competition regulation for a growing and inclusive economy.

Weekly Media Statement

For Immediate Release

November 2019

LATEST DECISIONS BY THE COMPETITION COMMISSION

1.1 CFAO Holdings South Africa (Pty) Ltd (CFAO HSA)/ Unitrans Motor Holdings (Pty)

Ltd (Unitrans)

The Commission has recommended that the Tribunal approve the proposed transaction whereby

CFAO HSA intends to acquire Unitrans without conditions.

CFAO HSA, through its subsidiary TTAF, provides self-assembly parts such as seatbelts, brakes,

airbags, wheels and tyres, etc. to original equipment manufacturers (OEMs). CFAO HSA also

owns Subaru SA, which oversees the Subaru dealer network to which it distributes Subaru

products, including vehicles, parts and components. CFAO HSA further owns and operates one

Subaru dealership in Gauteng.

Unitrans owns and operates a multi-franchise automotive dealership network consisting of a

number of dealerships and franchises across multiple OEM brands. The Target Group further

provides motor-related insurance products (under U-Insure) through its dealership network, as

well as corporate insurance products to selected customers. Lastly, Unitrans operates a car rental

business within South Africa, licensed under Hertz.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

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1.2 Ultra Asphalt (Pty) Ltd (Ultra Asphalt)/ Aveng Rand Roads (Aveng Rand Roads)

The Commission has unconditionally approved the proposed merger whereby Ultra Asphalt

intends to acquire Grinaker-LTA (Pty) Ltd (Grinaker – LTA) from Aveng Rand Roads.

Ultra Asphalt KN Trust and the Ultra Asphalt DN Trust control a number of firms. Of relevance to

the proposed transaction is their control of Aqua Transport & Plant Hire (Pty) Ltd (Aqua

Transport). Aqua Transport is a plant-hiring operator within the South African transport and

construction industries and also owns and operates two static asphalt manufacturing plants and

one mobile plant. These plants have been set up to produce only hot asphalt mix.

The Target Business falls within Grinaker-LTA's Civil Engineering unit. Aveng Rand Roads

produces and supplies two broad types of products used for road surfacing, namely (i) asphalt

and (ii) bitumen binders. In relation to asphalt, the Target Business has the ability to produce

various types of asphalt, namely (i) cold mix asphalt; (ii) hot mix asphalt; (iii) warm mix asphalt;

and (iv) recycle asphalt production. The Target Business operates from two commercial asphalt

plants situated in Boksburg and Pretoria in Gauteng Province. The Target Business also has two

mobile asphalt plants located in Pretoria.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.3 Corruseal Corrugated Gauteng (Pty) Ltd (Corruseal Gauteng)/The agricultural

packaging business of Neopak (Pty) Ltd (Neopak Agri)

The Commission has unconditionally approved the proposed merger whereby Corruseal Gauteng

intends to acquire Neopak Agri.

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Corruseal is vertically integrated and has operations upstream as a producer of input paper

materials and corrugated board. In addition, Corruseal has operations downstream as a

manufacturer and distributor of corrugated packaging products, specifically finished boxes.

The primary target firm is the agriculture business of Neopak (Pty) Ltd (Neopak), a private

company incorporated in South Africa. Neopak is also vertically integrated and has one paper mill

located in Rosslyn, Pretoria and two manufacturing plants located in Wadeville and Durban.

However; the Target Business, Neopak Agri, does not include the paper mill or the manufacturing

plants. Neopak will continue to control and operate these businesses post-transaction. In terms

of the proposed transaction, Neopak is only selling the agriculture business unit (Neopak Agri)

which is involved in the sale of corrugated packaging to the agricultural sector. Neopak Agri is

only active at the downstream level where it supplies corrugated packaging (finished boxes) using

virgin paper to farmers for the packaging of fresh produce.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.4 Glencore Operations South Africa (Pty) Ltd (Glencore SA)/ Chrome Traders

Processing Pty) Ltd (CTP) and part of the business of Chrome Traders (Pty) Ltd

(Chrome Traders)

The Commission has recommended that the Tribunal approve the proposed transaction whereby

Glencore SA intends to acquire Chrome Traders without conditions.

Glencore operates globally as a supplier of commodities and raw materials to industrial

consumers. Relevant to the proposed transaction, Glencore SA and the Merafe Pooling and

Sharing Venture (Merafe PSV) own a number of chrome mines within South Africa as well as

downstream smelting facilities to produce ferrochrome. Glencore SA also purchases chrome ore

from third parties.

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Chrome Traders has a shareholding in Impala Chrome and provides operations and maintenance

services to Impala Chrome.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.5 Huhtamaki Finance BV (Huhtamaki BV)/ The Business of Everest Flexibles (Pty)

Ltd (Everest) and Ithunga Pre-press (Pty) Ltd (Ithunga)

The Commission has unconditionally approved the proposed merger whereby Huhtamaki BV

intends to acquire Everest and Ithunga.

