[Federal Register Volume 90, Number 61 (Tuesday, April 1, 2025)]
[Notices]
[Pages 14396-14399]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-05565]
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NUCLEAR REGULATORY COMMISSION
[Docket Nos. 003392, 11005360; NRC-2025-0065]
Honeywell International Inc.; Consideration of Approval of
Transfer of Control of Licenses
AGENCY: Nuclear Regulatory Commission.
ACTION: Application for direct and indirect transfer of licenses;
opportunity to comment, request a hearing, and petition for leave to
intervene.
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SUMMARY: The U.S. Nuclear Regulatory Commission (NRC, the Commission)
received and is considering approval of an application filed by
Honeywell International, Inc. (Honeywell) on January 24, 2025, as
supplemented by letters dated February 14, 2025, March 3, 2025, and
March 7, 2025. The application seeks NRC consent to the direct and
indirect transfer of control of the materials license SUB-526, held by
Honeywell, and to the indirect transfer of control of Honeywell's
economic interest in ConverDyn, GP (``ConverDyn'') which holds NRC
export license number XSOU8789. The application contains sensitive
unclassified non-safeguards information (SUNSI).
DATES: Submit comments by May 1, 2025. A request for a hearing or
petition for leave to intervene must be filed by April 21, 2025. Any
potential party as defined in section 2.4 of title 10 of the Code of
Federal Regulations (10 CFR), who believes access to SUNSI is necessary
to respond to this notice must follow the instructions in Section VI of
the SUPPLEMENTARY INFORMATION section of this notice.
ADDRESSES: You may submit comments by any of the following methods;
however, the NRC encourages electronic comment submission through the
Federal rulemaking website:
Federal rulemaking website: Go to https://www.regulations.gov and search for Docket ID NRC-2025-0065. Address
questions about Docket IDs in Regulations.gov to Bridget Curran;
telephone: 301-415-1003; email: [email protected]. For technical
questions, contact the individual listed in the For Further Information
Contact section of this document.
Email comments to: [email protected]. If you do not
receive an automatic email reply confirming receipt, then contact us at
301-415-1677.
Fax comments to: Secretary, U.S. Nuclear Regulatory
Commission at 301-415-1101.
Mail comments to: Secretary, U.S. Nuclear Regulatory
Commission, Washington, DC 20555-0001, ATTN: Rulemakings and
Adjudications Staff.
Hand deliver comments to: 11555 Rockville Pike, Rockville,
Maryland 20852, between 7:30 a.m. and 4:15 p.m. eastern time (ET)
Federal workdays; telephone: 301-415-1677.
For additional direction on obtaining information and submitting
comments, see ``Obtaining Information and Submitting Comments'' in the
SUPPLEMENTARY INFORMATION section of this document.
FOR FURTHER INFORMATION CONTACT: Osiris Siurano-P[eacute]rez, Office of
Nuclear Material Safety and Safeguards, U.S. Nuclear Regulatory
Commission, Washington, DC 20555-0001; telephone: 301-415-7827; email:
[email protected].
SUPPLEMENTARY INFORMATION:
I. Obtaining Information and Submitting Comments
A. Obtaining Information
Please refer to Docket ID NRC-2025-0065 when contacting the NRC
about the availability of information for this action. You may obtain
publicly available information related to this action by any of the
following methods:
Federal Rulemaking Website: Go to https://www.regulations.gov and search for Docket ID NRC-2025-0065.
NRC's Agencywide Documents Access and Management System
(ADAMS): You may obtain publicly available documents online in the
ADAMS Public Documents collection at https://www.nrc.gov/reading-rm/adams. 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, at 301-415-4737, or by email
to [email protected]. The ADAMS accession number for each document
referenced (if it is available in ADAMS) is provided the first time
that it is mentioned in this document.
NRC's PDR: The PDR, where you may examine and order copies
of publicly available documents, is open by appointment. To make an
appointment to visit the PDR, please send an email to
[email protected] or call 1-800-397-4209 or 301-415-4737, between 8
a.m. and 4 p.m. ET, Monday through Friday, except Federal holidays.
