Sibanye Rustenburg Platinum Mines Proprietary Limited v The 50% participation interested in the PGM Mining operations constituted by the Kroondal and Marikana 'Pooling and Sharing Arrangements' held by Rustenburg Platinum Mines Limited (LM039May22) [2022] ZACT 30 (25 July 2022)

Sibanye Rustenburg Platinum Mines Proprietary Limited v The 50% participation interested in the PGM Mining operations constituted by the Kroondal and Marikana 'Pooling and Sharing Arrangements' held by Rustenburg Platinum Mines Limited (LM039May22) [2022] ZACT 30 (25 July 2022)

The Tribunal found that the proposed merger would not substantially prevent or lessen competition in any relevant market. The merged entity would continue to face competition from significant local and global players. No third parties raised concerns regarding the transaction. The Tribunal accepted the parties' submissions that the transaction would not result in retrenchments and would have a positive impact on employment by extending the life of the Kroondal Operations, thereby saving over 2,500 jobs. The transaction does not affect the spread of ownership within the seller group, and B-BBEE shareholding in the acquiring firm remains unchanged. Accordingly, the Tribunal approved the...

Citation
[2022] ZACT 30
Parties
Applicant: Sibanye Rustenburg Platinum Mines Proprietary Limited; Respondent: Rustenburg Platinum Mines Limited
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
25 July 2022
Case Number
LM039May22
Procedural Posture
Large Merger Application / Approval and Reasons
Outcome
Merger approved unconditionally.
Judges
Imraan I. Valodia, Andiswa Ndoni, Fiona Tregenna
Legal Topics
Large Merger Review, Public Interest Employment, Market Definition, Horizontal Overlap, B Bbbee Shareholding
Competition Law Commercial and Corporate Large Merger Review Public Interest Employment Market Definition Horizontal Overlap B Bbbee Shareholding

Case Brief

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Parties

Sibanye Rustenburg Platinum Mines Proprietary Limited

Applicant

Rustenburg Platinum Mines Limited

Respondent

Procedural Posture

Large Merger Application / Approval and Reasons

Legal Issues

  1. 1 Whether the proposed merger will substantially prevent or lessen competition in any relevant market.
  2. 2 Whether the transaction will have a negative impact on employment in South Africa.
  3. 3 Whether the transaction will affect the spread of ownership, including B-BBEE and HDP interests.

Ratio Decidendi

The Tribunal found that the proposed merger would not substantially prevent or lessen competition in any relevant market. The merged entity would continue to face competition from significant local and global players. No third parties raised concerns regarding the transaction. The Tribunal accepted the parties' submissions that the transaction would not result in retrenchments and would have a positive impact on employment by extending the life of the Kroondal Operations, thereby saving over 2,500 jobs. The transaction does not affect the spread of ownership within the seller group, and B-BBEE shareholding in the acquiring firm remains unchanged. Accordingly, the Tribunal approved the...

Court Disposition

Merger approved unconditionally.

Orders

  • The large merger between Sibanye Rustenburg Platinum Mines Proprietary Limited and the 50% participation interest in the PGM Mining operations held by Rustenburg Platinum Mines Limited is approved unconditionally.
  • No conditions are imposed on the approval.