comp etitiontribunal
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COMPETITION TRIBUNAL OF SOUTH AFRICA
Case No: LM219Feb17
In the matter between:
GOVERNMENT EMPLOYEES PENSION FUND Primary Acquiring Firms
AND COMPENSATION FUND DULY REPRESENTED
BY PUBLIC INVESTMENT CORPORATION SOC LIMITED
and
LA CRUSHERS PROPRIETARY LIMITED Primary Target Firm
Panel
Heard on
Order Issued on
Reasons Issued on
Approval
: Andiswa Ndoni (Presiding Member)
: Medi Mokuena (Tribunal Member)
: Fiona Tregenna (Tribunal Member)
: 03 May 2017
: 03 May 2017
: 02 June 2017
Reasons for Decision
[1 J On 03 May 2017, the Competition Tribunal ("Tribunal") approved the proposed
transaction involving Government Employees Pension Fund and Compensation Fund
duly represented by Public Investment Corporation SOC Limited and LA Crushers
(Pty) Ltd.
[2) The reasons for approving the proposed transaction follow.
Parties to proposed transaction
Primary acquiring firm
[3] The primary acquiring firms are the Government Employees Pension Fund ("GEPF")
and Compensation Fund ("CF") duly represented by Public Investment Corporation
SOC Limited ("PIC").1
[4] The GEPF is a juristic person established by section 2 of the Government Employees
Pension Law, No 21 of 1996.
[5] The GEPF has interest in various asset classes including equities, fixed interest
instruments, money market instruments, and unlisted investments, properties,
including office and retail, industrial and residential property and lsibaya Fund.
[6] The CF is controlled by its Boards established by section 10 of the Compensation for
Occupational injuries and Diseases Act, 130 of 1993 ("COIDA") and in terms of section
12 of COIDA.
Primary target firm
[7] The primary target firm is LA Crushers (Pty) Ltd ("LA Crushers"), a company
incorporated in accordance with the laws of the Republic of South Africa. LA Crushers
is not controlled by any firm. LA Crushers does not control any firm.
Proposed transaction
[8] The PIC will acquire controlling shares in LA Crushers in its capacity as an agent of
the GEPF and CF.
[9] In terms of the proposed transaction, the PIC intends to increase its shareholding in
LA Crushers from 13% to 88% on behalf of the GEPF and the CF. Upon
implementation of the proposed transaction , the GEPF will own 44% of the issued
shareholding in LA Crushers and the CF will also own 44% of the issues shareholding
in LA Crushers. The PIC will control LA Crushers in its capacity as an agent of GEPF
and CF.
1 The PIC acts as a fund manager to the GEPF.
2
Impact on competition
(1 OJ The PIC is acting in its capacity as the duly authorised representative of the GEPF and
the CF which invest in various classes of assets including equities, property and fixed
income which the PIC has been appointed to manage. The PIC is a financial service
provider and is the only asset manager that serves South Africa's public sector. It is an
investment management company wholly owned by the South African Government. 2
LA Crushers is a load and haul materials handling service provider. The company's
service and product offerings comprise mining load and load and haul, civil and
earthworks, materials handling, crushing and screening, magnetite handling, ready mix
production and mining rehabilitation. LA Crushers operates in Phalaborwa, in the
Limpopo Province.
(11] The Competition Commission ("Commission") considered the activities of the merging
parties and found there is no overlap, as the PIC does not have controlling interest in
firms that are involved in the load and haul materials handling service.
(12] Therefore, the Commission concluded that the proposed transaction is unlikely to
substantially prevent or lessen competition in any relevant market in South Africa. We
concur with the Commission's conclusion.
Public interest
(13] The merging parties confirmed that the proposed transaction will not have an adverse
effect on employment in South Africa.
(14] Furthermore, the proposed transaction does not raise any other public interest
concerns.
Conclusion
(15] In light of the above, we conclude that the proposed transaction is unlikely to
substantially prevent or lessen competition in any relevant market. In addition, no
2 Please see para 17-18 page 11 of the CC recommendation. Please see para 3.1.1 -3.1.4 pages 50 and 51 of
Competition Report
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public interest issues arise from the proposed transaction . Accordingly, we approve
the proposed transaction unconditionally.
~~
MsAndiswiN<foni
02 June 2017
DATE
Mrs Medi Mokuena and Prof Fiona Tregenna concurring
Tribuna l Case Manager:
For the merging parties:
For the Commission :
Busisiwe Masina
Kitso Tlhabanelo and Albert Aukema of Cliffe Dekker
Hofmeyr Inc
Zintle Siyo
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