[Federal Register Volume 85, Number 141 (Wednesday, July 22, 2020)]
[Notices]
[Pages 44288-44289]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-15894]


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DEPARTMENT OF ENERGY

[FE Docket Nos. 11-128-LNG, 19-156-LNG]


Change in Control; Dominion Energy Cove Point LNG, LP

AGENCY: Office of Fossil Energy, DOE.

ACTION: Notice of change in control.

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SUMMARY: The Office of Fossil Energy (FE) of the Department of Energy 
(DOE) gives notice of receipt of a Notification in Accordance with 
Procedures for Changes in Control (Notice) filed by Dominion Energy 
Cove Point LNG, LP (DECP) in the above-referenced dockets on July 9, 
2020. The Notice describes changes in DECP's ownership. The Notice was 
filed under section 3 of the Natural Gas Act (NGA).

DATES: Protests, motions to intervene, or notices of intervention, as 
applicable, and written comments are to be filed using procedures 
detailed in the Public Comment Procedures section no later than 4:30 
p.m., Eastern time, August 6, 2020.

ADDRESSES: 
    Electronic Filing by email: [email protected]
    Regular Mail: U.S. Department of Energy (FE-34), Office of 
Regulation, Analysis, and Engagement, Office of Fossil Energy, P.O. Box 
44375, Washington, DC 20026-4375.
    Hand Delivery or Private Delivery Services (e.g., FedEx, UPS, 
etc.): U.S. Department of Energy (FE-34), Office of Regulation, 
Analysis, and Engagement, Office of Fossil Energy, Forrestal Building, 
Room 3E-042, 1000 Independence Avenue SW, Washington, DC 20585.

FOR FURTHER INFORMATION CONTACT: 
    Benjamin Nussdorf or Amy Sweeney, U.S. Department of Energy (FE-34) 
Office of Regulation, Analysis, and Engagement, Office of Fossil 
Energy, Forrestal Building, Room 3E-042, 1000 Independence Avenue SW, 
Washington, DC 20585, (202) 586-7893; (202) 586-2627, 
[email protected] or [email protected]
    Cassandra Bernstein, U.S. Department of Energy (GC-76), Office of 
the Assistant General Counsel for Electricity and Fossil Energy, 
Forrestal Building, 1000 Independence Avenue SW, Washington, DC 20585, 
(202) 586-9793, [email protected]

SUPPLEMENTARY INFORMATION:

Summary of Change in Control

    DECP states that 75% of its limited partnership interest is 
currently owned by Dominion MLP Holding Company II, LLC (Dominion MLP 
Holding), a Virginia limited liability company that is a wholly-owned, 
direct subsidiary of Dominion Energy Gas Holdings, LLC, which in turn 
is a wholly-owned subsidiary of Dominion Energy, Inc. (DEI). The 
remaining 25% of DECP's limited partnership interest is owned by Bowie 
Acquisitions LLC, an affiliate of Brookfield Asset Management Inc. 
(Brookfield). The general partnership interest in DECP is currently 
held by Cove Point GP Holding Company, LLC (Cove Point GP), a Delaware 
limited liability company and a wholly-owned,

[[Page 44289]]

direct subsidiary of Dominion MLP Holding.
    DECP provides notification of a planned transaction in which 
Berkshire Hathaway Energy Company (BHE), an Iowa corporation and a 
subsidiary of Berkshire Hathaway Inc. (a Delaware corporation), will 
acquire indirect ownership and control of 100% of the general 
partnership interests of DECP, as well as 25% of DECP's limited 
partnership interests. DECP states that 50% of its limited partnership 
interest will continue to be owned directly or indirectly by DEI. 
Brookfield will continue to own the remaining 25% of DECP's limited 
partnership interest through Bowie Acquisitions LLC.
    According to DECP, BHE is acquiring these interests in DECP as part 
of a larger transaction, with an enterprise value of approximately $9.7 
billion, involving the acquisition by BHE of a number of subsidiaries 
of DEI, pursuant to a Purchase and Sale Agreement dated as of July 3, 
2020. DECP states that BHE generally will have day-to-day management 
and control of DECP. DECP will remain the holder of the export 
authorizations.
    Additional details can be found in DECP's Notice, posted on the 
DOE/FE website at: https://www.energy.gov/sites/prod/files/2020/07/f76/DECP_BHE_DOE_CIC_filing.pdf

