Nedbank Bids for Control of NCBA in Strategic East Africa Expansion

NCBA Group Plc has announced a major strategic development after receiving a Strategic Investment Proposal and Notice of Intention from Nedbank to acquire approximately 66% of its ordinary shares through a tender offer.

If completed, the transaction will result in Nedbank gaining controlling interest in NCBA, while the remaining 34% of shares will continue to trade on the Nairobi Stock Exchange (NSE), a structure that preserves liquidity and minority shareholder participation.

Valuation and Investor Alignment

The proposed acquisition values NCBA at 1.4 times book value, offering investors a transparent pricing benchmark. Shareholders who accept the tender will receive 20% of the consideration in cash, with the remaining 80% settled in Nedbank ordinary shares listed on the Johannesburg Stock Exchange (JSE).

For investors, this hybrid structure provides:

• Immediate liquidity through the cash component
• Long-term upside via exposure to a larger, diversified African banking group

Strategic Rationale: Kenya as the Regional Anchor

Nedbank described the transaction as a cornerstone of its strategy to expand beyond Southern Africa into high-growth East African markets. Kenya’s role as a regional financial hub-with deep capital markets and a strong digital ecosystem positions NCBA as the ideal platform for this expansion.

NCBA brings scale and profitability to the partnership, with:

• KES 665 billion in assets
• 122 branches across East Africa
• Over 60 million customers
• More than KES 1 trillion in digital loans disbursed annually
• An average ~19% return on equity since FY2021

Management and Brand Continuity Reassures Stakeholders

Importantly for long-term investors and regulators, Nedbank has stated its intention to preserve NCBA’s brand, governance structures, operating model, and management team. NCBA will remain locally anchored, with no immediate systems integration required, as Nedbank currently only operates a representative office in the region.

Commenting on the announcement, John Gachora, NCBA Group Managing Director, said:

Nedbank is an ideal partner for our growth in the East Africa region. Their strong balance sheet will help us scale in our current markets as well as explore opportunities in new frontiers such as the DRC and Ethiopia.

On his part, Jason Quinn, Chief Executive of Nedbank, noted:

We identified East Africa as a key growth region, and we are excited to partner with a strong and leading financial services firm such as NCBA to deliver on our growth ambitions.

What It Means for Investors

For NCBA shareholders, the deal crystallizes value at a reasonable premium while offering continued participation through a listed minority stake. For the broader market, the transaction underscores renewed foreign strategic interest in Kenyan financial assets, potentially lifting sentiment across the NSE banking sector.

The transaction remains subject to regulatory approvals across multiple jurisdictions and is expected to close within six to nine months.

Bottom line: This is a control-level, strategic acquisition that enhances NCBA’s growth runway, strengthens its balance sheet backing, and positions Kenya firmly at the center of East Africa’s next phase of financial sector expansion.