Purple Moss 25 (Pty) Ltd v FI Funding and Investments Holdco (Pty) Ltd (53/LM/May08) [2008] ZACT 80 (18 September 2008)

Purple Moss 25 (Pty) Ltd v FI Funding and Investments Holdco (Pty) Ltd (53/LM/May08) [2008] ZACT 80 (18 September 2008)

The Tribunal found that the acquiring firm, Purple Moss 25 (Pty) Ltd, is a special purpose vehicle with no prior trading history and was established solely to wind down the structured finance activities of FI Funding and its subsidiaries. FI Funding and its subsidiaries have not engaged in new business since 2005 and are only managing existing client structures. There is no overlap in the activities of the merging parties, and the transaction does not raise any competition concerns. Furthermore, the transaction does not give rise to any public interest issues. Accordingly, the merger was approved unconditionally.

Citation
[2008] ZACT 80
Parties
Applicant: Purple Moss 25 (Pty) Ltd; Respondent: FI Funding and Investments Holdco (Pty) Ltd
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
18 September 2008
Case Number
53/LM/May08
Procedural Posture
Merger Clearance / Decision on Unconditional Approval
Outcome
Merger approved unconditionally.
Judges
D Lewis, N Manoim, U Bhoola
Legal Topics
Merger Clearance, Management Buy Out, Structured Finance Market, Public Interest Assessment
Competition Law Commercial and Corporate Merger Clearance Management Buy Out Structured Finance Market Public Interest Assessment

Case Brief

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Parties

Purple Moss 25 (Pty) Ltd

Applicant

FI Funding and Investments Holdco (Pty) Ltd

Respondent

Procedural Posture

Merger Clearance / Decision on Unconditional Approval

Legal Issues

  1. 1 Whether the proposed merger between Purple Moss 25 (Pty) Ltd and FI Funding and Investments Holdco (Pty) Ltd raises competition concerns.
  2. 2 Whether the transaction gives rise to any public interest issues.

Ratio Decidendi

The Tribunal found that the acquiring firm, Purple Moss 25 (Pty) Ltd, is a special purpose vehicle with no prior trading history and was established solely to wind down the structured finance activities of FI Funding and its subsidiaries. FI Funding and its subsidiaries have not engaged in new business since 2005 and are only managing existing client structures. There is no overlap in the activities of the merging parties, and the transaction does not raise any competition concerns. Furthermore, the transaction does not give rise to any public interest issues. Accordingly, the merger was approved unconditionally.

Court Disposition

Merger approved unconditionally.

Orders

  • The merger between Purple Moss 25 (Pty) Ltd and FI Funding and Investments Holdco (Pty) Ltd is approved without conditions.