The Huhtamaki Group is active in the supply of (i) fibre packaging, (ii) foodservice packaging and

(iii) netlon products through its subsidiary, Huhtamaki SA.

Everest is a manufacturer and supplier of flexible packaging solutions for the packaging and

labelling of confectionery and snacks, general food, pet food, beverages and personal care

products, as well as specialised promotional flexible packaging, amongst others.

Ithunga is a supplier of gravure cylinders and its only customer that it supplies its products to is

Everest.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

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1.6 Dentsu Aegis Network Employee Scheme (DAN SPV)/ Aegis Media South Africa

(Pty) Ltd (Aegis)

The Commission has unconditionally approved the proposed merger whereby DAN SPV intends

to acquire Aegis.

DAN SPV, through FoxP2Holdco, conducts its business in the production of advertising material

and content.

Aegis is active in the international brand, media and digital communications services space. The

group offers marketing and communication strategies.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.7 Janic Capital (Pty) Ltd (Janic)/ Monic Group (Pty) Ltd (Monic)

The Commission has unconditionally approved the proposed merger whereby Janic intends to

acquire Monic.

Janic is an investment entity that holds investments in a number of sectors such as private

security, aviation charters, financial investments, private equity investments, telecommunication

infrastructure and education.

Monic is involved in the manufacture, distribution and retail of pet food. The Target Group

distributes its products to non-retail, supermarket channels, food outlets, pet stores and vet stores,

from its three depots in Cape Town, Port Elizabeth, and East London.

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The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.8 Sphere Investments (Pty) Ltd (Sphere)/ BBD Holdings (Pty) Ltd (BBD)

The Commission has unconditionally approved the proposed merger whereby Sphere intends to

acquire BBD.

Sphere is a majority black controlled group which invests in a wide range of medium to large

companies in different sectors including engineering and industrial plant maintenance services to

the energy system markets, engineering support and plant services to the construction, building

and plant hire industries, retail concession at OR Tambo International Airport, manufacturing,

retailing and supply of glass packaging products and publishing of educational books and

educational services such as curriculum-based materials, e-learning content and tools. The group

also offers teacher training and testing programs starting from early childhood to professional

certificates.

BBD is a custom software developer involved in digital strategy, technology and system

integration, and business consulting. It specialises in the development of bespoke software for

clients who are primarily in the financial services and telecommunications sectors.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.9 Laula Consortium (Pty) Ltd (Laula)/ Grinaker-LTA (Pty) Ltd (Grinaker-LTA)

The Commission has unconditionally approved the proposed merger whereby Laula intends to

acquire Grinaker-LTA.

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Laula is a newly registered company that was incorporated for purposes of acquiring Grinaker-

LTA and as such do not conduct any business activities in South Africa. The Acquiring Group is

an investment holding company which holds non-controlling interests in various companies which

are active in shopping centre development and management; manufacture of water and sanitation

pipelines; manufacture of polyethylene terephthalate preforms, bottles and closures for

beverages, edible oils and pharmaceuticals.

Grinaker-LTA provides mechanical and electrical services for industrial process plants in the

petrochemical, minerals processing and pulp and paper industries. Grinaker-LTS provides the

following services, (i) structural, mechanical and piping fabrication; (ii) plant maintenance and

shutdown; (iii) electrical instrumentation services.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.10 Renishaw Hills Property Development Company (Pty) Ltd (RHPDC)/

Renishaw Property Developments (Pty) Ltd (Renishaw Developments)

The Commission has unconditionally approved the proposed merger whereby RHPDC intends to

acquire Renishaw Developments.

RHPDC is a special purpose vehicle and does not have any activities. The Acquiring Group is an

investment entity with presence in land development and medical healthcare solutions.

The primary business activity of the Renishaw Developments is the development of the sectional

title scheme called Renishaw Hills, a residential sectional title complex situated near Scottburgh,

in Kwa-Zulu Natal.

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The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.11 Abbvie Inc (AbbVie)/ Allergan Plc (Allergan)

The Commission has conditionally approved the proposed merger whereby AbbVie intends to

acquire Allergan.

AbbVie and Allergan are global pharmaceutical companies engaged in developing, manufacturing

and commercialising branded pharmaceuticals, devices, as well as biological, surgical and

medicine products for patients across the world.

AbbVie is specifically involved in the development and commercialisation of medicines in the

following main areas: immunology, oncology, neuroscience, virology, metabolic

diseases/hormone products/endocrinology products and women’s health.

