The Kenya Commercial Bank will forcibly acquire National Bank of Kenya shareholders who did not accept the offer to swap their shares for those of KCB.
According to KCB, 87 per cent of the ordinary shares were swapped by the offer closure date of August 30, 2019.
“In an announcement approved by the 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 per cent by the offer closure date on August 30, 2019,” said KCB yesterday in a statement.
On completion of the transaction, KCB will hold 1,432,130,033 ordinary shares comprising 97.17 per cent 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,” said KCB.
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The bank has now begun integrating NBK into KCB, a process expected to take the better part of next two years. KCB has since named an integration team comprising staff from both KCB and NBK.
Employee needs
KCB Group CEO Joshua Oigara said the integration process will see KCB streamline human resources, systems, processes and procedures across the two entities.
“We will take a number of integration decisions including rationalisation of our branch network to enhance service delivery to our customers,” said Mr Oigara. “Additionally, we will examine the overall human resource needs to enable efficient business organisation,” he said.
The board of directors of NBK will also be reorganised and are expected to provide guidance during the integration period. 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) from next week.
“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,” stated KCB.
