[Federal Register Volume 84, Number 235 (Friday, December 6, 2019)]
[Notices]
[Pages 66936-66938]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-26389]


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NUCLEAR REGULATORY COMMISSION

[Docket Nos. 50-334, 50-412, 72-1043, 50-346, 72-14, 50-440, and 72-69; 
NRC-2019-0137]


In the Matter of FirstEnergy Nuclear Operating Company; Beaver 
Valley Power Station, Unit Nos. 1 and 2, and Independent Spent Fuel 
Storage Installation (ISFSI); Davis-Besse Nuclear Power Station, Unit 
No. 1 and ISFSI; and Perry Nuclear Power Plant, Unit No. 1 and ISFSI

AGENCY: Nuclear Regulatory Commission.

ACTION: Direct and indirect transfer of licenses; order.

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SUMMARY: The U.S. Nuclear Regulatory Commission (NRC) is issuing the 
Order approving the application filed by FirstEnergy Nuclear Operating 
Company (FENOC), acting on behalf of itself and FirstEnergy Nuclear 
Generation, LLC (FENGen), (together, the Applicants) on April 26, 2019, 
as supplemented. The application seeks an NRC order consenting to the 
direct and indirect transfer of licenses for Beaver Valley Power 
Station, Unit Nos. 1 and 2; Davis-Besse Nuclear Power Station, Unit No. 
1; and Perry Nuclear Power PIant, Unit No. 1, and their respective 
generally licensed independent spent fuel storage installations 
(ISFSIs) (together, the Facilities). Specifically, the Applicants 
requested a direct transfer of operating authority for the Facilities 
from FENOC to an as-yet unnamed company, herein identified as OpCo; a 
direct transfer of ownership of the Facilities from FENGen to an as-yet 
unnamed company, herein identified as OwnerCo; and an indirect transfer 
of ownership of the Facilities to an as-yet unnamed parent company, 
herein identified as New HoldCo (FirstEnergy Corp. is currently the 
ultimate parent company). The Applicants also requested the NRC's prior 
written consent and issuance of conforming amendments to the licenses. 
No physical changes to the Facilities or operational changes were 
proposed in the application. The Order is effective upon issuance.

DATES: The Order was issued on December 2, 2019, and is effective for 
one year.

ADDRESSES: Please refer to Docket ID NRC-2019-0137 when contacting the 
NRC about the availability of information regarding this document. You 
may obtain publicly-available information related to this document 
using any of the following methods:
     Federal Rulemaking Website: Go to https://www.regulations.gov and search for Docket ID NRC-2019-0137. Address 
questions about NRC docket IDs in Regulations.gov to Jennifer Borges; 
telephone: 301-287-9127; email: [email protected]. For technical 
questions, contact the individuals listed in the FOR FURTHER 
INFORMATION CONTACT section of this document.
     NRC's Agencywide Documents Access and Management System 
(ADAMS): You may obtain publicly-available documents online in the 
ADAMS Public Documents collection at http://www.nrc.gov/reading-rm/adams.html. To begin the search, select ``Begin Web-based ADAMS 
Search.'' For problems with ADAMS, please contact the NRC's Public 
Document Room (PDR) reference staff at 1-800-397-4209, 301-415-4737, or 
by email to [email protected]. For the convenience of the reader, 
instructions about obtaining materials referenced in this document are 
provided in the ``Availability of Documents'' section.
     NRC's PDR: You may examine and purchase copies of public 
documents at the NRC's PDR, Room O1-F21, One White Flint North, 11555 
Rockville Pike, Rockville, Maryland 20852.

FOR FURTHER INFORMATION CONTACT: Bhalchandra K. Vaidya, telephone: 301-

[[Page 66937]]

415-3308, email: [email protected] or Joel S. Wiebe, 
telephone: 301-415-6606, email: [email protected]. Both are staff of 
the Office of Nuclear Reactor Regulation, U.S. Nuclear Regulatory 
Commission, Washington DC 20555-0001.

SUPPLEMENTARY INFORMATION: The text of the Order is attached.

