EL7.AI
Mergers & AcquisitionsMedium•22 October 2026•
4 min read

NCBA shares suspended until 2 November to implement Nedbank acquisition

Key Facts

1The ownership structure targets a 66% stake for Nedbank, with 34% remaining with public investors on the Nairobi Securities Exchange.
2Shareholders tendered 1,316,357,895 shares, representing 79.90% of issued shares.
3The basic consideration for every 100 NCBA shares comprises 2,100 Kenyan shillings and 4.02994 Nedbank shares.
4The trading suspension runs from the close on 21 October 2026 to the close on 2 November 2026 to reconcile the shareholder register.
5Trading is expected to resume and share transfers and settlement of the consideration are expected to begin on 3 November 2026.

Trading in NCBA Group shares on the Nairobi Securities Exchange was suspended at the close on 21 October 2026 as part of the implementation of Nedbank's takeover offer, according to the group's official shareholder announcement. The suspension runs until the close on 2 November 2026 to allow reconciliation of the shareholder register before shares are transferred and the consideration due under the offer is settled. The group said in its announcement that "the offer has become unconditional", moving the transaction to the timetable for ownership transfers and payments. The announced ownership structure targets Nedbank acquiring 66% of the Kenyan group's shares, according to the acquiring bank's official transaction page. The remaining 34% will stay with public investors on the Nairobi Securities Exchange, preserving their shareholding in the group after the controlling stake passes to Nedbank.

The offer acceptance period ended on 10 July 2026, according to NCBA's statement on the transaction. Shareholders tendered 1,316,357,895 shares, representing 79.90% of total issued shares, exceeding the stake Nedbank seeks to acquire. The group said excess tenders were scaled back proportionately under the offer terms to reach the targeted stake. On regulatory approvals, NCBA announced that the Central Bank of Kenya had granted the required approval for the transaction. The central bank welcomed the acquisition in a separate statement, saying it "ensures continued stability, strengthens the resilience of Kenya's banking sector and supports competition".

The offer's basic consideration combines cash and shares in the acquiring bank, according to Nedbank's official questions and answers on the transaction terms. For every 100 NCBA shares, the cash component was set at 2,100 Kenyan shillings, alongside 4.02994 Nedbank shares. The offer document provides for an all-cash consideration for eligible categories of shareholders of 10,500.00 Kenyan shillings for every 100 shares tendered and accepted under the offer. At the offer's launch, Nedbank announced estimated total consideration of about 13.9 billion rand, based on an issue price of 250.00 rand per Nedbank share. The purchase valuation announced at the time was thus linked to the issue price used to calculate the share component of the mixed consideration.

NCBA was established in 2019 through the merger of NIC Group and Commercial Bank of Africa, according to Nedbank's announcement of its intention to acquire the group. The group posted profit after tax of 12.4 billion Kenyan shillings in the first half of 2026, according to its financial results statement. That represents a 12.2% increase from the corresponding period a year earlier, with the transaction coming as the group delivers earnings growth. Nedbank said NCBA would retain its listing on the Nairobi Securities Exchange after the acquisition. It added that the group would continue to operate with independent governance, retaining its brand and local leadership team.

Nedbank links the rationale for the acquisition to East Africa's strategic importance and position on trade routes, according to its official notice of intention to acquire. It described the region as home to "the main trade corridor linking Africa with the Middle East, India and Asia", outlining the trade dimension of its expansion. The move is part of a reorientation of the bank's African strategy, which Chief Executive Jason Quinn discussed in his strategic transformation review. Quinn said Nedbank sold its 21% stake in Ecobank Transnational Incorporated during December 2025 as part of that review. Nedbank's previous presence in East Africa was limited to a representative office, according to the bank's transaction statement, so the acquisition does not require the integration of existing local operations.

According to the official shareholder timetable, trading in NCBA shares is expected to resume on Tuesday, 3 November 2026. Transfers of shares to Nedbank through a block trade are expected to begin the same day as part of the acquisition's implementation. That day's timetable also includes the start of settlement of Nedbank shares due as part of the consideration offered to shareholders. Dispatch of cash payments to eligible recipients is also expected to begin alongside these steps. The scheduled date thus combines the resumption of trading in the Kenyan group's shares with the start of ownership transfers and settlement of the cash and share consideration.