Joint Venture Firm to be Incorporated v New H Powertrain Holding S.L.U (LM091Sep23) [2023] ZACT 81 (5 December 2023)

Joint Venture Firm to be Incorporated v New H Powertrain Holding S.L.U (LM091Sep23) [2023] ZACT 81 (5 December 2023)

The Tribunal found that the proposed merger does not result in a substantial prevention or lessening of competition in any relevant market in South Africa, as neither the acquiring nor the target firm has business activities, assets, or employees in the country. The horizontal overlap in the powertrains business occurs outside South Africa, and there is no geographic overlap locally. The Tribunal also determined that the merger does not raise any negative public interest concerns, including employment or ownership by historically disadvantaged persons, as the parties have no physical presence or employees in South Africa. An ownership remedy is not feasible under these circumstances....

Citation
[2023] ZACT 81
Parties
Applicant: Joint Venture Firm to be incorporated; Respondent: New H Powertrain Holding S.L.U
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
5 December 2023
Case Number
LM091Sep23
Procedural Posture
Large Merger / Merger Approval
Outcome
Merger unconditionally approved.
Judges
L Mncube, I Valodia, G Budlender
Legal Topics
Large Merger Review, Horizontal Overlap, Public Interest Assessment, Ownership Spread, Employment Impact
Competition Law Commercial and Corporate Large Merger Review Horizontal Overlap Public Interest Assessment Ownership Spread Employment Impact

Case Brief

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Parties

Joint Venture Firm to be incorporated

Applicant

New H Powertrain Holding S.L.U

Respondent

Procedural Posture

Large Merger / Merger Approval

Legal Issues

  1. 1 Does the proposed merger result in a substantial prevention or lessening of competition in any relevant market?
  2. 2 Does the merger raise any negative public interest concerns, including employment and ownership by historically disadvantaged persons?
  3. 3 Is there a geographic overlap in the supply of powertrains in South Africa as a result of the merger?

Ratio Decidendi

The Tribunal found that the proposed merger does not result in a substantial prevention or lessening of competition in any relevant market in South Africa, as neither the acquiring nor the target firm has business activities, assets, or employees in the country. The horizontal overlap in the powertrains business occurs outside South Africa, and there is no geographic overlap locally. The Tribunal also determined that the merger does not raise any negative public interest concerns, including employment or ownership by historically disadvantaged persons, as the parties have no physical presence or employees in South Africa. An ownership remedy is not feasible under these circumstances....

Court Disposition

Merger unconditionally approved.

Orders

  • The proposed transaction is unconditionally approved by the Competition Tribunal.