[Federal Register Volume 85, Number 196 (Thursday, October 8, 2020)]
[Notices]
[Pages 63589-63591]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-22314]


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NUCLEAR REGULATORY COMMISSION

[Docket Nos. 11004455 and 11005966; NRC-2020-0222]


MP Mine Operations, LLC

AGENCY: Nuclear Regulatory Commission.

ACTION: Order; issuance.

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SUMMARY: The U.S. Nuclear Regulatory Commission (NRC) issued an Order 
approving a request, submitted by MP Mine Operations LLC, seeking NRC's 
consent to the indirect transfers of control of Export License Nos. 
XSOU8707 and XSOU8827 and requesting approval of a conforming license 
amendment to reflect the new point-of-contact on Export License Nos. 
XSOU8707 and XSOU8827.

DATES: The Order was issued on September 21, 2020.

ADDRESSES: Please refer to Docket ID NRC-2020-0222 when contacting the 
NRC about the availability of information for this action. 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-2020-0222. Address 
questions about Docket IDs in Regulations.gov to Jennifer Borges; 
telephone: 301-287-9127; email: [email protected]. For technical 
questions, contact the individual 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

[[Page 63590]]

https://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 reference staff at 1-800-397-
4209, 301-415-4737, or by email to [email protected]. The ADAMS 
Accession No. for the issued Order is ML20262H160.

FOR FURTHER INFORMATION CONTACT: Andrea R. Jones, Office of 
International Programs, U.S. Nuclear Regulatory Commission, Washington, 
DC 20555-0001, telephone: 404-997-4443, email: [email protected].

SUPPLEMENTARY INFORMATION: The text of the Order is attached.

    Dated October 5, 2020.

    For the Nuclear Regulatory Commission.
Nader L. Mamish,
Director, Office of Internal Programs.

Attachment--Order

In the Matter of MP Mine Operations LLC; Docket Nos. 11004455 and 
11005966, License Nos. XSOU8707 and XSOU8827, Order Approving Indirect 
Transfer of Two Export Licenses

I.

    MP Mine Operations LLC (MPMO or the Licensee) currently holds 
export licenses XSOU8707 and XSOU8827. The address included on these 
export licenses is the Mountain Pass rare earth mine and processing 
facility. On July 15, 2020, MPMO announced a proposed business 
combination of MPMO Merger LLC and Fortress Value Acquisition 
Corporation (``FVAC''), (a/k/a ``FVAC'' Merger LLC III), a publicly 
traded special purpose acquisition company. Through a series of 
transactional actions, MPMO will become a direct subsidiary of FVAC 
Merger LLC III and an indirect subsidiary of MP Materials Corporation, 
the ultimate parent company. After the proposed business merger is 
concluded, FVAC's name will change to MP Materials Corporation and 
MPMO's current majority direct shareholders will become indirect 
majority shareholders.

II.

    The current majority equity holders of MPMO are JHL Capital Group 
Holdings Two LLC (``JHL''), and QVT Financial LP (``QVT''). JHL and QVT 
hold membership interests representing 65% and 25%, respectively, of 
MPMO's outstanding units. After the transaction, JHL and QVT will 
become indirect majority equity holders of MPMO and equity holders in 
MP Materials Corp. Additionally, JHL and QVT will hold equity interests 
of at least 41% and 14%, respectively, in MP Materials Corporation. 
This combined ownership interest will indirectly represent a majority 
interest in MPMO. No other single shareholder will hold an interest in 
MP Materials Corporation of greater than 8%. JHL and QVT will jointly 
and indirectly own a majority interest in MPMO.

III.

    By letter dated August 17, 2020 (ADAMS Accession No. ML20233A654) 
(ADAMS Accession Nos. ML20233A60 and ML20233A643), respectively, MPMO 
requested approval from the U.S. Nuclear Regulatory Commission (NRC) 
for the indirect transfer of control of export licenses XSOU8707 and 
XSOU8827, resulting in the creation of a new parent company MP 
Materials Corporation. This request was made pursuant to Section 184 of 
the Atomic Energy Act of 1954, as amended (AEA) (42 U.S.C. 2234) and 
part 110, section 50, paragraph d of Title 10 of the Code of Federal 
Regulations (10 CFR 110.50(d)). In association with the proposed 
indirect transfer, MPMO has requested a minor amendment to the export 
licenses to update to the licensee contact (in license applications 
dated August 19, 2020 ((ADAMS Accession Nos. ML20233A60 and 
ML20233A643, respectively).
    The letter dated August 17, 2020 was made publicly available in 
ADAMS on August 19, 2020. The NRC received one comment. The commenter 
requested that the matter be held in abeyance pending a Federal 
government-wide review, including a review by the Committee on Foreign 
Investment in the United States (CFIUS), of the national security 
impacts of the proposed transaction. The commenter claims that the 
transaction will result in a Chinese company, Shenghe Resources Holding 
Co., Ltd. (Shenghe Resources), having a minority interest in the 
ultimate parent company through a subsidiary. The commenter does not 
mention, however, that Leshan Shenghe Rare Earth Co., Ltd. (Leshan 
Shenghe), the subsidiary of Shenghe Resources currently already holds a 
minority interest in the existing licensee, and that post-transaction 
Leshan Shenghe would continue to be a minority owner of the licensee. 
To the extent Leshan Shenghe's ownership interest changes, the change 
would be de minimis, based upon the information provided by the 
licensee to support the transfer of control. Because Leshan Shenghe 
would continue to be a minority owner of the licensee and any change in 
its ownership interest will be negligible, the indirect transfer would 
not alter Leshan Shenghe's existing corporate status as a minority 
owner of the licensee or its corporate control or influence over the 
licensee vis a vis the remaining owners, including the majority owners.

