Emerging African And Lisaline Invest

The judgment

The court's own file

competitiontribunal SourTH AFRICA COMPETITION TRIBUNAL OF SOUTH AFRICA Case No: LM1240ct19. In the matter between Emerging African Property Partners (Pty) Ltd Primary Acquiring Firm And Lisaline Investment Holdings (Pty) Ltd Primary Target Firm Panel : Mr E Daniels (Presiding Member) : Ms Y Carrim (Tribunal Member) : Ms A Ndoni (Tribunal Member) Heard on : 11 December 2019 Order Issued on :- 11 December 2019 Reasons Issued on : 10 January 2020 REASONS FOR DECISION Approval

[1]On 11 December 2019, the Tribunal unconditionally approved the proposed transaction in terms of which Emerging African Property Partners (Pty) Ltd (EAPP) is acquiring control over Lisaline Investment Holdings (Pty) Ltd (Lisaline Holdings).

[2]The reasons for the approval of the proposed transaction follow. Parties to the transaction B) | | the mandate of investing in: sale and leaseback transactions where the focus iis.

[5]ie] The primary acquiringfirm, EAPP iis a new ‘company that was established with ; on industrial properties. EAPPis Jointly controlled by the Government Employee oe Pension Fund (GEPF), and Emerging ‘African Property Holdings (Pty) Ltd 7 ~ (EAPH). Apart from. EAPP, GEPF holds interests in several property firms. EAHP. also. controls several property firms. _GEPF, EAHP, and all the firms they directly and indirectly control will be _ collectively referred to. as the ‘ ‘Acquiring. group”. Of relevance for. merger ‘assessment iis the Acquiring group’s industrial property interests, through the GEPF, iin Gauteng ¢and KwaZulu:Natal. - The primary target firm, Lisaline| Holdings iis wholly owned by Enigma Property — (Pty) Ltd (Enigma Property). Pre-merger, Lisaline Holdings and Enigma Property jointly control Lisaline (Pty): Lid (Lisaline). As a preliminary step of the - : proposed transaction, Lisaline Holdings will acquire sole control of Lisaline from Enigma Property. Lisaline’s sole activity is owning a large light industrial property known as - Portion 772 of the farm ‘Klipfontein ‘(target property) which: is situated in Boksburg. The target property has a GLA of 38 874m? and comprises ofalarge — warehouse with an auxiliary office block, workshop, dining: and ablution building. Proposed transaction and rationale [7]-EAPP intends to acquire 90% of the issued shares in and loan claim against Lisaline. Holdings from Enigma Properly. Post-merger, EAPP will acquire sole control of Lisaline Holdings. Impact on competition, oo The. Commission\ considered the activities of the merging partes and found a. product overlap because both the merging parties are active in the provision of rentable light industrial property. The Commission. however, concluded that the ae proposed transaction does not present a geographic overlap because the : ee : Acquiring group’§ industrial property iis located approximately 53km away from : the target property. In view of the: above, the Commission concluded that the SS proposed transaction iis unlikely to resultina substantial prevention or lessening : of competition. We fi nd no. reason to disagree with the Commission. - Public interest [9],There isa pro-public interest benefit resulting from the proposed transaction. Thisis because a black owned women-“empowerment property company will be partnering with the. GEPF.' Lastly, no public interest. concerns arise asa | result of the proposed transaction. . Conclusion oe (10), In light of the above, we concluded that the proposed transaction. is unlikely to.” substantially prevent or lessen competition in any‘relevant market. In addition, | ‘no public interest iissues arise from the proposed transaction. Accordingly, we. approved the proposed transaction unconditionally. | Bhutl cone 10 January 2020 Ms) Trib For For r Enver Daniels Oa ee Date Y Carrim and A Ndoni concurring. unal Case Manager a : Kgothatso Kgobe _ | | | the Merging Parties + A Aukema and D Mogapi of Cliffe Dekker Hofmyer the Commission : -Y Okharedia and W Gumbie * a4 Pages 4 and 5 of the Hearing Transcript.