[Federal Register Volume 73, Number 150 (Monday, August 4, 2008)]
[Notices]
[Pages 45252-45253]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E8-17778]
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NUCLEAR REGULATORY COMMISSION
[Docket Nos. 50-255 and 72-7]
In the Matter of Entergy Nuclear Operations, Inc.; Entergy
Nuclear Palisades, LLC (Palisades Nuclear Plant); Order Approving
Indirect Transfer of Facility Operating License
I
Entergy Nuclear Operations, Inc. (ENO) and Entergy Nuclear
Palisades, LLC (EN-Palisades) are co-holders of the Renewed Facility
Operating License, No. DPR-20, which authorizes the possession, use,
and operation of the Palisades Nuclear Plant (Palisades). Palisades is
a pressurized water nuclear reactor that is owned by EN-Palisades and
operated by ENO. The facility is located in Van Buren County, Michigan.
II
By application dated July 30, 2007, as supplemented by letters
dated October 31, and December 5, 2007, and January 24, March 17, April
22, and May 2, 2008, ENO, acting on behalf of itself and EN-Palisades,
requested that the U.S. Nuclear Regulatory Commission (NRC, the
Commission), pursuant to Section 50.80 of Title 10 of the Code of
Federal Regulations (10 CFR), consent to the proposed indirect transfer
of control of the Palisades license, including the general license for
the independent spent fuel storage installation.
EN-Palisades is currently a direct wholly-owned subsidiary of
Entergy Nuclear Midwest Investment Company, LLC which, in turn, is a
direct wholly-owned subsidiary of Entergy Nuclear Holding Company
which, in turn, is a direct wholly-owned subsidiary of Entergy
Corporation. Therefore, under the current corporate structure, Entergy
Corporation is the indirect owner of 100 percent of EN-Palisades.
Under the proposed corporate restructuring, a new holding company,
Enexus Energy Corporation (Enexus), will be created. Initially, the
shareholders of Entergy Corporation will separately own the shares of
Enexus and, as such, Enexus will be owned by the public. Entergy
Nuclear Holding Company will become a direct wholly-owned subsidiary of
Enexus. Accordingly, following the corporate restructuring, Enexus will
acquire indirect control of 100 percent of EN-Palisades.
ENO, the operator of the Palisades facility, is currently a direct
wholly-owned subsidiary of Entergy Nuclear Holding Company 2
which, in turn, is a direct wholly-owned subsidiary of Entergy
Corporation. Therefore, Entergy Corporation is currently the indirect
owner of 100 percent of ENO.
Under the proposed corporate restructuring, Entergy Nuclear Holding
Company 2 will be eliminated and ENO will become a direct
subsidiary of a new parent company called EquaGen LLC. EquaGen LLC will
be owned in equal shares by two new intermediate holding companies as
follows. Entergy EquaGen, Inc. is being created as a direct subsidiary
of Entergy Corporation and will own 50 percent of EquaGen LLC.
Similarly, Enexus EquaGen, LLC is being created as a direct subsidiary
of Enexus and will also own 50 percent of EquaGen LLC. Accordingly,
following the corporate restructuring, Entergy Corporation and Enexus
will each have indirect control of 50 percent of ENO.
Finally, ENO will be converted from a corporation to a limited
liability company and its name will be changed from Entergy Nuclear
Operations, Inc. to EquaGen Nuclear LLC. Under Delaware law, EquaGen
Nuclear LLC will assume all of the rights and responsibilities of ENO,
and it will be the same company (legal entity) both before and after
the conversion and name change. Also, EN-Palisades will undergo a name
change to become Enexus Nuclear Palisades, LLC. The staff understands
that ENO will request an administrative license amendment to conform
the Palisades license in the near future.
Notice of the request for approval and an opportunity for a hearing
was published in the Federal Register on January 16, 2008 (73 FR 2948).
By petition dated February 5, 2008, Locals 369 and 590, Utility Workers
Union of America (UWUA), American Federation of Labor-Congress of
Industrial Organization, representing plant workers at the Pilgrim
Nuclear Power Station located in Plymouth, Massachusetts, responded to
the Federal Register notice and requested a hearing and leave to
intervene as a party in the Palisades proceeding. On June 12, 2008,
Local 369 filed a notice of withdrawal of its petition to intervene.
The notice of withdrawal did not apply to Local 590.
