Safaricom has confirmed an ownership restructuring that could see Vodafone Kenya Limited acquire the Government of Kenya’s 15 percent stake in the telecom giant for KSh 244.5 billion.
In a public announcement issued on Thursday, December 4, 2025, Safaricom, through its Company Secretary, Linda Wambani, revealed that it had received a Notice of Intention from Vodafone Kenya indicating plans to purchase 6.01 billion ordinary shares held by the government at KSh 34.00 per share, a 21 percent premium over Safaricom’s closing price of KSh 28.20.
“The shareholders of Safaricom PLC (“Safaricom”) are advised that on 03 December 2025, Safaricom was served with a notice of intention by Vodafone Kenya Limited (“Vodafone Kenya”) not to make a mandatory takeover offer to the shareholders of Safaricom PLC (“Notice of Intention”).
The Notice of Intention notifies Safaricom that Vodafone Kenya has an intention to acquire an additional 6,009,814,200 ordinary shares (the “Additional Shares”) in Safaricom from the Government of Kenya (“GOK”), representing a 15% stake in Safaricom (the “GOK Share Acquisition”),” read the notice.
Safaricom Announces Vodacom’s Intention to Acquire Government’s 15% Shareholding
According to the telecom giant, the deal forms part of a wider internal restructuring that will consolidate Vodafone’s entire shareholding under Vodafone Kenya.
As part of the transaction, Vodacom Group Limited, which currently owns 87.5 percent of Vodafone Kenya will acquire the remaining 12.5 percent stake from Vodafone International Holdings, giving it 100 percent ownership of Vodafone Kenya and an indirect 55 percent stake in Safaricom.
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Under the proposed structure, the telecommunications giant stated that the following will happen:
- Vodafone Kenya will acquire the Government’s 15% shareholding in Safaricom.
- Vodacom Group Limited will acquire Vodafone’s 12.5% stake in Vodafone Kenya, bringing Vodafone Kenya fully under Vodacom’s control.
- The Government will retain its 20 percent direct ownership in Safaricom.
- Public investors will continue to hold approximately 25 percent.
Additionally, in the public announcement, Vodafone Kenya has agreed to make an upfront payment of KSh 40.2 billion to the government in exchange for the right to receive future dividends tied to the state’s remaining 20 percent shareholding.
At the same time, Vodafone Kenya has formally informed Safaricom that it does not plan to make a mandatory takeover offer, despite gaining control and surpassing regulatory thresholds that typically require such a bid.
Instead, the company will apply to the Capital Markets Authority for an exemption from the takeover requirements under Kenya’s Takeover Regulations.
“Vodafone Kenya does NOT intend to launch a takeover offer of Safaricom. In this regard, Vodafone Kenya will be applying to the Capital Markets Authority of Kenya (“CMA”) for an exemption under regulation 5(1) of the Take-over Regulations from complying with the mandatory take-over procedures set out in regulation 4 of the Take-over Regulations,” read the announcement.
Vodafone Speaks on Acquisition of Govt Shares
Safaricom noted that completion of the multi-layered transaction is subject to approvals from several bodies, including the Cabinet, the National Assembly, the Capital Markets Authority, the Communications Authority, the Central Bank of Kenya, the COMESA Competition Commission, and the East African Community Competition Authority.
The telco has urged investors and shareholders to exercise caution when trading Safaricom shares until all regulatory processes are complete.
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Elsewhere, Vodafone Kenya Ltd issued a notice dated Thursday, December 4, confirming its planned acquisition of the Government of Kenya’s 15% stake in Safaricom as part of the state’s partial divestiture from the company.
The notice highlighted several key points:
- The government will channel the KSh 244.5 billion proceeds from the divestiture into the Infrastructure Fund, which finances strategic projects in airports, energy, water, and road networks.
- The purchase price of KSh 34 per share reflects a strong premium, representing 18.4% above the volume-weighted average price (VWAP) of Safaricom shares over the past 90 trading days and 33.9% over the last 180 trading days on the Nairobi Securities Exchange (NSE).
- Following the transaction, Safaricom’s shareholding structure will shift to:
• Vodacom Group – 55%
• Public investors – 25%
• Government of Kenya – 20% - Vodafone Kenya also stated that it intends to retain Safaricom Plc’s listing on the Nairobi Securities Exchange.
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