KCB Group PLC (KCB) has finalised the take-over of National Bank of Kenya (NBK), setting the stage for the integration of the second tier lender into KCB.
In an announcement approved by the Capital Markets Authority (CMA) and published on Friday September 6, 2019, KCB confirmed that it had received 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.
Having received all requisite approvals, KCB has named an integration team comprising of staff from KCB and NBK which will commence integration activities from today September 6, 2019.
According to the KCB Group Chief Executive Officer and Managing Director, Joshua Oigara, the plan is to fully integrate NBK into KCB within the next 24 months.
During the integration period, KCB will work towards streamlining human resources, systems, processes and procedures to fully realize the value of the envisioned combined efficiencies and productivity synergies post the acquisition.
“We will take a number of integration decisions including rationalisation of our branch network in order to enhance service delivery to our customers. Additionally, we will examine the overall human resource needs to enable efficient business organization” said Mr Oigara.
It is expected that the NBK Board will be reorganized and will provide guidance during the integration period.
KCB is now proceeding to complete the transaction as all conditions of the offer have been satisfied (or waived, where legally capable of waiver).
With effect from next week, the NBK shareholders who swapped their shares for those of KCB will be able to freely trade the new stocks at the Nairobi Securities Exchange (NSE).
The condition for the conversion of the non-cumulative preference shares in the share capital of NBK has been met and the conversion and 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. KCB will further 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.
“We are thankful and excited for the goodwill and support we have received from the shareholders, our regulators and all the other stakeholders. This is a good start as we get into full transition,” said Mr. Oigara.
The acquisition fits well within KCB’s expansion strategy and gives the Group 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 organisation.