Allergan develops and commercialises medicines in the following areas: medical aesthetics, eye

care, central nervous system, and gastroenterology.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission has imposed a

condition that; should there be a need to undertake retrenchments as a result of the merger within

a period of 2 (two) years following the implementation date, the merging parties can retrench no

more than 26 senior management employees holding a qualification of a bachelor’s degree and

above.

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1.12 Videx Wire Products (Pty) Ltd (Videx /The Alrode business of Aveng Duraset

(Alrode Business), an operating division of Aveng manufacturing, which is a

division of Aveng Africa (Pty) Ltd (Aveng Africa)

The Commission has prohibited the proposed merger whereby Videx intends to acquire the

Alrode Business from Aveng Africa.

Videx produces a range of steel-related products, which include storage tanks, ventilation pipes

as well as roof support products for the mining industry. Of relevance to this transaction are the

activities of the Videx Mining Products division, specifically mining roof support products.

The Alrode Business produces and supplies mining roof bolts as well as similar or related

products used in geo-technical applications.

The Commission found that the merged entity are the largest players in various mining roof bolt

markets with combined market shares generally above 50% and reaching 80% in some markets.

The Commission was of the view that from a market share perspective, the merged entity can be

considered dominant in the majority of the overlapping markets. The Commission also found that

merging parties bid against each other in respect of the same tenders and customers negotiate

for pricing based on the competition that exists between Videx and the Alrode Business as two of

the main rivals in the market. The barriers to entry in the mining roof bolt market are high. The

Commission was of the view that substantial unilateral effects are likely to arise as a result of the

merger as it results in the removal of competition and further weakening of the countervailing

power of customers.

The Commission further found that though the proposed transaction has some positive effect on

the public interest in that it will result in the preservation of 100 jobs, this positive public interest

alone is unlikely to outweigh the significant competition harm likely to arise from the merger.

There are no other public interest issues arising from the proposed merger.

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There were no viable remedies that were proffered by the merging parties to alleviate any of the

competition concerns arising from the proposed merger. The Commission therefore prohibits the

proposed transaction.

1.13 Gigantic Heavy Lifting B.V. (Gigantic)/ A.L.E. Holding Limited Assurance

(ALE)

The Commission has unconditionally approved the proposed merger whereby Gigantic intends

to acquire ALE.

Gigantic is a wholly owned subsidiary of Mammoet Holdings B.V. Mammoet is active in the

provision of heavy lifting and transportation (HLT services). In South Africa Mammoet’s customers

typically operate in the mining and petroleum sectors.

ALE provides solutions for lifting, transporting, installing and decommissioning large and heavy

structures. In South Africa, ALE largely provides services to the renewable energy sector,

especially wind farms. Other segments serviced by ALE in South Africa include heavy road

transport, shipyards, cranage, mining, nuclear-power and conventional energy.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.14 Boxer Superstores (Pty) Ltd (Boxer)/ National Pride Trading 267 (Pty) Ltd t/a

Pick n Pay Family store supermarket (Target Firm)

The Commission has unconditionally approved the proposed merger whereby Boxer intends to

acquire Target Firm.

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Boxer operates in the general merchandise retail sector throughout South Africa. Boxer operates

across multiple store formats, both franchised and owned.

The Target Firm is a retailer of general merchandise and is a franchisee of Boxer.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.15 Caisse des Dépôts et Consignations (CDC)/ Groupe La Poste (La Poste)

The Commission has unconditionally approved the proposed merger whereby CDC intends to

acquire La Poste.

CDC manages private funds for which public authorities wish to provide special protection. These

include deposits on savings books which finance public rental housing and urban renewal,

consignments and regulated deposits and pensions and social security treasury. CDC is also

involved in environment and energy industries through equity investments, real estate, investment

and private equity. s.

La Poste is a postal service operator based in France. The group’s activities include: (i) banking

and insurance services, (ii) mail, parcels, press, direct marketing, logistics, personal services and

solutions for elderly, (iii) express delivery, (iv) freight forwarding services and contract logistics,

(v) distribution of postal, financial and telephone products and services, and (vi) developing and

marketing digital solutions and services.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

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1.16 Blend Property 12 (Pty) Ltd (Blend)/ Steinhoff Properties (Pty) Ltd (Steinhoff)

in respect of the industrial property known as 22 Dan Jacobs Street (Target

Property)

The Commission has unconditionally approved the proposed merger whereby Blend intends to

acquire the Target Property from Steinhoff.

Blend provides consulting services, art curation, asset-backed lending, share trading and

unsecured lending. The Acquiring Group also invests in a wide range of different properties. The

Acquiring Group’s properties are mainly situated in the Gauteng Province with a few located in

the Western Cape, Northern Cape, KwaZulu-Natal and Free State. Blend’s property portfolio

includes, industrial property, office property, dealership property, parking space, vacant land,

residential property and retail property.

