By: Nghiinomenwa-vali Hangala
Of the 11 mergers and acquisition applications approved between April and May 2026, six were for conglomerate mergers.
This is according to the updates (merger notification) from the Namibia Competition Commission (NaCC) this week.
The acquisitions also involve foreign companies acquiring local assets or companies in various sectors.
A conglomerate merger occurs when the parties/companies in the transaction do not compete or supply each other (which means that there are not horizontal or vertical competition concerns).
Conglomerate mergers, unlike certain horizontal and vertical mergers, do not raise conventional competition concerns; in most cases, conglomerate mergers are done to create synergies between companies.
The main concern (assumed) in the context of conglomerate mergers is that, post-merger, the combined firm may engage in tying, bundling, or other equivalent conduct that results in lessening competition.
The NaCC has explained that in assessing the transactions, they evaluated whether the proposed mergers are likely to result in the prevention or substantial lessening of competition or lead to the creation or strengthening of a dominant position in any relevant market.
The Commission further considered the potential impact of each transaction on public interest factors, including employment, industrial development, the participation of small and medium enterprises, and the competitiveness of Namibian industries.
Some of the noted approved mergers include multinational companies registered in jurisdictions such as Mauritius, the British Virgin Islands and in Europe (Wales and United Kindom).
One of them is Huajing Investment Limited acquiring control over Okorusu Holdings (Pty).
The primary acquiring undertaking is Huajing Investment Limited (“Huajing”), a limited liability company duly incorporated in accordance with the laws of the British Virgin Islands. Huajing is owned by five individuals, who hold all issued shares.
The first primary acquiring undertaking is Brookstone Investments Proprietary Limited (“Brookstone Investments”), which is controlled by Gaiamare Limited (“Gaiamare”) and is registered in Finland.
The second transaction is Horizon Frontier Holdings Ltd acquiring Kamino Minerals Ltd (“Kamino”).
Horizon Frontier Holdings Ltd. (“Horizon Frontier”) is a private limited company duly incorporated in accordance with the laws of Mauritius.
Horizon Frontier is jointly controlled by Oraka Limited and Alderaan Investments Limited; both companies are incorporated in Mauritius.
Horizon Frontier controls Overlode Limited (“Overlode”), a Mauritian-registered company, which does not control any other undertaking.
The primary target undertaking is Kamino Minerals Ltd (“Kamino”), a private limited company duly incorporated in accordance with the laws of England and Wales. Kamino is owned by Drayton Fen Limited, a private company incorporated in the United Kingdom.
Kamino controls PNT Financeco Corp. (“PNT”), a company incorporated under the laws of Mauritius.
PNT controls Kombat Holdings Namibia Proprietary Limited (“Kombat Namibia”) and New Horizon Copper Proprietary Limited (“Horizon Copper”), previously traded as Trigon Mining (Namibia).
Another merger with an external buyer involves the Norwegian Investment Fund for Developing Countries (“Norfund”) acquiring Nafasi Water Technologies (Pty).
Norfund is a state-owned limited liability company established by the Norwegian Parliament under the Act of 9 May 1997 No. 26 and is wholly owned by the Norwegian Ministry of Foreign Affairs.
Norfund operates as a development finance institution with a mandate to promote sustainable business development, economic growth, and poverty reduction in developing countries.
Its investments focus on clean energy, financial inclusion, green infrastructure (including water, waste, and digital), and scalable enterprises, primarily through equity and quasi-equity instruments.
The target undertaking is Nafasi Water, a private company incorporated under the laws of South Africa.
In Namibia, Nafasi Water conducts its business through its wholly-owned subsidiary, Nafasi Water Technologies (Namibia) Pty Ltd (“Nafasi Namibia”).
Its activities include engineering, procurement and construction (EPC), and operations and maintenance (O&M) contracts for a range of smaller water treatment installations and larger plants across Namibia.
Notably, Nafasi Namibia currently operates and maintains the Erongo Seawater Desalination Plant, owned by Orano Mining Namibia, which it also designed and constructed.
Meanwhile, Motion JVCo Limited is acquiring Castrol Group Holdings Limited shares.
Motion JVCo is a newly-established special purpose vehicle and does not conduct any business activities in Namibia or elsewhere.
The acquiring group at large is a leading alternative investment firm specialising in infrastructure and real assets, with the aim to create value for its investors and portfolio companies, with a focus on downside protection and strong risk-adjusted returns.
Furthermore, the acquiring group owns and leases a fleet of standard dry freight, refrigerated intermodal containers, and dry freight specials.
The primary target undertaking is Castrol Group Holdings, which is controlled by BP p.l.c. (“bp”). BP is a public limited company listed on the London Stock Exchange and therefore not directly controlled by any undertaking.
The target undertaking is active globally in the development, production, and sale of lubricants, greases, coolants, and related fluids used in a wide range of industries, including automotive, energy, industrial and marine.
The target undertaking’s products are supplied in Namibia through third parties.
The Commission will continue to monitor approved transactions to ensure adherence to such conditions and to safeguard competitive market outcomes.
Adding that it retains the authority to revoke a decision approving the implementation of a merger where such approval was based on misleading information, or where any condition attached to the approval is not complied with by the merging parties.
