The Competition Commission of South Africa (CCSA) held its ordinary meeting on Tuesday, 18 November 2025, to review and take decisions on matters brought before the Commission by members of the public and corporate applicants, in terms of the Competition Act (89 of 1998) as amended. These matters include but are not limited to complaints, mergers, and acquisitions.

  1. MERGERS AND ACQUISITIONS

1.1 Dorstfontein Coal Mines Proprietary Limited (“DCM”)/ The business of Bochabelo Mining Proprietary Limited (“Bochabelo”) and SBS Mining Proprietary Limited (“SBS”) (collectively, the “Target Businesses”)

The Commission has recommended that the Competition Tribunal (“Tribunal”) approves the proposed transaction whereby DCM intends to acquire the Target Businesses, with conditions.

The primary acquiring firm is DCM. DCM is ultimately owned and controlled by Overlooked Colliery Proprietary Limited. DCM, its controllers, and their subsidiaries will collectively be referred to as the “Acquiring Group”.

The Acquiring Group owns five underground mines and one opencast coal mine located across the Mpumalanga Province which supply coal to both domestic and international markets.

The Target Businesses are owned and controlled by Blue Mining Services Proprietary Limited (“BMS”).

The Target Businesses provide contract mining services exclusively to DCM at its Dorstfontein mining complex situated northeast of Kriel, Mpumalanga.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market. 2

To address public interest concerns, the merger parties shall not retrench any employees as a result of the merger for a period of three years following the merger implementation date.

1.2 Dimension Data Facilities (Pty) Ltd (“Dimension Facilities”) / Culross Rental Enterprise, a rental enterprise conducted by Culross Property Co (Pty) Ltd, in business rescue (“Target Property”)

The Commission has recommended that the Tribunal approves the proposed transaction whereby Dimension Facilities intends to acquire the Target Property, without conditions.

The primary acquiring firm, Dimension Facilities, is controlled by Dimension Data Investments South Africa (Pty) Ltd (“Dimension Investments”). Dimension Facilities, all the firms controlling it, and all the firms controlled by those firms are collectively referred to as the “Acquiring Group”.

The Acquiring Group is active within the information and communications technology services industry. Of relevance to the proposed transaction are the activities of the Acquiring Group as it relates to data centres.

The Target Property is controlled by Culross Property Co (Pty) Ltd in business rescue (“Culross”). Culross is controlled by K2019453314 (South Africa) (Pty) Ltd (“K2019”) on behalf of Identity Property Fund 1 (“Identity Property Fund”), an en commondite limited partnership.

The Target Property consists of grade A office property.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market. The proposed transaction does not raise significant public interest concerns.

1.3 SPAR Group Ltd (“Spar”) / 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 (collectively, the “Target Firms”)

The Commission has recommended that the Tribunal approves the proposed transaction whereby Spar intends to acquire the Target Firms, without conditions.

The primary acquiring firm, Spar, is listed on the Johannesburg Stock Exchange (JSE). As a listed company, Spar is not controlled by any firms. Spar controls several firms incorporated in South Africa. Spar and all the firms it controls are collectively referred to as the “Spar Group”.

The Spar Group’s main business is operating as a wholesale supplier of grocery and liquor products to independent Spar-branded retail stores.

The primary target firms are the following Spar-branded retail supermarkets and their associated liquor store business: 2nd Avenue SUPERSPAR and TOPS 2nd Avenue; Witfield SUPERSPAR and 3

TOPS Witfield; The SQUARE SUPERSPAR and TOPS The SQUARE; and WESTWOOD SUPERSPAR and TOPS WESTWOOD.

The Target Firms are Spar-branded stores which operate as grocery retailers and liquor retailers in the Alberton and Boksburg areas.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market. The proposed transaction does not raise significant public interest concerns.

1.4 Growthpoint Healthcare Property Holdings (RF) Limited (“GHPH”) / Brenthurst Retirement Holdings (Pty) Ltd (“Brenthurst Holdings”)

The Commission has recommended that the Tribunal approves the proposed transaction whereby GHPH intends to acquire Brenthurst Holdings, without conditions.

The primary acquiring firm, GHPH, is part of the group of companies ultimately controlled by Growthpoint Properties Limited (“Growthpoint”). GHPH and its subsidiaries, their controller, Growthpoint, and all the subsidiaries of Growthpoint will henceforth be referred to as the “Acquiring Group”.

The Acquiring Group is a specialist fund focused on healthcare property assets.

The primary target firm is Brenthurst Holdings. Brenthurst Holdings and all its subsidiaries will henceforth be referred to as the “Target Group”.

The Target Group is a developer, owner, and operator of for-profit independent living and continuing care retirement communities. These are operated under the Auria Senior Living brand and include a range of independent residential, assisted living, and care centre options for residents.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market. The proposed transaction does not raise significant public interest concerns.

