Investors in NCBA Group have acquired an 8.37% stake in Nedbank Group as part of their compensation for selling a combined 66% interest in the Nairobi Securities Exchange-listed lender to the South African firm. The acquisition was made through a hybrid compensation plan, where 80% of the consideration was made via a share swap, and 20% in cash. This deal has made NCBA owners significant shareholders of Nedbank.
The NCBA investors received most of their payment in the form of Nedbank shares, with a smaller portion in cash. A total of 43,631,052 new Nedbank Group shares were issued to NCBA shareholders who accepted the offer, bringing the total number of Nedbank Group Shares in issue to 520,903,680. The stock option was done at a conversion rate of 4.02994 shares for every 100 NCBA shares.
The families of Jomo Kenyatta and Philip Ndegwa lead the group of NCBA owners who have been allotted shares in Nedbank, diversifying their fortunes and giving them exposure to the multinational's more expansive operations. Besides the Nedbank shares, the NCBA investors also received cash payments amounting to Sh23.2 billion to complete the cash-and-stock deal.
The top owner in Nedbank is South Africa's Public Investment Corporation (PIC), which held a 14.8% stake as of January 30, 2026. It was followed by Allan Gray Asset Management at 9.5% and BlackRock at 5.4%. These investors are among those who have been diluted by the entry of the NCBA shareholders.
Completion of the deal puts Nedbank in control of NCBA's strategy going forward, including expansion, earnings retention, and dividend payout rates. The South African firm, for instance, earlier said it will help NCBA grow its corporate banking business using its larger balance sheet. NCBA will maintain its NSE listing, where 34% of its shares held by minority investors will be available for trading.
NCBA shareholders will have the option of either holding onto the Nedbank stock for dividends and future capital gains or selling up immediately and booking the gains that have accrued since January. Nedbank's stock hit 300 Rand on Thursday. The multinational managed to achieve its target of a 66% stake or 1.087 billion shares in NCBA, handing it control of Kenya's fifth-largest bank by assets.
NCBA now joins other Kenyan banks that are controlled by foreign parent firms, including Absa Bank Kenya, Standard Chartered Bank Kenya, and Stanbic Holdings. These banks have benefited from the strength of their parent firms, with which they can team up to fund large-scale projects. The multinationals have also provided loans to their local subsidiaries, helping them to meet their capital requirements and grow their loan book.
Key points
- NCBA owners acquired an 8.37% stake in Nedbank Group.
- The deal was made through a hybrid compensation plan, with 80% in share swap and 20% in cash.
- NCBA owners received Sh23.2 billion in cash payments as part of the deal.