Availability of Documents

    The documents identified in the following table are available to 
interested persons through one or more of the following methods, as 
indicated.

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                   Document                        ADAMS Accession No.
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Application for Order Consenting to Transfer    ML19116A087
 of Licenses and Conforming License
 Amendments, dated April 26, 2019.
Supplemental Information Needed for Acceptance  ML19151A531
 of Requested Licensing Action RE: Application
 for Order Consenting to Transfer of Licenses
 and Conforming License Amendments (EPID-L-
 2019-LLM-0000), dated May 31, 2019.
Response to Request for Additional Information  ML19214A100
 Regarding an Application for Order Consenting
 to Transfer of Licenses and Conforming
 License Amendments (EPID-L-2019-LLM-0000),
 dated August 2, 2019.
Supplemental to Application for Order           ML19241A462
 Consenting to Transfer of Licenses and
 Conforming License Amendments (EPID-L-201 9-
 LLM-0000), dated August 29, 2019.
Supplemental to Application for Order           ML19268A053
 Consenting to Transfer of Licenses and
 Conforming License Amendments (EPID-L-2019-
 LLM-0000), dated September 25, 2019.
Supplemental to Application for Order           ML19268B133
 Consenting to Transfer of Licenses and
 Conforming License Amendments (EPID-L-2019-
 LLM-0000), dated September 25, 2019.
Supplemental to Application for Order           ML19290D432
 Consenting to Transfer of Licenses and
 Conforming License Amendments (EPID-L-2019-
 LLM-0000), dated October 17, 2019.
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    Dated at Rockville, Maryland, this 3rd day of December 2019.

For the Nuclear Regulatory Commission.
Scott P. Wall,
Senior Project Manager, Plant Licensing Branch III, Division of 
Operating Reactor Licensing, Office of Nuclear Reactor Regulation.

Attachment--Order Approving Direct and Indirect Transfers of Control of 
Licenses and Draft Conforming License Amendments

United States of America

Nuclear Regulatory Commission

    In the Matter of Firstenergy Nuclear Operating Company, 
Firstenergy Nuclear Generation, LLC; Beaver Valley Power Station, 
Unit Nos. 1 and 2 and its generally licensed ISFSI, Docket Nos. 50-
334, 50-412, and 72-1043, License Nos. DPR-66 and NPF-73; Davis-
Besse Nuclear Power Station, Unit No. 1 and its generally licensed 
ISFSI, Docket Nos. 50-346 and 72-14, License No. NPF-3; Perry 
Nuclear Power Plant, Unit No. 1 and its generally licensed ISFSI, 
Docket Nos. 50-440 and 72-69; License No. NPF-58

Order Approving Direct and Indirect Transfers of Control of Licenses 
and Draft Conforming License Amendments

I.

    FirstEnergy Nuclear Operating Company (FENOC) and FirstEnergy 
Nuclear Generation, LLC (FENGen) (together, the Applicants) operate 
and own, respectively, Beaver Valley Power Station (BVPS), Unit Nos. 
1 and 2, and its generally licensed independent spent fuel storage 
installation (ISFSI); Davis-Besse Nuclear Power Station, Unit No. 1 
(DBNPS) and its generally licensed ISFSI; and Perry Nuclear Power 
PIant, Unit No. 1 (PNPP) and its generally licensed ISFSI (together, 
the Facilities). Specifically, they are co-holders of:
    (1) Renewed Facility Operating License Nos. DPR-66 and NPF-73 
for BVPS, Units 1 and 2, respectively, located in Beaver County, 
Pennsylvania;
    (2) Renewed Facility Operating License No. NPF-3 for DBNPS, 
located in Ottawa County, Ohio; and
    (3) Facility Operating License No. NPF-58 for PNPP, located in 
Lake County, Ohio.

II.

