Nedbank Secures CMA Exemption for 66% NCBA Acquisition, Strengthens Shareholder Support
This exemption, granted on 19 February 2026, fulfills a key condition for Nedbank’s proposed acquisition of approximately 66% of NCBA’s issued share capital on a pro rata basis, originally announced on 21 January 2026.
Nedbank Group Limited has announced that the Kenyan Capital Markets Authority (CMA) has granted an exemption from the requirement to make a mandatory takeover offer for 100% of NCBA Group PLC shares. This exemption, granted on 19 February 2026, fulfills a key condition for Nedbank’s proposed acquisition of approximately 66% of NCBA’s issued share capital on a pro rata basis, originally announced on 21 January 2026.
The CMA exemption ensures that Nedbank can proceed with its targeted 66% stake in NCBA without having to extend a full takeover offer to all shareholders. Should the exemption not have been granted by 31 May 2026, the offer would have automatically converted to a full 100% acquisition, as outlined in the original announcement. While this condition is now satisfied, the proposed transaction remains subject to the fulfillment or waiver of the remaining conditions specified in the initial announcement.
In addition to the CMA exemption, Nedbank Group has secured additional irrevocable undertakings from NCBA shareholders, increasing the total commitment from approximately 71.2% to 77.54% of NCBA shares. These undertakings confirm the participating shareholders’ intention to accept the offer in respect of their pro rata entitlement and, where applicable, to participate in excess applications.
The granting of the CMA exemption and the strengthened irrevocable undertakings represent important milestones in Nedbank’s strategic plan to expand its footprint in East Africa, leveraging NCBA’s established regional presence and digital banking capabilities. Further updates on the progress of the proposed transaction will be communicated by Nedbank Group as appropriate.