1.5 Ralph Lauren Corporation (“RLC”) / LA Group (Pty) Ltd (“LAG”) in respect of the rights, title and interests in and to the LAG Polo Marks and the LAG Trademark Filings and related goodwill associated therewith (the “Target Assets”)

The Commission has approved the proposed transaction whereby RLC intends to acquire the Target Assets from LAG, with conditions. 4

The primary acquiring firm is RLC. RLC is a public company listed on the New York Stock Exchange. RLC does not control any firms incorporated in South Africa. RLC, all the firms that control it, and all the firms controlled by its controlling entities, will collectively be referred to as the “Acquiring Group”.

RLC is active in the design, marketing and distribution of luxury lifestyle products, including apparel, footwear and accessories, homeware, fragrances and hospitality.

The primary acquiring firm is LAG in respect of the Target Assets.

The Target Assets comprise the rights, title and interests in and to the LAG Polo Marks and the LAG Trademark Filings and related goodwill associated therewith.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market.

To address public interest concerns, LAG shall not retrench any of the permanent LAG employees involved in the manufacture, distribution, and retail of the Polo-branded products relevant to the Target Assets.

1.6 Trichem South Africa Proprietary Limited (“Trichem”) / West African International Proprietary Limited (“WAI”)

The Commission has approved the proposed transaction whereby Trichem intends to acquire WAI, with conditions.

The primary acquiring firm, Trichem, is controlled by Tricon Dry Chemicals LLC, which, in turn, is controlled by Tricon International Holdings LLC (“Tricon International”), an entity registered in the United States of America (USA). Trichem does not control any firm. All the firms that control Trichem and the firms controlling those firms will collectively be referred to as the “Acquiring Group”.

The Acquiring Group is a global distributor of industrial chemicals, fuels, polymers and fertilisers.

The primary target firm, WAI, is ultimately controlled by enX Group Limited (“enX”), a public company listed on the JSE. WAI and the firms it controls are collectively referred to as the “Target Group”.

The Target Group is a reseller and distributor of polymers, polymer films, rubber chemicals, synthetic and natural rubber, engineered carbons and specialty chemicals across Southern Africa.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market. 5

To address public interest concerns, the Merged Entity will implement a transaction to the benefit of historically disadvantaged persons (HDPs).

1.7 Nimble Credit Facility 2 (RF) (Pty) Ltd (“NCF2”) and Gustav Street Partnership 2 (“GSP2”) / DaltronX Holdco (Pty) Ltd (“DaltronX Holdco”)

The Commission has approved the proposed transaction whereby NCF2 and GSP2 intend to acquire DaltronX Holdco, with conditions.

The primary acquiring firms are NCF2 and GSP2. NCF2 is controlled by Nimble Group (Pty) Ltd (“Nimble”). GSP2 is an en commandite partnership represented by its general partner, Gustav Street Capital (Pty) Ltd. NCF2, all the firms controlled by it, all the firms controlling it and all the firms controlled by the firms that control it, are collectively referred to as the “Acquiring Group”.

NCF2 was established as an investment vehicle for distressed corporate opportunities. Its mandate includes the provision of structured capital solutions to financially distressed corporates. Nimble provides financial solutions to the credit industry in both the consumer and corporate markets with a focus on solutions in the non-performing loan segment of the market. GSP2 is a special purpose vehicle established for the purposes of the proposed transaction and currently does not have any business activities.

The primary target firm, DaltronX Holdco, is controlled by Damin Investment Group (Pty) Ltd. DaltronX Holdco and all the firms controlled by it are collectively referred to as the “Target Group”.

DaltronX Holdco is a special purpose vehicle established for the purposes of the proposed transaction and currently does not have any business activities. The Target Group is a South African manufacturer of carbide cutting teeth, drill bits, drill steels, drill tubes, spinning adaptors and related accessories and operates in the mining, trenching and road construction markets / sectors.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market.

To address public interest concerns, the merged entity agreed to a moratorium on merger-specific retrenchments for a period of three years following the merger implementation date including the period between the approval date and implementation date.

1.8 Suzano S.A. (“Suzano”)/ Kimberly-Clark IFP NewCo B.V. (“KC IFP”)

The Commission has approved the proposed transaction whereby Suzano intends to acquire KC IFP, with conditions. 6

The primary acquiring firm is Suzano, a public firm listed on the São Paulo Stock Exchange and New York Stock Exchange. The issued share capital in Suzano is widely held. Suzano does not control any firm in South Africa nor has it any operations in South Africa. Suzano and all the firms controlling it, will be referred to as the “Acquiring Group”.

Globally, the Acquiring Group is broadly active in the production and sale of wood pulp and also produces and sells paper and tissue products. Of relevance to the proposed merger is that the Acquiring Group is active in the production and supply of bleached eucalyptus kraft pulp (“BEKP”), a hardwood pulp made from eucalyptus trees at a global level.

The primary target firm is KC IFP, a firm incorporated in the Netherlands. KC IFP is controlled by Kimberly-Clark Corporation (“KCC”), a public firm listed on the Nasdaq. The issued share capital of KCC is widely held. As such, no firm controls KCC. KC IFP is a newly formed firm for purposes of the proposed transaction and, as such, does not control any other firm. KCC and all the firms it controls are collectively referred to as the “Target Group”.

