[Federal Register Volume 74, Number 214 (Friday, November 6, 2009)]
[Notices]
[Pages 57533-57536]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E9-26813]
-----------------------------------------------------------------------
NUCLEAR REGULATORY COMMISSION
[NRC-2009-0194; Docket Nos. 50-317, 50-318, 72-8; Renewed License No.
DPR-53; Renewed License No. DPR-69; License No. SNM-2505]
In the Matter of: Constellation Energy Nuclear Group, LLC; EDF
Development, Inc.; Calvert Cliffs Nuclear Power Plant, Inc.; Calvert
Cliffs Nuclear Power Plant, LLC (Calvert Cliffs Nuclear Power Plant,
Unit Nos. 1 and 2, and Calvert Cliffs Independent Spent Fuel Storage
Installation); Order Superseding Order of October 9, 2009, Approving
Application Regarding Proposed Corporate Restructuring and Approving
Conforming Amendments
I
Calvert Cliffs Nuclear Power Plant, Inc. (CCNPP, Inc. or the
licensee) is the holder of Renewed Facility Operating License Nos. DPR-
53 and DPR-69, which authorize the possession, use, and operation of
Calvert Cliffs Nuclear Power Plant, Unit Nos. 1 and 2 (CCNPP 1 and 2),
and of Materials License No. SNM-2505, which authorizes the possession,
use, and operation of the Calvert Cliffs Independent Spent Fuel Storage
Installation (Calvert Cliffs ISFSI), and authorizes CCNPP, Inc. to
receive, possess, transfer, and store power reactor spent fuel at the
Calvert Cliffs ISFSI. The facilities are located at the licensee's site
in Calvert County, Maryland.
II
By letter dated January 22, 2009, as supplemented on February 26,
April 8, June 25, July 27, October 15, October 19, October 25 (two
letters), October 26, and October 28, 2009 (together, the Application),
Constellation Energy Nuclear Group, LLC (CENG), on behalf of the
licensee and EDF Development, Inc. (EDF Development) (together, the
applicants), requested that the Nuclear Regulatory Commission (NRC, the
Commission), pursuant to Title 10 of the Code of Federal Regulations
(10 CFR)
[[Page 57534]]
50.80, consent to the indirect license transfers that would be effected
by the indirect transfer of control of CENG's ownership and operating
interests in CCNPP, Inc. The actions being sought are a result of
certain proposed corporate restructuring actions in connection with a
planned investment by EDF Development whereby it would acquire a 49.99%
ownership interest in CENG from Constellation Energy Group, Inc. (CEG),
the current 100% owner of CENG. EDF Development is a U.S. corporation
organized under the laws of the State of Delaware and a wholly-owned
subsidiary of E.D.F. International S.A., a public limited company
organized under the laws of France, which is in turn a wholly-owned
subsidiary of [Eacute]lectricit[eacute] de France S.A., a French
limited company. The applicants also requested approval of the proposed
direct transfer of licenses held under CCNPP, Inc. to a new legal
entity, Calvert Cliffs Nuclear Power Plant, LLC (CCNPP, LLC) and
approval of conforming license amendments that would replace references
to CCNPP, Inc. in the license with references to CCNPP, LLC to reflect
the transfer of ownership and operating authority, specifically, to
possess, use, and operate CCNPP 1 and 2 and to receive, possess, or use
related licensed materials under the applicable conditions and
authorizations in the CCNPP 1 and 2 licenses and for the ISFSI license.
Following the closing of the transfer of ownership interests in
CENG to EDF Development, EDF Development will hold a 49.99% ownership
interest in CENG; CEG will hold a 50.01% ownership interest in CENG
through two new intermediate parent companies, Constellation Nuclear,
LLC and CE Nuclear, LLC, formed for non-operational purposes. In
addition, Constellation Nuclear Power Plants, Inc., which is currently
an intermediate holding company between CENG and Nine Mile Point
Nuclear Station, LLC and R.E. Ginna Nuclear Power Plant, LLC, will
convert to a Delaware limited liability company by operation of law and
become Constellation Nuclear Power Plants, LLC, and will exist as an
intermediate holding company between CENG and CCNPP, LLC, Nine Mile
Point Nuclear Station, LLC, and R.E. Ginna Nuclear Power Plant, LLC.
CCNPP, Inc. will convert to CCNPP, LLC by merger.
No physical changes to the facilities or operational changes are
being proposed in the application. The proposed conforming license
amendment would replace references to CCNPP, Inc. in the license with
references to CCNPP, LLC to reflect the proposed direct transfer of the
licenses.
Approval of the transfer of the license and the conforming license
amendment is requested by the applicants pursuant to 10 CFR 50.80, 10
CFR 50.90, and 10 CFR 72.50. Notice of the request for approval and
opportunity for a hearing was published in the Federal Register on May
7, 2009 (74 FR 21413). No hearing requests or petitions to intervene
were received. The NRC received comments from a member of the public in
Seattle, Washington, in an e-mail dated May 22, 2009. The comments did
not provide any information additional to that in the application, nor
did they provide any information contradictory to that provided in the
application.
