Merger Alert
Date of release: 2 June 2023
OUTCOME OF MERGERS DECIDED BY THE TRIBUNAL - 2 JUNE 2023
Type of
matter Parties involved Tribunal
decision
Large
merger Clicks Investments (Pty) Ltd And Sorbet Holdings (Pty) Ltd Approved with
conditions
Large
merger
K2023645019 (South Africa) (Pty) Ltd, a SPV Controlled by
RMB Ventures Eight (Pty) Ltd and Bopa Moruo Fund 2 (Pty)
Ltd, And Aurex Holdings (RF) (Pty) Ltd
Approved with
conditions
Clicks Investments (Pty) Ltd And Sorbet Holdings (Pty) Ltd
The Tribunal has conditionally approved the proposed merger whereby Clicks
Investments (Pty) Ltd (“Clicks Investments”) intends to acquire Sorbet Holdings
(Pty) Ltd (“Sorbet Holdings”). The Tribunal has approved the transaction subject
to conditions that relate to: promoting a greater spread of ownership by
historically disadvantaged persons (“HDPs”) and small and medium sized
businesses (“SMMEs”); localisation; and training.
The Clicks Group conducts several activities. Its activities as a retailer of
healthcare, beauty and toiletry products are of relevance to this transaction.
The Sorbet group sells a variety of skin care and cosmetics products through
standalone Sorbet salons (including retail spaces) nationwide. It is a franchisor
of the Sorbet brand and enters into franchise agreements with third party
operators, being franchisees, in terms of which these individual franchisees are
licensed to operate a beauty salon, nail bar and/or professional skin care retail
outlet under the name “Sorbet”.
K2023645019 (South Africa) (Pty) Ltd, a SPV Controlled by RMB Ventures
Eight (Pty) Ltd and Bopa Moruo Fund 2 (Pty) Ltd, And Aurex Holdings
(RF) (Pty) Ltd
The Tribunal has conditionally approved the proposed merger in terms of which
RMB Ventures Eight (Pty) Ltd (“RMBV”) and Bopa Moruo Fund 2 (Pty) Ltd (“Bopa
Moruo”) intend to acquire a controlling minority interest in Aurex Holdings (RF)
(Pty) Ltd (“Aurex”) through a special purpose vehicle, K2023645019 (South
Africa) (Pty) Ltd (the SPV”).
The Tribunal has imposed conditions on the proposed transaction which relate
to the establishment of an employee share ownership programme (“ESOP”).
The SPV is the primary acquiring firm and does not control any other firm. It is
controlled by RMBV and Bopa Moruo. RMBV is ultimately controlled by
FirstRand Limited, a public company listed on the Johannesburg Stock
Exchange. The Bopa Moruo Group comprises private equity firms and Aurex is
an investment holding company.
Issued by:
Gillian de Gouveia, Communications Manager
On behalf of the Competition Tribunal of South Africa
Tel: +27 (0) 12 394 1383
Cell: +27 (0) 82 410 1195
E-Mail: GillianD@comptrib.co.za
Twitter: @comptrib