Imperial Holdings Ltd and Imperial Group (Pty) Ltd v RTT Group (Pty) Ltd (89/LM/Oct12) [2012] ZACT 105; [2013] 1 CPLR 222 (CT) (20 December 2012)

Imperial Holdings Ltd and Imperial Group (Pty) Ltd v RTT Group (Pty) Ltd (89/LM/Oct12) [2012] ZACT 105; [2013] 1 CPLR 222 (CT) (20 December 2012)

The Tribunal found that the pharmaceutical logistics market is distinct from the general consumer logistics market due to regulatory requirements and specialist infrastructure. Imperial does not currently operate in the pharmaceutical logistics market and lacks the necessary licences and infrastructure. The only overlap between the parties is in the warehousing and distribution of FMCG and other consumer goods, where the increment to Imperial's market share is no more than 2%, which is insufficient to raise competition concerns. The vertical relationship between the parties is insignificant, as RTT Health does not currently procure significant services from Imperial. No significant public...

Citation
[2012] ZACT 105
Parties
Applicant: Imperial Holdings Ltd and Imperial Group (Pty) Ltd; Respondent: RTT Group (Pty) Ltd
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
20 December 2012
Case Number
89/LM/Oct12
Procedural Posture
Merger Application / Merger Approval
Outcome
Merger approved without conditions.
Judges
Norman Manoim, Yasmin Carrim, Andreas Wessels
Legal Topics
Merger Control, Market Definition, Horizontal Relationship, Vertical Relationship
Competition Law Commercial and Corporate Merger Control Market Definition Horizontal Relationship Vertical Relationship

Case Brief

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Parties

Imperial Holdings Ltd and Imperial Group (Pty) Ltd

Applicant

RTT Group (Pty) Ltd

Respondent

Procedural Posture

Merger Application / Merger Approval

Legal Issues

  1. 1 Whether the proposed merger between Imperial and RTT Health would substantially prevent or lessen competition in any relevant market.
  2. 2 Whether there is a horizontal overlap in the consumer logistics market and its impact on market share.
  3. 3 Whether the transaction raises any significant public interest concerns.

Ratio Decidendi

The Tribunal found that the pharmaceutical logistics market is distinct from the general consumer logistics market due to regulatory requirements and specialist infrastructure. Imperial does not currently operate in the pharmaceutical logistics market and lacks the necessary licences and infrastructure. The only overlap between the parties is in the warehousing and distribution of FMCG and other consumer goods, where the increment to Imperial's market share is no more than 2%, which is insufficient to raise competition concerns. The vertical relationship between the parties is insignificant, as RTT Health does not currently procure significant services from Imperial. No significant public...

Court Disposition

Merger approved without conditions.

Orders

  • The merger between Imperial Holdings Ltd, Imperial Group (Pty) Ltd, and RTT Health division from RTT Group (Pty) Ltd is approved without conditions.