Infinity Renewable Energy B.V. v Actis Sky B.V. and Lekela Power B.V (LM128Oct22) [2022] ZACT 55 (21 November 2022)

Infinity Renewable Energy B.V. v Actis Sky B.V. and Lekela Power B.V (LM128Oct22) [2022] ZACT 55 (21 November 2022)

The Tribunal found that the proposed merger is a single indivisible transaction involving the acquisition of sole control over Lekela Power by Infinity Renewable. The relevant market was defined as the national market for the generation of electricity using onshore wind technology. As the acquiring group does not operate in South Africa, there is no horizontal or geographic overlap. The merger will not result in a substantial prevention or lessening of competition. No negative public interest effects, including employment or HDP ownership, were identified. The transaction is a change in foreign ownership and does not affect B-BBEE shareholding in South African project companies. No third...

Citation
[2022] ZACT 55
Parties
Applicant: Infinity Renewable Energy B.V.; Respondent: Actis Sky B.V.; Respondent: Lekela Power B.V.
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
21 November 2022
Case Number
LM128Oct22
Procedural Posture
Merger Application / Decision on Approval
Outcome
Merger approved unconditionally.
Judges
Y Carrim, F Tregenna, S Goga
Legal Topics
Large Merger, Renewable Energy Market, Public Interest Assessment, Horizontal Overlap, Employment Impact
Competition Law Commercial and Corporate Large Merger Renewable Energy Market Public Interest Assessment Horizontal Overlap Employment Impact

Case Brief

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Parties

Infinity Renewable Energy B.V.

Applicant

Actis Sky B.V.

Respondent

Lekela Power B.V.

Respondent

Procedural Posture

Merger Application / Decision on Approval

Legal Issues

  1. 1 Whether the proposed merger will substantially prevent or lessen competition in the national market for the generation of electricity using onshore wind technology.
  2. 2 Whether the merger raises any public interest concerns, including employment and HDP ownership.
  3. 3 Whether the transaction constitutes a single indivisible transaction for competition assessment purposes.

Ratio Decidendi

The Tribunal found that the proposed merger is a single indivisible transaction involving the acquisition of sole control over Lekela Power by Infinity Renewable. The relevant market was defined as the national market for the generation of electricity using onshore wind technology. As the acquiring group does not operate in South Africa, there is no horizontal or geographic overlap. The merger will not result in a substantial prevention or lessening of competition. No negative public interest effects, including employment or HDP ownership, were identified. The transaction is a change in foreign ownership and does not affect B-BBEE shareholding in South African project companies. No third...

Court Disposition

Merger approved unconditionally.

Orders

  • The large merger between Infinity Renewable Energy B.V. and Actis Sky B.V. and Lekela Power B.V. is approved without conditions.
  • No retrenchments or changes to employment terms are required as a result of the merger.