Competition Tribunal approves Transaction Capital and WeBuyCars merger in South Africa
The Competition Tribunal of South Africa has unconditionally approved the large merger whereby Transaction Capital (TC), through its wholly owned subsidiary, Transaction Capital Motor Holdco (TCMH) will increase its shareholding in We Buy Cars (WBC).
The primary acquiring firm is TCMH, which is wholly owned and controlled by TC. TCMH does not conduct any other business activities besides its non-controlling shareholding in WBC. TC is a public company listed on the Johannesburg Stock Exchange and is not controlled by any firm. It is an investor in, and operator of, credit-orientated-alternative assets.
Relevant to this transaction are TC’s subsidiaries SA Taxi Holdings (SA Taxi) and Transaction Capital Risk Services Holdings (TCRS). SA Taxi is a vertically integrated business platform providing a comprehensive financial, insurance and allied services offering to minibus taxi operators. TCRS combines its technology, data & analytics competencies to provide a range of business services, the main being outsourced consumer collection services.
The primary target firm is WBC Holdings, a holding company, controlling WBC, and does not conduct any business activities. WBC specialises in the sale of second-hand vehicles. WBC operates under the brand “We Buy Cars”. WBC operates dealerships from which it buys and sells vehicles and, to a limited degree, also sells second-hand minibus taxis. Furthermore, WBC acts as intermediaries and/or agents in the provision of insurance products, service and maintenance plans, car tracking services, vehicle finance and motor insurance.
In assessing the transaction, the merger parties’ activities were assessed in the following markets:
- The market for used minibus taxis in South Africa as a whole and in Gauteng Province;
- The market for used light commercial vehicles in South Africa as a whole and in Gauteng Province;
- The market for used vehicles in South Africa as a whole and Gauteng Province; and
- The market for the provision of ancillary services: insurance products/services, stolen vehicle recovery services and vehicle finance.
The Tribunal concluded that the transaction is unlikely to substantially prevent or lessen competition in any market in South Africa. Further, the merger does not raise any public interest concerns. The Tribunal has, therefore, approved the merger without conditions.