B. Submitting Comments
The NRC encourages electronic comment submission through the
Federal Rulemaking Website (https://www.regulations.gov). Please
include Docket ID NRC-2025-0065 in your comment submission.
The NRC cautions you not to include identifying or contact
information that you do not want to be publicly disclosed in your
comment submission. The NRC will post all comment submissions at
https://www.regulations.gov as well as enter the comment submissions
into ADAMS. The NRC does not routinely edit comment submissions to
remove identifying or contact information.
If you are requesting or aggregating comments from other persons
for submission to the NRC, then you should inform those persons not to
include identifying or contact information that they do not want to be
publicly disclosed in their comment submission. Your request should
state that the NRC does not routinely edit comment submissions to
remove such information before making the comment submissions available
to the public or entering the comment into ADAMS.
II. Introduction
The NRC is considering the issuance of an order pursuant to 10 CFR
40.46, ``Inalienability of licenses,'' 10 CFR 110.50, ``Terms,'' and 10
CFR 110.51, ``Amendment and renewal of licenses,'' approving the
transfer of control of NRC license number SUB-526, held by Honeywell,
as well as the indirect transfer of control of Honeywell's economic
interest in ConverDyn, GP (``ConverDyn'') which holds NRC export
license number XSOU8789. Honeywell is the owner and licensee of the
Metropolis Works Uranium Conversion Facility (MTW) near Metropolis,
Illinois. Through its wholly owned subsidiary Honeywell Energy
Services, Inc. (HES), Honeywell also holds a 50 percent ownership
interest in ConverDyn, which is a joint venture between Honeywell and
General Atomics, for marketing the uranium hexafluoride produced at the
MTW.
According to the application dated January 24, 2025 (ADAMS
Accession No. ML25024A105), as supplemented by letters dated February
14, 2025 (ADAMS Accession No. ML25049A139), March 3, 2025 (ADAMS
Accession No. ML25062A232), and March 7, 2025 (ADAMS Accession No.
ML25066A215), Honeywell is requesting NRC consent for a proposed
transaction that would implement Honeywell's publicly announced plan to
spin off its advanced materials business (including the MTW, and
Honeywell's interest in the ConverDyn joint venture between Honeywell
and General Atomics) to existing Honeywell shareholders (the
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Spin). The transaction involves the creation of two new subsidiaries,
one of which has already been created and named US Athens SpinCo, LLC.
The second subsidiary which, for the time being, is named NewCo.
Corporation, based on the information provided by Honeywell in its
application, will be a direct subsidiary of US Athens SpinCo, LLC.
The proposed transfers (collectively, ``The Transaction'') will
occur in two steps. This first step of the Transaction (which includes
the direct and indirect transfers of control resulting therefrom) is
referred to by Honeywell as the ``Internal Reorganization.'' The first
step involves two sub-steps. The first sub-step involves the direct
transfer of control of Honeywell's NRC materials license SUB-526 for
the MTW and ownership of the relevant assets and operations related to
the MTW to NewCo Corp. As a result of this sub-step, NewCo Corp. will
become the new licensee for the MTW. The second sub-step will involve
(1) an indirect change of control of the HES materials license, which
will occur when Honeywell transfers ownership of HES to NewCo Corp. and
would occur substantially concurrently with the direct transfer of
control of the NRC license for the MTW, and (2) an indirect change of
control to occur when Honeywell transfers ownership of NewCo Corp. to
US Athens SpinCo, LLC. As a result of this last indirect change of
control, NewCo Corp. will become an indirect intermediate corporate
parent of Honeywell's 50 percent ownership interest in the ConverDyn
joint venture. US Athens SpinCo, LLC would then become (1) the direct
intermediate corporate parent of NewCo Corp. and (2) the indirect
intermediate corporate parent of HES, which will continue to hold the
50 percent ownership interest in the ConverDyn joint venture. For the
sake of clarity, before and after the first step, US Athens SpinCo, LLC
will be wholly owned by Honeywell. In its request for NRC consent
submittal, Honeywell also stated that, for tax and other corporate
purposes related to the Transaction, Honeywell will also create two
additional intermediate holding companies. These two companies would
become corporate parents of NewCo Corp. and wholly owned subsidiaries
of US Athens SpinCo LLC as depicted in Exhibit F-2 of Honeywell's
revised submittal (Revision 1 dated February 14, 2025--ADAMS Accession
No. ML25024A105). After the proposed Transaction, the two intermediate
holding companies would remain corporate parents of NewCo Corp. and be
wholly owned subsidiaries of US Athens SpinCo Corp. as depicted in
Exhibit F-3 of Honeywell's revised submittal.
