BHP Steel Southern Africa (Pty) Ltd / BHP Minerals International Exploration Inc. / BHP World Exploration Inc. and Billiton SA Limited and Mine & Smelter Investments (Pty) Ltd (32/LM/Jun01) [2001] ZACT 24 (4 July 2001)

BHP Steel Southern Africa (Pty) Ltd / BHP Minerals International Exploration Inc. / BHP World Exploration Inc. and Billiton SA Limited and Mine & Smelter Investments (Pty) Ltd (32/LM/Jun01) [2001] ZACT 24 (4 July 2001)

The Tribunal found that there is no product overlap between the activities of BHP and Billiton in South Africa. BHP is involved in the sale of flat steel products for the automotive industry and imports coking coal, while Billiton produces stainless steel and steam coal for different markets. The coal products differ in type, use, customers, and markets, and BHP does not have any coal or steel production facilities in South Africa. The Tribunal agreed with the Commission that the merger would not result in a substantial lessening of competition in any relevant market. Regarding public interest, the Tribunal accepted the parties' assurances that there would be no adverse impact on...

Citation
[2001] ZACT 24
Parties
Applicant: BHP Steel Southern Africa (Pty) Ltd; Applicant: BHP Minerals International Exploration Inc.; Applicant: BHP World Exploration Inc.; Respondent: Billiton SA Limited; Respondent: Mine & Smelter Investments (Pty) Ltd
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
4 July 2001
Case Number
32/LM/Jun01
Procedural Posture
Large Merger / Merger Clearance
Outcome
Merger approved without conditions.
Judges
D.H.Lewis, M. Holden, U. Bhoola
Legal Topics
Large Merger Review, Substantial Lessening of Competition, Public Interest Considerations, Dual Listed Companies Structure
Competition Law Commercial and Corporate Large Merger Review Substantial Lessening of Competition Public Interest Considerations Dual Listed Companies Structure

Case Brief

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Parties

BHP Steel Southern Africa (Pty) Ltd

Applicant

BHP Minerals International Exploration Inc.

Applicant

BHP World Exploration Inc.

Applicant

Billiton SA Limited

Respondent

Mine & Smelter Investments (Pty) Ltd

Respondent

Procedural Posture

Large Merger / Merger Clearance

Legal Issues

  1. 1 Does the proposed merger result in a substantial lessening or prevention of competition in any relevant market within South Africa.
  2. 2 Is there any product overlap between the activities of the merging parties in the steel and coal sectors.
  3. 3 Are there any adverse public interest effects, particularly regarding employment, arising from the merger.

Ratio Decidendi

The Tribunal found that there is no product overlap between the activities of BHP and Billiton in South Africa. BHP is involved in the sale of flat steel products for the automotive industry and imports coking coal, while Billiton produces stainless steel and steam coal for different markets. The coal products differ in type, use, customers, and markets, and BHP does not have any coal or steel production facilities in South Africa. The Tribunal agreed with the Commission that the merger would not result in a substantial lessening of competition in any relevant market. Regarding public interest, the Tribunal accepted the parties' assurances that there would be no adverse impact on...

Court Disposition

Merger approved without conditions.

Orders

  • The merger between BHP Steel Southern Africa (Pty) Ltd, BHP Minerals International Exploration Inc., BHP World Exploration Inc., Billiton SA Limited, and Mine & Smelter Investments (Pty) Ltd is approved without conditions in terms of section 16(2)(a) of the Competition Act.