Vodafone Kenya has unveiled a twin-track transaction that will hand it majority control of Safaricom PLC, setting the stage for one of the most significant ownership shake-ups in Kenya’s corporate arena.
The combined deal, valued at KSh 312.6 billion, will lift Vodafone Kenya’s direct holding in Safaricom from 39.9% to 55%, tightening its grip on East Africa’s most lucrative telecoms firm.
Under the first leg of the transaction, Vodafone Kenya will buy a 15% stake from the Government of Kenya at KSh 34 per share for KSh 204.3 billion. On top of this, it will pay an upfront KSh 40.2 billion for future dividend rights attached to the State’s remaining 20% stake.
The second leg will see parent firm Vodacom Group acquire the remaining 12.5% shareholding in Vodafone Kenya from Vodafone International Holdings B.V. for KSh 68.1 billion. This move will give Vodacom full ownership of Vodafone Kenya and an indirect 5% stake in Safaricom.
Once both transactions are completed, Safaricom’s ownership will stand at 55% for Vodafone Kenya, 25% for public investors and 20% for the Government of Kenya. This represents a major rebalance from the previous structure where Vodafone Kenya held 39.93%, the State 35% and the public 25.07%. Despite trimming its stake, the government will retain its strategic 20% holding and continue appointing two directors to Safaricom’s board.
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The KSh 34 offer price carries a healthy premium over recent trading levels: 18.4% above the 90-day volume-weighted average, 33.9% above the 180-day average and 19.3% above the closing price recorded on 2 December 2025. At the time of disclosure, Safaricom’s market capitalisation stood at KSh 1.1 trillion.
Approvals and Corporate Restructuring
Because Vodafone Kenya’s stake will cross effective-control thresholds, the transaction triggers mandatory takeover rules under Kenyan regulations. However, the firm has indicated it will apply for an exemption from the Capital Markets Authority.
The deal still requires clearance from multiple bodies, including the Cabinet, National Assembly, CMA, Communications Authority, Central Bank of Kenya, COMESA Competition Commission and the East African Community Competition Authority. Vodacom must also secure a fairness opinion in line with Johannesburg Stock Exchange rules.
Vodacom’s move to fully absorb Vodafone Kenya is expected to streamline the wider group structure, giving the South African telco operational flexibility as it executes the Safaricom acquisition.
Strategically, Vodacom is doubling down on Africa, betting on regional scale in connectivity and fintech. Safaricom’s dominance in Kenya, its M-Pesa ecosystem and its growing footprint in Ethiopia make it a key pillar in that vision.
For the Kenyan government, the deal delivers KSh 244.5 billion in cash inflows from the share sale and dividend-rights transfer, offering major fiscal breathing room without piling on public debt. The proceeds are earmarked for infrastructure spending across energy, transport, water and aviation.
Vodacom has also pledged to keep Safaricom listed on the Nairobi Securities Exchange. The chairperson and independent directors will remain Kenyan, and there will be no merger-related job losses for at least three years. The filing further confirms that there are no side deals, irrevocable undertakings or hidden shareholder arrangements tied to the transactions.
Both legs of the deal are inter-linked and are expected to close at the same time in the first quarter of 2026, ushering in a new chapter in Safaricom’s governance and ownership history.
