Description of Activities

Description: The Commission resolved to approve without conditions the acquisition by NewCo - a consortium of Gulf Falcon Holding Limited (“Falcon Holding”) and Entsha Proprietary Limited of the entire issued share capital of Barloworld Limited. 

Acquiring group: The primary acquiring undertaking is NewCo. NewCo’s shareholding is held by Gulf Falcon and Entsha. Entsha is wholly owned by DKMS Group Proprietary Limited, which is in turn owned by Katlego Le Masego Trust (“the Trust”). Falcon Holding is a subsidiary of Zahid Tractor & Heavy Machinery Co. Limited, which is ultimately controlled by Zahid Group of Companies. None of the entities forming part of the acquiring group are currently active in Namibia. Entsha, DKMS Group Proprietary Limited, and the DKMS Group Proprietary Limited and the Trust were established for purposes of this transaction and do not currently supply any products or services. The Zahid Group is active in various industries, including construction, energy, transport & logistics, hospitality, and real estate, among others.

Target undertaking: The primary target undertaking is Barloworld. Barloworld is a publicly listed company, with a primary listing on the Johannesburg Stock Exchange (“JSE”) and a secondary listing on the A2X stock exchange. Barloworld is an industrial processing, distribution, and services company with two core divisions: Equipment and Consumer Industries. The equipment division focuses on providing customers with mining, earthmoving, and power systems, while the consumer industries division produces and supplies unmodified starch, glucose, and related products. In Namibia, Barloworld operations pertain to the sale and services of earthmoving, crushing, and screening plants; drills; and material handling equipment.

Relevant market: The Secretariat looking at the parties’ activities agrees with merging parties’ and submits it is not necessary to definitively conclude on the relevant product market definition since the acquiring group does not have presence in Namibia. 

Merger Determination

The Commission found the proposed transaction unlikely to result in the prevention or substantial lessening of competition or result in any undertaking to acquire or strengthen a dominant position in the market and did not raise any public interest concerns.

However, as stated under section 50 of the Act, this approval does not relieve parties from complying with any other mandatory statutory approvals that any of the parties to this merger must comply with under Namibian laws.