Investec Property Fund Ltd v Certain properties owned by various companies forming part of S Giuricich Holdings (Pty) Ltd (90/LM/Oct12) [2012] ZACT 98 (23 November 2012)

Investec Property Fund Ltd v Certain properties owned by various companies forming part of S Giuricich Holdings (Pty) Ltd (90/LM/Oct12) [2012] ZACT 98 (23 November 2012)

The Tribunal found that the twelve property acquisitions by Investec Property Fund Limited constituted a single notifiable merger due to their interdependence and common control by the Giuricich brothers. There was a horizontal overlap in the ownership of rentable retail properties, but no geographical overlap, as the properties are located far apart. The estimated market shares of the target properties in their respective nodes are all below 4.5%, and there are competing shopping centres within a 10 kilometre radius of each property, none owned by Investec. The Tribunal concluded that the transaction would not result in any market accretion or substantial prevention or lessening of...

Citation
[2012] ZACT 98
Parties
Applicant: Investec Property Fund Limited; Respondent: Certain properties owned by various companies forming part of S Giuricich Holdings (Pty) Ltd
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
23 November 2012
Case Number
90/LM/Oct12
Procedural Posture
Merger Application / Final Determination
Outcome
Merger approved unconditionally.
Judges
Norman Manoim, Andreas Wessels, Takalani Madima
Legal Topics
Merger Notification, Horizontal Overlap, Market Share Analysis, Public Interest, Unconditional Approval
Competition Law Commercial and Corporate Merger Notification Horizontal Overlap Market Share Analysis Public Interest Unconditional Approval

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Parties

Investec Property Fund Limited

Applicant

Certain properties owned by various companies forming part of S Giuricich Holdings (Pty) Ltd

Respondent

Procedural Posture

Merger Application / Final Determination

Legal Issues

  1. 1 Whether the acquisition of twelve retail properties by Investec Property Fund Limited constitutes a single notifiable merger transaction under the Competition Act.
  2. 2 Whether the proposed transaction is likely to substantially prevent or lessen competition in any relevant market.
  3. 3 Whether any public interest concerns arise from the proposed transaction.

Ratio Decidendi

The Tribunal found that the twelve property acquisitions by Investec Property Fund Limited constituted a single notifiable merger due to their interdependence and common control by the Giuricich brothers. There was a horizontal overlap in the ownership of rentable retail properties, but no geographical overlap, as the properties are located far apart. The estimated market shares of the target properties in their respective nodes are all below 4.5%, and there are competing shopping centres within a 10 kilometre radius of each property, none owned by Investec. The Tribunal concluded that the transaction would not result in any market accretion or substantial prevention or lessening of...

Court Disposition

Merger approved unconditionally.

Orders

  • The merger between Investec Property Fund Limited and the twelve retail properties owned by companies forming part of S Giuricich Holdings (Pty) Ltd is approved unconditionally.