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 GP1, 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
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