Firefly Investments 319 Proprietary Limited v Murray and Roberts Infrastructure and Another (LM198Jan17) [2017] ZACT 37; [2017] 1 CPLR 263 (CT) (24 March 2017)

Firefly Investments 319 Proprietary Limited v Murray and Roberts Infrastructure and Another (LM198Jan17) [2017] ZACT 37; [2017] 1 CPLR 263 (CT) (24 March 2017)

The Tribunal found that the proposed merger between Firefly Investments and the Infrastructure and Building Platform of Murray and Roberts Limited does not result in any overlap in products or services and is unlikely to substantially prevent or lessen competition in any market. The restraint of trade clause,...

Source-derived case information.

Citation
[2017] ZACT 37
Parties
Applicant: Firefly Investments 319 Proprietary Limited; Respondent: Murray and Roberts Infrastructure and Building Platform of Murray and Roberts Limited; Respondent: Competition Commission
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
24 March 2017
Case Number
LM198Jan17
Procedural Posture
Large Merger Review / Merger Approval
Outcome
Merger approved unconditionally.
Judges
Norman Manoim, Enver Daniels, Andreas Wessels
Legal Topics
Large Merger Review, Restraint of Trade, Public Interest, Horizontal Restrictive Practices, Black Economic Empowerment
Competition Law Commercial and Corporate Large Merger Review Restraint of Trade Public Interest Horizontal Restrictive Practices Black Economic Empowerment

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Parties

Firefly Investments 319 Proprietary Limited

Applicant

Murray and Roberts Infrastructure and Building Platform of Murray and Roberts Limited

Respondent

Competition Commission

Respondent

Procedural Posture

Large Merger Review / Merger Approval

Legal Issues

  1. 1 Whether the proposed merger is likely to substantially prevent or lessen competition in any relevant market.
  2. 2 Whether the restraint of trade clause in the merger agreement is reasonable and justified.
  3. 3 Whether the transaction raises any public interest concerns, including employment and black economic empowerment.

Ratio Decidendi

The Tribunal found that the proposed merger between Firefly Investments and the Infrastructure and Building Platform of Murray and Roberts Limited does not result in any overlap in products or services and is unlikely to substantially prevent or lessen competition in any market. The restraint of trade clause, although longer than typical, was justified by the need to protect the investment, the long-term nature of construction projects, and the transition of branding. The transaction does not negatively affect employment and introduces a black-owned industrialist entity into the construction sector, which is a positive public interest outcome. Accordingly, the merger was approved...

Court Disposition

Merger approved unconditionally.

Orders

  • The large merger between Firefly Investments 319 Proprietary Limited and Murray and Roberts Infrastructure and Building Platform is approved without conditions.