The Target Property consists of 37 547m2 of rentable light industrial space and 3 093m2 of Grade

C office space. The Target Property is located at Erf 1653 Alrode, Extension 2 Township in

Gauteng Province.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.17 Aurecon 25 (Pty) Ltd (Aurecon 25)/ Aurecon Africa (Pty) Ltd (Aurecon Africa)

The Commission has unconditionally approved the proposed merger whereby Aurecon 25 intends

to acquire Aurecon Africa.

The Acquiring Group is an investment holding company which currently holds a 15% non-

controlling interest in the Aurecon Africa

Aurecon Africa is an investment holding company which conducts its activities through its wholly

owned subsidiary (Aurecon SA). Aurecon SA provides professional engineering consultancy

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services throughout South Africa. The engineering consultancy services include amongst others

(i) Agricultural, (ii) Architecture, (iii) Civil, (iv) Environmental, (v) Mining and (vi) Mechanical.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.18 Investec Asset Management SA group Limited (IAM SA ListCo) and Investec

Asset Management UK Group Plc (IAM UK ListCo)/ Investec Asset Management

Holdings (Pty) Ltd (IAM SA) and Investec Asset Management Limited (IAM UK)

The Commission has recommended that the Competition Tribunal approves the proposed

transaction whereby (IAM SA ListCo) and IAM UK ListCo intends to acquire IAM SA and IAM UK.

without conditions.

Investec is an international specialist banking group that provides a diverse range of financial

products and services to a niche client base in three principal markets namely the UK, South

Africa and Australia. Investec operates as one corporate group through a DLC arrangement.

IAM is a specialist provider of active investment products and services to institutional and advisor

clients. Their investment offering includes equities, fixed income, multi asset management and

alternatives strategies. Their clients include pension funds (both public and private sector), central

banks, sovereign wealth funds, insurers, foundations, financial advisors and intermediaries

serving individual investors.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

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1.19 ChronMin (Pty) Ltd (ChronMin)/ Cronimet Chrome SA (Pty) Ltd (Cronimet

Chrome SA)

The Commission has conditionally approved the proposed merger whereby ChronMin Holdings

intends to acquire Cronimet Chrome SA.

The Acquiring Group is involved in the design, construction and maintenance of chrome recovery

plants, through Waterval and Waterberg. The services offered by the Acquiring Group through

Waterval and Waterberg include amongst other things, (i) the recovery of chrome ore as a by-

product from Upper Ground (UG) 2 (This is a reef that contains most platinum group metals) run

of mine and tailings of platinum mining for customers such as Cronimet Chrome SA or for the

Group itself (ChromTech, under an off-take arrangement) and (ii) maintenance of chrome

recovery and processing plants..

Cronimet Chrome SA is an investment holding company, whereas Cronimet Chrome Mining SA

holds mining rights to mine chrome ore at the Thaba Mine. The chrome recovery plant used to

produce export grade chrome ore for Cronimet Chrome Mining SA is operated and maintained by

Waterberg. The beneficiated chrome ore produced on behalf of Cronimet Chrome Mining SA is

then exported.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. However, the Commission found

that the proposed transaction raises public interest concerns. In its public interest assessment,

the Commission found that the proposed transaction is likely to result in 14 retrenchments

In order to limit the number of employees likely to be affected, the Commission imposed a

condition that the merging parties must endeavour not to retrench any employee and, in the event

that retrenchments are unavoidable, the merging parties must not retrench more than 14 affected

employees.

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1.20 Comair Limited (Comair)/ Star Air Cargo (Pty) Ltd (SAC) and Star Air

Maintenance (Pty) Ltd (SAM)

The Commission has recommended that the Competition Tribunal approves the proposed

transaction whereby Comair intends to acquire SAC and SAM (Target Group) without conditions.

Comair is a South African aviation company, offering scheduled airline services within South

Africa, to the rest of sub-Saharan Africa and the Indian Ocean Islands. Comair currently operates

27 Boeing aircrafts all of which are used for transporting passengers.

The Target Group's fleet comprises of ten Boeing aircrafts which it leases to customers on a wet

and dry lease basis for the purpose of transporting passengers and cargo. Five of Star Air’s fleet

are currently configured as cargo aircraft and the other five are configured for passenger use. The

Target Group also offers maintenance services through SAM. The maintenance services are

primarily carried out on the Target Group’s own fleet, although it does on accession provide

maintenance services to third parties.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.21 RTT Group (Pty) Ltd (RTT)/ AVL Healthcare (Pty) Ltd (AVL)

The Commission has unconditionally approved the proposed merger whereby RTT intends to

acquire AVL.

RTT provides transportation, warehousing and distribution and other value-added services on a

fully integrated basis for various customers.

