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Ultimo and CEA acquire properties, lease agreement
The Tribunal has conditionally approved the merger whereby Ultimo Properties (Pty) Ltd (“Ultimo”) and JD Consumer Electronics and Appliances (Pty) Ltd (“CEA”) will acquire multiple properties and one lease agreement i.e., part of the rental enterprises of Steinhoff Properties (Pty) Ltd (“Steinprop”), JD Group Property Holdings (Pty) Ltd (“JD Group”), Tanzanite Treasure Trading 7 (Pty) Ltd (“Tanzanite”), Showboat Trade and Invest 17 (Pty) Ltd (“Showboat”) and Copperzone 185 (Pty) Ltd (“Copperzone”).
The acquiring group is ultimately controlled by Steinhoff Investment Holdings N.V. and the target properties are controlled by Steinhoff Africa Property Services, which is also ultimately controlled by Steinhoff Investment Holdings N.V. The South African operations of the acquiring group include retail businesses.
The primary acquiring firms are Ultimo and CEA. Ultimo is owned by Ultimo Holdings (Pty) Ltd which is owned by Pep Investments (Pty) Ltd (Pep Investments). CEA is owned by Profurn (Pty) Ltd which is, in turn, owned by Pepkor Trading (Pty) Ltd (Pepkor). Pep Investments and Pepkor are ultimately controlled by Steinhoff Investment Holdings N.V.
The target firms are rental enterprises and the written lease agreement in respect of each property.
The transaction does not raise any competition concerns. However, due to public interest-related concerns, the transaction has been approved with conditions relating to employment.
Al Rayyan acquires shares in EGP Matimba NewCo 1
The Tribunal has approved, without conditions, the merger whereby Al Rayyan Holdings LLC (“Al Rayyan”) will acquire shares in Enel Green Power Matimba NewCo 1 s.r.l. (“EGP Matimba NewCo 1”) from ENEL Green Power S.p.A. (“EGP”). Post-merger, EGP Matimba NewCo 1 will be jointly controlled by Al Rayyan and EGP.
The transaction does not raise any competition or public interest concerns. Furthermore, the merger will have a positive impact on the promotion of a greater spread of ownership by increasing the levels of ownership by historically disadvantaged individuals.
Al Rayyan is a limited liability company incorporated in accordance with the laws of Qatar. It is wholly owned by Qatar Investment Authority (“QIA”), Qatar’s sovereign wealth fund. As a sovereign wealth fund, QIA invests in multiple assets including listed securities, property, alternative assets and private equity in all the major markets globally.
EGP Matimba NewCo 1 is a limited liability company to be incorporated under the laws of Italy. It is a wholly owned subsidiary of EGP which is, in turn, a wholly owned subsidiary of Enel S.p.A., an Italian utility publicly listed on the Milan Stock Exchange. Post-merger, EGP Matimba NewCo will hold EGP’s pre-existing 100% shareholding in Enel Green Power RSA Proprietary Limited (“EGP RSA”). EGP RSA is incorporated in accordance with the laws of the Republic of South Africa and wholly owns Enel Green Power RSA 2 (RF) (“EGP RSA 2”). EGP RSA 2 controls five R4 Project Companies which were awarded bids under round 4 (R4) of the Renewable Energy Independent Power Producer Procurement Programme (“REIPPPP”).
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