The second step of the Transaction is referred to by Honeywell as
the ``Internal Reorganization.'' The second step of the transaction
involves an indirect transfer of control that will involve converting
US Athens SpinCo, LLC into a corporation (``US Athens SpinCo Corp.'').
As a result, Honeywell will then distribute shares in US Athens SpinCo
Corp. to Honeywell's existing common shareholders, on a pro rata basis,
according to the shareholders' ownership of Honeywell's common stock at
the time. As a result of the second step, US Athens SpinCo Corp. will
become the new ultimate parent company for NewCo Corp, as well as the
ultimate corporate owner of the 50 percent of the ConverDyn joint
venture. Because the Internal Reorganization and the Spin are both
required to effectuate the Transaction and the Spin would not occur
without the Internal Reorganization, Honeywell submitted a single
application with the request that the NRC grant its consent to each of
the two steps of the Transaction previously described in this document.
More information on the proposed transaction is provided in Honeywell's
request.
In its submittal, Honeywell stated that there are no anticipated
changes in the operations, key operating personnel, or licensed
activities resulting from the Transaction. Honeywell further stated
that it will transfer all employees responsible for the NRC-licensed
materials and activities at the MTW to NewCo Corp. as part of the
Internal Reorganization. Honeywell further stated that those employees
will remain responsible for such materials and activities after the
closing of the Transaction and that, for this reason, NewCo Corp. would
remain technically qualified to hold the MTW's NRC license and fulfill
all responsibilities as the licensee. Honeywell also stated that there
are no anticipated changes at ConverDyn as a result of the transfer of
Honeywell's indirect 50 percent ownership of the ConverDyn joint
venture. Honeywell will notify the NRC if changes become anticipated as
part of the Transaction.
In its submittal, Honeywell also stated that NewCo Corp. will be
financially qualified to engage in NRC-licensed activities and that,
prior to closing the Transaction, and, upon the NRC providing its
consent to the transfers of control of the licenses, US Athens SpinCo
Corp. will replace the standby trust and irrevocable standby letters of
credit upon which Honeywell currently relies to demonstrate
decommissioning funding assurance for the MTW. On this regard,
Honeywell will either transfer the irrevocable letters of credit to US
Athens SpinCo Corp. or US Athens SpinCo Corp. will replace the letters
of credit with new financial assurance instruments. These instruments
will likely be in the form of a surety bond, insurance, bank or third-
party lender guarantee, or new letters of credit.
Section 184, ``Inalienability of Licenses,'' of the Atomic Energy
Act of 1954, as amended, (the Act) states that ``[n]o license granted
hereunder and no right to utilize or produce special nuclear material
granted hereby shall be transferred, assigned or in any manner disposed
of, either voluntarily or involuntarily, directly or indirectly,
through transfer of control of any license to any person, unless the
Commission shall, after securing full information, find that the
transfer is in accordance with the provisions of this Act, and shall
give its consent in writing.'' The NRC's regulations at 10 CFR 50.80,
70.36, and 72.50 provide that no license, or any right thereunder,
shall be transferred, assigned, or in any manner disposed of, 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. The NRC's regulation at 10 CFR 110.50(d) states
that a specific export license may be transferred only with the
approval of the Commission by license amendment. The Commission will
approve an application for the indirect transfer of a license if the
Commission determines that the proposed transfer of control will not
affect the qualifications of the licensee to hold the license, and that
the transfer is otherwise consistent with applicable provisions of law,
regulations, and orders issued by the Commission.
