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, 10.08.2022  
C(2022 ) 5885 final  
PUBLIC VERSION  
Infrafibre Sàrl  
Rue Lou Hemmer 8   
1748 Senningerberg  
Luxembourg  
 
DG Fibre Holdings Limited  
Level 7, One Bartholomew Close, 
Barts Square   
London, EC1A 7BL  
England  
Subject : Case M.10801 - INFRAFIBRE / DG FIBRE / DGN  
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  Infrafibre Sàrl 
(“Infrafibre ”, Luxembourg), ultimately controlled by Deutsch e Bank  AG (Germany)  
and DG Fibre Holdin g Limited (“DG Fibre”, UK), controlled by Sun Life Financial 
Inc. (Canada ), will acquire within the meaning of Article 3(1)(b)  and 3(4)  of the 
Merger Regulation joint control over the whole of  Deutsche GigaNetz GmbH 
(“DGN”,  Germany) , currently controlled by DG Fibre (UK) , by way of purchase of 
shares .3 
2. The business activities of the undertakings concerned  are the following : 
 Infrafibre is a portfolio company of a European infrastructure fund managed by 
subsidiaries of DWS Gro up GmbH & Co KGaA (“DWS Group” , Germany). 
DWS Group, ultimately controlled by Deutsche Bank AG, is an asset 
                                                 
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 281, 22.7.2022 , p. 6. 

2 management company with a wide investment portfolio, which includes 
investments in i nfrastructure assets in Europe. Deutsche Bank AG (Germany) is a 
global provider of financial services . 
 DG Fibre is a holding company owned by an infrastructure fund managed by 
InfraRed Capital Partners Limited (UK) (“IRCP”). IRCP is a global investment 
manager  ultimately controlled by Sun Life Financial Inc ( “Sun Life” , Canada) . 
Sun Life is a financial services company providing insurance, wealth and asset 
management solutions to individual and corporate clients . 
 DGN  is active as a fully integrated FTTH telecommunications provider for 
private, commercial and carrier cus tomers in Germany . 
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(c) of the Commission Notice 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 no tified 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 Agreement . 
For the Commission  
 
 
(Signed)  
Olivie r GUERSENT  
Director -General  
                                                 
4  OJ C 366, 14.12.2013, p. 5 .