The Tribunal has approved, without conditions, the proposed large merger whereby Kagiso Capital (RF) (Pty) Ltd (“Kagiso Capital”) will acquire EMSS Consulting (Pty) Ltd t/a Alphawave Holdings (“EMSS”). Post-merger, Kagiso Capital will exercise joint control over EMSS.
 
Kagiso Capital, an investment company, controls several firms in the education, healthcare, financial services and logistics sectors. It also manages investments. EMSS, a private equity investment company, invests in unlisted firms in the technology, electronics and software sectors.
 
In its assessment, Tribunal concurred with the Competition Commission (“the Commission”) that the transaction results in a horizontal overlap as the merger parties are active in the private equity investment market in South Africa. However, given the merger parties’ minimal market shares, the Commission was of the view that the proposed transaction will not result in any unilateral effects. The transaction did not raise any employment or any other public interest concerns.

Tribunal approves large merger in the market for the provision of
rentable light industrial property

The Tribunal has unconditionally approved the proposed large merger whereby Emerging Africa Property Partners (Pty) Ltd (“EAPP”) will acquire control over Enigma Empowerment Fund 1 (Pty) Ltd (“EEF1”) and Enigma Empowerment Fund 2 (Pty) Ltd (“EEF2”). Post-merger, EAPP will have sole control over EEF1 and EEF2 and the properties owned by them, respectively.
 
This transaction, according to the merger parties, constitutes the second phase of a transaction. The first phase – an intermediate merger – was unconditionally approved by the Commission in October 2020. The Commission was of the view that these transactions constitute two separate transactions whereby Phase 1 was an intermediate merger and the current transaction, a large merger. 
 
EAPP is a private company, ultimately controlled by the Government Employee Pension Fund (“GEPF”) and Emerging African Property Holdings (Pty) Ltd (“EAPH”). It invests in sale and leaseback transactions where the focus is on industrial and big box retail warehousing properties with triple net leases. Sale and leaseback transactions occur when the owner sells the property, then leases it back from the new owner. Triple net leases occur where the tenant agrees to pay all the expenses of the property including real estate taxes, building insurance and maintenance.
 
EEF1 and EEF2 each own Camperdown Real Estate 1 (Pty) Ltd (“CRE1”) and Camperdown Real Estate 2 (“CRE2”) respectively. The light industrial properties owned by CRE1 and CRE2 are adjacent to each other and are located in KwaZulu-Natal.
 
In its assessment of the proposed large merger, the Tribunal concluded that the transaction is unlikely to substantially prevent or lessen competition in any market. Further, it found that the transaction does not raise any public interest concerns.