AVL provides logistics services to Adcock Ingram Healthcare (Pty) Ltd (AIHC) and Adcock Ingram

Critical Care (Pty) Ltd (AICC).

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The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.22 RH Hotels Holdings (Pty) Ltd (RH Hotels Holdings)/Centre of the Sun

Properties (Pty) Ltd (COTS) in respect of the hotel property known as SS

Sunnypark (Target Property)

The Commission has unconditionally approved the proposed merger whereby RH Hotels

Holdings intends to acquire the Target Property from COTS.

RH Hotels Holdings is involved in the managementof a number of hotels in South Africa under

the brand “Holiday Inn Express”. RH Hotels Holdings currently manages the Target Property.

The Target Property is a 3-star hotel situated in Sunnyside, Pretoria and comprises 302 rooms.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.23 Portion Pack Europe Holding B.V (PPE) / Collaborative Packing Solutions

(Pty) Ltd (CoSo)

The Commission has unconditionally approved the proposed merger whereby PPE intends to

acquire CoSo.

PPE conducts the business of packing and distributing single use portion packs for the food

services industry including sugar, sweetener, biscuits, chocolates, spices, sauces, instant drinks,

toppings and wet wipes.

CoSo is currently a contract packer of dry food and dry beverage powdered products for third

party customers.

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The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.24 Emerging African Property Partners (Pty) Ltd (EAPP)/ Lisaline Investment

Holding (Pty) Ltd (Lisaline Holding)

The Commission has recommended that the Competition Tribunal approves the proposed

transaction whereby EAPP intends to acquire Lisaline Holding without conditions.

Of relevance to this transaction the Acquiring Group holds investments in industrial property in

KwaZulu-Natal and Gauteng.

Lisaline’s sole activity is owning a large light industrial property known as Portion 772 of the farm

Klipfontein, situated at No. 1 Main Road, Anderbolt, Boksburg (Target Property). The Target

Property has a GLA of 38 674m2 and comprises of a large warehouse with an auxiliary office

block, workshop, dinning and ablution building.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.25 Exxaro Resources Limited (Exxaro)/ Cennergi (Pty) Ltd (Cennergi)

The Commission has recommended that the Competition Tribunal approves the proposed

transaction whereby Exxaro intends to acquire Cennergi without conditions.

Exxaro operates in the coal, base metals, titanium dioxide, ferrous and energy industries through

ownership in various firms. Of interest to this transaction is Exxaro’s activities in the energy

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industry. Exxaro operates in the renewable energy industry through a controlling interest in

Cennergi. Exxaro does not have any other interest in the renewable energy industry.

Cennergi is a joint venture that was established in 2012 and is jointly controlled by Exxaro and

Khopoli Investments Ltd as to 50% shareholding each. Cennergi produces wind energy which it

supplies to Eskom in accordance with a 20-year power purchasing agreement.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.26 JB’s TRucks (Pty) Ltd (JB) / AAD Truck and Bus (Pty) Ltd (AAD)

The Commission has unconditionally approved the proposed merger whereby JB intends to

acquire AAD.

JB operates vehicle dealerships which also provides an after-sales services. The Group supplies

passenger and commercial vehicles within the medium, heavy and extra heavy vehicles

categories.

JB operates (i) an Isuzu dealership, selling Izuzu light commercial vehicles, trucks or heavy

commercial vehicles and passenger vehicles; (ii) a Nissan dealership selling Nissan and Datsun

light commercial vehicles and passenger vehicles; and (iii) an UD Trucks dealership selling

commercial vehicles within the medium, heavy and extra heavy classifications.

AAD owns and operates motor dealerships in the Western Cape Province that sell medium to

heavy commercial vehicles for the following brands: (a) Eicher trucks and buses dealership, (b)

UD Trucks dealership, (c) International commercial trucks and buses dealership, (d) Dulevo

dealership which supplies street sweepers, (e) Allison Transmissions.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

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1.27 Old Mutual Alternative Risk Transfer Limited (OMART)/ Centriq Life

Insurance Company Limited (Centriq)

The Commission has unconditionally approved the proposed merger whereby OMART intends to

acquire Centriq.

OMART conducts business in the life assurance sector in South Africa, through which it provides

life, disability and health insurance, retirement savings and investment products to individuals and

corporates.

The Target Business comprises of all rights, liabilities and the premium reserve held in respect of

the portion of transfer policies underwritten by Centriq as part of the Advantage Life, Optimum

Life and Prestige Life range of products.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.28 Fedrigoni S.p.A (Fedrigoni)/ Ritrama Group (Ritrama)

The Commission has unconditionally approved the proposed merger whereby Fedrigoni intends

to acquire Ritrama.

Fedrigoni does not control any firm in South Africa.

