Nedbank’s NCBA offer opens as Muhoho Kenyatta eyes 20% gain

The window for NCBA Group shareholders to sell their shares to South Africa’s Nedbank Group opened on May 29, with the offer price of Sh105 per share creating an immediate 20.3 percent gain for investors willing to tender, against a closing price of Sh87.25 on the Nairobi Securities Exchange that Friday.

The arithmetic is straightforward. Nedbank is offering Sh105 per share in cash to those who choose the cash consideration. NCBA stock closed at Sh87.25 on Friday. The gap of Sh17.75 per share represents a 20.3 percent premium above the market price, a spread that is available to every shareholder who participates before the offer closes.

No one stands to gain more in absolute terms from that spread than Muhoho Kenyatta, younger brother of former President Uhuru Kenyatta and the largest individual shareholder in NCBA by a considerable margin. Muhoho holds 227.3 million shares both directly and indirectly through investment vehicles, a position disclosed for the first time in NCBA’s May 4 circular to shareholders in connection with the buyout. At Sh87.25, that stake is worth approximately Sh19.8 billion. At Sh105, the offer price, it is worth approximately Sh23.9 billion. The premium represents approximately Sh4.1 billion in additional value for Muhoho alone.

The Kenyatta family’s total exposure to NCBA is larger still. Enke Investments, a separate Kenyatta family vehicle, holds 217.4 million shares representing a 13.2 percent stake on top of Muhoho’s personal and indirect holdings. The combined Kenyatta family position across all disclosed vehicles is the most concentrated family stake in Kenya’s top-tier banking sector.

Muhoho joined NCBA’s board as a non-executive director on December 1, 2025, during the period when buyout talks with Nedbank were already underway. His appointment triggered the disclosure requirement that brought the full scale of his stake into public view. Those shareholders who purchased shares between December 4, 2025 and the eve of Nedbank’s offer announcement at an average price of Sh86.45 now have the opportunity to book a gain of approximately 21.5 percent on those recent purchases at the offer price.

Nedbank’s offer covers a 66 percent controlling stake in NCBA at an overall transaction value of approximately KES 120 billion, consisting of cash and Nedbank shares. By February 2026, shareholder commitments to the deal had reached 77.54 percent of NCBA’s total issued shares, up from 71.2 percent at the initial announcement, suggesting the concentrated ownership base regards the Nedbank transaction as its preferred exit. Kenya’s Capital Markets Authority granted a regulatory waiver clearing the offer to proceed. Approvals from central banks across the relevant jurisdictions remain outstanding, with the transaction expected to close in the third quarter of 2026.

NCBA is East Africa’s most digitally active bank by registered mobile credit users, with M-Shwari and Fuliza reaching tens of millions of Kenyans through its M-Pesa partnership with Safaricom. Its acquisition by Nedbank, which currently operates in six southern African markets, gives the South African lender an immediate and substantial East African presence without having to build one from scratch.