DOE/FE Evaluation

    DOE/FE will review DECP's Notice in accordance with its Procedures 
for Changes in Control Affecting Applications and Authorizations to 
Import or Export Natural Gas (CIC Procedures).\1\ Consistent with the 
CIC Procedures, this notice addresses DECP's authorizations to export 
liquefied natural gas (LNG) to non-free trade agreement (non-FTA) 
countries, granted in DOE/FE Order Nos. 3331-A \2\ (FE Docket No. 11-
128-LNG) and 4508 (FE Docket No. 19-156-LNG).\3\ If no interested 
person protests the change in control and DOE takes no action on its 
own motion, the proposed change in control will be deemed granted 30 
days after publication in the Federal Register. If one or more protests 
are submitted, DOE will review any motions to intervene, protests, and 
answers, and will issue a determination as to whether the proposed 
change in control has been demonstrated to render the underlying 
authorization inconsistent with the public interest.
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    \1\ 79 FR 65541 (Nov. 5, 2014).
    \2\ DOE/FE Order No. 3331 was subsequently amended by DOE/FE 
Order Nos. 3331-B and 3331-C.
    \3\ DECP's Notice also applies to its existing authorizations to 
export LNG to FTA countries and to import natural gas from various 
international sources, but DOE/FE will respond to those portions of 
the document separately pursuant to the CIC Procedures, 79 FR 65542.
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Public Comment Procedures

    Interested persons will be provided 15 days from the date of 
publication of this notice in the Federal Register in order to move to 
intervene, protest, and answer DECP's Notice.\4\ Protests, motions to 
intervene, notices of intervention, and written comments are invited in 
response to this notice only as to the change in control described in 
DECP's Notice. All protests, comments, motions to intervene, or notices 
of intervention must meet the requirements specified by DOE's 
regulations in 10 CFR part 590.
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    \4\ Intervention, if granted, would constitute intervention only 
in the change in control portion of this proceeding, as described 
herein.
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    Filings may be submitted using one of the following methods: (1) 
Preferred method: emailing the filing to [email protected]; (2) mailing 
an original and three paper copies of the filing to the Office of 
Regulation, Analysis, and Engagement at the address listed in 
ADDRESSES; or (3) hand delivering an original and three paper copies of 
the filing to the Office of Regulation, Analysis, and Engagement at the 
address listed in ADDRESSES. All filings must include a reference to 
the individual FE Docket Number(s) in the title line, or Dominion 
Energy Cove Point LNG, LP Change in Control in the title line. Please 
Note: If submitting a filing via email, please include all related 
documents and attachments (e.g., exhibits) in the original email 
correspondence. Please do not include any active hyperlinks or password 
protection in any of the documents or attachments related to the 
filing. All electronic filings submitted to DOE must follow these 
guidelines to ensure that all documents are filed in a timely manner. 
Any hardcopy filing submitted greater in length than 50 pages must also 
include, at the time of the filing, a digital copy on disk of the 
entire submission.
    DECP's Notice, and any filed protests, motions to intervene, 
notices of intervention, and comments, are available for inspection and 
copying in the Office of Regulation, Analysis, and Engagement docket 
room, Room 3E-042, 1000 Independence Avenue SW, Washington, DC, 20585. 
The docket room is open between the hours of 8:00 a.m. and 4:30 p.m., 
Monday through Friday, except Federal holidays.
    DECP's Notice, and any filed protests, motions to intervene, 
notices of intervention, and comments, will also be available 
electronically by going to the following DOE/FE Web address: https://fossil.energy.gov/ng_regulation/.

    Signed in Washington, DC, on July 17, 2020.
Amy Sweeney,
Director, Office of Regulation, Analysis, and Engagement, Office of Oil 
and Natural Gas.
[FR Doc. 2020-15894 Filed 7-21-20; 8:45 am]
BILLING CODE 6450-01-P