South Africa's Competition Tribunal clears Harith's R7bn FlySafair purchase with conditions

The buyer is Harith Aviation Consortium. Johannesburg-based Harith General Partners leads the acquisition vehicle. It is an infrastructure investor with $3bn in assets under management. The transaction buys out Irish lessor ASL Aviation Holdings. It shifts control of Safair Holdings, FlySafair's parent company, to a South African black-economic empowerment investor group. Harith and its affiliates signed the sale agreement in February 2026.

Tribunal clears the deal

For passengers, little changes on paper. FlySafair says it will keep its low-cost model and its existing management team. FlySafair has announced no fare or schedule changes. For rival airlines the conditions matter more. Harith already holds a stake in Lanseria International Airport. The safeguards aim to stop FlySafair getting preferential treatment there. The deal has not closed. Remaining regulatory approvals and licensing questions are still outstanding.

News24 reported the deal would make up roughly 15% of Harith's portfolio. Debt and equity would fund it. Harith said it expects closing in late 2026, subject to the outstanding approvals and conditions precedent.

Reports differ on the announcement date. Getaway said the decision came on Wednesday 28 October. Rustourism News and 2oceansvibe put the order at 27 October and Harith's confirmation at 29 October.

Why a 60% share matters

Rustourism News cited industry estimates that FlySafair accounts for more than 60% of South Africa's domestic airline seat capacity. Getaway cited Bloomberg figures for the same share. Business Day describes the carrier as the country's largest airline by market share, at about 60%.

The airline began passenger services in 2014 with two aircraft. It now operates 41 aircraft, according to ch-aviation data: five B737-400s, one B737-400(C) and thirty-five B737-800s. It has signed lease agreements with AerCap for three B737-8s. These are its first 737 MAX aircraft, due from the first quarter of 2028.

The network runs to 10 domestic destinations. It also has five international routes linking Johannesburg and Cape Town with neighbouring African countries.

For Harith the purchase is one of its biggest investments in 20 years of existence. Its transport portfolio already spans Lanseria and Traxtion. Business Day describes Traxtion as Africa's largest private rail operator. The portfolio also includes a stake in the redevelopment of the Beitbridge Border Post. Business Day said the FlySafair transaction fits a strategy of moving from owning assets to owning the connectivity between them.

The Lanseria conditions

Harith General Partners holds about 37% of Lanseria International Airport, near Johannesburg. That stake turned an airline sale into a competition case. The tribunal barred common directors between Lanseria and FlySafair. The bar lasts as long as Harith holds a direct or indirect stake in both companies.

Harith must also stay out of Lanseria decisions on pricing, slot allocation, apron access and other airport infrastructure or services that competing airlines need. The order permits ordinary shareholder oversight, subject to confidentiality safeguards, 2oceansvibe reported.

The order requires fair, reasonable and non-discriminatory terms for services to rival airlines. A best-endeavours obligation covers services from the Lanseria group. It also restricts the exchange of commercially sensitive information. This covers non-public route details, schedules, costs and expansion plans. CemAir had asked the tribunal to block the acquisition or impose stronger safeguards, Getaway reported. The Competition Commission, the tribunal's advisory body, had recommended conditional approval in July 2026.

Jobs and ownership rules

The merger parties will not retrench any employee because of the merger for three years after implementation. Exclusions cover voluntary separation and lawful retrenchments. Those retrenchments must have operational reasons unrelated to the merger.

Local airlines must be at least 75% South African-owned under civil aviation rules. In 2024 the Domestic Air Services Council said FlySafair was in breach of that rule. Trusts and companies, not people, owned 75% of its voting rights, following a complaint by rival Lift. Business Day reported that when ASL Aviation Holdings set up Safair in 2014, it kept 25% directly and placed 75% with local holders. The Safair Investment Trust held about 50% and an employee share scheme 25%.

What happens next

Harith said the parties are working through the remaining regulatory approvals and conditions precedent. FlySafair cautioned in its February announcement that South African ownership would not automatically resolve the matters before licensing authorities. Those authorities assess the proposed structure under their own statutory mandates, 2oceansvibe reported. The remaining approvals carry no published deadline. Harith's only public guidance is late 2026.

Elmar Conradie, FlySafair chief executive, said the airline was pleased. He called the tribunal's decision a significant milestone for the transaction. Chief marketing officer Kirby Gordon told ch-aviation the airline's focus remained on the service passengers already use:

Our focus remains on business as usual, working to deliver a flight service to South Africans that is affordable, efficient, and easy to use.

Neither Harith nor FlySafair has said what the conditions mean for fares. The airline has announced no changes to ticket prices, schedules or booking conditions as a result of the approval.