Commission européenne, DG COMP MERGER REGISTRY, 1049 Bruxelles, BELGIQUE  
Europese Commissie, DG COMP MERGER REGISTRY, 1049 Brussel,   BELGIË  
 
Tel: +32 229 -91111. Fax: +32 229 -64301. E -mail: COMP -MERGER -REGISTRY@ec.europa.eu . 
  EUROPEAN COMMISSION  
Brussels,  11.08.2022  
C(2022) 5936  final 
PUBLIC VERSION  
TotalEnergies SE  
2, Place Jean Millier – La Défense 6   
92078 Paris  
France  
 
Global Infrastructure Partners  
1345 Avenue of the Ame ricas 
30th Floor  
NY 10105 New York  
United States of America  
Subject : Case M. 10818 – TOTALENERGIES  / GIP / CLEARWAY ENERGY 
GROUP / SUNPOWER GROUP  
Commission decision pursuant to Article 6(1)(b) of Council Regulation 
(EC) No 139/20041 and Article 57 of the Agreement on the European 
Economic Area2  
Dear Sir  or Madam,  
1. On 18 July 2022 , the European Commission received notification of a proposed 
concentration pursuant to Article 4 of the Merger Regulation , by which the 
undertakings TotalEnergies SE (‘TotalEnergies’, France),  and Global Infrastructure 
Management, LLC (‘GIP’, United States), will acquire within the meaning of Article 
3(1)(b)  and 3(4)  of the Merger Regulation joint control over the whole of the 
undertaking s Clearway Energy Group, LLC (‘CEG’, United States) and its 
subsidiaries (together, ‘Clearway Energy Group’) and SunPower Corporation 
(‘SPWR’, United States) and its subsidiaries (together, ‘SunPower Group’)  by way of 
purchase of shares .3 
                                                 
1 OJ L 24, 29.1.2004, p. 1 ( the ‘Merger Regulation ’). With effect from 1 December 2009,  the Treaty on 
the Functioning of the European Union ( ‘TFEU ’) has introduced certain changes, such as the 
replacement of ‘Community ’ by ‘Union ’ and ‘common market ’ by ‘internal market ’. The terminology 
of the TFEU will be used throughout this decision.  
2  OJ L 1, 3.1.1994, p.  3 (the ‘EEA Agreement ’). 
3  Publication in the Official Journal of the European Union No C 283, 25.7.2022 , p. 72. 

2 2. The business activities of the undertakings concerned  are the following : 
 TotalE nergies: publicly traded energy company engaged on a global scale in the 
oil and gas industry. TotalEnergies is also globally active in  the renewable 
energy, power generation sectors, and carbon neutrality businesses,  
 GIP: global independent infrastructure  fund manager primarily focused on 
investing in transportation, energy, digital infrastructure and waster/water sectors,  
 Clearway Energy Group: energy infrastructure investor focusing on investments 
in the United States,  
 SunPower Group: solar technology an d energy services provider in the United 
States and Canada . 
3. After examination of the notification, the European Commission has concluded that 
the notified operation falls within the scope of the Merger  Regulation  and of 
paragraph 5 (a) of the Commission Not ice on a simplified procedure for treatment of 
certain concentrations under Council Regulation (EC) No 139/2004 .4 
4. For the reasons set out in the Notice on a simplified procedure, the European 
Commission has decided not to oppose the notified operation and to declare it 
compatible with the internal market and with the EEA Agreement. This decision is 
adopted in application of Article 6(1)(b) of the Merger  Regulation  and Article 57 of 
the EEA Agre ement . 
For the Commission  
 
 
(Signed)  
Olivier GUERSENT  
Director -General  
                                                 
4  OJ C 366, 14.12.2013, p. 5 .