On 4 September 2023, the Namibia Competition Commission (NaCC) received a notification on the proposed transaction concerning a management buy-out, whereby Emeraldsand Properties Proprietary Limited will acquire control of Namibia Media Holdings Proprietary Limited (NMH) and Newsprint Namibia Proprietary Limited (Newsprint), respectively.
NaCC spokesperson Dina //Gowases in a statement stated Emeraldsand acquired sole ownership of the target undertakings.
Emeraldsand is an investment group that invest in property, shares, securities, commodities and/or equities and related businesses that currently only have investments in the target undertakings.
The primary target undertakings, NMH and Newsprint are involved in the production of newspapers, reporting news, and the selling of advertising and marketing.
On competition analysis, //Gowases noted an effective competitor would not be eliminated as a result of the proposed transaction given that it is a management buyout.
“It is, therefore, unlikely that the proposed merger would result in the prevention or substantial lessening of competition,” she added.
//Gowases continued that the merger is unlikely to have any negative impact on employment, as all current employees of the target undertaking, and the acquirer will be retained. Further, the merger does not raise any other public interest concerns.
Thus, the commission found that the proposed transaction is unlikely to substantially lessen or prevent competition; or result in any undertaking acquiring or strengthening a dominant position. Further, no public interest concerns are likely to arise from the implementation of the merger, therefore the merger was unconditionally approved.
Furthermore, NaCC also revealed the notification on the proposed transaction by the fifth largest bank in Angola, Bank BIC S.A, to acquire Bank BIC Namibia Holdings Limited and its subsidiary Bank BIC Namibia Limited.
The spokesperson explained that Bank BIC S.A will purchase 95% interest in Bank BIC Namibia Holdings Limited and in turn 5% in Bank BIC Namibia Limited.
“Following the implementation of the proposed transaction, the acquired undertakings will become wholly owned subsidiary of the Bank BIC S.A,” she stated.
The primary acquiring undertaking, Bank BIC S.A does not conduct any business activities in Namibia. In Angola, the acquiring undertaking is an Angolan registered banking institution providing banking services.
In addition, //Gowases said the acquiring group is the largest private bank in terms of business units’ coverage, with more than 220 branches across the country, and is the fifth largest bank in the country by way of total assets.
Bank BIC Namibia Holdings Limited is a holding company that owns 95% interest in Bank BIC Namibia Limited, a registered Namibian banking institution that provides banking services.
On competition analysis, she clarified that the proposed transaction is an indirect change in shareholding which appear to be a reorganisation and restructuring of the merging parties.
According to her, the transaction will not result in the prevention or substantial lessening of competition or in any undertaking acquiring or strengthening a dominant position and does not raise any public interest concerns.
Additionally, the proposed merger is unlikely to have a negative impact on employment. Further, the merger does not raise any other public interest concerns.
Meaning the merger is unlikely to result in the prevention or substantial lessening of competition or in any undertaking acquiring or strengthening a dominant position and does not raise any public interest concerns. Therefore, the transaction was approved without conditions.