III. Opportunity To Comment
Within 30 days from the date of publication of this notice, persons
may submit written comments regarding the license transfer application,
as provided for in 10 CFR 2.1305 and 10 CFR 110.81. The Commission will
consider and, if appropriate, respond to these comments, but such
comments will not otherwise constitute part of the decisional record.
Comments should be submitted as described in the ADDRESSES section of
this document.
IV. Opportunity To Request a Hearing and Petition for Leave To
Intervene
Within 20 days after the date of publication of this notice, any
person (petitioner) whose interest may be
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affected by this action may file a request for a hearing and petition
for leave to intervene (petition) with respect to the action. Petitions
shall be filed in accordance with the Commission's ``Agency Rules of
Practice and Procedure'' in 10 CFR part 2. Interested persons should
consult 10 CFR 2.309. If a petition is filed, the presiding officer
will rule on the petition and, if appropriate, a notice of a hearing
will be issued.
Petitions must be filed no later than 20 days from the date of
publication of this notice in accordance with the filing instructions
in the ``Electronic Submissions (E-Filing)'' section of this document.
Petitions and motions for leave to file new or amended contentions that
are filed after the deadline will not be entertained absent a
determination by the presiding officer that the filing demonstrates
good cause by satisfying the three factors in 10 CFR 2.309(c)(1)(i)
through (iii).
A State, local governmental body, Federally recognized Indian
Tribe, or designated agency thereof, may submit a petition to the
Commission to participate as a party under 10 CFR 2.309(h) no later
than 20 days from the date of publication of this notice.
Alternatively, a State, local governmental body, Federally recognized
Indian Tribe, or agency thereof may participate as a non-party under 10
CFR 2.315(c).
For information about filing a petition and about participation by
a person not a party under 10 CFR 2.315, see ADAMS Accession No.
ML20340A053 (https://adamswebsearch2.nrc.gov/webSearch2/main.jsp?AccessionNumber=ML20340A053) and on the NRC's public website
at https://www.nrc.gov/about-nrc/regulatory/adjudicatory/hearing.html#participate.
V. Electronic Submissions (E-Filing)
All documents filed in NRC adjudicatory proceedings including
documents filed by an interested State, local governmental body,
Federally recognized Indian Tribe, or designated agency thereof that
requests to participate under 10 CFR 2.315(c), must be filed in
accordance with 10 CFR 2.302. The E-Filing process requires
participants to submit and serve all adjudicatory documents over the
internet, or in some cases, to mail copies on electronic storage media,
unless an exemption permitting an alternative filing method, as further
discussed, is granted. Detailed guidance on electronic submissions is
in the ``Guidance for Electronic Submissions to the NRC'' (ADAMS
Accession No. ML13031A056) and on the NRC's public website at https://www.nrc.gov/site-help/e-submittals.html.
To comply with the procedural requirements of E-Filing, at least 10
days prior to the filing deadline, the participant should contact the
Office of the Secretary by email at [email protected], or by
telephone at 301-415-1677, to (1) request a digital identification (ID)
certificate, which allows the participant (or its counsel or
representative) to digitally sign submissions and access the E-Filing
system for any proceeding in which it is participating; and (2) advise
the Secretary that the participant will be submitting a petition or
other adjudicatory document (even in instances in which the
participant, or its counsel or representative, already holds an NRC-
issued digital ID certificate). Based upon this information, the
Secretary will establish an electronic docket for the proceeding if the
Secretary has not already established an electronic docket.
