Daimler Truck Holding AG v Part of the commercial vans business of Sandown Motor Holdings (Pty) Ltd (LM119Sep22) [2022] ZACT 91 (19 December 2022)

Daimler Truck Holding AG v Part of the commercial vans business of Sandown Motor Holdings (Pty) Ltd (LM119Sep22) [2022] ZACT 91 (19 December 2022)

The Tribunal found that the proposed transaction is an internal restructuring within the Mercedes-Benz Group, resulting in the separation of the commercial vans business from the cars business. There is no horizontal overlap, as the acquiring group operates at the manufacturing and wholesale level, while the target business operates at the retail level. The vertical relationship between the parties is pre-existing and will remain unchanged. The transaction does not alter the market structure or lead to any substantial prevention or lessening of competition. No public interest concerns were identified, as there will be no merger-specific retrenchments and no dilution of shareholding held...

Citation
[2022] ZACT 91
Parties
Applicant: Daimler Truck Holding AG; Respondent: Part of the commercial vans business of Sandown Motor Holdings (Pty) Ltd
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
19 December 2022
Case Number
LM119Sep22
Procedural Posture
Large Merger / Approval
Outcome
Merger unconditionally approved.
Judges
T Vilakazi, Y Carrim, S Goga
Legal Topics
Vertical Merger, Internal Restructuring, Public Interest, B Bbbee Compliance
Competition Law Commercial and Corporate Vertical Merger Internal Restructuring Public Interest B Bbbee Compliance

Case Brief

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Parties

Daimler Truck Holding AG

Applicant

Part of the commercial vans business of Sandown Motor Holdings (Pty) Ltd

Respondent

Procedural Posture

Large Merger / Approval

Legal Issues

  1. 1 Does the proposed transaction substantially prevent or lessen competition in any relevant market?
  2. 2 Does the transaction raise any public interest concerns, including employment and ownership by historically disadvantaged persons?
  3. 3 Is the transaction an internal restructuring requiring merger notification?

Ratio Decidendi

The Tribunal found that the proposed transaction is an internal restructuring within the Mercedes-Benz Group, resulting in the separation of the commercial vans business from the cars business. There is no horizontal overlap, as the acquiring group operates at the manufacturing and wholesale level, while the target business operates at the retail level. The vertical relationship between the parties is pre-existing and will remain unchanged. The transaction does not alter the market structure or lead to any substantial prevention or lessening of competition. No public interest concerns were identified, as there will be no merger-specific retrenchments and no dilution of shareholding held...

Court Disposition

Merger unconditionally approved.

Orders

  • The large merger between Daimler Truck Holding AG and part of the commercial vans business of Sandown Motor Holdings (Pty) Ltd is approved without conditions.