Merger Alert: Outcome of mergers decided by the Tribunal - 21 January 2025

The Competition Tribunal (“Tribunal”) has conditionally approved the proposed merger wherein CP Spruce Holdings S.C SP (“CP Spruce”) intends to acquire sole control over Baxter International Inc’s kidney care segment known as Vantive (“Vantive”). The proposed transaction has been notified in several jurisdictions worldwide.

The Tribunal has approved the proposed transaction subject to conditions which seek to address concerns regarding the continuity of product supply and pricing.

CP Spruce, a special limited partnership specifically incorporated for purposes of the proposed transaction, is incorporated in accordance with the laws of Luxembourg. The acquiring group, a global alternative asset manager, has numerous portfolio companies that have activities in South Africa. However, none of them are involved in the same or similar markets as Vantive.

Vantive is active in the supply of renal replacement therapy (“RRT”) products. RRT products are used to treat patients suffering from End Stage Renal Diseases, the most severe form of kidney failure. The target group neither has any entities incorporated in South Africa, nor does it manufacturer or have any local production activities or facilities in South Africa. It supplies its RRT products to a manufacturer and supplier of hospital and critical care products in Southern Africa.

The Tribunal has unconditionally approved the proposed merger whereby AFGRI Agri Services (Pty) Ltd (“AAS”) seeks to acquire MAS Corporation (Pty) Ltd’s (“Mascor”) John Deere branded agricultural, construction and forestry equipment business in South Africa (the target business) as a going concern. Post-merger, the target business will be solely controlled by AAS.

The acquiring group is active in the provision of agricultural services across the grain production and storage cycle. Its supply of John Deere branded agricultural, construction and forestry equipment (in terms of a franchise agreement in the Free State, Mpumalanga, Gauteng, Limpopo and the Western Cape) is of relevance to the proposed merger.

The target business is a retail supplier of new and used John Deere branded agricultural construction and forestry equipment. It conducts its activities from dealerships located in KwaZulu-Natal and Mpumalanga.

The Tribunal has unconditionally approved the proposed merger wherein Atterbury Property (Pty) Ltd (“Atterbury’’) and Geelhoutboom Estate (Pty) Ltd (“Geelhoutboom”) each intend to acquire shares in Lagoonbay Lifestyle Estate (Pty) Ltd (“Lagoonbay”) from RMB Property Holdco 1 (Pty) Ltd (“RMB Property”). Post-merger, RMB Property, Atterbury and Geelhoutboom will collectively exercise joint control over Lagoonbay.

RMB Property is ultimately controlled by FirstRand Limited. The FirstRand Group is a portfolio of financial services businesses that offer transactional, lending, investment and insurance products and services. In addition, the FirstRand Group holds property investments.

Both the Atterbury Group and the Geelhoutboom Group are property investment and development companies.  

Lagoonbay is a property investment and development company that holds undeveloped land in George, in the Western Cape, which is intended for development as residential property.

Issued by:

Gillian de Gouveia, Communications Manager

On behalf of the Competition Tribunal of South Africa

Cell: +27 (0) 82 410 1195

E-Mail: GillianD@comptrib.co.za

Twitter: @comptrib