Bid Industrial Holdings (Pty) Limited and G. Fox & Company (Pty) Limited (58/LM/Aug04) [2004] ZACT 64; [2004] 2 CPLR 275 (CT) (13 October 2004)

Bid Industrial Holdings (Pty) Limited and G. Fox & Company (Pty) Limited (58/LM/Aug04) [2004] ZACT 64; [2004] 2 CPLR 275 (CT) (13 October 2004)

The Tribunal found that the combined post-merger market shares of the parties in all relevant product categories were low and that there were numerous competitors capable of constraining the merged entity. The Commission's investigation confirmed that neither party was a significant customer of the other, and vertical integration would not result in foreclosure or anti-competitive self-dealing. Regarding public interest, the Tribunal accepted the parties' undertaking not to retrench unionised employees for 18 months post-merger, finding no evidence that the merger itself would result in retrenchments. The Tribunal concluded that the merger was unlikely to substantially lessen or prevent...

Citation
[2004] ZACT 64
Parties
Applicant: Bid Industrial Holdings (Pty) Limited; Respondent: G. Fox & Company (Pty) Limited
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
13 October 2004
Case Number
58/LM/Aug04
Procedural Posture
Large Merger Review / Merger Approval
Outcome
Merger approved unconditionally.
Judges
David Lewis, Norman Manoim, Thandi Orleyn
Legal Topics
Large Merger Review, Market Definition, Horizontal Analysis, Vertical Analysis, Public Interest, Employment Protection
Competition Law Commercial and Corporate Large Merger Review Market Definition Horizontal Analysis Vertical Analysis Public Interest Employment Protection

Case Brief

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Parties

Bid Industrial Holdings (Pty) Limited

Applicant

G. Fox & Company (Pty) Limited

Respondent

Procedural Posture

Large Merger Review / Merger Approval

Legal Issues

  1. 1 Whether the proposed merger between Bid Industrial Holdings and G. Fox & Company is likely to substantially lessen or prevent competition in the relevant markets.
  2. 2 Whether the merger raises any public interest concerns, particularly regarding employment and potential retrenchments.

Ratio Decidendi

The Tribunal found that the combined post-merger market shares of the parties in all relevant product categories were low and that there were numerous competitors capable of constraining the merged entity. The Commission's investigation confirmed that neither party was a significant customer of the other, and vertical integration would not result in foreclosure or anti-competitive self-dealing. Regarding public interest, the Tribunal accepted the parties' undertaking not to retrench unionised employees for 18 months post-merger, finding no evidence that the merger itself would result in retrenchments. The Tribunal concluded that the merger was unlikely to substantially lessen or prevent...

Court Disposition

Merger approved unconditionally.

Orders

  • The merger between Bid Industrial Holdings (Pty) Limited and G. Fox & Company (Pty) Limited is approved unconditionally.
  • No unionised employees shall be retrenched for a period of 18 months from the effective date as a result of the merger, except in unforeseen circumstances unrelated to the merger.