of a strategic investment in a listed company,” the notice reads, adding that the move is intended to deepen Kenya’s capital markets.
With this acquisition, Kalahari is set to gain effective control of EAPC, joining top shareholders like the National Treasury (25.3%) and the National Social Security Fund (27%).
