COMPETITION TRIBUNAL OF SOUTH AFRICA
Case No: 03/LM/Jan12
In the matter between:
Nampak Products Limited Acquiring Firm
And
Nampak Wiegand Glass (Pty) Ltd Target Firm
Panel : Andreas Wessels (Presiding Member)
Medi Mokuena (Tribunal Member)
Merle Holden (Tribunal Member)
Heard on : 22 February 2012
Order issued on : 22 February 2012
Reasons issued on : 27 February 2012
Reasons for Decision
Approval
[1] On 22 February 2012 the Competition Tribunal (“Tribunal”) approved
the merger between Nampak Products Limited and Nampak Wiegand
Glass (Pty) Ltd. The reasons for approving the proposed transaction
follow below.
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Parties to the transaction
[2] The primary acquiring firm is Nampak Products Limited (“Nampak
Products”), a wholly-owned subsidiary of publicly traded Nampak
Limited.
[3] Nampak Limited is a diversified packaging company manufacturing a
wide range of packaging products including metal, paper, plastic and
glass packaging products . However, its involvement in the
manufacturing of glass packaging products is limited to its investment
in Nampak Wiegand Glass (Pty) Ltd (“NWG”).
[4] The primary target firm is NWG, a joint venture owned in two equal
parts by Nampak Products (50%) and Wiegand-Glas SA (Pty) Ltd
(“Wiegand-Glas”) (50%). NWG holds no investment or shareholder
interest in any other firm.
[5] NWG manufactures a diverse range of returnable and non-returnable
glass containers to the beverage and food industries.
Proposed transaction
[6] In terms of the proposed transaction, Nampak Products intends to buy
out its current joint venture partner by acquiring from Wiegand-Glas its
50% interest in the issued share capital of NWG. Upon implementation
of the transaction, Nampak Products therefore will have a 100%
interest in and sole control over NWG.
Rationale for the transaction
[7] The rationale for the proposed merger is that the Nampak Group
considers glass manufacture as one of its core businesses, which it
would therefore like to expand.
Impact on competition
[8] There is no product overlap between the activities of the merging
parties since Nampak Limited’s involvement in the manufacturing of
glass packaging products is limited to its pre-merger interest in NWG.
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Therefore the proposed transaction does not affect competition in any
relevant market.
Public interest
[9] The merging parties confirmed that there will be no adverse effect on
employment as a result of the proposed transaction 1. No other public
interest issues arise as a result of this transaction.
CONCLUSION
[10] We conclude that the proposed transaction is unlikely to substantially
prevent or lessen competition in any relevant market. Furthermore, the
proposed transaction raises no public interest concerns. Accordingly,
we approve the proposed merger unconditionally.
____________________ 27 February 2012
ANDREAS WESSELS DATE
Medi Mokuena and Merle Holden concurring
Tribunal researcher: Nicola Ilgner
For the merging parties: Bowman Gilfillan
For the Commission: Mogalane Matsimela
1 See pages 8, 126 and 127 of the record.
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