IV.

    Pursuant to Section 184 of the AEA (42 U.S.C. 2234), no license 
granted by the Commission shall be transferred, assigned, or in any 
manner disposed of, directly or indirectly, through transfer of control 
of any license to any person unless the Commission, after securing full 
information, finds that the transfer is in accordance with the 
provisions of the AEA, and gives its consent in writing. Pursuant to 10 
CFR 110.50(d), a specific export license may be transferred, disposed 
of, or assigned to another person only with the approval of the 
Commission by license amendment. And pursuant to 10 CFR 110.51(a)(1), 
an application requesting amendment of an export license shall be filed 
on NRC Form 7, ``Application for NRC Export or Import License, 
Amendment, Renewal or Consent Request(s),'' in accordance with 10 CFR 
110.31 and 110.32 and must specify the grounds for the requested 
amendment.
    After review of MPMO's supplemental information dated August 11, 
2020 (ADAMS Accession No. ML20238B854), export applications XSOU8707 
and XSOU8827 dated August 19, 2020 (ADAMS Accession Nos. ML20233A60 and 
ML20233A643; respectively), and MPMO's ``Expedited Review and Any 
Necessary Consent for Indirect Change of Control of MP Mine Operations 
LLC, Export License Nos. XSOU8707 and XSOU8827'', dated August 17, 2020 
(ADAMS Accession No. ML20233A654), the NRC staff has determined that 
the transfer of control is consistent with the applicable provisions of 
the AEA, regulations, and orders issued by the Commission. The NRC 
staff has further determined that the request for the proposed 
conforming license amendment complies with the standards and 
requirements of the AEA, and the NRC's regulations set forth in 10 CFR 
part 110. The transfer of control of the license and issuance of the 
conforming license amendment will not be inimical to the common defense 
and security, or to the health and safety of the public, or the 
environment, and all applicable requirements have been satisfied.
    For further details with respect to this Order, see MPMO's 
supplemental information dated August 11, 2020 (ADAMS Accession No. 
ML20238B854), export applications XSOU8707 and XSOU8827 dated August 
19, 2020 (ADAMS Accession No. ML20233A60 and ML20233A643, 
respectively),

[[Page 63591]]

MPMO's ``Expedited Review and Any Necessary Consent for Indirect Change 
of Control of MP Mine Operations LLC, Export License Nos. XSOU8707 and 
XSOU8827,'' dated August 17, 2020 (ADAMS Accession No. ML20233A654), 
``Response to September 3, 2020 NRC Questions,'' ADAMS Accession No. 
ML20262H088) and ``MPMO Response to Comments--Export Licenses XSOU8707 
and XSOU8827,'' ADAMS Accession No. ML20259A009. These documents are 
available for public inspection at the Commission Public Document Room 
(PDR), located at One White Flint North, Room O1-F21, 11555 Rockville 
Pike (first floor), Rockville, MD 20852, and available online in the 
ADAMS Public Documents collection at https://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 email to [email protected].

VI.

    Accordingly, pursuant to Section 184 of the AEA, 10 CFR 110.50(d), 
and 10 CFR 110.51(c), it is hereby ordered that MPMO's request for 
indirect transfer of control and license amendment application, as 
described herein, be consented to and approved, respectively.
    It is further ordered, that MPMO inform the NRC of the date of the 
indirect transfer, within 30-days of the transaction closing.
    This Order is effective upon issuance. Issuance of this Order does 
not preclude or foreclose any future NRC enforcement action, if 
warranted, to address any previous violations of NRC requirements.

    Dated at Rockville, Maryland, this 21st day of September 2020.

    For the Nuclear Regulatory Commission.

Nader L. Mamish,

Director, Office of International Programs.
[FR Doc. 2020-22314 Filed 10-7-20; 8:45 am]
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