Lesaka Technologies (Pty) Ltd and Zero Research (Pty) Ltd

The Competition Tribunal (“Tribunal”) has unconditionally approved the merger that will see the fintech group, Lesaka Technologies (Pty) Ltd (“Lesaka”) acquire Zero Research (Pty) Ltd (“Zero Research”) and a stake in its subsidiary, the South African digital bank, Bank Zero Mutual Bank (“Bank Zero”). Upon the transaction’s completion, Lesaka will directly control Zero Research and indirectly control Bank Zero.

Lesaka is wholly owned by Lesaka Technologies Inc, a US-incorporated firm listed on both the Nasdaq and the JSE. The group provides financial technology products and services to underserved consumers and small businesses. In South Africa, it also provides low-cost financial services to underserviced and unbanked customers, including insurance, micro-loans and payment processing. The group does not provide banking services as it does not hold the requisite banking licence. However, through African Bank, it offers customers a basic transactional account through its EasyPay Everywhere (“EPE”) service.

Zero Research controls Bank Zero which was founded in 2018. It offers its customers retail and commercial banking services, including transactional and cash investment accounts. The bank is also able to hold deposits on behalf of EPE customers, a feature directly relevant to the merger.

Atlantic Group S.A. and  Société des Mines Tongon S.A.

The Tribunal has unconditionally approved the merger in which the Atlantic Group S.A. (“Atlantic Group”) will acquire sole control of Société des Mines Tongon S.A. (“Tongon SA”).

As part of the broader transaction, Atlantic Group will also acquire Barrick Gold Côte d’Ivoire S.A.R.L. (“BGCI”). However, because BGCI has no assets, revenue or operational footprint in South Africa, this element of the deal falls outside the country’s merger-notification thresholds.

The Atlantic Group does not control any firms in South Africa. It is a multisectoral group which operates across 15 countries in Côte d’Ivoire and Africa.

Tongon SA is currently controlled by Barrick Gold (Côte d’Ivoire) Ltd, ultimately owned by Barrick Mining Corporation, the multinational gold and copper producer listed on both the New York and Toronto stock exchanges. Tongon SA operates the Tongon gold mine in Côte d’Ivoire, producing gold doré. While it has no mining interests or operations in South Africa, nearly all of its gold output, aside from small quantities sold locally, is sold on its behalf by a third-party metal refinery based in Germiston, in South Africa’s East Rand region of Gauteng.

 SolarAfrica Energy (Pty) Ltd and Commercial Energy SA (RF) (Pty) Ltd

The Tribunal has unconditionally approved the merger in which SolarAfrica Energy (Pty) Ltd (“SolarAfrica”) will acquire full ownership of Commercial Energy SA (RF) (Pty) Ltd (“CESA”). CESA is jointly controlled by SolarAfrica and Evolution II Fund. After the transaction, CESA will be solely controlled by SolarAfrica.

The acquiring group supplies renewable solar energy to South Africa’s commercial and industrial sectors. It offers customers three main supply models:

  • Power purchase agreements (customers pay for energy they use while renting SolarAfrica’s system, with the option to buy the system at the end of the contract);
  • Rooftop rental (SolarAfrica leases rooftop space from commercial shopping centres to mount its systems. Property owners buy the solar energy generated); and
  • Direct sales (SolarAfrica sells solar systems outright to customers).

CESA and its subsidiaries operate as an investment holding and funding vehicle for SolarAfrica, with the option to acquire the solar energy projects as financier.

Growthpoint Healthcare Property Holdings (RF) Ltd and Brenthurst Retirement Holdings (Pty) Ltd

The Tribunal has unconditionally approved the merger in which Growthpoint Healthcare Property Holdings (RF) Limited (“GHPH”) will acquire Brenthurst Retirement Holdings (Pty) Ltd (“Brenthurst Holdings”) . Following the merger, Brenthurst Holdings will be owned and controlled by GHPH. The proposed transaction represents GHPH’s first investment into senior living communities.

GHPH is a specialist fund traditionally focused on healthcare property assets. Its investment mandate was recently amended to include senior living communities (as opposed to formal, licensed healthcare facilities).

Brenthurst Holdings is active as a developer, owner and operator of for-profit independent living and continuing care retirement communities (also known as a senior living operator). These communities are run under the Auria Senior Living brand, and include a range of independent residential, assisted living and care centre options for residents.

SPAR Group Ltd and 2nd Avenue Superspar and Tops 2nd Avenue; Witfield Superspar and Tops Witfield; The Square Superspar and Tops The Square; and Westwood Superspar and Tops Westwood

The Tribunal has unconditionally approved a merger that will see SPAR Group Ltd (“Spar Group”) take ownership of four SUPERSPAR supermarkets and their associated TOPS liquor outlets. The transaction covers:

  1. 2nd Avenue SUPERSPAR and TOPS 2nd Avenue;
  2. Witfield SUPERSPAR and TOPS Witfield;
  3. The Square SUPERSPAR and TOPS The Square; and
  4. Westwood SUPERSPAR and TOPS Westwood.

Once the merger is implemented, Spar Group will solely control the supermarkets. While the group is predominately active at the wholesale level (supplying grocery and liquor products to independent Spar-branded retail stores), it also controls a limited number of branded Spar retail stores itself.

The acquired stores are located in the Alberton and Boksburg areas, in Gauteng, where they operate as full-service grocery retailers under the SUPERSPAR brand. Each store offers a broad range of goods, from groceries to personal care items. Their linked TOPS outlets supply liquor products.