At a global level, Fedrigoni manufactures and, through Arconvert, exports various types of paper

including graphic or fine paper, security paper and solutions, as well as paper-based and film-

based Self-Adhesive Labels (Labels) to customers in South Africa.

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The Ritrama Group is active in the production and distribution of film-based Labels and paper-

based Labels. These products are supplied through its South African subsidiary, Ritrama South

Africa.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.29 Pure Pharmacy Retail (Pty) Ltd (Pure Pharmacy)/ The assets and business

associated with the “Die Boord Pharmacy Group” (Die Boord Pharmacy)

The Commission has unconditionally approved the proposed merger whereby Pure Pharmacy

intends to acquire Die Boord Pharmacy.

Pure Pharmacy’s business consists of retail pharmacies, medical centres and a pharmaceutical

wholesaler. The Acquiring Group has a total of 48 retail pharmacies across the Western Cape,

Gauteng, Free State, Limpopo and Mpumalanga Provinces. Of relevance to this particular

transaction are the 6 retail pharmacies that Pure Pharmacy has in the Western Cape, which are

respectively located in Durbanville, Bellville, Oudehof, Wynberg, Sun Valley and Plumstead.

“Die Boord Pharmacy” is a retail pharmacy located in Stellenbosch.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.30 Erarite (Pty) Ltd (Erarite)/ Midwest Sales (Pty) Ltd (Midwest Sales), Retailer

Adventure (Pty) Ltd (Retailer Adventure), Jelly Jumper (Pty) Ltd (Jelly Jumper) and

Never Profit (Pty) Ltd (Never Profit)

The Commission has unconditionally approved the proposed merger whereby Erarite intends to

acquire Midwest Sales, Retailer Adventure, Jelly Jumper and Never Profit (Target Firms).

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Erarite has various business activities including property, fuel sales, LPG sales, hardware and

general merchandise and liquor. Relevant to the proposed transaction, Erarite owns Khayelitsha

Superspar, Vangate Superspar and Crawford Tops in the Western Cape.

The Target Firms are retailers of groceries, food, liquor and other related products. The Target

Firms are three retail stores located in the Western Cape Province more specifically, Gugulethu

and Charlesville.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.31 Paramount Aerospace Holdings (Pty) Ltd (PAH)/ The business, assets and

employees of Aerospace Developments Corporation (Pty) Ltd (ADC), Ahrlac (Pty)

Ltd (Ahrlac), Aerosud Innovation Centre (Pty) Ltd (AIC) and ADC Surveillance

Systems (Pty) Ltd (Surveillance)

The Commission has unconditionally approved the proposed merger whereby PAH intends to

acquire ADC, Ahrlac, AIC and Surveillance (Target Group).

PAH’s product and service offering includes providing engine propulsion systems to the

commercial maritime sector, providing maintenance and training to the local commercial maritime

sector, avionic support services, and providing mission computer control support system for

specific defence aircraft. PAH also designs, manufactures and sells commercial vessels,

recreational boats, supersonic aircraft and armoured peacekeeping vehicles to both global and

local customers. Furthermore, PAH offers a range of aerospace solutions such as aeronautical

engineering and supersonic fighter aircraft maintenance and pilot training. Moreover, the

Acquiring Group operates a dog breeding, training and dog training handler business aimed at

the global defence market.

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The Target Group manufactures aircraft, designed for an intelligence, surveillance and

reconnaissance role.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.32 Brimstone Investment Corporation Limited (Brimstone)/ Firefly Investments

306 (Pty) Ltd (Firefly)

The Commission has recommended that the Competition Tribunal approves the proposed

transaction whereby Brimstone intends to acquire Firefly without conditions.

Brimstone is an investment holding company with shares in various companies including in the

health, food, financial services, and property sectors.

Firefly, the target firm in the present transaction, is a special purpose vehicle, incorporated for the

purpose of holding shares in Obsidian. Obsidian is a supplier of healthcare products to the public

and private healthcare sectors within Sub-Saharan Africa. The portfolio of products includes

capital equipment and medical devices within the key focus areas of cardiology, cardiovascular,

theatre, ICU and high care.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.33 Growthpoint Healthcare Property Holdings (RF) Limited (Growthpoint

Healthcare)/ K2019084863 (South Africa) Pty Ltd (NewCo)

The Commission has recommended that the Competition Tribunal approves the proposed

transaction whereby Growthpoint Healthcare intends to acquire NewCo without conditions.

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Growthpoint Healthcare owns hospital properties and/or healthcare facilities but does not operate

and/or manage any of these properties and/or facilities. Growthpoint Properties’ portfolio consists

of rentable retail space, rentable office space, rentable industrial space and indirectly holding

rentable residential space. Of relevance to the proposed transaction are the hospital properties

of Growthpoint Group. Growthpoint Healthcare owns two hospital properties in the KwaZulu Natal

Province and two hospital properties in the Western Cape Province.