    By application dated April 26, 2019 (Agencywide Documents Access 
and Management System (ADAMS) Accession No. ML19116A087), as 
supplemented by letters dated May 31, 2019; August 2, 2019; August 
29, 2019; September 25, 2019 (two submissions); and October 17, 2019 
(ADAMS Accession Nos. ML19151A531, ML19214A100, ML19241A462, 
ML19268A053, ML19268B133, and ML19290D432, respectively), the 
Applicants requested, pursuant to Section 184 of the Atomic Energy 
Act of 1954, as amended, and Section 50.80, ``Transfer of 
licenses,'' of Title 10 of the Code of Federal Regulations (10 CFR), 
that the U.S. Nuclear Regulatory Commission (NRC, the Commission) 
consent to the transfer of licenses. Specifically, the Applicants 
requested a direct transfer of operating authority for the 
Facilities from FENOC to an as-yet unnamed company, herein 
identified as OpCo; a direct transfer of ownership of the Facilities 
from FENGen to an as-yet unnamed company, herein identified as 
OwnerCo; and an indirect transfer of ownership of the Facilities to 
an as-yet unnamed parent company, herein identified as New HoldCo 
(FirstEnergy Corp. is currently the ultimate parent company). The 
Applicants also requested the NRC's prior written consent and 
issuance of conforming amendments to the licenses pursuant to 10 CFR 
50.80 and 10 CFR 50.90, ``Application for amendment of license, 
construction permit, or early site permit.''
    On March 31, 2018, FirstEnergy Solutions Corp. (FES), together 
with FENOC, FENGen, and FES's other subsidiaries, filed voluntary 
petitions for bankruptcy protection under Chapter 11 of the United 
States Bankruptcy Code in the United States Bankruptcy Court for the 
Northern District of Ohio, Eastern Division (Bankruptcy Court). By 
letter dated April 2, 2018 (ADAMS Accession No. ML18094A661), in 
accordance with 10 CFR 50.54(cc)(1), FENOC notified the NRC of the 
bankruptcy filing. The proposed direct and indirect license 
transfers would support the emergence from bankruptcy of the 
Applicants, along with FES and other affiliated companies that are 
currently debtors in the bankruptcy process, pursuant to the Eighth 
Amended Joint Plan of Reorganization (the Bankruptcy Reorganization 
Plan) filed with the Bankruptcy Court on October 11, 2019, and the 
Revised Eighth Amended Plan filed with the Bankruptcy Court on 
October 14, 2019, and confirmed by the Bankruptcy Court on October 
16, 2019, as noted in the Applicants' supplemental letter dated 
October 17, 2019.
    Under the Bankruptcy Reorganization Plan, at emergence from 
bankruptcy, a new privately-held holding company, New HoldCo, will 
be formed with shares initially held by certain current creditors of 
one or more of FES, FENOC, FENGen, or FirstEnergy Generation, LLC 
(FG) (a sister company of FENGen holding fossil fuel generation 
assets) and management of the new holding company. Both OpCo and 
OwnerCo will become wholly-owned subsidiaries of New HoldCo. New 
HoldCo will also have ultimate ownership of FES's existing non-
nuclear generating assets as well as the retail and wholesale load-
serving business.
    A notice of the application and opportunity to request a hearing 
and to comment on the application was published in the Federal 
Register (FR) on June 27, 2019 (84 FR 30775). In response, on July 
17, 2019, the Environmental Law & Policy Center filed a hearing 
request. The hearing request is currently pending before the 
Commission. The NRC did not receive any comments on the application.
    Pursuant to 10 CFR 50.80, no license for a production or 
utilization facility, or any right thereunder, shall be transferred, 
either voluntarily or involuntarily, directly or indirectly, through 
transfer of control of the license to any person, unless the 
Commission gives its consent in writing. Upon review of the 
information in the application for license

