Description of Activities

Description of the transaction: The Commission resolved to approve with conditions the acquisition by Pepkor Speciality Namibia of the entire businesses of Legit and Swagga and/or Beaver Canoe, and the acquisition by Pep Namibia of the entire business of Style as a going concern.

Acquiring group: The primary acquiring undertakings are Pepkor Speciality Stores (Namibia) (Pty) Ltd (“Pepkor Speciality Namibia”) and Pep Stores (Namibia) (Pty) Ltd (Pep Namibia), which are part of Pepkor Holdings Limited, a diversified conglomerate registered in South Africa active in the retailing and FinTech industries. The activities of the Acquiring Group, in relation to this transaction, exist in the retailing industry, which entails retail in clothing, footwear, and homeware, as well as fast-moving consumer goods and cellular products and services offered through its chain of stores such as Pep, Ackermans, Tekkie Town, Dunns, Refinery, Shoe City, S.P.C.C., Sleepmaster, HiFi Corp, and Incredible Connection.

Target undertaking: The primary undertakings are each of the retail brands and businesses operated by Retailability Proprietary Limited through its branch in Namibia (“Retailability Namibia”), which are specifically Legit, Style, and Swagga and/or Beaver Canoe. Legit has 21 stores across Namibia selling ladies' fashion/apparel and beauty products, and Swagga/Beaver Canoe operates 23 stores that sell apparel for men and boys. The Style Business operates 39 stores across Namibia, selling men’s and women’s contemporary and formal fashion wear, as well as kids’ clothing and cellular products. 

Relevant market: Defined as the retail of clothing, footwear, and accessories, including the sale of adult wear, children’s clothing, casual wear, footwear (formal and casual), and accessories in Namibia.  

Merger Determination

The Commission’s decision is based on the grounds that the proposed merger was found to lead to further market concentration, entrench dominance, and reduce competitive discipline, as envisaged by section 47(2) of the Competition Act, 2003. Therefore, to balance competition preservation with investment continuity, the Commission conditionally approved the transaction that the Acquiring group and Target Undertaking shall, adhere to the following conditions: National Pricing Commitment, Nationwide access to promotional offers, Local sourcing of third-party services, Supplier Relations and SME Support, Non-Bundling Commitment and no merger specific retrenchments for a period of three years. 

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.