0001104659-18-075158.txt : 20181228 0001104659-18-075158.hdr.sgml : 20181228 20181228165300 ACCESSION NUMBER: 0001104659-18-075158 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181226 FILED AS OF DATE: 20181228 DATE AS OF CHANGE: 20181228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Global Infrastructure Investors III, LLC CENTRAL INDEX KEY: 0001747194 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36002 FILM NUMBER: 181257897 BUSINESS ADDRESS: STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS STREET 2: 1345 AVENUE OF THE AMERICAS, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: (212) 315-8100 MAIL ADDRESS: STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS STREET 2: 1345 AVENUE OF THE AMERICAS, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Global Infrastructure GP III, L.P. CENTRAL INDEX KEY: 0001747185 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36002 FILM NUMBER: 181257898 BUSINESS ADDRESS: STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS STREET 2: 1345 AVENUE OF THE AMERICAS, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: (212) 315-8100 MAIL ADDRESS: STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS STREET 2: 1345 AVENUE OF THE AMERICAS, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GIP III Zephyr Acquisition Partners L.P. CENTRAL INDEX KEY: 0001752556 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36002 FILM NUMBER: 181257899 BUSINESS ADDRESS: STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS STREET 2: 1345 AVENUE OF THE AMERICAS, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: (212)315-8100 MAIL ADDRESS: STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS STREET 2: 1345 AVENUE OF THE AMERICAS, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clearway Energy Group LLC CENTRAL INDEX KEY: 0001750994 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36002 FILM NUMBER: 181257900 BUSINESS ADDRESS: STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS STREET 2: 1345 AVENUE OF THE AMERICAS, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 212-315-8100 MAIL ADDRESS: STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS STREET 2: 1345 AVENUE OF THE AMERICAS, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 FORMER NAME: FORMER CONFORMED NAME: Zephyr Renewables LLC DATE OF NAME CHANGE: 20180822 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Clearway Energy, Inc. CENTRAL INDEX KEY: 0001567683 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 461777204 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 300 CARNEGIE CENTER, SUITE 300 CITY: PRINCETON STATE: NJ ZIP: 08540 BUSINESS PHONE: 609-608-1525 MAIL ADDRESS: STREET 1: 300 CARNEGIE CENTER, SUITE 300 CITY: PRINCETON STATE: NJ ZIP: 08540 FORMER COMPANY: FORMER CONFORMED NAME: NRG Yield, Inc. DATE OF NAME CHANGE: 20130606 FORMER COMPANY: FORMER CONFORMED NAME: NRG Yieldco, Inc. DATE OF NAME CHANGE: 20130123 4 1 a4.xml 4 X0306 4 2018-12-26 0 0001567683 Clearway Energy, Inc. CWEN 0001747194 Global Infrastructure Investors III, LLC 1345 AVENUE OF THE AMERICAS, 30TH FLOOR NEW YORK NY 10105 0 0 1 0 0001747185 Global Infrastructure GP III, L.P. 1345 AVENUE OF THE AMERICAS, 30TH FLOOR NEW YORK NY 10105 0 0 1 0 0001752556 GIP III Zephyr Acquisition Partners L.P. 1345 AVENUE OF THE AMERICAS, 30TH FLOOR NEW YORK NY 10105 0 0 1 0 0001750994 Clearway Energy Group LLC 1345 AVENUE OF THE AMERICAS, 30TH FLOOR NEW YORK NY 10105 0 0 1 0 Class C Common Stock 2018-12-26 4 P 0 68000 16.49 A 68000 I See footnotes Class C Common Stock 2018-12-27 4 P 0 64612 16.69 A 132612 I See footnotes Reflects purchases made pursuant to a Rule 10b5-1 trading plan by Clearway Energy Group LLC ("Clearway Energy Group") in connection with grants it intends to make under its Long Term Equity Incentive Plan (the "Plan") to certain of its employees. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $16.14 to $16.80, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth above. Reflects securities held directly by Clearway Energy Group. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of GIP III Zephyr Acquisition Partners, L.P. ("GIP"), which is the sole member of Clearway Energy Group. As a result, Global Investors, Global GP, and GIP may be deemed to share beneficial ownership of the Issuer securities owned by Clearway Energy Group. Adebayo Ogunlesi, Jonathan Bram, William Brilliant, Matthew Harris, Michael McGhee, Rajaram Rao, William Woodburn, Salim Samaha and Robert O'Brien, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Issuer securities beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the securities reported herein for purposes of Section 16 or for any other purpose. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $16.43 to $16.89, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth above. GLOBAL INFRASTRUCTURE INVESTORS III, LLC By: /s/ Jonathan Bram Name: Jonathan Bram Title: Partner 2018-12-28 GLOBAL INFRASTRUCTURE GP III, L.P. By: Global Infrastructure Investors III, LLC, its general partner By: /s/ Jonathan Bram Name: Jonathan Bram Title: Partner 2018-12-28 GIP III ZEPHYR ACQUISITION PARTNERS, L.P. By: Global Infrastructure GP III, L.P., its general partner By: Global Infrastructure Investors III, LLC, its general partner By: /s/ Jonathan Bram Name: Jonathan Bram Title: Partner 2018-12-28 CLEARWAY ENERGY GROUP LLC By: /s/ Craig Cornelius Name: Craig Cornelius Title: Chief Executive Officer 2018-12-28