NewCo is controlled by Crimson King Properties Limited (Crimson). NewCo is a newly established

company created for the purposes of the proposed transaction. Prior to the implementation of the

proposed transaction, NewCo will acquire a hospital property known as Erf 19261 Somerset West

Township, Stellenbosch RD and the buildings situated on that property (Target Property).

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.34 G4S International Holdings Ltd (G4S International)/ G4S Cash Solutions (SA)

(Pty) Ltd (G4S SA)

The Commission has unconditionally approved the proposed merger whereby G4S International

intends to acquire G4S SA.

G4S International is globally integrated security solutions provider, offering a broad range of

security services across 100 countries including South Africa. The G4S International’s business

activities can be divided into two segments, secure solutions and cash solutions. The secure

solutions business focuses on people and on technology, technology enabled monitoring and

response, security software systems, risk consulting, mobile and remote security officers and

custodial services. The cash solutions business consists of cash technology services and

conventional cash services such as cash in transit, cash processing and processing automated

teller machine services.

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G4S SA is an integrated cash and security solutions provider offering a fully outsourced solution

to a number of retail clients and commercial banks. Its key areas of business include the provision

of cash management solutions and cash technology solutions.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

1.35 Cash Connect Management Solutions (Pty) Ltd (Cash Connect)/ Main Street

1723 (Pty) Ltd (Main Street)

The Commission has unconditionally approved the proposed merger whereby Cash Connect

intends to acquire Main Street.

The Acquiring Group is a South African developer and manufacturer of equipment (such as

automated cash vaults and bulk deposit accepter) and systems associated with safeguarding,

collection and processing of cash notes primarily within the retail and banking environment. The

Acquiring Group also offers a complete automated cash management solution including cash

handling, cash-in-transit and cash processing and insurance.

The Target Group’s activities which are relevant for the purposes of the proposed transaction are

conducted through EFTPOS and Kazang. EFTPOS provides retailers with a platform that enables

clients to accept card payments at a till point. EFTPOS also offers point of sale deviceswhich

enable merchants to process credit and debit card payments from customers at the point of sale.

Kazang’s primary business is to offer mobile vending devices designed for the specific purpose

of vending prepaid services such as mobile voice and data airtime, and electricity.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the proposed transaction does not raise any public interest concerns.

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1.36 Bidvest Bank Limited (Bidvest Bank)/ Eqstra Investment Holdings (Pty) Ltd

(Eqstra Investments)

The Commission has recommended that the Tribunal approves the proposed transaction

whereby Bidvest Bank intends to acquire Eqstra Investments with conditions.

Bidvest Bank offers a full suite of banking and financial services products. Of relevance to the

proposed transaction, is Bidvest Bank’s fleet management services.

The Target Businesses delivers end to end fleet management solutions. Eqstra Investments

provides fleet consulting, fleet acquisition, fleet services, maintenance management, fuel

management, risk management, GPS tracking and fleet remarketing amongst others.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets.

The Commission found that the proposed transaction raises employment concerns. The

Commission and the merging parties agreed on the following conditions: The merging parties

shall not retrench any unskilled employees as a result of the merger for a period of three years

from the implementation date. The merging parties shall not retrench any skilled employees as a

result of the Merger for a period of 18 months from the implementation date.

1.37 ASK Chemicals GmbH (ASK) / SI Group South Africa (Pty) Ltd (SI South

Africa)

The Commission has conditionally approved the proposed merger whereby ASK intends to

acquire SI South Africa.

ASK produces a wide range of auxiliaries and chemicals for the foundry industry. In South Africa,

ASK has no material direct presence, but has an Intellectual Property (IP) license agreement in

place with Chemsystems to (i) manufacture, sell and distribute certain chemicals for the foundry

industry on a non-exclusive basis in accordance with ASK’s patents and state-of-the-art technical

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information, (ii) sell and distribute certain other products of ASK on an exclusive basis, and (iii)

provide certain logistic services to ASK.

SI South Africa is an industrial resins supplier to the South African and export markets with their

head office situated in Durban. SI South Africa manufactures, sells and distributes foundry resins

under licence from Huttenes-Albertus Chimsche Werke GmbH (HA).

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. Nonetheless, in order aid

Chemsystems in the interim while it negotiate with any other IP supplier, the Commission imposed

conditions to the approval of the merger requiring ASK to extend the current IP license agreement

with Chemsystems for a period of a year. The Commission further found that the proposed

transaction raises public interest concerns. The Commission imposed a condition that the

merging parties shall not undertake any forced or involuntary retrenchments as a result of the

merger for a period of five years.

