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Merger Alert
Date of release: 4 November 2022
OUTCOME OF MERGERS DECIDED BY THE TRIBUNAL
Type of matter Parties involved Tribunal decision
Large merger Retail Logistics Fund (RF) (Pty) Ltd And Shoprite Checkers (Pty) Ltd in respect of the rental enterprises known as Canelands and Wells Estate Approved without conditions
Large merger Redefine Properties Ltd And VDMV Brackengate 2 (Pty) Ltd In Respect of a Share in the Property Letting Enterprise Known as Massmart Brackengate Approved without conditions
Large merger Masingita Property Investment Holdings (Pty) Ltd And Italite Investments (Pty) Ltd Approved without conditions
Large merger SPE Mid-Market Fund I Partnership (represented by the general partner, SPE Mid-Market Fund I General Partner Proprietary Limited) And K2022654763 (South Africa) Pty) Ltd Approved without conditions
Retail Logistics Fund (RF) (Pty) Ltd And Shoprite Checkers (Pty) Ltd
in respect of the rental enterprises known as Canelands and Wells Estate
 
The Tribunal has unconditionally approved the large merger whereby Retail Logistics Fund (RF) (Pty) Ltd (“Retail Logistics Fund”) intends to acquire rental enterprises known as Canelands and Wells Estate (the target properties) from Shoprite Checkers (Pty) Ltd (“Shoprite Checkers”).
 
Retail Logistics Fund is a joint venture between Equites Property Fund Limited (“Equites”) and Shoprite Checkers, established for the purpose of holding certain distribution warehouses and undeveloped bulk land used by Shoprite Checkers. Equites is a Real Estate Investment Trust (“REIT”) listed on the Johannesburg Stock Exchange (“JSE”). It focuses on owning and developing logistics properties which are let to A-grade tenants and is an owner and developer of logistics assets in South Africa and the United Kingdom.
 
Shoprite Checkers is a retailer of groceries, household items and small appliances in Africa. It is also a developer and owner of properties for its own use such as offices, warehouses and shopping malls. The target properties comprise rentable light industrial warehouse space together with the land on which they are located, in KwaZulu-Natal and the Eastern Cape respectively.   
 
Redefine Properties Ltd And VDMV Brackengate 2 (Pty) Ltd in respect of
a share in the property letting enterprise known as Massmart Brackengate
 
The Tribunal has unconditionally approved the merger wherein Redefine Properties Limited (“Redefine Properties”) intends to acquire a share in the property letting enterprise known as Massmart Brackengate from VDMV Brackengate 2 (Pty) Ltd (“VDMV Brackengate”). Following the implementation of the proposed transaction, Redefine Properties will acquire sole control over Massmart Brackengate.
 
Redefine Properties is a property loan stock company which currently holds REIT status and is listed on the JSE in the “diversified REITS” sector. Its property portfolio comprises office, retail, residential and industrial space throughout South Africa.
 
VDMV Brackengate is an investment property fund which forms part of the wider VDMV group, with a diversified investment, commercial and industrial property portfolio. The target property, Massmart Brackengate, is a light industrial property in the Western Cape comprising rentable light industrial space which includes grade A office space.
 
Masingita Property Investment Holdings (Pty) Ltd And
Italite Investments (Pty) Ltd
 
The Tribunal has unconditionally approved the large merger in terms of which Masingita Property Investment Holdings (Pty) Ltd (“Masingita Property Investment”) intends to acquire the entire issued share capital in Italite Investments (Pty) Ltd (“Italite Investments”) from Dawnfull Trading (Pty) Ltd (“Dawnfull Trading”). Upon the implementation of the proposed merger, Italite Investments will be solely controlled by Masingita Property Investment.
 
Masingita Property Investment is a property investment company. Relevant to the proposed transaction are its activities relating to the provision of rentable retail properties. Italite Investments is a property investment company.
 
SPE Mid-Market Fund I Partnership (represented by the general partner, SPE Mid-Market Fund I General Partner (Pty) Ltd) And
K2022654763 (South Africa) Pty) Ltd
 
The Tribunal has unconditionally approved the large merger whereby SPE Mid-Market Fund I Partnership (“SPE Fund”) represented by the general partner, SPE Mid-Market Fund I General Partner Pty Ltd (“SPE Fund General Partner”) intends to acquire K2022654763 (South Africa) (Pty) Ltd (‘’New HoldCo’’).
 
The acquiring group is a financial services group in South Africa with worldwide business interests. Its areas of expertise include long-term insurance, financial planning, retirement planning, trusts, wills, short-term insurance, asset management, risk management and capital market activities, investment services, lending services and wealth creation.
 
The target businesses provide integrated general and hazardous waste and environmental management solutions to commercial, industrial and retail clients in Gauteng. 
 
Issued by:

Gillian de Gouveia, Communications Officer
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
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Our mailing address is:
ctsa@comptrib.co.za

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