The Target Group is active in the production and supply of tissue products for (i) family care such as bath tissue, hands,face and household products and (ii) professional use such as washroom products, dispensers and wipers. The company’s brands in the South African market are Kleenex, Huggies, Babysoft, Carlton, New Freedom and Kotex. The Target Group owns 22 industrial mills in 13 jurisdictions, one of which is the Enstra facility located in Springs, Gauteng.

The Commission is of the view that the proposed transaction is likely to result in foreclosure in South Africa As well as public interest concerns.

To address these concerns, the transaction was approved subject to the following conditions: (i) a three-year moratorium against merger-specific retrenchments of non-managerial employees, (ii) a requirement to honour and extend an existing supply agreement subject to reasonable commercial terms, and (iii) that the merged entity at least maintain the Target Group’s current expenditure on HDPs and SMMEs for a period of three years post implementation of the merger.

1.9 Siana Property Proprietary Limited (“Siana”) / A letting enterprise (“Target Property”) conducted by Sargas Proprietary Limited (“Sargas”)

The Commission has approved the proposed transaction whereby Siana intends to acquire the Target Property conducted by Sargas, without conditions.

The primary acquiring firm, Siana, is wholly controlled by Solena Property Proprietary Limited (“Solena”), which in turn is owned by Lions Resources Holding Limited (“Lion Resources”). In turn, Lion Resources 7

is ultimately controlled by Reload Logistics Limited (“Reload Holdco”). Siana does not control any firm. All the firms controlled by Reload Holdco will collectively be referred to as the “Acquiring Group”.

The Acquiring Group is an integrated logistics services provider with operations in the United Arab Emirates and in various African countries, including South Africa.

The primary target firm is the Target Property. The Target Property is operated as a letting enterprise by Sargas. Sargas is ultimately controlled by Hosken Consolidated Investments Limited (“HCI”).

The Target Property is a light industrial property described as Erf 3813 Mobeni, Registration Division FT, Kwa-Zulu Natal, situated at 9 Warrington Road, Mobeni, Durban, Kwa-Zulu Natal.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market. The proposed transaction does not raise significant public interest concerns.

1.10 Sompo Holdings, Inc (“Sompo Holdings”) / Aspen Insurance Holdings Limited (“Aspen Insurance”)

The Commission has approved the proposed transaction whereby Sompo Holdings intends to acquire Aspen Insurance, without conditions.

The primary acquiring firm, Sompo Holdings, is an entity incorporated in Japan and is listed on the Tokyo Stock Exchange and is thus not controlled by any single entity. The Acquiring Firm, and all the firms that are directly and indirectly controlled by the Acquiring Firm, will be referred to as the “Acquiring Group”.

The Acquiring Group provides insurance, reinsurance and financial services in Japan and globally. In South Africa, the Acquiring Group provides (i) non-life insurance and (ii) non-life reinsurance. The Acquiring Group conducts business in South Africa through third-party South African and non-South African brokers who provide services to policyholders in the country.

The target firm, Aspen Insurance, is registered in Bermuda, and its Class A and certain preference shares are listed on the New York Stock Exchange. The Target Firm is managed and controlled by Apollo Capital Management L.P. The Target Firm controls various entities.

The Target Firm provides insurance and reinsurance services globally through various subsidiaries. In South Africa, the Target Firm also provides (i) non-life insurance and (ii) non-life reinsurance. The Target Firm also conducts business in South Africa through third-party South African and non-South African brokers who provide services to policyholders in the country. 8

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market. The proposed transaction does not raise significant public interest concerns.

1.11 SATURC Proprietary Limited (“SATURC”) / The nine “Divestiture Businesses”, as set out and defined in clause 1.1.14 of the merger conditions imposed by the Competition Tribunal in its approval of the merger between Afrimat Ltd and Lafarge South Africa Holdings (Pty) Ltd (the “Divestiture Businesses”)

The Commission has approved the proposed transaction whereby SATURC intends to acquire the Divestiture Businesses, without conditions.

The primary acquiring firm, SATURC, is controlled by Nomutouch Proprietary Limited (“Nomutouch”). SATURC and its controlling firms are collectively referred to as the “Acquiring Group”.

The primary acquiring firm, SATURC, is a newly incorporated investment vehicle set up for the purposes of the proposed transaction and does not conduct any business activities in South Africa or elsewhere.

The primary target firms are the following nine Divestiture Businesses: (i) Kliprug aggregates quarry; (ii) Palmiet aggregates quarry; (iii) Saldanha aggregates quarry; (iv) Moregrove aggregates quarry; (v) Karino aggregates quarry; (vi) Paarl ready-mix operation; (vii) Saldanha ready-mix operation; (viii) Moregrove ready-mix operation; and (ix) Nelspruit wet and dry batch ready-mix operation. The Divestiture Businesses are currently ultimately owned and controlled by Afrimat Limited (“Afrimat”), a public company listed on the JSE. The Divestiture Businesses do not control any firm.

The Divestiture Businesses comprise of five businesses active in the production and supply of production, and supply of general aggregates, and four businesses active in the production and supply of ready-mix concrete.

The Commission is of the view that the proposed transaction is unlikely to substantially lessen or prevent competition in any market. The proposed transaction does not raise significant public interest concerns.

[ENDS]

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