[[Page 66938]]

transfer, as supplemented, and other information before the 
Commission, the NRC staff has determined that OpCo and OwnerCo are 
qualified to hold the licenses to the extent proposed to permit the 
transfer of the licenses from FENOC and FENGen to OpCo and OwnerCo, 
respectively, and that the transfers of the licenses, 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.
    Upon review of the information in the application for conforming 
amendments, as supplemented, the NRC staff has determined that:
    (1) The application for conforming license amendments 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.
    (2) The Facilities will operate in conformity with the 
application, the provisions of the Act, and the rules and 
regulations of the Commission.
    (3) There is reasonable assurance that the activities authorized 
by the amendments 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.
    (4) The issuance of the amendments will not be inimical to the 
common defense and security or to the health and safety of the 
public.
    (5) The issuance of the amendments is in accordance with 10 CFR 
part 51 of the Commission's regulations and all applicable 
requirements have been satisfied.
    The findings set forth above are supported by an NRC staff 
safety evaluation dated the same date as this Order, which is 
available at ADAMS Accession No. ML19305B131 (non-proprietary).

III.

    Accordingly, pursuant to Sections 161b, 161i, and 184 of the 
Atomic Energy Act of 1954, as amended, 42 U.S.C. 2201(b), 2201(i), 
and 2234; and 10 CFR 50.80, 10 CFR 72.50, and 10 CFR 50.90, it is 
hereby ordered that the application for license transfers, as 
described herein, is approved for BVPS, Unit 1, BVPS, Unit 2, DBNPS, 
and PNPP, and the respective ISFSIs, subject to the following 
conditions.
    1. OwnerCo and OpCo shall provide satisfactory documentary 
evidence to the Director of the NRC Office of Nuclear Reactor 
Regulation that, as of the date of the license transfer, the 
licensees reflected in the amended licenses have obtained the 
appropriate amount of insurance required of a licensee under 10 CFR 
part 140 and 10 CFR 50.54(w).
    2. On or by the closing date of the license transfer 
transaction, the Applicants shall take all necessary steps to ensure 
that the provisional trust agreement submitted on September 25, 
2019, to address the shortfall identified for BVPS, Unit 1 is 
implemented and maintained consistent with the safety evaluation 
supporting this Order.
    3. The NRC staff's approval of these license transfers is 
subject to the Commission's authority to rescind, modify, or 
condition the approved transfers based on the outcome of any post-
effectiveness hearing on the license transfer application.
    It is further ordered that after receipt of all required 
regulatory approvals of the proposed transfer actions, the 
Applicants shall inform the Director of the Office of Nuclear 
Reactor Regulation in writing of such receipt no later than 5 
business days prior to the date of the closing of the transfer. 
Should the proposed transfer not be completed within 1 year from the 
date of this Order, this Order shall become null and void, provided, 
however, upon written application and for good cause shown, such 
date may be extended by order. The conditions of this Order may be 
amended upon application by the Applicants and approval by the 
Director of the Office of Nuclear Reactor Regulation.
    It is further ordered that consistent with 10 CFR 2.1315(b), the 
license amendments that make changes, as indicated in Enclosures 2 
through 5 to the letter transmitting this Order, to reflect the 
subject transfers, are approved. The amendments shall be issued and 
made effective within 30 days of the date when the proposed transfer 
actions are completed.
    This Order is effective upon issuance.
    For further details with respect to this Order, see the 
application dated April 26, 2019, as supplemented by letters dated 
May 31, 2019; August 2, 2019; August 29, 2019; September 25, 2019 
(two submissions); and October 17, 2019, and the NRC safety 
evaluation dated the same date as this Order, which are available 
for public inspection at the NRC's Public Document Room (PDR) 
located at One White Flint North, Public File Area 01 F21, 11555 
Rockville Pike (first floor), Rockville, Maryland. Publicly 
available documents created or received at the NRC are accessible 
electronically through ADAMS in the NRC Library at https://www.nrc.gov/reading-rm/adams.html. Persons who do not have access to 
ADAMS or who encounter problems 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 email to [email protected].

    Dated at Rockville, Maryland this 2nd day of December 2019.

For the Nuclear Regulatory Commission.

/RA/

Eric J. Benner,

Deputy Director, Office of Nuclear Reactor Regulation.

[FR Doc. 2019-26389 Filed 12-5-19; 8:45 am]
 BILLING CODE 7590-01-P