The Competition Commission has applied to the Competition Tribunal to revoke its approval of a merger between Premier Group and RFG Holdings, alleging that the parties failed to disclose material information about plans to close a major fruit-canning facility in the Western Cape before the transaction was cleared.
The commission said it filed an application under Section 16(3) of the Competition Act on Monday, seeking to overturn the tribunal’s March 2026 decision that conditionally approved the merger. The approval included employment-related conditions aimed at protecting jobs.
According to the commission, both Premier and RFG repeatedly assured regulators during the review process of the R5.6-billion merger that they did not intend to close, consolidate or integrate any manufacturing facilities, production lines or equipment following the transaction.
READ MORE: Premier Group set to list on the JSE
The merger was approved by the tribunal on March 6, 2026, and implemented on March 30.
However, in July, just four months after the deal was completed, Premier, which owns baking brand Snowflake, Iwisa and Blue Ribbon, informed the commission that it intended closing RFG’s Fruit Processing Western Cape (FPWC) cannery in Tulbagh.
The facility is one of only two fruit-canning operations in South Africa and serves as a key processing outlet for about 200 fruit growers in the Western Cape.
The proposed closure would affect more than 400 permanent and fixed-term workers and could have wider repercussions for thousands of seasonal workers across the agricultural value chain.
Union lays complaint
The commission’s application follows an investigation into a complaint lodged by, among others, the trade union, South African Clothing and Textile Workers Union. The complaint alleged that the planned closure would result in retrenchments in breach of the merger conditions.
Following its investigation, the commission concluded that Premier and RFG had failed to disclose information relating to the contemplated closure despite having considered and discussed the option before the Tribunal approved the merger.
The omitted information was material to the commission’s assessment, particularly because regulators had expressly sought confirmation regarding any post-merger plans involving the closure, integration or consolidation of production facilities.
READ MORE: Competition Commission cracks down on spare parts, repair monopolies
According to the commission, the non-disclosure prevented both the commission and the tribunal from properly assessing the competition and public-interest implications of the Tulbagh cannery’s closure before approving the transaction.
Merger process depends on full disclosure
The regulator argued that the merger-control process relies heavily on full disclosure from merging parties because regulators have less access to internal strategic information.
“Withholding material information, whether by omission or as a deliberate act, undermines the integrity of the merger-control regime and may result in the revocation of an approved merger,” the commission said.
The commission further contends that the closure would have significant competition consequences. FPWC is currently the only competitor to Langeberg in the domestic fruit-canning market, and its closure would leave Langeberg as the sole operator, effectively creating a monopoly.
The public-interest impact would also be substantial, the regulator said, citing potential job losses, reduced market access for fruit growers and a likely decline in exports.
Competition Commissioner Doris Tshepe said the case goes to the heart of maintaining confidence in South Africa’s merger-control framework.
“The integrity of South Africa’s merger-control regime depends on merger parties making full, frank and honest disclosure of all material information. The Commission cannot properly assess the competition and public-interest consequences of a transaction when crucial facts are withheld.”
“Where parties fail to meet this obligation, the commission will not hesitate to take appropriate action to protect the integrity of the regulatory process.”
The tribunal is expected to consider the commission’s application in the coming months. If successful, the application could result in the revocation of one of the country’s largest recent merger approvals and reopen scrutiny of the transaction’s competition and public-interest effects.
- The Competition Commission has applied to the Competition Tribunal to revoke its approval of the R5.6-billion merger between Premier Group and RFG Holdings due to non-disclosure of plans to close a major fruit-canning facility.
- The tribunal had conditionally approved the merger in March 2026 with employment-related conditions to protect jobs, but Premier disclosed in July 2026 plans to close RFG's Fruit Processing Western Cape (FPWC) cannery.
- The FPWC cannery in Tulbagh is one of two fruit-canning operations in South Africa and its closure would impact over 400 permanent and fixed-term workers, as well as thousands of seasonal agricultural workers.
- The commission's investigation, prompted by a complaint from the South African Clothing and Textile Workers Union, found Premier and RFG failed to disclose material information about the planned closure during the merger review process.
- The commission argues the closure would create a monopoly for Langeberg in the domestic fruit-canning market and have significant negative competition and public-interest consequences, including job losses and reduced market access for fruit growers.