Pursuant to 10 CFR 50.80 and 10 CFR 72.50, 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 and other information before the Commission, and relying
upon the representations and agreements contained in the application,
the NRC staff has determined that the proposed indirect license
transfer of control of the subject licenses held by the licensee to the
extent such will result from the proposed corporate restructuring
actions and the planned investment by EDF Development whereby it will
acquire a 49.99% ownership interest in CENG, and that the direct
transfer of CCNPP, Inc. to CCNPP, LLC as described in the Application,
are otherwise consistent with applicable provisions of law,
regulations, and Orders issued by the NRC, pursuant thereto, subject to
the conditions set forth below. The NRC staff has further found that
the Application for the proposed license amendment complies with the
standards and requirements of the Atomic Energy Act of 1954, as amended
(the Act), and the Commission's rules and regulations set forth in 10
CFR Chapter I; the facility will operate in conformity with the
Application, the provisions of the Act, and the rules and regulations
of the Commission; there is reasonable assurance that the activities
authorized by the proposed license amendment can be conducted without
endangering the health and safety of the public and that such
activities will be conducted in compliance with the Commission's
regulations; the issuance of the proposed license amendments will not
be inimical to the common defense and security or to the health and
safety of the public; and the issuance of the proposed amendments will
be in accordance with 10 CFR Part 51 of the Commission's regulations
and all applicable requirements have been satisfied.
On October 9, 2009, the Commission issued, ``Order Approving
Application Regarding Proposed Corporate Restructuring and Approving
Conforming Amendments.''
By letter dated October 19, 2009, CENG explained that its January
22, 2009, application for the license transfers had anticipated nearly
concurrent completion of the proposed internal corporate restructuring
of the CEG subsidiaries and the proposed EDF acquisition of 44.99% of
CENG. After it filed its January 22, 2009, application, CENG learned
that the restructuring activities for the CEG subsidiaries will be
completed at least 8 days prior to closing the transaction involving
EDF. In letters dated October 25 (two letters), 26, and 28, 2009, CENG
provided revised financial arrangements that will apply during the
period between the completion of the internal restructuring activities
and the acquisition of 44.99% of CENG by EDF and a revised operating
agreement that will apply after the EDF closing.
The NRC concluded that modifications were needed to the cover
letter, the October 9, 2009, Order, and the safety evaluations in light
of the new information provided in CENG's letters of October 19 through
28, 2009. This Order contains those modifications and supersedes the
Order issued October 9, 2009.
The findings set forth above are supported by a modified NRC safety
evaluation (SE) dated the same day as this Order.
III
Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the
Act, 42 U.S.C. Sections 2201(b), 2201(i), 2201(o), and 2234; and 10 CFR
50.80 and 10 CFR 72.50, it is hereby ordered that the Application
regarding the indirect license transfers and direct license transfers
related to the proposed corporate restructuring actions and the planned
investment by EDF Development, as described herein, is approved,
subject to the following conditions:
A. With regard to the direct and indirect transfers resulting from
the restructuring of the CEG subsidiaries:
(1) Before completion of the direct transfer of the CNPP license,
CENG shall provide the Director of the Office of Nuclear Reactor
Regulation satisfactory documentary evidence that CCNPP, LLC has
obtained the appropriate amount of
[[Page 57535]]
insurance required of licensees under 10 CFR part 140 of the
Commission's regulations.
(2) CCNPP, LLC may no longer rely exclusively on an external
sinking fund as its decommissioning funding assurance mechanism and
will be required to implement an alternate decommissioning funding
assurance mechanism, acceptable per NRC requirements outlined in 10 CFR
50.75(e)(1), which will be used to provide decommissioning funding
assurance.
(3) The financial arrangements resulting from the corporate
restructuring activities of the CEG subsidiaries are subject to the
following:
(a) The Inter-Company Credit Agreements (ICA) described in the
October 25, 2009, supplement to the Application shall be effective as
of the date of the direct and indirect transfers (whichever occurs
first) resulting from the restructuring of CEG subsidiaries and shall
be consistent with the representations contained in the Application.
CENG and CCNPP, LLC shall take no action to cause CEG, or their
successors and assigns, to void, cancel or materially modify the ICA as
submitted without the prior written consent of the NRC staff. CENG
shall inform the Director of the Office of Nuclear Reactor Regulation,
in writing, no later than 10 days after any funds are provided to CENG
or any of the licensees by CEG or EDF Development under any Support
Agreement.
(b) The Master Demand Notes described in the October 26, 2009,
supplement to the Application shall be effective as of the date of the
direct and indirect transfers (whichever occurs first) resulting from
the restructuring of CEG subsidiaries and shall be consistent with the
representations contained in the Application. CENG and CCNPP, LLC,
shall take no action to cause CEG, or their successors and assigns, to
void, cancel or materially modify the Master Demand Notes without the
prior written consent of the NRC staff.
B. With regard to the indirect transfers resulting from the
acquisition of 44.99% of CENG by EDF Development (EDF Closing):
(1) Before completion of the EDF Closing, Conditions A.(1) and
A.(2) above must be fulfilled.
