Kenyatta, Ndegwa families set for $40.6 million payout in Nedbank’s NCBA takeover push

The families of former Central Bank of Kenya governor Philip Ndegwa and founding president Jomo Kenyatta (Ndegwa and Kenyatta families) are set to receive about $40.6 million in cash as part of a proposed acquisition that will see South Africa’s Nedbank Group take a controlling stake in Kenya’s NCBA Group in a landmark cross-border banking transaction.

The revised offer values the deal at roughly $856 million and reflects an increase in the cash component of Nedbank’s bid, which was raised to Ksh31.6 billion ($245 million) from an earlier Ksh21.9 billion ($169.6 million). The structure combines cash consideration with an equity component in Nedbank shares.

Cash-and-share structure for influential shareholders

Under the proposed terms, the Ndegwa family is expected to receive about Ksh1.56 billion ($12.08 million) in cash and roughly 3 million Nedbank shares, while the Kenyatta family is set for Ksh3.69 billion ($28.51 million) in cash and about 6.32 million shares in the South African lender.

Together, both family blocs will also receive about 10.14 million Nedbank shares in exchange for their NCBA holdings valued at roughly Ksh20.6 billion ($159 million), lifting their combined payout to about Ksh21.9 billion ($169 million) when cash and equity are combined.

The Kenyatta family’s Enke Investments Limited holds 217,497,023 NCBA shares and is expected to receive about Ksh3.41 billion in cash alongside approximately 5.78 million Nedbank shares.

Goodison Trust Corporation Limited, linked to the Kenyatta family, holds 7,236,577 shares and would receive about Ksh100.3 million in cash and roughly 193,000 Nedbank shares, while Muhoho Kenyatta, a direct shareholder, holds 12,754,099 shares and is set for about Ksh176.8 million in cash and approximately 339,000 shares.

On the Ndegwa side, Rivel Kenya Limited holds 64,206,673 NCBA shares and is expected to receive about Ksh889.9 million in cash and roughly 1.71 million Nedbank shares. Makimwa Consultants Limited, also linked to the family, holds 48,587,307 shares and would receive about Ksh673.4 million in cash and approximately 1.29 million shares.

Structuring a cross-border banking takeover

The transaction follows Nedbank’s formal notice of intention submitted on Jan. 21, 2026, to regulators including the Capital Markets Authority, the Nairobi Securities Exchange, and the Competition Authority of Kenya.

The offer is structured as a partial tender allowing shareholders to sell up to 66% of their holdings, with allocations applied on a pro-rata basis in the event of oversubscription. If completed, Nedbank will hold a controlling 66% stake in NCBA, while the remaining shares will continue to trade publicly on the Nairobi Securities Exchange.

Nedbank’s East Africa expansion strategy

The deal underscores Nedbank’s push to expand beyond Southern Africa into faster-growing East African markets, where demographic expansion, regional trade integration, and digital banking adoption continue to support financial sector growth.

Through NCBA, Nedbank would gain exposure to a diversified regional lender with operations spanning Kenya, Uganda, Tanzania, Rwanda, Ivory Coast, and Ghana.

NCBA’s scale and digital footprint

NCBA Group operates more than 120 branches and serves a large retail and corporate customer base, supported by a strong digital lending platform. The group’s asset base is reported at about Ksh665 billion, while annual digital loan disbursements exceed Ksh1 trillion—figures that may require confirmation against the most recent disclosures.

The bank has also maintained an average return on equity of roughly 19% since 2021, though this should be verified with updated filings.

Strategic positioning after the transaction

If completed, the transaction would combine NCBA’s retail reach and digital lending strength with Nedbank’s corporate banking depth and balance sheet capacity, creating a more regionally diversified financial platform.

NCBA is expected to retain its brand, management structure, and public listing, positioning it as Nedbank’s primary growth vehicle in East Africa. For the Kenyatta and Ndegwa families, the deal represents a partial monetization of long-held stakes while preserving continued exposure through their equity participation in Nedbank.

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Nedbank raises cash offer to $245 million in $856 million NCBA takeover bid