In 2019, KCB acquired a struggling NBK when it bought 297,130,033 out of 338,781,200 ordinary shares giving it 87.7% ownership.

In its latest financial results published in September 2021, NBK posted Kshs. 1.1 billion in profit after tax for the first nine months of the year. This was a 1,126% increase from Ksh. 87M posted over the same period in 2020.

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In January 2020, KCB injected Ksh 5 billion into NBK to enable it to comply with capital adequacy requirements and bolster its financial resources.

KCB has given a solid promise this valentine to help NBK move even further, and things can only get better for the relationship.

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Effectively, NBK shareholders who swapped their shares for those of KCB will now be able to freely trade the new stocks at the bourse.

KCB got consent to acquire NBK from shareholders holding 297,130,033 issued ordinary shares out of 338,781,200 issued ordinary shares, representing 87.7% by the offer closure date on August 30, 2019. This brings to the total 3,209,043,204 the number of shares the biggest bank by asset base in Eastern Africa has floated at the NSE.

“The listing will enhance the vibrancy of the capital market and will be instrumental in fueling continued business growth and the execution of the
Bank’s expansion plans. It provides more shares and therefore liquidity on
the counter, allowing more investors to be part of the Bank,” said KCB
Group Chairman Andrew Wambari Kairu.

The takeover is expected to give NBK a new lifeline as a business and fits well within the KCB expansion strategy.

“We see this friendly takeover as an enrichment of the banking heritage that we have created in the country in our more than 120 years of existence. It is anticipated to deliver immense value to our shareholders,
customers, staff and all other stakeholders through the creation of meaningful synergies from the business lines and group operating structure,” he said during the bell ringing ceremony to commence the listing of the new shares at the NSE trading floor on Friday.

In his remarks, NSE Chairman Mr. Samuel Kimani said: “We are delighted
that the acquisition has been successfully concluded, creating additional
value to the KCB shareholders and boosting overall market participation.
We continue to encourage domestic led economic growth and applaud
KCB on this historic transaction.”

KCB has started the process of integrating NBK into KCB, an exercise that
is expected to be completed within the next 24 months, focusing on
systems, processes, people and institutional governance.

It is anticipated that as a combined institution, this gives KCB a stronger
edge to play a bigger role in driving the financial inclusion and economic
empowerment agenda in the East African region while simultaneously
building a robust and financially sustainable organization.

The conversion of the non-cumulative preference shares in the share
capital of NBK is in progress and the swap of the said shares will occur. On
completion of these processes, KCB will hold 1,432,130,033 ordinary
shares comprising 97.17% of the total issued share capital of NBK and
shall apply the provisions of the Capital Markets (Take-overs and Mergers)
Regulations, 2002 and Part XXIV, Division 4 of the Companies Act to
compulsorily acquire the remaining 41,651,167 issued ordinary shares of
NBK. Requisite notices in this regard will be sent to all concerned
shareholders.

The bell-ringing event was witnessed by KCB Group CEO and MD Joshua
Oigara, NSE CEO Geoffrey Odundo, Capital Markets Authority CEO Paul
Muthaura, Central Depository & Settlement Corporation Limited Acting.
CEO Hilda Njeru, and Competition Authority of Kenya CEO Francis
Wang’ombe.

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