(2) The ownership and governance arrangements in effect as of the
date of the indirect transfers to EDF Development are subject to the
following:
(a) The Operating Agreement included with the supplement dated
October 25, 2009, may not be modified in any material respect
concerning decisionmaking authority over ``safety issues'' as defined
therein without the prior written consent of the Director, Office of
Nuclear Reactor Regulation.
(b) At least half the members of CENG's Board of Directors must be
U.S. citizens.
(c) The Chief Executive Officer (CEO), Chief Nuclear Officer (CNO)
and Chairman of the Board of Directors of CENG must be U.S. citizens.
These individuals shall have the responsibility and exclusive authority
to ensure and shall ensure that the business and activities of CENG
with respect to the Calvert Cliffs, Unit Nos. 1 and 2, Calvert Cliffs
ISFSI, Nine Mile Point, Unit Nos. 1 and 2, and R.E. Ginna licenses are
at all times conducted in a manner consistent with the public health
and safety and common defense and security of the United States.
(d) CENG will establish a Nuclear Advisory Committee (NAC) composed
of U.S. citizens who are not officers, directors, or employees of CENG,
CEG or EDF Development. The NAC will report to and provide transparency
to the NRC and other U.S. governmental agencies regarding foreign
ownership and control of nuclear operations.
(e) CENG shall cause to be transmitted to the Director, Office of
Nuclear Reactor Regulation, within 30 days of knowledge of a filing
with the U.S. Securities and Exchange Commission, any Schedules 13D or
13G filed pursuant to the Securities and Exchange Act of 1934 that
disclose beneficial ownership of any registered classes of CEG stock.
(3) The financial arrangements applicable to the indirect transfers
resulting from the EDF Closing are subject to the following:
(a) The working capital and cash pooling arrangements described in
Article IV of the Operating Agreement included with the October 25,
2009 supplement to the Application, shall be effective as of the date
of the indirect transfers to EDF Development and shall be consistent
with the representations contained in the Application. CENG and CCNPP,
LLC shall take no action to cause CEG and/or EDF Development, or their
successors and assigns, to void, cancel or materially modify the
working capital and cash pooling arrangements in the Operating
Agreement without the prior written consent of the NRC staff.
(b) The Support Agreements described in the February 26, 2009
supplement to the Application shall be effective as of the date of the
indirect transfers to EDF Development; shall supersede the Inter-
Company Credit Agreements provided by CEG, Inc.; and shall be
consistent with the representations contained in the Application. CENG
and CCNPP, LLC shall take no action to cause CEG and/or EDF
Development, or their successors and assigns, to void, cancel or
materially modify the Support Agreements as submitted without the prior
written consent of the NRC staff. CENG shall inform the Director of the
Office of Nuclear Reactor Regulation, in writing, no later than 10 days
after any funds are provided to CENG or any of the licensees by CEG or
EDF Development under any Support Agreement.
(c) The Master Demand Notes described in the October 28, 2009
supplement to the Application, shall be effective as of the date of the
indirect transfers to EDF Development; shall supersede the Master
Demand Notes provided by CEG, Inc.; and shall be consistent with the
representations contained in the Application. CENG and CCNPP, LLC,
shall take no action to cause CEG and/or EDF Development, or their
successors and assigns, to void, cancel or materially modify the Master
Demand Notes without the prior written consent of the NRC staff.
It is further ordered that, consistent with 10 CFR 2.1315(b), the
license amendment that makes changes to conform the license to reflect
the subject direct license transfer is approved. The amendment shall be
issued and made effective at the time the proposed direct license
transfer is completed.
It is further ordered that CENG shall inform the Director of the
Office of Nuclear Reactor Regulation, in writing, of the date of
closing of the transfer of EDF Development's ownership and operating
interests in CENG at least 1 business day before the closing. Should
the transfers of the licenses not be completed within 1 year of this
Order's date of issuance, this Order shall become null and void,
provided, however, that upon written application and for good cause
shown, such date may be extended by Order.
This Order supersedes the Order issued on October 9, 2009, and is
effective upon issuance.
For further details with respect to this Order, see the initial
application dated January 22, 2009 (Agencywide Documents Access and
Management System (ADAMS) Accession No. ML090290101), as supplemented
by letters dated February 26 (ML090630426), April 8 (ML091000665), June
25 (ML091811094), and July 27, 2009 (ML092150712), October 15
(ML092920168), October 19 (ML092990101), October 25 (ML093000127 and
ML093000141),
[[Page 57536]]
October 26 (ML093000506), and October 28, and the SE (ML093010003) with
the same date as this Order, which are available for public inspection
at the Commission's Public Document Room (PDR), located at One White
Flint North, 11555 Rockville Pike, Room O-1 F21 (First Floor),
Rockville, Maryland, and accessible electronically from the 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 or 301-415-4737, or by e-mail at
[email protected].
Dated at Rockville, Maryland, this 30th day of October 2009.
For the Nuclear Regulatory Commission.
Eric J. Leeds,
Director, Office of Nuclear Reactor Regulation.
Michael F. Weber,
Director, Office of Nuclear Material Safety and Safeguards.
[FR Doc. E9-26813 Filed 11-5-09; 8:45 am]
BILLING CODE 7590-01-P