COMESA Clears Vodacom’s Bid for 55% Safaricom Ownership

The COMESA Competition and Consumer Commission has cleared Vodacom Group Limited’s Sh272 billion ($2.1 billion) bid to increase its stake in Safaricom PLC to 55%, ruling that the transaction is unlikely to substantially lessen competition or be contrary to public interest within the Common Market.

The approval removes a major regional regulatory hurdle for the transaction, which will see Vodacom acquire an additional 20% effective interest in Safaricom.

This includes a 15% stake from the Government of Kenya and a 5% stake from Vodafone International Holdings B.V., increasing Vodacom’s shareholding from about 40% to 55%.

Under the terms disclosed by Vodacom, the total consideration for the 20% stake amounts to $2.1 billion (R36 billion), equivalent to KES34 per Safaricom share. The deal will result in the consolidation of Safaricom into Vodacom’s financial results.

The transaction is structured in three parts;

Vodacom will first acquire 12.5% of Vodafone Kenya Limited, translating into an effective 5% stake in Safaricom, for $0.5 billion. It will then, through Vodafone Kenya, acquire 15% of Safaricom from the Kenyan government for $1.6 billion.

In addition, Vodafone Kenya will pay KES40.2 billion upfront to acquire the rights to future Safaricom dividends amounting to KES55.7 billion that would otherwise have accrued to the government on its remaining shares.

Once completed, Safaricom’s ownership structure will shift to Vodacom holding 55%, the Government of Kenya retaining 20%, and the remaining 25% held by public investors on the Nairobi Securities Exchange.

Safaricom, established in 1997 and listed on the NSE with a market capitalisation of about KES1.1 trillion, is Kenya’s largest telecommunications provider.

The company serves more than 62 million customers across Kenya and Ethiopia and commands an estimated 65% market share in Kenya.

Its mobile money platform, M-Pesa, processes over 100 million transactions daily and has 38 million users in Kenya.

Vodacom has described the acquisition as a strategic move aligned with its Vision 2030 growth objectives, particularly in expanding digital financial services and mobile payments across Africa.

The company said consolidating Safaricom will deepen integration between the two businesses and enhance its fintech scale in the region.

“This landmark transaction will mark a pivotal step in Vodacom’s journey to accelerate growth and deepen our impact across Africa,” Mr. Mohamed Shameel Aziz Joosub, Vodacom’s Chief Executive Officer, said in a statement announcing the deal.

Safaricom’s management has also welcomed the move, describing Vodacom as a long-term partner and expressing confidence that closer collaboration will support regional expansion and innovation.

The Government of Kenya has framed the sale as part of a broader strategy to unlock capital without raising taxes or increasing public debt.

The Treasury has indicated that proceeds from the transaction will support investment in critical infrastructure while retaining a significant minority stake and board representation in Safaricom.

Remaining Approvals

Despite the COMESA clearance, the transaction remains subject to several other regulatory approvals in Kenya, Ethiopia and South Africa.

These include approvals from the Kenyan Cabinet, the Central Bank of Kenya, the National Assembly, the Communications Authority of Kenya, the Ethiopian Communications Authority and the Ethiopian Ministry of Trade.

Earlier this year, both the East African Community Competition Authority and the COMESA regulator opened formal inquiries into the proposed deal to assess its potential impact on competition in telecommunications and mobile financial services.

Regulators had invited submissions from competitors, suppliers and customers, citing concerns that the shift in control could entrench Safaricom’s dominance, particularly in mobile money and digital services across the East African Community and the wider COMESA region.

With COMESA now approving the deal, attention shifts to the remaining approvals required before closing.

Vodacom has indicated that the acquisition is expected to become effective within six business days of fulfilling the final conditions precedent and is targeted to close in the first quarter of calendar year 2026.

If finalised, the deal will mark one of the largest corporate transactions in Kenya’s telecommunications sector and cement Vodacom’s controlling position in East Africa’s most profitable telecom operator.

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