Nedbank Group has secured its target stake in Kenya’s NCBA Group, with shareholders of the Nairobi-based lender overwhelmingly accepting an offer that hands the South African bank effective control of one of East Africa’s largest financial institutions. The transaction, first announced in January, values the acquisition at roughly $794 million and marks Nedbank’s most significant move yet in its push beyond Southern Africa.
Results released after the offer closed on 10 July show the response far exceeded what Nedbank needed. Shareholders tendered 1.316 billion NCBA shares in total, equivalent to 79.9% of the company’s issued capital, comprising 920.65 million shares under the standard pro-rata offer and a further 395.71 million shares through excess applications. Under the terms of the deal, Nedbank will nonetheless acquire only 1.087 billion shares, precisely 66% of NCBA, with allocations scaled back accordingly. The structure was designed from the outset as a partial offer rather than a full takeover, allowing NCBA to remain listed on the Nairobi Securities Exchange with the remaining 34% continuing to trade publicly.
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The consideration is split 20% cash and 80% new Nedbank shares listed on the Johannesburg Stock Exchange, with accepting shareholders receiving 4.02994 Nedbank shares plus KSh2,100 in cash for every 100 NCBA shares held, implying a per-share value of roughly KSh105 and valuing NCBA at about KSh173 billion, or 1.4 times book value. The original offer in January was pitched at approximately R13.9 billion, or around $855 million, based on a Nedbank reference price of R250 a share; the finalised dollar value has since settled closer to $794 million, reflecting movements in the rand and Nedbank’s share price over the intervening months.
| Detail | Figure |
|---|---|
| Stake acquired | 66% (target reached) |
| Deal value | approximately $794 million |
| Consideration structure | 20% cash, 80% Nedbank shares |
| NCBA valuation | c. KSh173 billion (1.4x book value) |
| Shares tendered vs required | 79.9% tendered, 66% acquired |
| NCBA customers | 60 million+ across 6 countries |
| NCBA branches | 122 |
| NCBA average ROE since 2021 | approximately 19% |
| Expected completion | Q3 2026 |
NCBA operates across Kenya, Uganda, Tanzania and Rwanda, with digital banking services extending into Ghana and Ivory Coast, and traces its current form to a 2019 merger between NIC Group and Commercial Bank of Africa. The group manages assets of KES 665 billion, equivalent to roughly R84.4 billion, and disburses more than KES 1 trillion in digital loans annually, a scale that has helped it sustain average returns on equity near 19% since 2021. Both banks have said NCBA’s brand, governance structure, operating model and management team will remain locally anchored, with the Kenyan lender positioned as Nedbank’s platform for wider East African expansion.
The path to this point required regulatory concessions. Kenya’s Capital Markets Authority granted Nedbank a waiver in February exempting it from rules that would otherwise have forced a mandatory offer for all outstanding NCBA shares once ownership crossed key thresholds, a decision that preserved NCBA’s public float and reduced the cost and complexity of the deal for Nedbank. Shareholder support built steadily in the months that followed, climbing from 71.2% acceptance in January to 77.54% by late February, ahead of the final oversubscribed close in July.
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The acquisition follows Nedbank’s sale of its 21.22% stake in pan-African lender Ecobank in August 2025, a move the bank framed as freeing up resources to concentrate on priority markets in Southern and East Africa. Nedbank chief executive Jason Quinn has described East Africa as a region of strategic importance, citing solid macroeconomic fundamentals and a large, fast-growing population, with the NCBA platform seen as a springboard into a region of nearly 190 million people and a combined GDP of roughly $300 billion, alongside longer-term ambitions in Ethiopia and the Democratic Republic of Congo. The transaction remains subject to final regulatory and customary approvals, with completion targeted for the third quarter of 2026.