The Competition Tribunal approved the Coca-Cola HBC CCBA merger on 8 September 2026, with conditions, and announced the decision on 11 September. The approval lets Coca-Cola HBC take control of Coca-Cola Beverages Africa (CCBA) by buying 75% of it for US$2.6bn. The main conditions: no retrenchments in South Africa as a result of the deal for three years after it is implemented, at least 20% historically disadvantaged person (HDP) and worker ownership kept in Coca-Cola Beverages South Africa (CCBSA), CCBA’s head office and tax residency kept in South Africa, and a secondary listing of Coca-Cola HBC on the JSE no later than five business days before the deal is implemented.
Update, 6 October 2026: when this article was first published on 11 September, the Tribunal had not yet released the conditions. Its public order is now on the Tribunal’s case page (case LM144Dec25), and this article now sets them out. The rand amounts in the order are redacted as confidential, and the Tribunal’s written reasons are still pending. An earlier version of this article also said the merged group had announced the R17.6bn investment plan. That was wrong: the plan was announced on 31 March 2026 by the Coca-Cola system in South Africa, before the approval.
What the Tribunal approved
The deal was filed with the Competition Commission on 24 November 2025, according to the Tribunal’s merger clearance certificate. In its statement of 13 July 2026, the Competition Commission recommended approval with conditions and said the transaction was unlikely to substantially lessen or prevent competition in any market. The conditions are therefore about public interest, chiefly jobs, ownership, local suppliers and investment, rather than prices.
Coca-Cola HBC AG is incorporated in Switzerland and listed on the London Stock Exchange and the Athens Exchange. It is an authorised Coca-Cola bottler in Europe, Eurasia and Africa. The hearing included submissions from the National Union of Food, Beverage, Wine, Spirit and Allied Workers and from former owner-drivers in the Coca-Cola distribution network, BusinessTech Africa reported.
The deal terms
The Coca-Cola Company announced the sale on 21 October 2025. It is selling 41.52% of CCBA out of its 66.52% holding, and Gutsche Family Investments is selling its entire 33.48% stake, which together make up the 75%. The deal values all of CCBA at US$3.4bn. An option agreement covers the remaining 25%, which can change hands within six years of closing. CCBA operates in 14 African countries and sells about 40% of all Coca-Cola product volume on the continent. Completion is targeted by the end of 2026, subject to regulatory approvals.
CCBA was formed in 2015 from a combination involving The Coca-Cola Company, SABMiller and Gutsche Family Investments, and has operated as its own legal entity since July 2016, BusinessTech reported. The sale will end that decade of ownership once it is implemented.
The conditions in the public order
- Jobs. No merger-specific retrenchments in South Africa from the approval date until three years after implementation. Any retrenchment in that period is presumed to be caused by the merger unless the companies show otherwise. Voluntary separations, early retirement, misconduct dismissals and retrenchments for operational reasons unrelated to the deal are excluded.
- Re-employment. Employees involuntarily retrenched by the South African business in 2025 get first preference for vacancies for 12 months after an initial re-employment period that ends on 3 November 2026. The company must keep their contact details and send them vacancies.
- Ownership. Combined HDP and worker ownership of CCBSA must stay at no less than 20%, with no less than 15% held by the worker ownership scheme, currently The Ikageng Employee Share Trust. If an HDP shareholder or the worker scheme exits, the level must be restored within 12 months. Any replacement worker scheme must cost workers nothing, have worker trustees and include all workers with two or more years of service.
- Suppliers. A minimum spend (amount redacted) on goods and services from Empowered Suppliers, defined to include B-BBEE empowered firms and HDP-owned, women-owned, youth-owned and small and medium firms. Before calling off negotiations with such a supplier, the merged entity must give written reasons why its terms were not commercially reasonable.
- Retail and distribution. An additional investment (amount redacted) in downstream distribution and retail. New outlets set up with that money will not be required to sell only CCBSA products and are free to stock competing drinks, except those of PepsiCo, Keurig Dr Pepper and Red Bull, an exclusion that lasts only until the end of a specified financial year.
- Capital spending. Capital expenditure in South Africa no lower than CCBSA’s pre-merger projections (figures redacted).
- Head office and listing. CCBA stays incorporated, headquartered and tax resident in South Africa, and Coca-Cola HBC must complete a secondary inward listing on the JSE no later than five business days before implementation.
The full text is in the Tribunal’s public order. The Competition Commission has attached public interest conditions to other recent deals too; MTN’s buyback of IHS Towers is another recent example, and more decisions are collected under our Competition Commission coverage.
Jobs and the R17.6bn investment
The job conditions come after CCBSA said in September 2025 that it planned to retrench up to 680 workers, BusinessTech reported. The public order does not say how many people were retrenched in 2025; it lists them in a confidential annexure.
The R17.6bn plan is a separate commitment. The Coca-Cola system in South Africa announced it on 31 March 2026: The Coca-Cola Company and its bottlers CCBSA and Coca-Cola Peninsula Beverages will invest through 2030 in production capacity, distribution and innovation. The system said it supports over 87,000 jobs through its value chain and sourced R25.6bn of goods and services from South African suppliers in 2024. For context on the wider market these bottlers sell into, see our report on the return to growth in South African FMCG.
What happens next
The deal still has to be implemented. Once it is, the merged entity must tell the Commission within five business days and circulate a non-confidential version of the conditions to its South African employees and trade unions within ten business days. Annual compliance reports follow, and complaints about non-compliance go to the Competition Commission. Investors should watch for the JSE listing announcement, since the order requires the listing to be in place before the deal closes; JSE-listed companies are tracked under our JSE coverage. Suppliers, retailers and employees of CCBSA should read the order itself, because the supplier, retail and job protections each turn on specific definitions and dates.
