Total South Africa (Pty) Ltd v Gulfstream Energy (Pty) Ltd (LM1960ct17) [2018] ZACT 73 (8 March 2018)

Total South Africa (Pty) Ltd v Gulfstream Energy (Pty) Ltd (LM1960ct17) [2018] ZACT 73 (8 March 2018)

The Tribunal found that the proposed transaction would not substantially prevent or lessen competition in any relevant market. The combined market shares of the merging parties in both the commercial and retail segments for petrol and diesel distribution would remain below 15%, and there are numerous competitors in these markets. The vertical relationship between Total SA and Gulfstream does not raise input or customer foreclosure concerns, as Gulfstream is not a major customer and there are sufficient alternative suppliers. No public interest concerns, including employment effects, arise from the transaction. Accordingly, the Tribunal approved the transaction unconditionally.

Citation
[2018] ZACT 73
Parties
Applicant: Total South Africa (Pty) Ltd; Respondent: Gulfstream Energy (Pty) Ltd
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
8 March 2018
Case Number
LM1960ct17
Procedural Posture
Merger Control / Approval of Proposed Transaction
Outcome
The proposed transaction is approved unconditionally.
Judges
Andreas Wessels, Mondo Mazwai, Andiswa Ndoni
Legal Topics
Merger Control, Horizontal Overlap, Vertical Integration, Public Interest, Market Share Analysis
Competition Law Commercial and Corporate Merger Control Horizontal Overlap Vertical Integration Public Interest Market Share Analysis

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 2 Authorities cited 1 Party arguments 2 Amounts and remedies 4
Sign in to unlock

Parties

Total South Africa (Pty) Ltd

Applicant

Gulfstream Energy (Pty) Ltd

Respondent

Procedural Posture

Merger Control / Approval of Proposed Transaction

Legal Issues

  1. 1 Whether the proposed acquisition by Total South Africa (Pty) Ltd of a 30% stake in Gulfstream Energy (Pty) Ltd would substantially prevent or lessen competition in any relevant market.
  2. 2 Whether the transaction raises any public interest concerns under the Competition Act.

Ratio Decidendi

The Tribunal found that the proposed transaction would not substantially prevent or lessen competition in any relevant market. The combined market shares of the merging parties in both the commercial and retail segments for petrol and diesel distribution would remain below 15%, and there are numerous competitors in these markets. The vertical relationship between Total SA and Gulfstream does not raise input or customer foreclosure concerns, as Gulfstream is not a major customer and there are sufficient alternative suppliers. No public interest concerns, including employment effects, arise from the transaction. Accordingly, the Tribunal approved the transaction unconditionally.

Court Disposition

The proposed transaction is approved unconditionally.

Orders

  • The merger between Total South Africa (Pty) Ltd and Gulfstream Energy (Pty) Ltd is approved without conditions.