Ndegwas buy back ICEA Insurance stake for Sh8.5bn

The family of the late former Central Bank of Kenya governor Philip Ndegwa will buy back a 24.1 percent ICEA Lion Insurance Holdings and regain sole ownership of the company in a deal worth Sh8.5 billion.

First Chartered Securities, the investment firm controlled by the Ndegwa family, has received approval from the Competition Authority of Kenya (CAK) to acquire the stake it sold to Prudential-backed LeapFrog Investments in 2021 for Sh2.4 billion.

Leapfrog Strategic Africa sale is in line with PE funds’ strategy of staying in a business for five to seven years, with an average holding period of about 6.5 years.

Mr James Ndegwa and his brother, Mr Andrew Ndegwa, serve on the ICEA board, with the former being the chairman.

Completion of the deal will give First Chartered, which currently holds 75.9 percent in the ICEA Lion, full control of the firm that provides life and general insurance as well as asset and fund management through its subsidiaries spread out in Kenya, Uganda and Tanzania.

‘It is notified for general information that, in exercise of the powers conferred upon the Competition Authority of Kenya by Section 46 (6) (a) (ii) of the Competition Act, the Competition Authority of Kenya has authorised the proposed transaction as set out herein,’ said CAK Director-General David Kemei in a gazette notice.

The transaction is in line with Leapfrog’s investment strategy, where it invests, grows value, and then exits profitably.

Leapfrog previously bought and sold stakes in insurers, including Apollo Investments Limited-the parent company of APA Life and APA General Insurance.

Leapfrog in July last year sold its entire 69.9 percent stake in Goodlife Pharmacy to medicine distributor CFAO Healthcare, marking its exit from the retail pharmacy chain after nine years.

Prudential Financial told investors in an earnings call that the exit from ICEA is part of a broader push to redeploy capital into higher-return opportunities.

The firm had exited PGIM Taiwan-its global investment management business- in East Asia during the third quarter of last year.

The ICEA Lion deal is consistent with the Ndegwas wider strategy of reshaping the family’s investment portfolio through acquisitions, mergers and disposals.

The family has interests spanning banking, manufacturing, real estate, logistics and insurance.

The Ndegwas were instrumental in the creation of NCBA Group through the 2020 merger of NIC Group and CBA Group.

NCBA recently completed a cash-and-stock acquisition by Nedbank Group, giving the Ndegwas cash and a stake in the South Africa-headquartered group.

The family has also disposed of some assets over the years, including the ICEA Building in Nairobi’s central business district, which was sold to Jomo Kenyatta University of Agriculture and Technology for Sh1.8 billion in 2015 and subsequently renamed JKUAT Towers.

Prudential has been holding the 24.1 percent ICEA stake through Leapfrog Strategic Africa Investments (LSAI).

LSAI, in turn, held the stake through Eastern Africa Holdings Limited, which is a special purpose investment vehicle incorporated in the United Kingdom.

The latest transaction values the stake at more than three times the price paid six years ago, underlining the growth in the value of ICEA Lion during the period.

The financial services group has been growing over the past six years, posting a net profit of Sh1.16 billion in the in the year ended December 2025 compared with Sh1.34 billion in the previous year and Sh682.52 million in 2020 before Prudential joined.

Over the same period, ICEA has been a consistent dividend payer, giving out Sh600 million in 2025, up 50 percent from Sh400 million in the previous year and three times the Sh200 million paid in 2020.

The group traces its roots back to 1895 and was formed in its current structure through the 2012 merger of Insurance Company of East Africa and Lion of Kenya Insurance.

Insurance Regulatory Authority disclosures show that last year, ICEA Lion Life Assurance commanded the second largest market share (13.9 percent) in long-term insurance business where the market leader is Britam Life (22.6 percent). In the short-term business, ICEA Lion General held 3.98 percent, making it the ninth largest.

The group has been expanding its asset management business, including ICEA Lion Asset Management acquiring Stanlib Kenya as it sought to build scale in the fund management industry.

The return of the Ndegwas’ investment vehicle to full ownership comes against a backdrop of increased consolidation and foreign investment in Kenya’s insurance industry.

South Africa’s Absa Group in August this year agreed to sell its entire 63.32 percent stake in Absa Life Assurance and First Assurance Kenya Limited to First Assurance Investments Limited. The deal represents another sell-back of the stake to original owners.

First Assurance Investments Limited, which is an investment vehicle associated with Prime Cabinet Secretary Musalia Mudavadi and currently holds 16.98 percent, had sold the 63.3 percent stake in First Assurance Kenya to Absa (then Barclays Africa) in 2015 in a Sh2.2 billion deal.

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