Old Mutual And Actom

The judgment

The court's own file

competitiontribunal SOUTH AFRICA Notice CT 10 About this Notice This notice is issued in terms of section 16 of the Competition Act. You may appeal against this decision to the Competition Appeal Court within 20 business days. Contacting the Tribunal The Competition Tribunal Private Bag X24 Sunnyside Pretoria 0132 Republic of South Africa tel: 27 12 394 3300 fax: 27 12 394 0169 e-mail: ctsa@comptrib.co.za Merger Clearance Certificate Date : 25 May 2021 To : Webber Wentzel Attorneys Case Number: LM212Mar21 Old Mutual Alternative Investments (Pty) Ltd And ACTOM Investment Holdings (Pty) Ltd You applied to the Competition Commission on 17 March 2021 for merger approval in accordance with Chapter 3 of the Competition Act. Your merger was referred to the Competition Tribunal in terms of section 14A of the Act, or was the subject of a Request for consideration by the Tribunal in terms of section 16(1) of the Act. After reviewing all relevant information, and the recommendation or decision of the Competition Commission, the Competition Tribunal approves the merger in terms of section 16(2) of the Act, for the reasons set out in the Reasons for Decision. This approval is subject to: ~ no conditions. D the conditions listed on the attached sheet. The Competition Tribunal has the authority in terms of section 16(3) of the Competition Act to revoke this approval if a) it was granted on the basis of incorrect information for which a party to the merger was responsible. b) the approval was obtained by deceit. c) a firm concerned has breached an obligation attached to this approval. The Registrar, Competition Tribunal This form is prescribed by the Minister of Trade and Industry in terms of section 27 (2) of the Competition Act 1998 (Act No. 89 of 1998). competitiontribunal SOUTH AFRICA COMPETITION TRIBUNAL OF SOUTH AFRICA Case No.: LM212Mar21 In the matter between: Old Mutual Alternative Investments (Pty) Ltd Primary Acquiring Firm And ACTOM Investment Holdings (Pty) Ltd Panel: Heard on: Order Issued on: Reasons Issued on: E Daniels (Presiding Member) Y Carrim (Tribunal Panel Member) A Ndoni (Tribunal Panel Member) 25 May 2021 25 May 2021 25 May 2021 ORDER Primary Target Firm Further to the recommendation of the Competition Commission in terms of section 14A( 1 )(b) of the Competition Act, 1998 ("the Act") the Competition Tribunal orders that- 1 . the merger between the abovementioned parties be approved in terms of section 16(2)(a) of the Act; and 2. a Merger Clearance Certificate be issued in terms of Competition Tribunal Rule 35(5)(a). Presiding Member Mr Enver Daniels Concurring: Ms Yasmin Carrim and Ms Andiswa Ndoni 25 May 2021 Date competitiontribunal In the matter between: Old Mutual Alternative Investments (Pty) Ltd And ACTOM Investment Holdings (Pty) Ltd SOUTH AFRICA REASONS FOR DECISION Unconditional approval Case no: LM212Mar21 Primary Acquiring Firm Primary Target Firm

[1]On 25 May 2021, the Competition Tribunal ("Tribunal") unconditionally approved the proposed transaction in terms of which Old Mutual Alternative Investments (Pty) Ltd ("OMAI"), through its subsidiary OMPE V GP 1 , intends to acquire 34.34% of the issued shares of ACTOM Investment Holdings (Pty) Ltd ("ACTOM"). Post-merger, OMAI, by virtue of Old Mutual Life Assurance's current minority shareholding in ACTOM, will control the majority of the voting rights in ACTOM, thus acquiring indirect control over ACTOM.

[2]The acquiring firm is OMAI, which is ultimately controlled by Old Mutual Limited ("OML"). OML is not controlled by any individual shareholder. OMAI, the firms it controls, the firms that control it and all its sister companies are referred to as the "Old Mutual Group". Old Mutual Group is a diversified African services group that offers a broad range of financial solutions and is the ultimate holding company for several subsidiaries operating across various lines of businesses in the financial services industry, namely life assurance products, short-term 1 Which forms part of the Old Mutual Private equity division. 1 insurance, savings, property, asset management, banking and lending among others.

[3]The target firm is ACTOM, a company that controls firms that operate in the manufacture, supply, distribution, installation and repair of a wide range of electrical equipment used in the power generation and industrial segments in South Africa. ACTOM and the firms it controls will be referred to as the "ACTOM Group".

[4]There is no horizontal overlap between the activities of the merger parties because they operate in different industries. However, the Commission found that the proposed transaction presents a vertical overlap because ACTOM Group procures (i) trade credit insurance; (ii) guarantee insurance from Old Mutual Group, and also (iii) procures pension administration services from a competitor of the Old Mutual Group

[5]The Commission found that these overlaps will not result in anticompetitive vertical effects because Old Mutual Group will not have the ability nor incentive to engage in foreclosure strategies in the three identified market segments. The Commission concluded that the proposed transaction is unlikely to result in a significant prevention or lessening of competition in any market in South Africa.

[6]The proposed transaction does not give rise to any public interest concerns.

[7]In light of the above, the proposed transaction was approved unconditionally. 25 May 2021 Mr Enver Daniels Date Ms Andiswa Ndoni and Ms Yasmin Carrim concurring. Tribunal Case Manager : Kgothatso Kgobe For the Merging Parties : A Liebenberg of Webber Wentzel For the Commission : Y Okharedia 2