Nedbank Group has received exemption from Kenya’s Capital Markets Authority (CMA), freeing it from the obligation to make a mandatory takeover offer for all NCBA Group shares.
This approval satisfies a condition in Nedbank’s plan to acquire approximately 66% of NCBA’s issued ordinary shares, advancing its East Africa expansion strategy.
The bank also confirmed that irrevocable shareholder undertakings to accept the offer have risen to 77.54%, up from 71.2% previously. This higher level of commitment signals strong investor confidence and increases the likelihood of smooth execution.
A “Control-and-Scale” Bet on Kenya
According to Business Daily, Nedbank is positioning the NCBA bid as a “control-and-scale” bet on Kenya’s regulatory strength and economic momentum. CEO Jason Quinn said Kenya’s “strong regulatory oversight” and growth prospects were decisive factors in pursuing the tender offer, which targets about 66% of NCBA Group.
Under the proposed structure, NCBA would remain partially listed, with roughly 34% of shares continuing to trade on the Nairobi Securities Exchange (NSE). Consideration would be split between cash (20%) and Nedbank shares (80%), valuing NCBA at about 1.4x book value.
Strategic Portfolio Reset
Quinn also explained Nedbank’s recent exit from Ecobank, where it sold its stake for $100 million. This is a deliberate reallocation of capital away from minority positions in West Africa toward markets where Nedbank can exert influence and secure repatriable returns.
For investors, the CMA exemption reduces execution risk while the stronger undertakings highlight broad shareholder support. The deal positions NCBA as a cornerstone of Nedbank’s East Africa strategy, blending regulatory confidence, growth potential, and a capital-light expansion model.
Further updates will be announced as remaining conditions are fulfilled.
