CELEX: 32022M10535
Language: en
Date: 2022-01-17 00:00:00
Title: Commission Decision of 17/01/2022 declaring a concentration to be compatible with the common market (Case No COMP/M.10535 - GIP / APG / AUSTRALIANSUPER / PEEL GROUP / PEEL PORTS) according to Council Regulation (EC) No 139/2004 (Only the English text is authentic)

EUROPEAN COMMISSION
                                                               Brussels, 17.1.2022
                                                               C(2022) 365 final
                                                                               PUBLIC VERSION
                                                               Global Infrastructure Partners
                                                               30th floor, 1345 Avenue of the
                                                               Americas
                                                               10105 – New York
                                                               United States of America
                                                               APG Asset Management N.V.
                                                               3 Gustav Mahlerplein
                                                               1082 MS – Amsterdam
                                                               The Netherlands
                                                               AS Infra PP Pty Ltd
                                                               130 Lonsdale Street, Level 30
                                                               VIC 3000 – Melbourne
                                                               Australia
                                                               Peel Holdings Group Limited
                                                               Billown Mansion, Ballasalla, Malew
                                                               IM9 3DL – Isle of Man
                                                               United Kingdom
Subject:        Case M.10535 – GIP / APG / AUSTRALIANSUPER / PEEL GROUP /
                PEEL PORTS
                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 14 December 2021, the European Commission received notification of a
          proposed concentration pursuant to Article 4 of the Merger Regulation by which
          Global Infrastructure Management, LLC via its fund Global Infrastructure Partners
          (“GIP”, United States of America), APG Asset Management N.V. (“APG”, the
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’).
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.
 ---pagebreak---      Netherlands), AS Infra PP Pty Ltd, acting as trustee for the AS Infra PP Trust (“AS”,
     Australia) and Peel Holdings Group Limited (“PG”, United Kingdom) intend to
     acquire within the meaning of Article 3(1)(b) and 3(4) of the Merger Regulation
     joint control of Peel Ports Group Limited (“the Target”, United Kingdom) by way of
     purchase of shares.3
  2. The business activities of the undertakings concerned are:
     -    for GIP: funds investing globally in equity and equity-related investments in
          infrastructure and infrastructure-related assets in the transportation, energy,
          water, waste and other public service sectors. One of GIP’s jointly controlled
          portfolio company, Terminal Investment Limited Sarl (“TIL”) invests in,
          develops and manages container terminals in 27 countries around the world,
          including a container terminal at the port of Liverpool (the L2 Terminal) which it
          jointly controls with the Target,
     -    for APG: subsidiary of APG Groep N.V., a Dutch pension provider, active
          globally in the management of assets for pension funds in various sectors,
          including education, government, construction, energy and utility companies,
     -    for AS: Australian superannuation (pension) fund, investing globally in unlisted
          assets, namely infrastructure, property, debts and private equity,
     -    for PG: investment company with interests in a diverse portfolio of real estate,
          transport and infrastructure assets, primarily active in the UK,
     -    for the Target: provider of ports services across the UK and Ireland and shipping
          across the UK, Ireland and Europe. Its port operations include activities at the
          Port of Liverpool, the Manchester Ship Canal, Port of Heysham, London
          Medway, Port of Great Yarmouth, Clydeport, as well as Dublin Marine
          Terminals in Ireland. The Target has a subsidiary, BG Freight Line (“BG”),
          which provides short sea container shipping services.
  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
     paragraphs 5(c) and 6 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)
                                                             Olivier GUERSENT
                                                             Director-General
3   Publication in the Official Journal of the European Union No C 520, 27.12.2021, p. 10-11.
4   OJ C 366, 14.12.2013, p. 5.
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