COMPETITION TRIBUNAL OF SOUTH AFRICA
Case No: 44/LM/Apr12
014969
In the matter between:
Redefine Properties Limited Acquiring firm
And
Amber Falcon Properties (Pty) Ltd Target Firm
in respect of 50% of the property letting
enterprise, known as Chris Hani Crossing
Panel : Norman Manoim (Presiding Member)
Andreas Wessels (Tribunal Member)
Medi Mokuena (Tribunal Member)
Heard on : 14 June 2012
Order issued on : 14 June 2012
Reasons issued on : 18 July 2012
Reasons for Decision
Approval
[1] On 14 June 2012 the Competition Tribunal (“Tribunal”) approved the
merger between Redefine Properties Limited and Amber Falcon
Properties (Pty) Ltd in respect of 50% of the property letting enterprise
known as Chris Hani Crossing. The reasons for approving the
proposed transaction follow below.
1
Parties to the transaction
[2] The primary acquiring firm is Redefine Properties Limited (“Redefine”),
involved in the retail, office, industrial and retail property sector in
South Africa.
[3] The primary target firm is Amber Falcon Properties (Pty) Ltd (“Amber
Falcon”), a developer and company with a strategy to invest in and
hold properties on a long-term basis. Amber Falcon holds a 50%
share in Chris Hani Crossing. Chris Hani Crossing is a minor regional
shopping centre located in Vosloorus, Gauteng. Chris Hani
Shareblock (Pty) Ltd (“Shareblock”) holds the other 50% interest in
Chris Hani Crossing. The controlling shareholder of the Shareblock is
the John McCormick Family Trust.1
Proposed transaction
[4] In terms of the proposed transaction, Redefine will acquire a 50%
undivided share in the property letting enterprise known as Chris Hani
Crossing from Amber Falcon.
[5] Upon implementation of the transaction, Redefine will acquire joint
control with the Shareblock over Chris Hani Crossing.
Rationale for the transaction
[6] Redefine sees the transaction as an opportunity to acquire a well-
located, appropriately sized, retail property.
[7] Amber Falcon does not want to carry on holding its investment in the
property as the development cost exceeded the initially planned cost.
Relevant markets and impact on competition
[8] There is an overlap present between the activities of the merging
parties as they are both involved in the provision of rentable retail
space in South Africa. However, the Commission found that there is
no geographical overlap between the merging parties, as Redefine
1 At the hearing we were told it was called McCormick Property Development CC.
2
does not own any shopping centres in and around the Vosloorus
area.
[9] The nearest Redefine shopping centre to this is Golden Walk Shopping
Centre, which is located in Germiston and approximately 20
kilometres from the target property.
[10] Furthermore, there are over 40 other retail shopping centres within a
25 kilometre radius of Chris Hani Crossing, enabling consumers and
tenants to substitute Chris Hani Crossing for one of the many other
centres.
Public interest
[11] The merging parties confirmed that there will be no adverse effect on
employment as a result of the proposed transaction 2. No other public
interest issues arise as a result of this transaction.
CONCLUSION
[12] Having regard to the facts above, we find that the proposed merger is
unlikely to substantially lessen or prevent competition in any relevant
markets, due to the various competitors and relatively low market
shares. Furthermore, the proposed transaction raises no adverse
public interest concerns. Accordingly, we approve the proposed
merger unconditionally.
____________________ 18 July 2012
NORMAN MANOIM DATE
Andreas Wessels and Medi Mokuena concurring.
Tribunal Researcher: Nicola Ilgner
For the merging parties: Vani Chetty Competition Law
For the Commission: Zanele Hadebe
2 See page 96 of the record.
3