Outcome of Tribunal cases - 6 November 2019
| Type of matter | Parties involved | Commission’s recommendation to the Tribunal | Tribunal Decision |
| Consent agreement | Competition Commission And Sonae Arauco SA (Pty Ltd | Confirm as an order of the Tribunal | Confirmed as an order of the Tribunal |
| Large merger | Carlyle SMD Investment Mauritius Holding Company And SMD Technologies (Pty) Ltd | Approve without conditions | Approved without conditions |
| Large merger | Old Mutual Life Assurance Company (SA) Ltd (Acting in Respect of and on Behalf of The Portfolio of Assets Called The Ideas Managed Fund) And African Infrastructure Investment Fund | Approve without conditions | Approved without conditions |
| Large merger | Roos Holdings (Pty) Ltd And Roossenekal Foods Investments Holdings (Pty) Ltd | Approve without conditions | Approved without conditions |
| Large merger | Enyuka Prop Holdings (Pty) Ltd And Redefine Properties Ltd in Respect of The Property Letting Enterprises Known as Alberton Mall and Ermelo | Approve without conditions | Approved without conditions |
Producer of wood-based panel products fined R46.9 million for price fixing
Sonae Arauco South Africa (Pty) Ltd has admitted to fixing the price of specific wood-based commodity products between 2009 and 2016 and has agreed to pay a fine of R46 944 495 (forty-six million nine hundred and forty-four thousand four hundred and ninety five rand).
The company’s admission and the administrative penalty forms part of a consent agreement (settlement) it has entered into with the Competition Commission. The Tribunal this morning confirmed the agreement as an order.
In terms of the agreement, Sonae Arauco South Africa admits that it engaged in price fixing which affected certain price increases and prices of specific wood-based commodity products sold to certain customers.
The company will pay the fine in six tranches over a three-year period and has also agreed to co-operate with the Commission in the further prosecution of the matter. It also undertakes to refrain from anti-competitive conduct in the future and will implement and monitor a competition law compliance programme.
Tribunal approves Mauritian entity’s acquisition of SMD Technologies
The Tribunal has unconditionally approved the transaction whereby Carlyle SMD Investment Mauritius Holding Company (Carlyle SMD) seeks to acquire SMD Technologies (Pty) Ltd.
This is a large merger in the national markets for (i) the manufacturing and supply of personal and commercial electronic and audio products and (ii) the wholesale supply of corporate branded promotional products.
The Carlyle Group is a global private equity, alternative asset management and financial services corporation. It specializes in corporate private equity, real assets, global credit, and investments. Of relevance to the proposed transaction are the activities of Amrod. Amrod is involved in the wholesale supply of corporate-branded promotional products such as electronics, gifts, headwear and clothing.
SMD manufactures and distributes high quality personal and commercial electronics, audio products, bags and luggage products. The electronics are supplied to the major electronic retailers. Even though the products are supplied under its own original brands, SMD does manufacture and brand products on before of third parties such as Musica.
In its assessment of the merger, the Commission concluded that the transaction is unlikely to substantially prevent or lessen competition in any relevant market. It also found that there were no public interest concerns.
Tribunal approves merger in markets forprovision of private equity funds/investments; production of renewable wind energy
In this transaction, Old Mutual Life Assurance Company (SA) Ltd (OMLACSA) -- acting in respect of and on behalf of the portfolio assets called the IDEAS Managed Fund (IDEAS Fund) – seeks to acquire African Infrastructure Investment Fund Trust (AIIF).
The Tribunal has approved the large merger without conditions. The Commission, in its assessment, found that there were no competition or public interest concerns.
OMLACSA is a wholly owned subsidiary of Old Mutual Emerging Markets (Pty) Ltd (OMEM) which is ultimately owned by Old Mutual Ltd (OM). IDEAS Fund is an infrastructure equity fund, managed by African Infrastructure Investment Managers (Pty) Ltd (AIIM). OMLACSA is a long-term insurer which also provides retirement fund administration services. The IDEAS Fund is an infrastructure equity fund (managed by AIIM) investing in economic infrastructure, social infrastructure and renewable energy infrastructure.
African Infrastructure Investment Fund Trust (AIIF) is a vesting trust. OMLACSA has participating interest in AIIF. AIIM is responsible for the management of the portfolio of assets of AIIF. AIIF owns and controls Umoya Energy (RF) (Pty) Ltd (Umoya) and has non-controlling minority interests in Trans African Concessions (Pty) Ltd and N3 Toll Concession (RF) (Pty) Ltd.
AIIF is a private equity infrastructure investment fund which invests predominantly in toll road assets and renewable energy. Umoya, which was set up to finance and establish the Hopefield Wind Farm Project, was selected as a preferred bidder in the Department of Energy’s Renewable Independent Power Producer Procurement Programme in December 2011.
Merger between Roos Holdings and Roossenekal Foods Investment Holdings approved unconditionally
This merger, between Roos Holdings (Pty) Ltd and Roossenekal Foods Investment Holdings (Pty) Ltd, raises no competition or public interest concerns and has been approved without conditions.
The acquiring firm is Roos Holdings, a local company incorporated specifically for the proposed transaction. The shareholders are Corvest 12 (Pty) Ltd, Iron Bridge Capital (Pty) Ltd, and management.
Roossenekal Foods Investment Holdings controls Roossenekal Foods and Roossenekal Two. Roos Foods and Roos Two are collectively referred to as “Roos Group” which operates KFC franchises in Limpopo, Mpumalanga, Northwest and Gauteng.
Tribunal approves transaction involving acquisition of Alberton and Ermelo Malls
The Tribunal has approved, without conditions, the proposed transaction wherein Enyuka Prop Holdings (Pty) Ltd (Enyuka Group) intends to acquire two letting enterprises known as Alberton Mall and Ermelo Mall from Redefine Properties Ltd (Redefine).
Enyuka Group is a property holding, investment and management group with a property portfolio comprising retail, residential and office properties in South Africa.
The target properties, Alberton Mall and Ermelo Mall, are located in Gauteng and Mpumalanga respectively. They are rentable retail properties.
The Commission, which assesses large mergers before referring such to the Tribunal for a final decision, concluded that the proposed transaction is unlikely to result in a substantial prevention or lessening of competition in any of the relevant markets. It also found that the merger does not raise any public interest concerns and recommended unconditional approval.
Issued by:
Gillian de Gouveia
Communications Officer
Tel: +27 (0) 12 394 1383
Cell: +27 (0) 82 410 1195
E-Mail: GillianD@comptrib.co.za
Twitter: @comptrib
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