Information about applying for a digital ID certificate is
available on the NRC's public website at https://www.nrc.gov/site-help/e-submittals/getting-started.html. After a digital ID certificate is
obtained and a docket created, the participant must submit adjudicatory
documents in Portable Document Format. Guidance on submissions is
available on the NRC's public website at https://www.nrc.gov/site-help/electronic-sub-ref-mat.html. A filing is considered complete at the
time the document is submitted through the NRC's E-Filing system. To be
timely, an electronic filing must be submitted to the E-Filing system
no later than 11:59 p.m. ET on the due date. Upon receipt of a
transmission, the E-Filing system timestamps the document and sends the
submitter an email confirming receipt of the document. The E-Filing
system also distributes an email that provides access to the document
to the NRC's Office of the General Counsel and any others who have
advised the Office of the Secretary that they wish to participate in
the proceeding, so that the filer need not serve the document on those
participants separately. Therefore, applicants and other participants
(or their counsel or representative) must apply for and receive a
digital ID certificate before adjudicatory documents are filed to
obtain access to the documents via the E-Filing system.
A person filing electronically using the NRC's adjudicatory E-
Filing system may seek assistance by contacting the NRC's Electronic
Filing Help Desk through the ``Contact Us'' link located on the NRC's
public website at https://www.nrc.gov/site-help/e-submittals.html, by
email to [email protected], or by a toll-free call at 1-866-672-
7640. The NRC Electronic Filing Help Desk is available between 9 a.m.
and 6 p.m., ET, Monday through Friday, except Federal holidays.
Participants who believe that they have good cause for not
submitting documents electronically must file an exemption request, in
accordance with 10 CFR 2.302(g), with their initial paper filing
stating why there is good cause for not filing electronically and
requesting authorization to continue to submit documents in paper
format. Such filings must be submitted in accordance with 10 CFR
2.302(b)-(d). Participants filing adjudicatory documents in this manner
are responsible for serving their documents on all other participants.
Participants granted an exemption under 10 CFR 2.302(g)(2) must still
meet the electronic formatting requirement in 10 CFR 2.302(g)(1),
unless the participant also seeks and is granted an exemption from 10
CFR 2.302(g)(1).
Documents submitted in adjudicatory proceedings will appear in the
NRC's electronic hearing docket, which is publicly available at https://adams.nrc.gov/ehd, unless excluded pursuant to an order of the
presiding officer. If you do not have an NRC-issued digital ID
certificate as previously described, click ``cancel'' when the link
requests certificates and you will be automatically directed to the
NRC's electronic hearing dockets where you will be able to access any
publicly available documents in a particular hearing docket.
Participants are requested not to include personal privacy information
such as social security numbers, home addresses, or personal phone
numbers in their filings unless an NRC regulation or other law requires
submission of such information. With respect to copyrighted works,
except for limited excerpts that serve the purpose of the adjudicatory
filings and would constitute a Fair Use application, participants
should not include copyrighted materials in their submission.
The Commission will issue a notice or order granting or denying a
hearing request or intervention petition, designating the issues for
any hearing that will be held and designating the Presiding Officer. A
notice granting a hearing will be published in the Federal Register and
served on the parties to the hearing.
For further details with respect to this notice, see the
application dated January 24, 2025 (ADAMS Accession No. ML25024A105),
as supplement by letters dated February 14, 2025 (ADAMS
[[Page 14399]]
Accession No. ML25049A139) and March 3, 2025 (ADAMS Accession No.
ML25049A139).
VI. Access to Sensitive Unclassified Non-Safeguards Information for
Contention Preparation
Any person who desires access to proprietary, confidential
commercial information that has been redacted from the application
should contact the Applicant by emailing Anne Madden, Senior Vice
President and General Counsel, GE, at [email protected] for the
purpose of negotiating a confidentiality agreement or a proposed
protective order with the Applicant. If no agreement can be reached,
persons who desire access to this information may file a motion with
the Secretary and addressed to the Commission that requests the
issuance of a protective order.
Dated: March 27, 2025.
For the Nuclear Regulatory Commission.
Samantha Lav,
Chief, Fuel Facility Licensing Branch, Division of Fuel Management,
Office of Nuclear Material Safety and Safeguards.
[FR Doc. 2025-05565 Filed 3-31-25; 8:45 am]
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