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,  17.4.2020  
C(2020 ) 2566 final  
PUBLIC VERSION  
To the notifying parties  
Subject : Case M .9766  – APG  / CALSTRS / MUNICH RE / ASTORIA I & II  
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 23 March 2020 , the European Commission received notification of a proposed 
concentration pursuant to Article 4 of the Merger  Regulation by which the 
undertakings California State Teachers Retirement System ("CalSTRS") (USA) and 
Stichting Pensionfonds ABP ("APG") (The Netherlands) , through their jointly 
controlled joint venture Gotham Power  Investors LLC (“Gotham JV”), and 
Münchener Rückversicherungs -Gesellschaft (" Munich Re") (Germany),  through the 
holding company MR Gotham LP (“MR Gotham”), acquire through their jointly 
controlled joint venture Astoria Power Partners Holding LLC (“APPH”), and within 
the meaning of Article 3(1)(b) and of Article 3(4) of the Merger R egulation , joint 
control over the undertaking s Astoria Project Partners LLC ("Astoria I") (USA) and 
Astoria Project Partners II LLC ("Astoria II") (USA), by way of purchase of shares . 
CalPERS (a pre -existing shareholder) will retain  joint control over Astoria II . 3 
2. The business activities of the undertakings concerned are:  
 for CalSTRS : a passive equity investor established by California law to provide 
retirement, disability and survivor benefits to California's public school educator s 
from prekindergart en through to community college,  
 for APG : provider of financial services such as executive consultancy, asset 
management, pension administration, pension communication and employers 
services on behalf of pension funds and employers in a  variety of sectors , 
                                                 
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 104, 31.3.2020 , p. 7. 

2  for Munich Re : an international insurance company covering the entire value 
chain of reinsurance, primary insurance (e.g. ERGO) and insurance -ancillary risk 
solutions, and also asset management services (MEAG),  
 for CalPERS : an agency in the California executive branch that manages pension 
and health benefits for more than 1.6 million California public employee s, 
retirees, and their families,  
 for Astoria I and Astoria II: the holding of two gas fueled, combined -cycle power 
plants which generate electricity, l ocated in New York (USA).  
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 Notice on a si mplified 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 .