Merger Alert: Outcome of mergers decided by the Tribunal - 5 April 2024
The following Merger Alert is for information purposes only and is not binding on the Competition Tribunal or any member of the Tribunal
| Type of matter | Parties involved | Tribunal Decision |
| Large merger | Woolworths (Pty) Ltd and Absolute Pets (Pty) Ltd
| Approved with conditions |
| Large merger | ETG Inputs Holdco Ltd and certain assets of JPB Beleggings (Pty) Ltd | Approved with conditions |
Woolworths (Pty) Ltd and Absolute Pets (Pty) Ltd
The Competition Tribunal (“Tribunal”) has conditionally approved the proposed merger wherein Woolworths (Pty) Ltd (“Woolworths”) intends to acquire Absolute Pets (Pty) Ltd (“Absolute Pets”). Upon implementing the proposed transaction, Woolworths will solely control Absolute Pets.
The Tribunal has imposed public interest conditions on the proposed merger relating to expansion commitments, the greater spread of ownership and the development of historically disadvantaged persons (“HDPs”) and small and medium sized businesses (“SMEs”).
Woolworths operates retail stores throughout South Africa that sell clothing, food and general merchandise including pet food and products. Woolworths also has an online presence. Its pet offering comprises: dry and wet pet food; treats; accessories and toys; clothing and fashion; and hygiene, cleaning and grooming products such as shampoos, brushes, scissors, clippers and nail clippers used for grooming. Woolworths sells its own private label pet care brands.
Absolute Pets is a specialist pet products retailer with stores across South Africa and a broad range of pet products available online. Its offering comprises: dry and wet pet food; accessories and toys; hygiene and cleaning products; clothing and fashion; health and travel items; and services such as pet spa and grooming. Absolute Pets sells its own private label pet care brands as well as food and products from third-party suppliers.
ETG Inputs Holdco Ltd and certain assets of JPB Beleggings (Pty) Ltd
The Tribunal has approved, with conditions, the proposed merger wherein ETG Inputs Holdco Limited (“EIHL”) intends to purchase Consolidated Limeworks (Pty) Ltd (“Consolidated Limeworks”), which includes all of the assets of Nitrophoska (Pty) Ltd (“Nitrophoska”), from JPB Beleggings (Pty) Ltd (“JPB”).
The conditions imposed by the Tribunal on the proposed merger relate to spend on enterprise and supplier development, socio-economic development and skills development.
The primary acquiring firm is EIHL, a firm based in the United Arab Emirates. The acquiring group is active in the blending and distribution of fertilizers to the retail market (farmers) in South Africa and globally. The fertilizer is imported by the acquiring group and then blended and packaged for distribution in South Africa. The acquiring group is active in distributing both granular and liquid fertilizers.
The primary target business is the shares held by JPB in Consolidated Limeworks including all of the assets of Nitrophoska, a wholly owned subsidiary of Consolidated Limeworks.
Nitrophoska’s activities are of relevance to this transaction. Nitrophoska is a blender and distributor of a range of fertilizer products in South Africa. It largely blends and distributes granular fertilizers to farmers.
Issued by:
Gillian de Gouveia, Communications Manager
On behalf of the Competition Tribunal of South Africa
Cell: +27 (0) 82 410 1195
E-Mail: GillianD@comptrib.co.za
Twitter: @comptrib
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