KCB places bid to buy National Bank through a share swap

The Nairobi Securities Exchange (NSE) on Thursday morning briefly suspended trading in KCB Group and National Bank of Kenya (NBK) shares to await a disclosure from NBK affecting the two counters.

In a statement, the bourse said Thursday morning: “NSE wishes to inform investors, shareholders and the general public that we have halted trading of KCB and NBK shares as we await material disclosure from NBK affecting the two counters.”

The move came as KCB offered to buy a 100% stake in NBK through a share swap consisting of one KCB share for every 10 of NBK. Trading resumed following the announcement by KCB.

“The offer is subject to shareholder and regulatory approvals and has been served on NBK. KCB proposes to make the acquisition through a share swap of 10 ordinary shares of NBK for every 1 ordinary share of KCB,” it said in a statement.

“The proposed transaction to acquire National Bank of Kenya will further consolidate the banking sector in Kenya and will create stronger institutions enabling KCB to play a bigger role in the financial inclusion agenda,” said CEO Joshua Oigara.

NBK has been facing liquidity problems following a delay by the National Treasury to inject more money to shore its cash book.

While KCB Group announced 22% jump in full-year profit after tax to Ksh 24 billion for the year ended 31 December 2018 from Ksh 19.7 billion recorded same period 2017, NBK reported Ksh 7 million net profit, a 98% fall from the Ksh 410 million reported in a similar period in 2017.

It attributed the fall to a revision of the valuation and values recoverable from the non-performing loan portfolio.

During the year, the group also incurred a one-off restructuring cost (voluntary early retirement programme) as part of wider business alignment.

Usually, NSE halts trading in a particular counter or counters on the basis of information that has been brought to its attention or if there are “unusual market movements in price or volume of a security.”

KCB was first linked to a takeover bid of NBK in 2007. Thursday’s move is meant to avoid speculators cashing in or to avert the risk of insider trading.