1.38 Gardner Denver Holdings, Inc (Gardner Denver) / Ingersoll-Rand U.S. HoldCo,

Inc. (IR Industrials)

The Commission has conditionally approved the proposed merger whereby Gardner Denver

intends to acquire IR Industrials.

Gardner Denver is a United States-based provider of air and gas compression equipment and

aftermarket parts and services sold for the industrial, energy and medical industries. In South

Africa, Gardner Denver is active through CompAir South Africa and GDL. CompAir South Africa

is active in the sale and servicing of air compressors as well as compressor parts, filters, dryers,

control equipment, rockdrills, vacuum and blowers and related products to all industries

throughout South Africa and sub-Saharan Africa. GDL is an external company and does not carry

out any sales activities in South Africa.

IR Industrials is a United States-based provider of air and gas compressors, blowers and gas

systems and services. In South Africa, IR Industrials controls IR South Africa. IR South Africa is

a limited risk distributor for IRI, a subsidiary or affiliate of IR Industrials and distributes

compressors, pumps and similar equipment. All the products that it provides in South Africa are

imported from various global IR Industrials facilities and not manufactured in South Africa.

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The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the transaction raises public interest concerns and imposed a imposed a moratorium on job

losses as a result of the merger for a period of three years.

1.39 Elanco Animal Health (Pty) Ltd (Elanco SA) / Elanco Animal Health, a

division of Eli Lily South Africa (Pty) Ltd (Elanco AH SA)

The Commission has conditionally approved the proposed merger whereby Elanco SA intends to

acquire Elanco AH SA.

Elanco SA was recently established for purposes of this transaction and does not conduct any

business activities. The Elanco Group is active in South Africa through IVS. IVS is a distributor of

animal pharmaceuticals, animal biologicals, biosecurity products and diagnostics laboratory

equipment including those manufactured by the Elanco Group.

Elanco AH SA, which is currently a division of Eli Lilly SA, is a supplier of animal pharmaceuticals,

animal biologicals and fly control products in South Africa.

The Commission found that the proposed transaction is unlikely to result in a substantial

prevention or lessening of competition in any relevant markets. The Commission further found

that the transaction raises employment concerns and accordingly imposed a condition that, save

for retrenchment of specified skilled employees, the merging parties shall not retrench any other

employees for a period of 2 years after the implementation of the merger.

1.40 JSE Limited (JSE)/ Link Market Services South Africa (Pty) Ltd (LMS SA)

The Commission has prohibited the proposed merger whereby JSE intends to acquire LMS SA.

The JSE provides and maintains infrastructure for the listing and trading (buying and selling) of

various securities, including shares (equities), bonds (through the Bond Exchange of South

Africa) and derivatives (through the South African Futures Exchange). The JSE also provides

ancillary services. These services include, (i) the provision of market data, information on

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corporate actions as well as business intelligence and statistics, (ii) hiring out corporate event

venues, and (iii) the provision of meeting management services in conjunction with The Meeting

Specialist (Pty) Ltd (“TMS”).

LMS SA offers (i) transfer secretarial and registry services to issuers, (ii) custodial, settlement and

nominee services to shareholders, (iii) analytics and other support services, as well as (iv)

stakeholder engagements and communication. Transfer secretarial and registry services (TS

services) include registry maintenance, treasury services (calculating and distributing dividends),

corporate actions, reporting and analytics, as well as meeting management services. LMS SA’s

custodial and settlement services are offered through its subsidiary LIS, an approved central

securities depository participant (“CSDP”). LIS holds shares and funds in safe custody for its

clients, settles all related transactions and maintains clients’ sub-registers in accordance with

applicable legislative requirements.

The Commission found that the proposed transaction will lead to JSE being in a position to provide

a range of products and services that none of the other parties in the capital market will be able

to mimic or reproduce. As a result of the proposed transaction, the JSE will be able to offer transfer

secretarial and registry services, CSDP services, and a range of other products and services. The

JSE would be the only player able to provide end-to-end listing and associated service, some of

which are required to maintain a listing on the JSE. The JSE’s reputation and its relationship with

sponsors and issuers is likely to encourage issuers to use the JSE’s suite of services to the

possible exclusion of competitors to LMS SA.

Given the above, the Commission concluded that it is likely that the JSE will have a portfolio of

products and services that no other party will have in the market, post-merger. As such, it is likely

that the JSE will tie and bundle different services across the capital market value chain to the

detriment of competition. As a result, the Commission prohibits the proposed merger.

[ENDS]

Issued by:

Sipho Ngwema, Head of Communications

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On behalf of: The Competition Commission of South Africa

Tel: 012 394 3493 / 081 253 8889

Email: SiphoN@compcom.co.za

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