CELEX: 32016M8092
Language: en
Date: 2016-08-23 00:00:00
Title: Commission Decision of 23/08/2016 declaring a concentration to be compatible with the common market (Case No COMP/M.8092 - PSP / OTPP / CUBICO / RENEWABLE ENERGY POWER GENERATION COMPANIES) according to Council Regulation (EC) No 139/2004 (Only the English text is authentic)

|[pic]                             |EUROPEAN COMMISSION                                                                                      |

                                        Brussels, 23.8.2016
                                        C(2016) 5510 final

                                        [pic]

                                        To the notifying parties:

Dear Sirs,

Subject:    Case M.8092 – PSP / OTPP / CUBICO / RENEWABLE ENERGY POWER GENERATION COMPANIES
         Commission decision pursuant to Article 6(1)(b) of Council Regulation (EC) No 139/2004[1] and Article 57 of the Agreement on the
         European Economic Area[2]

 1. On 28 July 2016, the European Commission received notification of a proposed concentration pursuant to Article 4 of the Merger Regulation by
    which Public Sector Pension Investment Board ("PSP", Canada) and Ontario Teachers' Pension Plan Board ("OTPP", Canada)  will  acquire  joint
    control over Cubico Sustainable Investment Holdings Limited ("Cubico", United Kingdom) within the meaning of Article 3(1)(b) of  the  Merger
    Regulation by way of purchase of shares. Cubico will acquire at the same time sole  control  of  five  companies,  (i)  C&C  Lucania  S.r.l.
    ("Tricarico", Italy), (ii) Penmanshiel Energy Limited ("Penmanshiel", UK), (iii) Chiplow Wind Farm Limited (UK),  (iv)  Kelmarsh  Wind  Farm
    Limited (UK) and (v) Winwick Wind Farm Limited (UK) within the meaning of Article 3(1)(b) of the Merger Regulation by  way  of  purchase  of
    shares.[3]

 2. The business activities of the undertakings concerned are:

  – The business activities of the undertakings concerned are:

            -    PSP is a pension investment manager. Its portfolio includes shares, fixed income applications, securities, investment  in  real
              estate and private equity, as well as in the infrastructure and renewable resources sectors;

            -    OTPP is an investment fund that distributes its portfolio among 6  main  asset  classes:  (i)  public  equities;  (ii)  private
              capital; (iii) fixed income and alternative investments; (iv) infrastructure; (v) tactical asset allocation and natural resources;
              and (vi) real estate;

            -    Cubico manages and invests in renewable energy and water infrastructure assets globally. Cubico  owns  wind,  solar  and  water
              infrastructure assets across eight countries;

            -    Chiplow Wind Farm Limited, Kelmarsh Wind Farm Limited and Winwick Wind Farm Limited are wind farms incorporoated in the UK;

            - -  Penmanshiel is a wind farm incorporated in the UK;

            - -  Tricarico is a wind farm incorporated in Italy.

 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  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 Agreement.

                                        For the Commission

                                        (Signed)
                                        Johannes LAITENBERGER
                                        Director-General

                                        -----------------------
[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, 5.8.2016, p. 4.
[4]   OJ C 366, 14.12.2013, p. 5.

-----------------------

                                                                  PUBLIC VERSION

                                                           SIMPLIFIED MERGER PROCEDURE