The request for a hearing is currently pending before the
Commission. Pursuant to 10 CFR 2.1316, during the pendency of a
hearing, the staff is expected to promptly proceed with the approval or
denial of license transfer requests consistent with the staff's
findings in its safety evaluation. Notice of the staff's action shall
be promptly transmitted to the presiding officer and parties to the
proceeding. Commission action on the pending hearing requests is being
handled independently of this action.
Pursuant to 10 CFR 50.80(a), no license, or any right thereunder,
shall be transferred, directly or indirectly, through transfer of
control of the license, unless the Commission shall give its consent in
writing. Upon review of the information in the application as
supplemented and other information before the Commission, and relying
upon the representations and agreements in the application as
supplemented, the NRC staff concludes that the proposed indirect
transfer of control of the license held by EN-Palisades to Enexus, as
described herein, will not affect the qualifications of EN-Palisades as
holder of the Palisades license. The indirect transfer of control of
the license is otherwise consistent with applicable provisions of law,
regulations, and orders issued by the NRC. Furthermore, the NRC staff
concludes that the proposed corporate restructuring involving new
intermediate and ultimate parent companies over ENO, as described
herein, will not affect the qualifications of ENO as holder of the
Palisades license. The indirect transfer of control of the license as
held by ENO, to the extent affected by the proposed restructuring, is
otherwise consistent with applicable provisions of law, regulations,
and orders issued by the Commission.
[[Page 45253]]
The NRC staff concludes that the conversion of Entergy Nuclear
Operations, Inc. to EquaGen Nuclear LLC would not constitute a direct
transfer of the licenses to the extent held by ENO. Therefore, no
consent to the proposed conversion is necessary.
The findings set forth above are supported by the NRC's safety
evaluation dated July 28, 2008.
III.
Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the
Atomic Energy Act of 1954, as amended, 42 U.S.C. 2201(b), 2201(i),
2201(o), and 2234; and 10 CFR 50.80, it is hereby ordered that the
application regarding the indirect license transfer discussed above
related to the proposed corporate restructuring and establishment of
Enexus is approved, subject to the following conditions:
1. EN-Palisades shall enter into the $700 million Support Agreement
with Enexus Energy Corporation as described in the application, no
later than the time the proposed transactions and indirect license
transfer occurs. EN-Palisades shall take no action to cause Enexus
Energy Corporation, or its successors and assigns, to void, cancel, or
modify the Support Agreement or cause it to fail to perform, or impair
its performance under the Support Agreement, without prior written
consent of the NRC. The Support Agreement may not be amended or
modified without 30 days prior written notice to the Director of the
Office of Nuclear Reactor Regulation or his designee. An executed copy
of the Support Agreement shall be submitted to the NRC no later than 30
days after the completion of the proposed transactions and the indirect
license transfer. EN-Palisades shall inform the NRC in writing anytime
it draws upon the Support Agreement.
2. The ten separate support guarantees from various Entergy
subsidiaries, which total $315 million, including the support guarantee
relating to Palisades, may be revoked when, and conditioned upon,
implementation of the new $700 million Support Agreement at the time
the proposed restructuring and indirect license transfer are completed.
3. Should the proposed corporate restructuring and establishment of
Enexus not be completed within one year from the date of this Order,
this Order shall become null and void, provided, however, upon written
application and good cause shown, such date may be extended by Order.
This Order is effective upon issuance.
For further details with respect to this Order, see the application
dated July 30, 2007, as supplemented by letters dated October 31, and
December 5, 2007, and January 24, March 17, April 22, and May 2, 2008,
and the NRC's safety evaluation dated July 28, 2008, which are
available for public inspection at the Commission's Public Document
Room (PDR), located at One White Flint North, Public File Area 01 F21,
11555 Rockville Pike (first floor), Rockville, Maryland and accessible
electronically from the Agencywide Documents Access and Management
System (ADAMS) Public Electronic Reading Room on the Internet at the
NRC Web site, http://www.nrc.gov/reading-rm/adams.html.
Persons who do not have access to ADAMS or who encounter problems
in accessing the documents located in ADAMS, should contact the NRC PDR
Reference staff by telephone at 1-800-397-4209, 301-415-4737, or by e-
mail to [email protected].
Dated at Rockville, Maryland this 28th day of July 2008.
For the Nuclear Regulatory Commission.
Timothy J. McGinty,
Acting Director, Division of Operating Reactor Licensing, Office of
Nuclear Reactor Regulation.
[FR Doc. E8-17778 Filed 8-1-08; 8:45 am]
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